Louis S. Haddad - Jun 20, 2023 Form 4 Insider Report for Armada Hoffler Properties, Inc. (AHH)

Role: President, CEO, Director
Signature: /s/ Matthew T. Barnes Smith, Attorney-in-Fact for Louis S. Haddad
Stock symbol: AHH
Transactions as of: Jun 20, 2023
Transactions value $: $0
Form type: 4
Date filed: 6/22/2023, 04:41 PM
Previous filing: May 11, 2023
Next filing: Feb 9, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	AHH	Common Stock	Award	$0	+75.3K	+20.34%	$0.00	446K	Jun 20, 2023	Direct	F1, F2
holding	AHH	6.75% Series A Preferred Stock						5K	Jun 20, 2023	Direct

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	AHH	Common Units						2.11M	Jun 20, 2023	Common Stock	2.11M		Direct	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	As a result of Armada Hoffler Properties, Inc. (the "Company") inadvertently issuing more shares of common stock than were available for issuance under the Armada Hoffler Properties, Inc. Amended and Restated 2013 Equity Incentive Plan (the "Plan"), on May 9, 2023, Mr. Haddad forfeited 75,321 restricted shares of common stock. As previously disclosed in Supplement No. 1 to the Company's Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on May 12, 2023, the Compensation Committee of the Board of Directors of the Company approved the issuance of 75,321 restricted shares of common stock to Mr. Haddad (the "Replacement Grant"), subject to the stockholders' approval of Amendment No. 1 to the Plan. The Company's stockholders approved Amendment No. 1 to the Plan on June 14, 2023. This transaction reflects the Replacement Grant.
F2	Represents a grant of restricted shares of common stock, one-third of which will vest on March 3, 2024, one-third of which will vest on March 3, 2025, and one-third of which will vest on March 3, 2026, subject to the executive's continued employment on such dates.
F3	Represents Class A common units of limited partnership interest ("Common Units") in Armada Hoffler, L.P., the operating partnership of Armada Hoffler Properties, Inc. (the "Company") and of which the Company is the general partner. Commencing one year from the date of issuance, each Common Unit is redeemable for cash equal to the then- current market value of one share of the Company's common stock or, at the election of the Company, one share of the Company's common stock. All Common Units in this report were issued more than one year prior to the date hereof and, therefore, may be tendered for redemption by the holder. Common Units have no expiration date.