SEC Form 4 · accession 0001596771-16-000131
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
Jul 20, 2016
Accepted (ET)
Jul 22, 2016 · 3:46 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 | Jul 20, 2016 | A | 217,977 | — | A | 217,977 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant to Purchase Common StockF1 | $12.50 | Jul 20, 2016 | A | 66,138 | A | Aug 19, 2016 | Aug 19, 2023 | Common Stock | 66,138 | 66,138 | D |
| Warrant to Purchase Common StockF1 | $11.50 | Jul 20, 2016 | A | 99,207 | A | Aug 19, 2016 | Aug 19, 2023 | Common Stock | 99,207 | 99,207 | D |
Explanation of responses
- F1Pursuant to the terms of an Agreement and Plan of Merger dated March 23, 2016 between 1347 Capital Corp. n/k/a Limbach Holdings, Inc. (the "Company") and Limbach Holdings, LLC ("Oldco"), the reporting person received cash, 217,977 shares of common stock of the Company, 66,138 warrants to purchase shares of common stock at an exercise price of $12.50, and 99,207 warrants to purchase shares of common stock at an exercise price of $11.50 in exchange for 1,000,000 Class A-1 units of membership interest of Oldco. The closing price of the Company's common stock on the day of the transaction was $7.51.