- Statement of Changes in Beneficial Ownership (4)
May 10 2012 - 3:48PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Allen Richard R
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2. Issuer Name
and
Ticker or Trading Symbol
Homeowners Choice, Inc.
[
HCII
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Financial Officer
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(Last)
(First)
(Middle)
5300 W. CYPRESS STREET, SUITE 100
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/8/2012
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(Street)
TAMPA, FL 33607
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common stock
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450
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D
(1)
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Common Stock
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5/8/2012
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A
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30000
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A
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(2)
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30000
(3)
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Option (Right to Buy)
(4)
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$2.50
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6/1/2007
(5)
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5/31/2017
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Common
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4000
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4000
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D
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Stock Option (Right to Buy)
(4)
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$2.50
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(6)
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5/31/2017
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Common
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16000
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16000
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D
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Explanation of Responses:
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(
1)
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Shares are held jointly with spouse.
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(
2)
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These shares were granted by the Company pursuant to the terms and conditions of the Restricted Stock Agreement dated 5/8/2012.
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(
3)
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Restriced Stock Grant effective 5/8/2012:
(a)10,000 shares of the Restricted Stock issued hereunder the Restrictions will lapse in annual increments of 2,000 shares beginning on the first anniversary of the Vesting Date.
(b)The remaining 20,000 shares of the Restricted Stock issued hereunder the Restrictions will lapse:
(i) as to 4,000 shares, one year after the Closing Price equals or exceeds $16 per share for 20 consecutive trading days;
(ii)as to 4,000 shares, one year after the Closing Price equals or exceeds $19 per share for 20 consecutive trading days;
(iii)as to 4,000 shares, one year after the Closing Price equals or exceeds $22 per share for 20 consecutive trading days;
(iv)as to 4,000 shares, one year after the Closing Price equals or exceeds $25 per share for 20 consecutive trading days;
(v)as to 4,000 shares one year after the Closing Price equals or exceeds $28 per share for 20 consecutive trading days;
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(
4)
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The options were granted pursuant to the Homeowners Choice, Inc. 2007 Stock Option and Incentive Plan.
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(
5)
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These options fully vested effective with the June 1, 2007 grant date.
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(
6)
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Commencing on May 1, 2008 and continuing on the same day of each calendar year thereafter through and including May 1, 2012, 3,200 options will vest and become exercisable on each such annual vesting date.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Allen Richard R
5300 W. CYPRESS STREET
SUITE 100
TAMPA, FL 33607
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Chief Financial Officer
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Signatures
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/s/ Richard R. Allen
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5/10/2012
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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