FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

DAVIDSON PETER WARNER

2. Date of Event Requiring Statement (MM/DD/YYYY)
9/8/2016 

3. Issuer Name and Ticker or Trading Symbol

Envision Solar International, Inc. [EVSI]

(Last)        (First)        (Middle)

43 PIERREPONT ST.

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                            _____ 10% Owner
_____ Officer (give title below)          _____ Other (specify below)

(Street)

BROOKLYN, NY 11201       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock   125000   (1) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
(1)  During the twelve months ended December 31, 2016, the Company released 125,000 shares of restricted common stock to Mr. Davidson. Effective as of December 31, 2016, the Company granted him 750,000 restricted shares of common stock, vesting 1/36 per month over a 36 month period commencing on the date of grant, issuable quarterly on the last day of each calendar quarter so long as he serves as a director, employee, consultant or officer of the Company at the time of scheduled vesting. The Company will also grant an additional 750,000 restricted shares of common stock to Mr. Davidson to vest in the future from time to time, based on him achieving certain performance criteria to be agreed upon by the Board of Directors. During the 23 months ended November 30, 2018, 479,167 shares of common stock vested under this agreement. On March 27, 2018, the Company issued an additional 250,000 shares of common stock to Mr. Davidson as a fully vested stock grant award for performance.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
DAVIDSON PETER WARNER
43 PIERREPONT ST.
BROOKLYN, NY 11201
X



Signatures
/s/ Peter Davidson 11/30/2018
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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