Sec Form 4 Filing - Patel Paresh @ HCI Group, Inc. - 2019-05-17

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Patel Paresh 2. Issuer Name and Ticker or Trading Symbol HCI Group, Inc. [ HCI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) 5300 W. CYPRESS STREET, SUITE 100 3. Date of Earliest Transaction (MM/DD/YY) 05/17/2019 (Street) TAMPA, FL33607 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Common Stock 203,000 D Common stock 35,000 I IRA Common stock 05/17/2019 J 200,000 D ( 1 ) 0 D Common stock 447,000 D ( 2 ) Common Stock 20,000 ( 3 ) D Common Stock 30,000 ( 4 ) D Common Stock 40,000 ( 5 ) 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (Right to Buy) ( 6 ) $ 40 ( 7 ) 01/07/2027 Common 110,000 110,000 D Stock Option (Right to Buy) ( 6 ) $ 40 ( 8 ) 02/08/2028 Common 110,000 110,000 D Stock Option (Right to Buy) ( 6 ) $ 53 ( 9 ) 01/15/2029 Common 110,000 110,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Patel Paresh 5300 W. CYPRESS STREET SUITE 100 TAMPA, FL33607 X X Chief Executive Officer Signatures /s/ Andrew L. Graham as Attorney-in-fact for Paresh Patel 05/21/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )A restricted stock award of 400,000 shares was granted May 16, 2013 with the provision that any unvested shares would be forfeited six years and one day after the grant date. The award was divided into four tranches of 100,000 shares each for which vesting was dependent upon the Issuer's common stock meeting certain price levels. Of the 400,000 shares, a 100,000 share tranche vested in 2013 and a 100,000 share tranche was cancelled pursuant to an agreement on February 23, 2016. The remaining 200,000 shares were forfeited on May 17, 2019. These shares had been granted pursuant to the Issuer's 2012 Omnibus Incentive Plan. ( 2 )Shares held jointly with spouse. ( 3 )Restricted stock grant of 40,000 shares effective January 7, 2017: Restrictions on 20,000 shares have lapsed. Restrictions on the remaining 20,000 shares will lapse in 10,000 amounts on each of January 7, 2020 and January 7, 2021. These shares were granted by the Company pursuant to the Company's 2012 Omnibus Incentive Plan and under the terms and conditions of a restricted stock award contract dated January 7, 2017. ( 4 )Restricted stock grant of 40,000 shares effective February 8, 2018: Restrictions on 10,000 shares have lapsed. Restrictions on the remaining 30,000 shares will lapse in 10,000 amounts on each of February 8, 2020, February 8, 2021, and February 8, 2022. These shares were granted by the Company pursuant to the Company's 2012 Omnibus Incentive Plan and under the terms and conditions of a restricted stock award contract dated February 8, 2018. ( 5 )Restricted stock grant of 40,000 shares effective January 15, 2019: Restrictions on 10,000 shares will lapse on each of January 15, 2020, January 15, 2021, January 15, 2022, and January 15, 2023. These shares were granted by the Company pursuant to the Company's 2012 Omnibus Incentive Plan and under the terms and conditions of a restricted stock award contract dated January 15, 2019. ( 6 )The options were granted pursuant to the HCI Group, Inc. 2012 Omnibus Incentive Plan. ( 7 )The options were granted on January 7, 2017 at an exercise price of $40.00 per share, in excess of the $39.71 market value. Commencing on January 7, 2018 and continuing on the same day of each calendar year thereafter through and including January 7, 2021, the amount of 27,500 options will vest and become exercisable on each such annual vesting date. Once vested, the options may be exercised at any time up to and including January 7, 2027. ( 8 )The options were granted on February 8, 2018 at an exercise price of $40.00 per share, in excess of the $34.92 market value. Commencing on February 8, 2019 and continuing on the same day of each calendar year thereafter through and including February 8, 2022, the amount of 27,500 options will vest and become exercisable on each such annual vesting date. Once vested, the options may be exercised at any time up to and including February 8, 2028. ( 9 )The options were granted on January 15, 2019 at an exercise price of $53.00 per share, in excess of the $47.94 market value. Commencing on January 15, 2020 and continuing on the same day of each calendar year thereafter through and including January 15, 2023, the amount of 27,500 options will vest and become exercisable on each such annual vesting date. Once vested, the options may be exercised at any time up to and including January 15, 2029.

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