James A. Carroll - Jun 28, 2023 Form 4 Insider Report for Armada Hoffler Properties, Inc. (AHH)

Role: Director
Signature: /s/ Louis S. Haddad, as Attorney-in-Fact for James A. Carroll
Stock symbol: AHH
Transactions as of: Jun 28, 2023
Transactions value $: $0
Form type: 4
Date filed: 6/30/2023, 09:06 PM
Previous filing: Jun 20, 2023
Next filing: Sep 19, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	AHH	Common Stock						34.4K	Jun 28, 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
transaction	AHH	LTIP Units	Award	$0	+4.65K		$0.00	4.65K	Jun 28, 2023	Common Stock	4.65K		Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	Represents LTIP Units ("LTIP Units") in Armada Hoffler, L.P. (the "Partnership"), the operating partnership of Armada Hoffler Properties, Inc. (the "Company"). Under the limited partnership agreement of the Partnership (the "OP Agreement") and subject to conditions set forth in the OP Agreement, upon vesting of LTIP Units, LTIP Units are convertible into Class A common units of limited partnership interest ("Common Units") in the Partnership at the holder's option. Under the LTIP Unit award agreement, except in connection with a Change of Control (as defined in the OP Agreement), the LTIP Units may not be converted to Common Units until two years following the date of grant. 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. Neither LTIP Units nor Common Units have an expiration date.
F2	Represents a grant of unvested LTIP Units, all of which will vest on the date of the Company's 2024 Annual Meeting of Stockholders.

Content

Represents LTIP Units ("LTIP Units") in Armada Hoffler, L.P. (the "Partnership"), the operating partnership of Armada Hoffler Properties, Inc. (the "Company"). Under the limited partnership agreement of the Partnership (the "OP Agreement") and subject to conditions set forth in the OP Agreement, upon vesting of LTIP Units, LTIP Units are convertible into Class A common units of limited partnership interest ("Common Units") in the Partnership at the holder's option. Under the LTIP Unit award agreement, except in connection with a Change of Control (as defined in the OP Agreement), the LTIP Units may not be converted to Common Units until two years following the date of grant. 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. Neither LTIP Units nor Common Units have an expiration date.

Represents a grant of unvested LTIP Units, all of which will vest on the date of the Company's 2024 Annual Meeting of Stockholders.