- Statement of Changes in Beneficial Ownership (4)
June 28 2012 - 4:33PM
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
*
Apostolou George
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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)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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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)
6/14/2012
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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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33000
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D
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Common stock
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105000
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D
(1)
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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 Warrant (Right to Buy)
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$9.10
(2)
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9/2/2008
(2)
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7/30/2013
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Common stock
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1500
(2)
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3000
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D
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Series A Cumulative Redeemable Preferred Stock, no par value
(3)
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$10.00
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6/14/2012
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S
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500
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3/25/2011
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(4)
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Common Stock
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500
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$15.114
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4500
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I
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by Apostolou-Berset LLC
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Series A Cumulative Redeemable Preferred Stock, no par value
(3)
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$10.00
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6/15/2012
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S
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1550
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3/25/2011
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(4)
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Common Stock
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1550
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$15.0129
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2950
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I
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by Apostolou-Berset LLC
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Series A Cumulative Redeemable Preferred Stock, no par value
(3)
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$10.00
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6/18/2012
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S
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2200
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3/25/2011
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(4)
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Common Stock
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2200
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$15.0375
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750
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I
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by Apostolou-Berset LLC
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Series A Cumulative Redeemable Preferred Stock, no par value
(3)
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$10.00
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6/19/2012
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S
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750
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3/25/2011
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(4)
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Common Stock
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750
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$15.4934
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0
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I
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by Apostolou-Berset LLC
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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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Open market purchase of 3,000 Homeowners Choice, Inc. units at a price of $6.78 per unit, with each unit consisting of one share of common stock and one warrant. Two warrants may be exercised to acquire one share of common stock at an exercise price equal to $9.10 per share. The warrants may be exercised at any time on or before July 30, 2013.
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(
3)
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Shares were purchased in connection with Homeowners Choice, Inc.'s ("HCI") offering of its 7% Series A Cumulative Redeemable Preferred Stock ("Series A Preferred"), which was completed on March 25, 2011. Each share of the Series A Preferred will be convertible, at the holder's option at any time, initially into one share of HCI's common stock based upon an initial conversion price of $10.00 per share.
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(
4)
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HCI may terminate this conversion right on or after March 31, 2014, if, for at least twenty trading days within any period of thirty consecutive trading days, the market price of HCI's common stock exceeds the conversion price of the Series A Preferred by more than 20% and HCI's common stock is then traded on the New York Stock Exchange, the NASDAQ Global Select Market, the NASDAQ Global Market, the NASDAQ Capital Market, or the NYSE Amex.
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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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Apostolou George
5300 W. CYPRESS STREET
SUITE 100
TAMPA, FL 33607
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X
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Signatures
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/s/ Cathy J. Welch as Attorney-in-fact for George Apostolou
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6/28/2012
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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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