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).

1. Name and Address of Reporting Person^*

BAQAR HASSAN

(Last)

(First)

(Middle)

150 PIERCE ROAD, 6TH FLOOR

(Street)

ITASCA

60143

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Limbach Holdings, Inc. [ LMBH ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See remarks below.

3. Date of Earliest Transaction (Month/Day/Year)
07/14/2016

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	07/14/2016		P		233,401	A	$10	2,809,715	I	By: 1347 Investors LLC⁽¹⁾
Common Stock	07/15/2016		P		55,000	A	$10	2,864,715	I	By: 1347 Investors LLC⁽¹⁾
Common Stock	07/18/2016		J		2,854,715	D	$0⁽¹⁾	10,000⁽²⁾	I	By: 1347 Investors LLC⁽¹⁾

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)
Private Rights	$11.5	07/18/2016		J			198,000	⁽³⁾	⁽³⁾	Common Stock	19,800	$0⁽¹⁾	0	I	By: 1347 Investors LLC⁽¹⁾
Private Warrants	$11.5	07/18/2016		J			198,000	08/19/2016	07/20/2021	Common Stock	99,000	$0⁽¹⁾	0	I	By: 1347 Investors LLC⁽¹⁾
$15 Exercise Price Sponsor Warrants	$15	07/18/2016		J			600,000	08/19/2016	07/20/2023	Common Stock	600,000	$0⁽¹⁾	0	I	By: 1347 Investors LLC⁽¹⁾

Explanation of Responses:

1. Until July 18, 2016, the Reporting Person was a manager of 1347 Capital LLC, which was the manager of 1347 Investors LLC, a Delaware limited liability company. Effective July 18, 2016, pursuant to an amendment and restatement of the limited liability company agreement of 1347 Investors LLC, 1347 Capital LLC is no longer the manager of 1347 Investors LLC, and the Reporting Person is no longer deemed to beneficially own the securities held by 1347 Investors LLC.

2. Represents shares of common stock held directly by the Reporting Person following the transaction described in this line item.

3. Private Rights automatically convert into Common Stock upon the consummation of the Issuer's business combination, which occurred on July 20, 2016.

Remarks:

Former Director, CFO and Secretary.

	/s/ Joel L. Rubinstein, Attorney in Fact	08/04/2016
	** 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.
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