Statement of Changes in Beneficial Ownership (4)
August 14 2019 - 6:01PM
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 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Johnson Lewis M
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2. Issuer Name
and
Ticker or Trading Symbol
1347 Property Insurance Holdings, Inc.
[
PIH
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
C/O FUNDAMENTAL GLOBAL INVESTORS, LLC, 4201 CONGRESS STREET, SUITE 140
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3. Date of Earliest Transaction
(MM/DD/YYYY)
8/13/2019
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(Street)
CHARLOTTE, NC 28209
(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, $0.001 par value
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8/13/2019
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A
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7722
(1)
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A
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$0
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21655
(2)
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D
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Common Stock, $0.001 par value
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780
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I
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By IRA
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Common Stock, $0.001 par value
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1000
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I
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By Roth IRA
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Common Stock, $0.001 par value
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1675953
(3)
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I
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Fundamental Global
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Common Stock, $0.001 par value
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1038409
(4)
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I
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Ballantyne Strong, Inc.
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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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Explanation of Responses:
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(1)
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Represents restricted stock units ("RSUs") granted under the 2018 Equity Incentive Plan as director compensation. RSUs vest in five annual equal installments, subject to continued service with the Company, beginning on the first anniversary of the grant date. Each RSU represents a contingent right to receive one share of common stock of the Company.
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(2)
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Includes remaining 5,333 RSUs granted on December 15, 2017 under the Amended and Restated 2014 Equity Incentive Plan pursuant to the share-matching program (not including the 1,333 RSUs that have vested to date) and 5,714 RSUs granted on August 22, 2018 under the 2018 Equity Incentive Plan as director compensation (none of which have vested to date). RSUs vest in five annual equal installments, subject to continued service with the Company, beginning on the first anniversary of the grant date. Each RSU represents a contingent right to receive one share of common stock of the Company.
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(3)
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Held by the Fundamental Global entities. Due to his positions with Fundamental Global Investors, LLC and other Fundamental Global entities, Mr. Johnson may be deemed to be a beneficial owner of Common Stock held by Fundamental Global. Mr. Johnson disclaims any beneficial ownership of the shares referenced to herein except to the extent of his pecuniary interest therein.
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(4)
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Held by Ballantyne Strong, Inc. ("BTN"). Due to his positions with BTN, Fundamental Global Investors, LLC and affiliated entities, Mr. Johnson may be deemed to be a beneficial owner of Common Stock held by BTN. Mr. Johnson disclaims any beneficial ownership of the shares referenced to herein except to the extent of his pecuniary interest therein.
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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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Johnson Lewis M
C/O FUNDAMENTAL GLOBAL INVESTORS, LLC
4201 CONGRESS STREET, SUITE 140
CHARLOTTE, NC 28209
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X
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X
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Signatures
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/s/ Lewis M. Johnson
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8/14/2019
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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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