Sec Form 4 Filing - Brooks Jayme L. @ Limbach Holdings, Inc. - 2020-12-31

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 Brooks Jayme L. 2. Issuer Name and Ticker or Trading Symbol Limbach Holdings, Inc. [ LMB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP & Chief Financial Officer (Last) (First) (Middle) 1251 WATERFRONT PL, STE 201 3. Date of Earliest Transaction (MM/DD/YY) 12/31/2020 (Street) PITTSBURGH, PA15222 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 12/31/2020 M 2,000 A $ 0 43,530 D Common Stock 01/01/2021 M 3,333 A $ 0 46,863 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 Restricted Stock Units ( 1 ) 12/31/2020 M 2,000 ( 2 ) ( 2 ) Common Stock 2,000 $ 0 20,000 D Restricted Stock Units ( 1 ) 01/01/2021 M 3,333 ( 3 ) ( 3 ) Common Stock 3,333 $ 0 16,667 D Restricted Stock Units ( 1 ) 01/01/2021 A 10,000 ( 4 ) ( 4 ) Common Stock 10,000 $ 0 26,667 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Brooks Jayme L. 1251 WATERFRONT PL, STE 201 PITTSBURGH, PA15222 EVP & Chief Financial Officer Signatures /s/ Jeremiah G. Garvey, Attorney-in-Fact for Jayme L. Brooks 01/04/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each restricted stock unit ("RSU") represents a contingent right to receive one share of Limbach Holdings, Inc. common stock, exempt under Rule 16b-3. ( 2 )As reported in the original filing of this Form 4 on October 1, 2019, this award of RSUs was granted on October 1, 2019. 42,215 shares of common stock subject to this award were subject to service-based vesting conditions and vested on October 1, 2020. 6,000 shares of common stock subject to this award are subject to service-based vesting conditions and vest in equal annual installments on each of December 31, 2020, 2021 and 2022, subject to continued service through such vesting date. The remaining 6,000 shares of common stock subject to this award shall vest upon the Company's achievement of certain performance milestones, subject to Participant's continuous service with the Company or a subsidiary or affiliate of the Company, as applicable, as an employee through the certification by the Compensation Committee of the achievement of such performance milestones, if applicable. ( 3 )This award of RSUs was granted on 01/01/2020. The award is subject to service-based vesting conditions and vests in equal annual installments on each of January 1, 2021, January 1, 2022 and January 1, 2023, subject to continued employment through the applicable vesting date. The amounts reported above (related to this grant) do not include performance-based RSUs, if any, that may be earned by the reporting person but for which the Compensation Committee has not yet determined the achievement of the applicable performance goals. Any such RSUs will be reported on a Form 4 within two business days of the date of such determination. ( 4 )This award of RSUs was granted on 1/1/2021. The award is subject to service-based vesting conditions and vests in equal annual installments on each of January 1, 2022, January 1, 2023 and January 1, 2024, subject to continued employment through the applicable vesting date. The amounts reported above (related to this grant) do not include performance-based RSUs, if any, that may be earned by the reporting person but for which the Compensation Committee has not yet determined the achievement of the applicable performance goals. Any such RSU's will be reported on a Form 4 within two business days of the date of such determination.

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).

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