0001062993-23-002596.txt : 20230210 0001062993-23-002596.hdr.sgml : 20230210 20230210130909 ACCESSION NUMBER: 0001062993-23-002596 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230209 FILED AS OF DATE: 20230210 DATE AS OF CHANGE: 20230210 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: 23610086 MAIL ADDRESS: STREET 1: 4350 S. MONACO STREET STREET 2: SUITE 500 CITY: DENVER STATE: CO ZIP: 80237 ISSUER: 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 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 4 1 form4.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES X0306 4 2023-02-09 0000773141 M.D.C. HOLDINGS, INC. MDC 0000902691 MIZEL LARRY A 4350 S. MONACO ST. SUITE 500 DENVER CO 80237 1 1 1 0 Executive Chairman Common Stock $.01 Par Value 2023-02-09 5 J 0 E 173615 0 D 115712 D Common Stock $.01 Par Value 2023-02-09 5 J 0 E 173615 0 A 3261345 I By Ari Capital Partners, LLLP Common Stock $.01 Par Value 324 I By M&G Growth, LLC Common Stock $.01 Par Value 323676 I By Trusts Common Stock $.01 Par Value 1000000 I By Boca Sawyer 22 LLC Common Stock $.01 Par Value 26453 I By Cascia Holdings, LLC Common Stock $.01Par Value 1309471 I By Cheston Enterprises Trust Common Stock $.01Par Value 1309471 I By Courtney Enterprises Trust Common Stock $.01Par Value 1801793 I By CGM Capital, LLLP On February 9, 2023, Reporting Person contributed 173,615 shares to Ari Capital Partners, LLLP ("Ari Capital"). 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 1% partnership interest in Ari Capital. Reporting Person's family members are the beneficiaries of various trusts which own approximately 50.7% of the stock of CVentures. Also, Reporting Person is a director and chairman of the board of CVentures and may be deemed to control the other approximately 49.3% 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% partnership interest in Ari Capital. Reporting Person and Reporting Person's spouse are trustees of the trust. Reporting Person may be deemed to have beneficial ownership of the shares held by M&G Growth, LLC ("M&G"). M&G is owned 0.1% by Reporting Person's spouse and 99.9% by trusts. Reporting Person's spouse is the manager of M&G. These trusts hold a 99.9% ownership interest in M&G. Reporting Person may be deemed to have beneficial ownership of the shares held by these trusts, of which Reporting Person is the grantor, Reporting Person's spouse is the trustee and Reporting Person's grandchildren are beneficiaries. Reporting Person may be deemed to have beneficial ownership of the shares held by Boca Sawyer 22 LLC ("Boca"). Boca is owned 0.1% by Reporting Person's spouse and 99.9% by Reporting Person. Reporting Person's spouse is the manager of Boca. Reporting Person may be deemed to have beneficial ownership of the shares held by Cascia Holdings LLC ("Cascia"). Cascia holds 2,645,395 shares. Reporting Person's spouse, who is the sole manager of Cascia, holds all of the voting LLC units in Cascia, which constitutes 1% of the total outstanding LLC units in Cascia and represents a pecuniary interest in 26,453 shares. Two separate trusts (Cheston Enterprises Trust and Courtney Enterprises Trust) hold all of Cascia's nonvoting LLC units, which constitute 99% of the total outstanding LLC units in Cascia. Reporting Person's spouse is one of the trustees of each of the two trusts and Reporting Person's family members are the beneficiaries of these trusts. Reporting Person may be deemed to have beneficial ownership of these shares which are beneficially owned by this trust. Reporting Person's spouse is a trustee of this trust and a family member of Reporting Person is the beneficiary of this trust. Reporting Person may be deemed to have beneficial ownership of the shares held by CGM Capital LLLP ("CGM Capital"). The general partner of CGM Capital is CVentures, Inc. ("CVentures"), which has a 1% partnership interest in CGM Capital. A trust, of which Reporting Person's spouse is the sole beneficiary, is the sole limited partner of CGM Capital, and has a 99% partnership interest in CGM Capital. Reporting Person and Reporting Person's spouse are trustees of this trust. Larry A. Mizel 2023-02-09 EX-24.1 2 exhibit24-1.txt POWER OF ATTORNEY Regarding M.D.C. Holdings, Inc. (Company), the undersigned hereby constitutes and appoints each of Michael L. Kaplan, Joseph H. Fretz and Robert N. Martin, signing singly, and with full power of substitution, the undersigned?s true and lawful attorney-in-fact to: 1. execute for and on behalf of the undersigned any and all reports (including amendments) under Section 16 of the Securities Exchange Act of 1934, including Forms 3, 4 and 5, as such law (and related rules) and forms, may be amended from time to time; 2. do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the execution of any such reports (including Form 3, 4 and 5 and any amendments thereto), and the timely filing of such reports and forms with the United States Securities and Exchange Commission, the New York Stock Exchange, and any other authority where such reports and forms are required to be filed; and 3. take any other action of any type whatsoever in connection with the foregoing which, in the judgment of such attorney- in-fact, may be of benefit to, in the best interest of, or legally required by the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact?s discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as such attorney-in-fact might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or his/her substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys- in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned's responsibilities to comply with or liabilities under Section 16 of the Securities Exchange Act of 1934. This Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations, including reporting requirements, under Section 16 of the Exchange Act. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file reports under Section 16 (including Forms 3, 4 and 5) with respect to the undersigned?s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney revokes all previous powers of attorney with respect to the subject matter of this Power of Attorney. Accordingly, the undersigned has executed this Power of Attorney, effective as of October 26, 2022. /s/ Larry A. Mizel Signature Page 1 of 2