Clive R.G. O'Grady - Mar 30, 2023 Form 3 Insider Report for United Homes Group, Inc. (UHG)

Signature
/s/ Clive R.G. O'Grady, By Erin Reeves McGinnis through Power of Attorney
Stock symbol
UHG
Transactions as of
Mar 30, 2023
Transactions value $
$0
Form type
3
Date filed
4/3/2023, 04:56 PM
Next filing
May 30, 2023

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
holding UHG Warrant (right to buy) Mar 30, 2023 Class A Common Stock 747K $4.05 Direct F1, F2
holding UHG Rights to Receive Earn Out Shares Mar 30, 2023 Class A Common Stock 372K Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Warrant is currently exercisable.
F2 In connection with the merger of Great Southern Homes, Inc. ("GSH"), a private company, into a wholly owned subsidiary of the Issuer (the "Merger"), the Reporting Person received this Warrant of the Issuer in exchange for a previously outstanding warrant to acquire 2,000 shares of GSH Class A common stock at an exercise price of $1,512.00 per share.
F3 The Reporting Person received these securities in connection with the Merger, based on the Reporting Person's receipt of the Warrant. The Earn Out Shares will be issued in up to three potential tranches only if, during a period beginning 90 days after the closing date of the Merger and continuing through the fifth anniversary of the closing date (the "Earn Out Period"), the weighted value trading price exceeds one or more of three targets for the Class A Common Stock within any 30 consecutive trading day period during the Earn Out Period. The Reporting Person will receive 139,631 Earn Out Shares if the trading price so calculated equals or exceeds $12.50; 139,631 shares if it equals or exceeds $15.00; and 93,088 shares if it equals or exceeds $17.50.