X0306 4 2014-07-21 0 0001606163 1347 Capital Corp TSFCU 0001529638 BAQAR HASSAN C/O UNITED INSURANCE HOLDINGS CORP. 360 CENTRAL AVENUE, SUITE 900 ST. PETERSBURG FL 33701 1 1 0 0 CFO & Secretary Common Stock 2014-07-21 4 A 0 180000 A 1330000 I By: 1347 Investors LLC Common Stock 2014-07-23 4 A 0 18000 A 1348000 I By: 1347 Investors LLC Private Rights 11.50 2014-07-21 4 A 0 180000 A Common Stock 18000 180000 I By: 1347 Investors LLC Private Warrants 11.50 2014-07-21 4 A 0 180000 A Common Stock 90000 180000 I By: 1347 Investors LLC $15 Exercise Price Sponsor Warrants 15.00 2014-07-21 4 A 0 600000 .50 A Common Stock 600000 600000 I By: 1347 Investors LLC Private Rights 11.50 2014-07-23 4 A 0 18000 A Common Stock 1800 198000 I By: 1347 Investors LLC Private Rights 11.50 2014-07-23 4 A 0 18000 A Common Stock 9000 198000 I By: 1347 Investors LLC The reported securities are included in Private Units purchased from the Issuer by 1347 Investors LLC, a Delaware limited liability company and the Issuer's sponsor (the "Sponsor") in a private placement. The Private Units were purchased at a price of $10.00 per Private Unit. Each Private Unit consists of one share of the Issuer's common stock, one right to receive one-tenth (1/10) of a share of the Issuer's common stock automatically on the consummation of an initial business combination by the Issuer, and one warrant to purchase one-half of one share of the Issuer's common stock. The reporting person disclaims beneficial ownership of the securities held by the Sponsor except to the extent of the reporting person's actual pecuniary interest therein. The reporting person is a manager of 1347 Capital LLC, which is the manager of the Sponsor. The reported securities represent the right to receive one-tenth (1/10) of a share of the Issuer's common stock automatically on the consummation of an initial business combination by the Issuer. The Issuer has until 18 months from the closing of its initial public offering (or 24 months from the closing of its initial public offering if the Issuer has executed a letter of intent or definitive agreement for an initial business combination within 18 months from the closing of the Issuer's initial public offering but has not completed the initial business combination within such 18-month period) to consummate its initial business combination. In the event that the Issuer is unable to consummate its initial business combination within such time period, the reported securities will expire and will be worthless. The reported securities will become exercisable on the later of (i) 30 days after the completion of the Issuer's initial business combination, and (ii) 12 months from the closing of the Issuer's initial public offering, provided in each case that the Issuer has an effective registration statement under the Securities Act of 1933, as amended, covering the shares of common stock issuable upon exercise of the reported securities and a current prospectus relating to them is available (or the Issuer permits holders to exercise the reported securities on a cashless basis under the circumstances specified in the warrant agreement between the Issuer and Continental Stock Transfer & Trust Company). The reported securities expire five years after the date on which they first become exercisable, at 5:00 p.m., New York time, or earlier upon redemption or liquidation. The reported securities will become exercisable on the later of (i) 30 days after the completion of the Issuer's initial business combination, and (ii) 12 months from the closing of the Issuer's initial public offering, provided in each case that the Issuer has an effective registration statement under the Securities Act of 1933, as amended, covering the shares of common stock issuable upon exercise of the reported securities and a current prospectus relating to them is available. The reported securities expire seven years after the date on which they first became exercisable, at 5:00 p.m., New York time, or earlier upon redemption or liquidation. /s/ Zachary Swartz, Attorney-in-Fact 2014-07-23