FRP HOLDINGS, INC. — Director's Dealing 2015

Jan 12, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FRP HOLDINGS, INC. (FRPH)
CIK: 0000844059
Period of Report: 2015-01-08

Reporting Person: BAKER JOHN D II (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-01-08	Common Stock	M	3000	$15.167	Acquired	76312	Direct
2015-01-08	Common Stock	M	3000	$14.833	Acquired	79312	Direct
2015-01-08	Common Stock	M	3000	$20.133	Acquired	82312	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-01-08	Option to Buy	$15.167	M	3000	Disposed	2015-01-25	Common Stock (3000)	Direct
2015-01-08	Option to Buy	$14.833	M	3000	Disposed	2015-05-03	Common Stock (3000)	Direct
2015-01-08	Option to Buy	$20.133	M	3000	Disposed	2015-08-02	Common Stock (3000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6713	Indirect
Common Stock	149103	Indirect
Common Stock	5889	Indirect
Common Stock	1113474	Indirect
Common Stock	4647	Indirect
Common Stock	20001	Indirect
Common Stock	87297	Indirect

Footnotes

F1: Shares held by John D. Baker II and Edward L. Baker II, as trustees for the separate trust for John D. Baker II created under the Cynthia L. Baker Trust U/A/D April 30, 1965.

F2: Shares held by John D. Baker II Irrevocable Trust #1, which is administered by an independent trustee and is for the benefit of the reporting person's spouse and children. The reporting person disclaims beneficial ownership of these shares.

F3: Shares held by Susan Ann Baker Irrevocable Trust, which is administered by the reporting person's brother as trustee and is for the benefit of the reporting person's daughter. The reporting person disclaims any beneficial ownership of these shares.