HCI Group, Inc. — Director's Dealing 2015

May 11, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HCI Group, Inc. (HCI)
CIK: 0001400810
Period of Report: 2015-05-08

Reporting Person: Allen Richard R (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-05-08	Common stock	F	533	$46.36	Disposed	4000	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common stock	450	Direct
Common stock	38201	Direct
Common stock	2295	Direct

Footnotes

F1: Shares are held jointly with spouse.

F2: 533 shares were surrendered to cover the minimum federal income tax liability associated with the vesting of 2,000 restricted shares on 5/8/2015.

F3: Restricted Stock Grant of 30,000 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 grant date. With respect to the remaining 20,000 restricted shares, the restriction period will lapse and 4,000 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 represent the remaining unvested shares pursuant to this 5/8/2012 restricted stock grant.

F4: 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. The number of shares in column 5 includes 1,875 unvested shares pursuant to this 2/28/2014 restricted stock grant.