SEC FORM 4

SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Patel Paresh

(Last)

(First)

(Middle)

3802 COCONUT PALM DRIVE

(Street)

TAMPA

33619

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
HCI Group, Inc. [ HCI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
04/17/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/17/2024		A		200,000	A	⁽¹⁾	200,000	D
Common Stock								37,500	I	IRA
Common Stock								727,000	D⁽²⁾
Common Stock								10,000⁽³⁾	D
Common Stock								69,500	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)⁽⁴⁾	$40							⁽⁵⁾	01/07/2027	Common	110,000		110,000	D
Stock Option (Right to Buy)⁽⁴⁾	$40							⁽⁶⁾	02/08/2028	Common	110,000		110,000	D
Stock Option (Right to Buy)⁽⁴⁾	$53							⁽⁷⁾	01/15/2029	Common	110,000		110,000	D
Stock Option (Right to Buy)⁽⁴⁾	$48							⁽⁸⁾	01/16/2030	Common	110,000		110,000	D
Stock Option (Right to Buy)⁽⁴⁾	$70							⁽⁹⁾	09/15/2033	Common	150,000		150,000	D

Explanation of Responses:

1. Restricted stock grant of 200,000 shares effective 4/17/2024: If at any time the Fair Market Value equals or exceeds $200 for 30 consecutive trading days (the "Vesting Trigger Date"), the restricted shares will vest and the restrictions will lapse as follows. 50,000 of the restricted shares on the later of the Vesting Trigger Date or March 15, 2025; March 15, 2026; March 15, 2027; and March 15, 2028. No portion of the restriction period will lapse six years and one day after the grant date. All remaining restricted shares will be forfeited at that time. 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 4/17/2024.

2. Shares held jointly with spouse.

3. Restricted stock grant of 10,000 shares effective 2/26/2021: Restricted shares will vest, if ever, on the first anniversary of the date on which the company stock value first equals or exceeds $140 for 30 consecutive days on the applicable exchange. 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 2/26/2021.

4. The options were granted pursuant to the HCI Group, Inc. 2012 Omnibus Incentive Plan.

5. The options were granted on January 7, 2017 at an exercise price of $40.00 per share, in excess of the $39.71 market value. All options have vested and may be exercised at any time up to and including January 7, 2027.

6. The options were granted on February 8, 2018 at an exercise price of $40.00 per share, in excess of the $34.92 market value. All options have vested and may be exercised at any time up to and including February 8, 2028.

7. The options were granted on January 15, 2019 at an exercise price of $53.00 per share, in excess of the $47.94 market value. All options have vested and may be exercised at any time up to and including January 15, 2029.

8. The options were granted on January 16, 2020 at an exercise price of $48.00 per share, in excess of the $45.97 market value. All options have vested and may be exercised at any time up to and including January 16, 2030.

9. The options were granted on September 15, 2023 and vested on December 14, 2023 at an exercise price of $70.00 per share when the company stock value first equaled and exceeded $80.00 for 20 consecutive days on the applicable exchange. The options will expire on September 15, 2033.

	/s/ Andrew L. Graham as Attorney-in-fact for Paresh Patel	04/22/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

Patel Paresh was granted 200,000 shares (SEC Form 4)