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).
1. Name and Address of Reporting Person*
Springer Jon

(Last) (First) (Middle)
1110 WEST COMMERCIAL BOULEVARD
SUITE 100

(Street)
FORT LAUDERDALE FL 33309

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
UNIVERSAL INSURANCE HOLDINGS, INC. [ UVE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CRO
3. Date of Earliest Transaction (Month/Day/Year)
01/04/2021
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)
Code V Amount (A) or (D) Price
Common Stock 01/04/2021 F 6,587(1) D $15.1 543,437 D
Common Stock 01/04/2021 M 5,291(2)(3) A (2)(3) 548,728 D
Common Stock 01/04/2021 F 1,620(4) D $15.1 547,108 D
Common Stock 01/04/2021 M 4,450(5)(6) A (5)(6) 551,558 D
Common Stock 01/04/2021 F 1,362(4) D $15.1 550,196 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Share Units (2)(3) 01/04/2021 M 5,291 (2)(3) (2)(3) Common Stock 5,291 (2)(3) 0 D
Performance Share Units (5)(6) 01/04/2021 M 4,450 (5)(6) (5)(6) Common Stock 4,450 (5)(6) 4,450 D
Explanation of Responses:
1. These shares of Common Stock were withheld to satisfy the tax withholding obligation in connection with the vesting of 20,000 restricted share units.
2. These performance share units ("PSUs") were granted on April 11, 2018 but were conditional upon the Issuer meeting certain growth performance goals for the 2018 calendar year. On January 14, 2019, the Compensation Committee of the Issuer's Board of Directors confirmed that the Issuer met the performance goals for the 2018 calendar year. Each PSU represents the right to receive one share of Common Stock upon vesting. The PSUs are scheduled to vest as follows, subject to continued employment by the reporting person through the applicable vesting date: (a) two-thirds vested on January 1, 2019, (b) one-sixth vested on January 1, 2020, and (c) one-sixth vested on January 1, 2021
3. These PSUs were scheduled to vest on January 1, 2021, but since that date fell on a holiday, they vested the next business day, or January 4, 2021. These PSUs were settled in shares of Common Stock using the January 4, 2021 closing price of the Common Stock.
4. These shares of Common Stock were withheld to satisfy the tax withholding obligation in connection with the settlement of vested PSUs into shares of Common Stock.
5. These PSUs were granted on January 2, 2019 but were conditional upon the Issuer meeting certain growth performance goals for the 2019 calendar year. On January 13, 2020, the Chief Financial Officer certified that the Issuer met the performance goals for the 2019 calendar year, which the Compensation Committee of the Issuer's Board of Directors had confirmed. Each PSU represents the right to receive one share of Common Stock upon vesting. The PSUs are scheduled to vest as follows, subject to continued employment by the reporting person through the applicable vesting date: (a) two-thirds vested January 2, 2020, (b) one-sixth vested January 2, 2021, and (c) one-sixth vests January 2, 2022.
6. These PSUs were scheduled to vest on January 2, 2021, but since that date fell on a holiday, they vested the next business day, or January 4, 2021. These PSUs were settled in shares of Common Stock using the January 4, 2021 closing price of the Common Stock.
Remarks:
/s/ Jon Springer 01/06/2021
** 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).
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