SEC Form 4 · accession 0001144204-16-116431
Limbach Holdings, Inc. · LMB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
1347 Capital LLC
10% Owner
Period of report
Jul 14, 2016
Accepted (ET)
Aug 4, 2016 · 8:42 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001606163
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 14, 2016 | P | 233,401 | $10.00 | A | 2,799,715 | I | By: 1347 Investors LLC |
| Common StockF1 | Jul 15, 2016 | P | 55,000 | $10.00 | A | 2,854,715 | I | By: 1347 Investors LLC |
| Common StockF1 | Jul 18, 2016 | J | 2,854,715 | $0.00 | D | 0 | I | By: 1347 Investors LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Private RightsF1,F2 | $11.50 | Jul 18, 2016 | J | 198,000 | D | — | — | Common Stock | 19,800 | 0 | I |
| Private WarrantsF1 | $11.50 | Jul 18, 2016 | J | 198,000 | D | Aug 19, 2016 | Jul 20, 2021 | Common Stock | 99,000 | 0 | I |
| $15 Exercise Price Sponsor WarrantsF1 | $15.00 | Jul 18, 2016 | J | 600,000 | D | Aug 19, 2016 | Jul 20, 2023 | Common Stock | 600,000 | 0 | I |
Explanation of responses
- F1Until July 18, 2016, the Reporting Person was the manager of 1347 Investors LLC, a Delaware limited liability company. Effective July 18, 2016, pursuant to an amendment and restatement of the limited liability company agreement of 1347 Investors LLC, 1347 Capital LLC is no longer the manager of 1347 Investors LLC, and the Reporting Person is no longer deemed to beneficially own the securities held by 1347 Investors LLC.
- F2Private Rights automatically convert into Common Stock upon the consummation of the Issuer's business combination, which occurred on July 20, 2016.
Remarks
Former 10% owner.