SEC Form 4 · accession 0001209191-15-005134
HCI Group, Inc. · HCI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Anthony Saravanos
Officer — Division President · Director
Period of report
Jan 15, 2015
Accepted (ET)
Jan 20, 2015 · 4:47 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001400810
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stockF4,F5 | Jan 15, 2015 | F | 205 | $45.23 | D | 2,295 | D | |
| Common stock | holding | — | — | — | 1,200 | I | By Self as Custodian for niece, Elliana Tuite | |
| Common stock | holding | — | — | — | 1,200 | I | By Self as Custodian for nephew, Nolan Tuite | |
| Common stockF1 | holding | — | — | — | 80,000 | I | By HC Investment LLC | |
| Common stock | holding | — | — | — | 1,200 | I | By Self and Maria Saravanos as Custodian for son, Kostos Anthony Saravanos | |
| Common stockF2 | holding | — | — | — | 24,000 | D | ||
| Common stockF3 | holding | — | — | — | 10,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F6,F7 | $2.50 | holding | — | — | — | — | May 31, 2017 | Common | 30,000 | 30,000 | D |
Explanation of responses
- F1The reporting person holds voting and investment power of the 80,000 shares held by HC Investment LLC.
- F2Restricted stock grant of 24,000 shares effective 5/16/2013: Restrictions will lapse: (i) as to 6,000 shares, one year after the closing price of HCI common shares equals or exceeds $35 per share for 20 consecutive trading days; (ii) as to 6,000 shares, one year after the closing price of HCI common shares equals or exceeds $50 per share for 20 consecutive trading days; (iii) as to 6,000 shares, one year after the closing price of HCI common shares equals or exceeds $65 per share for 20 consecutive trading days; (iv) as to 6,000 shares, one year after the closing price of HCI common shares equals or exceeds $80 per share for 20 consecutive trading days. All shares of which restrictions have not lapsed 6 years and one day from grant date will be forfeited. These shares were granted by the company pursuant to the company's 2012 Omnibus Incentive Plan and under the terms and conditions of a restricted stock agreement dated 5/16/2013.
- F3Restricted stock grant of 10,000 shares effective 8/29/2013: Restriction period will lapse and the restricted shares will vest as follows: (i) as to 2,500 shares, one year after the company has acquired at least $25 million of real property; (ii) as to 2,500 shares, one year after the company has acquired at least $50 million of real property; (iii) as to 2,500 shares, one year after the company has acquired at least $75 million of real property; and (iv) as to 2,500 shares, one year after the company has acquired at least $100 million of real property. The foregoing dollar figures are cumulative and apply to acquisitions of real property occurring after the grant date. These shares were granted by the company pursuant to the company's 2012 Omnibus Incentive Plan and under the terms and conditions of a restricted stock agreement dated 8/29/2013.
- F4205 shares were surrendered to cover the minimum federal income tax liability associated with the vesting on 01/15/2015 of 625 restricted shares. The forfeiture of shares for tax withholding is mandated by the restricted stock agreement.
- F5Restricted stock grant of 2,500 shares effective 2/28/2014: Restriction period will lapse and the restricted shares will vest as follows: 625 shares on each of January 15, 2015, January 15, 2016, January 15, 2017, and January 15, 2018. These shares were granted by the company pursuant to the company's 2012 Omnibus Incentive Plan and under the terms and conditions of a restricted stock agreement dated 2/28/2014.The number of shares reported in column 5 includes 1,875 unvested shares pursuant to this 2/28/2014 restricted stock grant.
- F6The options were granted pursuant to the HCI Group, Inc. 2007 Stock Option and Incentive Plan.
- F7Commencing on May 1, 2008 and continuing on the same day of each calendar year thereafter through and including May 1, 2010, the amount of 10,000 options will vest and become exercisable on each such annual vesting date.