Jay Sharp Form 3 Limbach / Jay Sharp ownership change

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Sharp Jay

(Last) (First) (Middle)

797 COMMONWEALTH DRIVE

(Street)

WARRENDALE PA 15086

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/29/2023

3. Issuer Name and Ticker or Trading Symbol
Limbach Holdings, Inc. [ LMB ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President of Limbach

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	52,477(1)(2)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The amount of common stock listed contains 553 and 281 shares of restricted stock, subject to certain vesting conditions, that was purchased under the Limbach Holdings, Inc. (the "Company") Employee Stock Purchase Plan on June 30, 2022 and December 30, 2022, respectively, and vests fully on the one-year anniversary of their respective purchase dates.

2. The amount of common stock also contains awards of restricted stock units (each, an "RSU") granted on 1/1/2021, 1/1/2022, 1/4/2023, and 1/17/2023, respectively. Each RSU represents a contingent right to receive one share of the Company's common stock, exempt under Rule 16b-3(d)(1) and (3). Each award is subject to service-based vesting conditions. The awards vest, in the aggregate, in the amount of 8,162 shares on January 1, 2024, 5,495 shares on January 1, 2025, and 3,194 shares on January 1, 2026. The amount of common stock does 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 achievements of the applicable performance goals. Any such performance-based RSU's will be reported on a Form 4 within two business days of the date of such determination.

Remarks:

	/s/ Jeremiah G. Garvey, Attorney-in-Fact for Jay A. Sharp	03/31/2023
	** Signature of Reporting Person	Date
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 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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