0001009874-22-000004.txt : 20221114 0001009874-22-000004.hdr.sgml : 20221114 20221114151622 ACCESSION NUMBER: 0001009874-22-000004 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20221114 DATE AS OF CHANGE: 20221114 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: M.D.C. HOLDINGS, INC. CENTRAL INDEX KEY: 0000773141 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 840622967 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-36619 FILM NUMBER: 221384273 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 FORMER COMPANY: FORMER CONFORMED NAME: MDC HOLDINGS INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MANDARICH DAVID D CENTRAL INDEX KEY: 0001009874 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 4350 S. MONACO STREET, SUITE 500 CITY: DENVER STATE: CO ZIP: 80237 SC 13D/A 1 sch13da2022a29ddm.htm SC 13D/A Document

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

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 29)*

M.D.C. HOLDINGS, INC.
(Name of Issuer)

Common Stock, $0.01 Per Share
(Title of Class of Securities)

552676 108
(CUSIP Number)

David D. Mandarich, 4350 S. Monaco St., Suite 500, Denver, CO 80237
(303) 773-1100
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

November 10, 2022
(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1 (e), 13d-1(f) or 13d-1(g), check the following box [ ].

*    The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


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CUSIP NO. 552676 108
(1)NAME OF REPORTING PERSON
David D. Mandarich
(2)CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(a) [ ]
Not Applicable(b) [ ]
(3)SEC USE ONLY
(4)SOURCE OF FUNDS
OO
(5)CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)[ ]
Not Applicable
(6)CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
Number of Shares Beneficially Owned by Each Reporting Person with(7)SOLE VOTING POWER
5,642,943
(8)SHARED VOTING POWER
0
(9)SOLE DISPOSITIVE POWER
5,642,943
(10)SHARED DISPOSITIVE POWER
0
(11)AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,642,943
(12)CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES[ ]
Not Applicable
(13)PERCENT OF CLASS REPRESENTED BY THE AMOUNT IN ROW (11)
7.9%
(14)TYPE OF REPORTING PERSON
IN
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EXPLANATORY NOTE: This is a voluntary filing to reflect changes in Reporting Person’s holdings over the prior year. This amendment amends and supplements only information that has changed since the filing of the previous amendment.

The Reporting Person, David D. Mandarich, hereby amends his Schedule 13D relating to the Common Stock, par value $0.01, of M.D.C. Holdings, Inc. (the “Company”).

Item 5.    Interest in Securities of the Issuer

(a)Mr. Mandarich beneficially owns an aggregate of 5,642,943 shares of Common Stock, representing approximately 7.9% of the outstanding Common Stock of the Company. The ownership percentage set forth above is based upon 71,264,182 shares of Common Stock of the Company outstanding, as reported in the Company’s Form 10-Q filed on October 27, 2022, plus an additional 593,280 shares which Mr. Mandarich has the right to acquire upon the exercise of stock options that are fully vested.

(b)Mr. Mandarich has the:

(i)Sole power to vote or direct the vote of 5,642,943 shares. This consists of 5,049,663 shares that he directly owns (including unvested restricted stock granted under the Company’s equity incentive plans) and 593,280 shares issuable upon the exercise of stock options granted under the Company's equity incentive plans.

(ii)Shared power to vote or direct the vote of -0- shares.

(iii)Sole power to dispose or direct the disposition of 5,642,943 shares. This consists of the shares described in response to Item 5(b)(i) above.

(iv)Shared power to dispose or direct the disposition of -0- shares.

(c)On November 10, 2022, Mr. Mandarich exercised an option for 1,322,697 shares and sold 866,029 shares that day. On November 11, 2022, Mr. Mandarich sold 213,971 shares.

(d)None.

(e)Not applicable.


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SIGNATURE
 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date:        November 14, 2022


Signature:     /s/ David D. Mandarich        


Name:     David D. Mandarich

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