SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

DiFrancesco Paul F

(Last)

(First)

(Middle)

C/O UNITED INSURANCE HOLDINGS CORP.

800 2ND AVE S

(Street)

ST PETERSBURG

33701

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
UNITED INSURANCE HOLDINGS CORP. [ UIHC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Underwriting Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/27/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/03/2019		M		1,526	A	$0	18,354	D
Common Stock	04/03/2019		F		498	D	$16.25	17,856	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Stock Units	⁽¹⁾	04/03/2019		M			2,135	⁽²⁾	⁽³⁾	Common Stock	2,135	$16.25	4,225	D
Performance Stock Units	⁽¹⁾	04/03/2019		A		6,800		⁽²⁾	⁽³⁾	Common Stock	6,800	$16.25	11,025	D
Restricted Stock Units	⁽¹⁾	04/03/2019		A		3,400		⁽⁴⁾	⁽⁴⁾	Common Stock	3,400	$16.25	6,580	D
Nonqualified Stock Options	$16.25	04/03/2019		A		9,219		⁽⁵⁾	04/01/2029	Common Stock	9,219	$16.25	9,219	D
Nonqualified Stock Options	$21.13							⁽⁵⁾	10/05/2028	Common Stock	8,464		8,464	D
Nonqualified Stock Options	$20.44							⁽⁵⁾	09/18/2028	Common Stock	3,180		3,180	D
Dividend Equivalent Units	⁽¹⁾	11/27/2018		A		21		⁽⁶⁾	⁽⁶⁾	Common Stock	21	$18.49	21	D
Dividend Equivalent Units	⁽¹⁾	03/13/2019		A		23		⁽⁶⁾	⁽⁶⁾	Common Stock	23	$16.37	44	D

Explanation of Responses:

1. Each stock unit represents a conditional right to receive one share of the company's common stock.

2. The performance units are subject to vesting over three years with one third, rounded down to the nearest whole share of stock, vesting in each period.

3. The number of shares of common stock that will be delivered for each performance stock unit depends on the achievement of certain performance factors. Depending on actual performance, the number of shares of common stock delivered upon the vesting date (based on the terms outlined in the respective award agreement) can range from 0% to 150% of the number presented above.

4. The restricted stock units are subject to vesting over three years with on third, rounded down to the nearest whole share of stock, vesting in each period.

5. Exercise of the nonqualified award is subject to vesting over three years with one third, rounded down to the nearest whole share of stock, becoming exercisable in each period.

6. The dividend equivalent units will vest proportionately with the underlying restricted stock units or performance-based restricted stock units to which they relate. Dividend equivalent units credited in respect of performance-based restricted stock units that are not eligible for conversion at the end of the performance period will be cancelled.

Remarks:

	/s/ Jessica Strathman, Attorney-in-Fact for Paul DiFrancesco	04/05/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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