0000902691-11-000010.txt : 20111121 0000902691-11-000010.hdr.sgml : 20111121 20111118164105 ACCESSION NUMBER: 0000902691-11-000010 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20111117 FILED AS OF DATE: 20111118 DATE AS OF CHANGE: 20111118 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MIZEL LARRY A CENTRAL INDEX KEY: 0000902691 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08951 FILM NUMBER: 111216524 MAIL ADDRESS: STREET 1: 4350 S. MONACO STREET STREET 2: SUITE 500 CITY: DENVER STATE: CO ZIP: 80237 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MDC HOLDINGS INC CENTRAL INDEX KEY: 0000773141 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 840622967 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4350 S MONACO STREET STREET 2: SUITE 500 CITY: DENVER STATE: CO ZIP: 80237 BUSINESS PHONE: 3037731100 MAIL ADDRESS: STREET 1: 4350 S MONACO STREET STREET 2: SUITE 500 CITY: DENVER STATE: CO ZIP: 80237 4 1 edgar.xml PRIMARY DOCUMENT X0304 4 2011-11-17 0000773141 MDC HOLDINGS INC MDC 0000902691 MIZEL LARRY A 4350 S. MONACO STREET SUITE 500 DENVER CO 80237 1 1 1 0 Chairman of the Board and CEO Common Stock $.01 Par Value 2011-11-17 4 M 0 432575 18.47 A 652575 D Common Stock $.01 Par Value 2011-11-17 4 S 0 432575 18.76 D 220000 D Common Stock $.01 Par Value 2011-11-17 5 J 0 600000 0 D 0 I By CLCD No. 2, LLC Common Stock $.01 Par Value 2011-11-17 5 J 0 600000 0 A 972837 I By ARI Capital Partners, LLLP Common Stock $.01 Par Value 3418 I By 401(k) Savings Plan Common Stock $.01 Par Value 1362214 I By CGM Capital LLC Common Stock $.01 Par Value 4000000 I By ARI Investment Partners VII LLC Non-Statutory Stock Option (right to buy) 18.47 2011-11-17 4 M 0 432575 0 D 2002-11-19 2011-11-19 Common Stock $.01 Par Value 432575 0 D Shares sold at an average sale price of $18.76. These shares were sold in multiple transactions at prices ranging from $18.76 to $18.92 inclusive. The reporting person undertakes to provide to M.D.C. Holdings, Inc., any security holder of M.D.C. Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth herein. On November 17, 2011, CLCD No. 2, LLC ("CLCD2") distributed 600,000 shares to Reporting Person. Reporting Person may be deemed to have beneficial ownership of the shares held by CLCD2. The sole manager of CLCD2 is Reporting Person's spouse. Reporting Person has a 100% equity interest in CLCD2. On November 17, 2011, the sole limited partner of Ari Capital Partners, LLLP (Ari Capital") contributed 600,000 shares to Ari Capital, which it had received from Reporting Person. Reporting Person may be deemed to have beneficial ownership of the shares held by ARI Capital. The sole general partner of Ari Capital is CVentures, Inc. ("CVentures"), a corporation, which has approximately a 0.5% partnership interest in Ari Capital. Reporting Person is the beneficiary of various trusts which own 50.6885% of the stock of CVentures. Also, Reporting Person is a director and president of CVentures and may be deemed to control the other 49.3115% of the common stock of CVentures. A trust, of which Reporting Person is the sole beneficiary, is the sole limited partner of Ari Capital, and has approximately a 99.5% partnership interest in Ari Capital. Reporting Person and Reporting Person's spouse are trustees of the trust. Shares are held in Reporting Person's 401(k) Savings Plan account which changes on a daily basis. Reporting Person may be deemed to have beneficial ownership of these shares held by CGM Capital LLC ("CGM Capital"). The sole manager of CGM Capital is CVentures. A trust, of which Reporting Person's spouse is the sole beneficiary, is the only other member of CGM Capital, and has a 99.98% equity interest in CGM Capital. Reporting Person is a trustee of this trust. Reporting Person may be deemed to have beneficial ownerhsip of the shares held by ARI Investment Partners VII, LLC ("Ari LLC"). Ari Capital holds 100% of the outstanding LLC units in Ari LLC. CVentures is the sole manager of Ari LLC. This option, under the Company's 2001 Equity Incentive Plan, became exercisable as to 25% of the shares covered thereby on November 19, 2002 and cumulatively as to an additional 25% on each of November 19, 2003, 2004 and 2005. Joseph H. Fretz, Attorney-in-Fact 2011-11-18