Gregory S. Bennett - Jan 10, 2024 Form 4 Insider Report for Smith Douglas Homes Corp. (SDHC)

Signature
/s/ Brett A. Steele, Attorney-in-Fact for Gregory S. Bennett
Stock symbol
SDHC
Transactions as of
Jan 10, 2024
Transactions value $
-$5,115,369
Form type
4
Date filed
1/18/2024, 06:42 PM
Next filing
Jan 11, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SDHC Class B Common Stock Award +4.49M 4.49M Jan 10, 2024 By GSB Holdings LLC F1, F2
transaction SDHC Class A Common Stock Conversion of derivative security +244K 244K Jan 16, 2024 By GSB Holdings LLC F2, F3
transaction SDHC Class A Common Stock Disposed to Issuer -$5.12M -244K -100% $21.00 0 Jan 16, 2024 By GSB Holdings LLC F2
transaction SDHC Class B Common Stock Other -244K -5.43% 4.24M Jan 16, 2024 By GSB Holdings LLC F2, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SDHC LLC Interests Award $0 +4.49M $0.00 4.49M Jan 10, 2024 Class A Common Stock 4.49M By GSB Holdings LLC F1, F2, F3
transaction SDHC LLC Interests Conversion of derivative security $0 -244K -5.43% $0.00 4.24M Jan 16, 2024 Class A Common Stock 244K By GSB Holdings LLC F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents securities received as part of the Issuer's reorganization in connection with its initial public offering, as described in the registration statement on Form S-1 relating to the initial public offering. These securities were previously reported on a Form 3 filed by the Reporting Persons.
F2 Mr. Bennett is the sole member and manager of GSB Holdings LLC ("GSB Holdings"), and as a result, may be deemed to share beneficial ownership of the securities held by GSB Holdings.
F3 The membership units of Smith Douglas Holdings LLC (the "LLC Interests") may be redeemed by the Reporting Person at any time at the option of the holder for shares of Class A Common Stock on a 1-to-1 basis, and a corresponding number of shares of Class B Common Stock will be forefeited in connection with the redemption. The LLC Interests have no expiration date.
F4 Reflects the cancellation for no consideration of Class B Common Stock in connection with the redemption and conversion of the LLC Interests into shares of Class A Common Stock.

Remarks:

President, Chief Executive Officer & Vice Chairman