SEC Form 4 · accession 0001144204-16-116438

Limbach Holdings, Inc. · LMB

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

Reporting owner

Director · 10% Owner

Period of report

Jul 14, 2016

Accepted (ET)

Aug 4, 2016 · 8:49 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 Stock^F1	Jul 14, 2016	P	233,401	$10.00	A	2,809,715	I	By: 1347 Investors LLC
Common Stock^F1	Jul 15, 2016	P	55,000	$10.00	A	2,864,715	I	By: 1347 Investors LLC
Common Stock^F2,F1	Jul 20, 2016	J	31,000	$0.00	D	2,833,715	I	By: 1347 Investors LLC
Common Stock^F3,F1	Jul 20, 2016	J	19,800	$0.00	A	2,853,515	I	By: 1347 Investors LLC

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Public Warrants^F1,F4	$11.50	Jul 18, 2016	P	340,000	A	Aug 19, 2016	Jul 20, 2021	Common Stock	170,000	340,000	I
Class A Preferred Stock^F1,F5,F7	$12.50	Jul 20, 2016	P	400,000	A	Jul 20, 2016	—	Common Stock	800,000	400,000	I
Public Warrants^F1,F4	$11.50	Jul 27, 2016	P	57,000	A	Aug 19, 2016	Jul 20, 2021	Common Stock	28,500	397,000	I
$15 Exercise Price Sponsor Warrants^F6,F1	$15.00	Aug 3, 2016	J	100,000	D	Aug 19, 2016	Jul 20, 2023	Common Stock	100,000	500,000	I

F1The Reporting Person is a manager of 1347 Investors LLC, a Delaware limited liability company.
F2Transfer made in consideration of the transferees' agreements to purchase shares of common stock of the Issuer in the open market in connection with the Issuer's consummation of its business combination.
F3Pursuant to the automatic conversion of 198,000 Private Rights in connection with the Issuer's consummation of its business combination.
F4Each Public Warrant is exercisable to purchase one-half of one share of common stock at $11.50 per whole share, subject to adjustment as described under the heading "Description of Securities--Warrants included as part of units" in the Issuer's registration statement on Form S-1 (File No. 333-195695).
F5Each share of Class A Preferred Stock may be converted (at the holder's election) into 2.00 shares of common stock (as may be adjusted for any stock splits, reverse stock splits or similar transactions), representing a conversion price of $12.50 per share of common stock; provided, that such conversion is in compliance with the Issuer's listing requirements with NASDAQ, if its shares are listed at such time.
F6Transfer made in consideration of the transferees' agreements to loan certain funds to the Reporting Person.
F7Class A Preferred Stock does not have an expiration date.