SEC Form 4 · accession 0001144204-18-038397
Limbach Holdings, Inc. · LMB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Feb 21, 2018
Accepted (ET)
Jul 13, 2018 · 8:59 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001606163
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Public Warrants (right to buy)F3,F1 | $11.50 | Feb 21, 2018 | J | 26,667 | D | Aug 19, 2016 | Jul 20, 2021 | Common Stock | 13,334 | 122,500 | D |
| Public Warrants (right to buy)F3,F1 | $11.50 | Jun 5, 2018 | J | 122,500 | D | Aug 19, 2016 | Jul 20, 2021 | Common Stock | 61,250 | 0 | D |
Explanation of responses
- F1Each 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).
- F2Represents transfers of Public Warrants pursuant to certain loan and security agreements, dated July 18, 2016, which required 1347 Investors LLC ("1347 Investors") to transfer to the lenders thereunder a number of Public Warrants that 1347 Investors purchased in the open market contemporaneously with the execution of the loan and security agreements on July 18, 2016 for a purchase price of $0.25 per warrant (as reported previously on a Form 4).
- F3The securities are held directly by 1347 Investors. Larry G. Swets, Jr. is a manager of 1347 Investors and shares voting and dispositive control over the securities held by 1347 Investors. Accordingly, Larry G. Swets, Jr. may be deemed to share beneficial ownership over the securities held directly by 1347 Investors. Each of the Reporting Persons disclaims beneficial ownership of such securities except to the extent of its or his pecuniary interest therein, and this Report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 or for any other purpose.
Remarks
1347 Investors may be deemed a director by deputization as a result of Larry G. Swets, Jr., a manager of 1347 Investors, serving on the board of directors of the Issuer.