SEC Form 4 · accession 0000899243-17-009850

Comstock Holding Companies, Inc. · CHCI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Chairman and CEO · Director · 10% Owner

Period of report

Apr 2, 2014

Accepted (ET)

Apr 10, 2017 · 4:55 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001299969

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class B Common Stock^F7	Apr 6, 2017	P	25,000	$1.00	A	220,250	D
Class A Common Stock^F7	Mar 31, 2014	F	1,725	$11.27	D	245,748	D
Class A Common Stock^F7	Dec 31, 2014	F	3,546	$7.21	D	242,202	D
Class A Common Stock^F7	Mar 31, 2015	F	1,725	$6.44	D	240,477	D
Class A Common Stock^F7	Mar 31, 2016	F	2,058	$1.79	D	238,419	D
Class A Common Stock^F1,F5,F7,F4	May 12, 2015	A	8,000	$0.00	A	23,984	I	By Spouse
Class A Common Stock^F1,F7,F3	May 12, 2015	A	85,714	$0.00	A	85,714	I	By Comstock Development Services, LLC
Class A Common Stock^F7	holding	—	—		—	2,142	I	Custodian for Nicholas Schar Clemente
Class A Common Stock^F7	holding	—	—		—	2,142	I	Custodian for Michael Douglas Schar Clemente
Class A Common Stock^F7	holding	—	—		—	2,142	I	Custodian for Dylan Schar Clemente
Class A Common Stock^F7	holding	—	—		—	2,142	I	Custodian for Noah Fitzgerald Schar Clemente
Class A Common Stock^F7	holding	—	—		—	2,142	I	Custodian for Mary Madeline Schar Clemente
Class A Common Stock^F7	holding	—	—		—	2,142	I	Custodian for Haley Schar Clemente
Class A Common Stock^F7	holding	—	—		—	9,904	I	By FR 54, LLC
Class A Common Stock^F7	holding	—	—		—	124,465	I	By Stonehenge Funding, LC
Class B Common Stock^F7	holding	—	—		—	195,250	I	By FR 54, LLC

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (right to buy)^F2,F7	$7.63	Dec 11, 2014	A	3,572	A	—	Dec 11, 2024	Class A Common Stock	3,572	3,572	D
A warrant to purchase Class A Common Stock^F9,F7	$1.76	Aug 15, 2016	A	150,000	A	Feb 15, 2017	Aug 15, 2026	Class A Common Stock	150,000	150,000	I
A warrant to purchase Class A Common Stock^F7,F4,F8	$0.00	Mar 14, 2015	J	3,571	D	—	Mar 14, 2015	Class A Common Stock	3,571	0	I
A warrant to purchase Class A Common Stock^F7,F6,F8	$0.00	Mar 12, 2015	J	7,857	D	—	Mar 12, 2015	Class A Common Stock	7,857	0	I
A warrant to purchase Class A Common Stock^F1,F7,F4	$7.63	Jan 12, 2015	A	5,000	A	Jul 11, 2015	Jan 12, 2015	Class A Common Stock	5,000	5,000	I
Employee Stock Option (right to buy)^F7,F4	$12.67	holding	—	—	—	Mar 31, 2016	Mar 31, 2022	Class A Common Stock	2,857	2,857	I
Employee Stock Option (right to buy)^F7,F4	$7.00	holding	—	—	—	Dec 31, 2011	Dec 31, 2017	Class A Common Stock	3,571	3,571	I

F1These shares were issued in connection with the Comstock Growth Fund Private Placement offering.
F2The options vest in four annual equal installments commencing in December 2015.
F3These securities are owned directly by Comstock Development Services, LLC, a company wholly-owned by the reporting person. The reporting person has the power to direct the vote and to direct the disposition of investments owned by Comstock Development Services, LLC.
F4The reporting person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these shares for Section 16 or for any other purpose.
F5Includes 1,074 shares of Class A Common Stock representing acquisition in the form of grants in a prior year inadvertantly omitted from previous filings.
F6These securities were owned directly by Comstock Asset Management, a company wholly-owned by the reporting person. The reporting person has the power to direct the vote and to direct the disposition of investments owned by Comstock Asset Management.
F7The totals listed in Column 5 of Table I and Column 9 of Table II of this Form 5 reflect a 7-for-1 reverse stock split that occurred with respect to Comstock's common stock on September 25, 2015.
F8Represents warrants previously issued that subsequently expired prior to being executed.
F9These warrants were issued in connection with the Comstock Investors X Private Placement Offering.