HCI Group, Inc. — Director's Dealing 2017

May 10, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HCI Group, Inc. (HCI)
CIK: 0001400810
Period of Report: 2017-05-08

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-08	Common Stock	F	561	$45.33	Disposed	19054	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2760	Indirect
Common Stock	1885	Direct
Common Stock	2334	Direct
Common Stock	300	Direct
Common Stock	2500	Direct

Footnotes

F1: 561 shares were surrendered to cover the minimum federal income tax liability associated with the vesting of 2,000 restricted shares on May 8, 2017.

F2: This Restricted Stock Grant of 20,000 shares effective 5/8/2012 has vested in full. Restrictions on 10,000 shares lapsed in annual increments of 2,000 shares beginning on the first anniversary of the grant date. With respect to the remaining 10,000 restricted shares, the restriction periods lapsed and 2,000 restricted shares vested one year after the market price of HCI common shares equaled or exceeded the target price in each case for 20 consecutive trading days. The target prices set for this grant were $16, $19, $22, $25 and $28.

F3: 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 reported in column 5 includes 625 unvested shares pursuant to this 2/28/2014 restricted stock grant.

F4: Restricted stock grant of 2,500 shares effective 5/20/2015: Restriction period will lapse and the restricted shares will vest as follows: 625 shares on each of May 20, 2016, May 20, 2017, May 20, 2018, and May 20, 2019. 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 5/20/2015. The number of shares reported in column 5 includes 1,875 unvested shares pursuant to this 5/20/2015 restricted stock grant.

F5: Restricted stock grant of 2,500 shares effective 6/06/2016: Restriction period will lapse and the restricted shares will vest as follows: 625 shares on each of May 20, 2017, May 20, 2018, May 20, 2019, and May 20, 2020. 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 6/06/2016.