HCI Group, Inc. — Director's Dealing 2014

Mar 4, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HCI Group, Inc. (HCI)
CIK: 0001400810
Period of Report: 2014-02-28

Reporting Person: Graham Andrew L. (GC/Corporate Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-28	Common Stock	A	2500	—	Acquired	2500	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2560	Indirect
Common Stock	20000	Direct

Footnotes

F1: Restricted Stock Grant of 20,000 shares effective 5/8/2012: Restrictions on 10,000 shares of the Restricted Stock will lapse in annual increments of 2,000 shares beginning on the first anniversary of the Vesting Date of 5/8/2012. With respect to the remaining 10,000 restricted shares, the restriction period will lapse and 2,000 restricted shares will vest one year after the market price of HCI common shares equals or exceeds the target price in each case for 20 consecutive trading days. The target prices set for this grant are $16, $19, $22, $25 and $28. The number of shares reported in column 5 includes 12,000 unvested shares pursuant to this 5/8/2012 restricted stock grant.

F2: Restricted stock grant of 2,500 shares effective 2/28/2014: Restriction period will lapse and the restricted shares will vest as follows: 625 shares on each of January 15, 2015, January 15, 2016, January 15, 2017, and January 15, 2018. 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 2/28/2014.