SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Harmsworth James Mark
(Last) (First) (Middle)
3802 COCONUT PALM DRIVE
(Street)
TAMPA FL 33619
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HCI Group, Inc. [ HCI ] 		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
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/20/2021 F 74(1) D(1) $76.55 0(2) D
Common Stock 24,908 D
Common Stock 05/20/2021 F 207(3) D(3) $76.55 875(4) D
Common Stock 05/20/2021 F 210(5) D(5) $76.55 1,750(6) D
Common Stock 05/20/2021 F 210(5) D(5) $76.55 2,625(7) D
Common Stock 3,000(8) D
Common Stock 34,000(9) D
Common Stock 34,000(10) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. 74 shares were surrendered to cover the federal income tax liability associated with the vesting of 250 shares on May 20, 2021.
2. Restricted stock grant of 1,000 shares effective 6/06/2017: Restriction period will lapse and the restricted shares will vest as follows: 250 shares on each of May 20, 2018, May 20, 2019, May 20, 2020, and May 20, 2021. These shares were granted by the company pursuant to the company's 2012 Omnibus Incentive Plan and under the terms and conditions of a restricted stock agreement dated 6/06/2017.
3. 207 shares were surrendered to cover the federal income tax liability associated with the vesting of 875 shares on May 20, 2021.
4. Restricted stock grant of 3,500 shares effective 6/19/2018: Restriction period will lapse and the restricted shares will vest as follows: 875 shares on each of May 20, 2019, May 20, 2020, May 20, 2021, and May 20, 2022. These shares were granted by the company pursuant to the company's 2012 Omnibus Incentive Plan and under the terms and conditions of a restricted stock agreement dated 6/19/2018.
5. 210 shares were surrendered to cover the federal tax liability associated with the vesting of 875 restricted shares on May 20, 2021.
6. Restricted stock grant of 3,500 shares effective 6/14/2019: Restriction period will lapse and the restricted shares will vest as follows: 875 shares on each of May 20, 2020, May 20, 2021, May 20, 2022, and May 20, 2023. These shares were granted by the company pursuant to the company's 2012 Omnibus Incentive Plan and under the terms and conditions of a restricted stock agreement dated 6/14/2019.
7. Restricted stock grant of 3,500 shares effective 5/26/2020: Restriction period will lapse and the restricted shares will vest as follows: 875 shares on each of May 20, 2021, May 20, 2022, May 20, 2023, and May 20, 2024. These shares were granted by the company pursuant to the company's 2012 Omnibus Incentive Plan and under the terms and conditions of a restricted stock agreement dated 5/26/2020.
8. Restricted stock grant of 3,000 shares effective 2/26/2021: Restriction period will lapse and the restricted shares will vest as follows: 750 shares on each of February 26, 2022, February 26, 2023, February 26, 2024, and February 26, 2025. These shares were granted by the company pursuant to the company's 2012 Omnibus Incentive Plan and under the terms and conditions of a restricted stock agreement dated 2/26/2021.
9. Restricted stock grant of 34,000 shares effective 2/26/2021: Restricted shares will vest, if ever, on the first anniversary of the date on which the company stock value first equals or exceeds $105 for 30 consecutive trading days on the applicable exchange. These shares were granted by the company pursuant to the company's 2012 Omnibus Incentive Plan and under the terms and conditions of a restricted stock agreement dated 2/26/2021.
10. Restricted stock grant of 34,000 shares effective 2/26/2021: Restricted shares will vest, if ever, on the first anniversary of the date on which the company stock value first equals or exceeds $140 for 30 consecutive trading days on the applicable exchange. These shares were granted by the company pursuant to the company's 2012 Omnibus Incentive Plan and under the terms and conditions of a restricted stock agreement dated 2/26/2021.
Remarks:
/s/ J. Mark Harmsworth 05/24/2021
** Signature of Reporting Person Date
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