Larry A. Mizel - Feb 3, 2022 Form 4 Insider Report for M.D.C. HOLDINGS, INC. (MDC)

Signature
Joseph H. Fretz, Attorney-in-Fact
Stock symbol
MDC
Transactions as of
Feb 3, 2022
Transactions value $
-$5,896,458
Form type
4
Date filed
2/4/2022, 05:22 PM
Previous filing
Feb 2, 2022
Next filing
Feb 10, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MDC Common Stock $.01 Par Value Tax liability -$339K -7.26K -8.31% $46.69 80.1K Feb 3, 2022 Direct F1, F5
transaction MDC Common Stock $.01 Par Value Award $0 +42.8K +53.49% $0.00 123K Feb 3, 2022 Direct F2
transaction MDC Common Stock $.01 Par Value Award $0 +259K +210.87% $0.00 382K Feb 3, 2022 Direct F3
transaction MDC Common Stock $.01 Par Value Tax liability -$5.31M -114K -29.78% $46.69 268K Feb 3, 2022 Direct F4, F5
transaction MDC Common Stock $.01 Par Value Tax liability -$245K -5.61K -2.09% $43.68 263K Feb 4, 2022 Direct F1, F6
holding MDC Common Stock $.01 Par Value 324 Feb 3, 2022 By M&G Growth, LLC F7
holding MDC Common Stock $.01Par Value 324K Feb 3, 2022 By Trusts F8
holding MDC Common Stock $.01Par Value 4.11M Feb 3, 2022 By Ari Capital Partners, LLLP F9
holding MDC Common Stock $.01 Par Value 26.5K Feb 3, 2022 By Cascia Holdings, LLC F10
holding MDC Common Stock $.01Par Value 1.31M Feb 3, 2022 By Cheston Enterprises Trust F11
holding MDC Common Stock $.01Par Value 1.31M Feb 3, 2022 By Courtney Enterprises Trust F11
holding MDC Common Stock $.01Par Value 1.8M Feb 3, 2022 By CGM Capital, LLLP F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Restricted stock vesting -- share withholding pursuant to irrevocable election made outside of blackout periods.
F2 Shares of restricted stock granted on February 3, 2022 for no cash consideration pursuant to the Company's 2021 Equity Incentive Plan and a Restricted Stock Agreement. The restrictions will lapse as to 33-1/3% of the shares over three years starting with the first anniversary of the grant date.
F3 Vesting of Performance Share Unit (PSU) award originally granted on August 5, 2019.
F4 PSU vesting - share withholding pursuant to irrevocable election made outside blackout periods.
F5 Closing price on February 3, 2022.
F6 Closing price on February 4, 2022.
F7 Reporting Person may be deemed to have beneficial ownership of the shares held by M&G Growth, LLC ("M&G"). M&G is owned 0.1% by Reporting Person's spouse and 99.9% by trusts. Reporting Person's spouse is the manager of M&G.
F8 These trusts hold a 99.9% ownership interest in M&G. Reporting Person may be deemed to have beneficial ownership of the shares held by these trusts, of which Reporting Person is the grantor, Reporting Person's spouse is the trustee and Reporting Person's grandchildren are beneficiaries.
F9 Reporting Person may be deemed to have beneficial ownership of the shares held by Ari Capital Partners, LLLP ("Ari Capital"). The sole general partner of Ari Capital is CVentures, Inc. ("CVentures"), a corporation, which has approximately a 1% partnership interest in Ari Capital. Reporting Person's family members are the beneficiaries of various trusts which own approximately 50.7% of the stock of CVentures. Also, Reporting Person is a director and chairman of the board of CVentures and may be deemed to control the other approximately 49.3% of the common stock of CVentures. A trust, of which Reporting Person is the sole beneficiary, is the sole limited partner of Ari Capital, and has approximately a 99% partnership interest in Ari Capital. Reporting Person and Reporting Person's spouse are trustees of the trust.
F10 Reporting Person may be deemed to have beneficial ownership of the shares held by Cascia Holdings LLC ("Cascia"). Cascia holds 2,645,395 shares. Reporting Person's spouse, who is the sole manager of Cascia, holds all of the voting LLC units in Cascia, which constitutes 1% of the total outstanding LLC units in Cascia and represents a pecuniary interest in 26,453 shares. Two separate trusts (Cheston Enterprises Trust and Courtney Enterprises Trust) hold all of Cascia's nonvoting LLC units, which constitute 99% of the total outstanding LLC units in Cascia. Reporting Person's spouse is one of the trustees of each of the two trusts and Reporting Person's family members are the beneficiaries of these trusts.
F11 Reporting Person may be deemed to have beneficial ownership of these shares which are beneficially owned by this trust. Reporting Person's spouse is a trustee of this trust and a family member of Reporting Person is the beneficiary of this trust.
F12 Reporting Person may be deemed to have beneficial ownership of the shares held by CGM Capital LLLP ("CGM Capital"). The general partner of CGM Capital is CVentures, Inc. ("CVentures"), which has a 1% partnership interest in CGM Capital. A trust, of which Reporting Person's spouse is the sole beneficiary, is the sole limited partner of CGM Capital, and has a 99% partnership interest in CGM Capital. Reporting Person and Reporting Person's spouse are trustees of this trust.