SEC Form 4 · accession 0001144204-18-041997
Limbach Holdings, Inc. · LMB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Charles A. Bacon III
Officer — President and CEO · Director
Period of report
Aug 1, 2018
Accepted (ET)
Aug 3, 2018 · 9:03 pm 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 | Aug 1, 2018 | M | 16,667 | — | A | 255,532 | D | |
| Common Stock | Aug 1, 2018 | S | 4,273 | $11.17 | D | 251,259 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | — | Aug 1, 2018 | M | 16,667 | D | — | — | Common Stock | 16,667 | 66,666 | D |
Explanation of responses
- F1Each restricted stock unit ("RSU") represents a contingent right to receive one share of Limbach Holdings, Inc. common stock, exempt under Rule 16b-3(d)(1) & (3).
- F2This award of RSUs was granted on 08/30/2017. 50% of the award is subject to service-based vesting conditions and vests in equal installments on each of August 30, 2017, August 1, 2018 and August 1, 2019, subject to continued employment through the applicable vesting date. The remaining 50% of the award will vest upon the achievement of a specified target share price of the Company's common stock on the Nasdaq Capital Market or other applicable principal securities exchange on which the Company's shares are then listed between August 1, 2018 and August 1, 2021, subject to continued employment from August 1, 2017 through the later of July 31, 2019 and the date on which the Compensation Committee of the Board of Directors certifies the achievement of the performance goal.
- F3Represents shares sold to cover withholding taxes due on vesting of the RSUs.