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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) |
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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Deferred Stock (1) | (2) | (3) | (3) | Common Stock | 5,496.18 | 5,496.18 | D | ||||||||
| Deferred Stock (4) | (2) | 05/27/2010 | A | 3,158 | (3) | (3) | Common Stock | 3,158 (5) | $ 25.33 (6) | 8,654.18 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| HAMILTON THOMAS M C/O HCC INSURANCE HOLDINGS, INC. 13403 NORTHWEST FREEWAY HOUSTON, TX 77040 |
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| Randy D. Rinicella as Attorney in Fact for Thomas M. Hamilton | 06/01/2010 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(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). |
| (1) | The reporting person has elected to defer payment of dierctor stock compensation pursuant to the HCC Insurance Holdings, Inc. Nonqualified Deferred Compensation Plan for Non-Employee Directors (the "Plan"), which is payable in shares of common stock of HCC Insurance Holdings, Inc. ("HCC Common Stock"). This number represents his deferral of such stock. |
| (2) | At the time of payout, the Deferred Stock deemed to be held in the bookkeeping account balance will be paid to the reporting person as shares of HCC Common Stock. The total number of shares of Deferred Stock deemed to be held in the bookkeeping account as of the date of this filing is reflected in Column 9 of Table II above. |
| (3) | The Deferred Stock deemed to be held in the bookkeeping account will be payable to the reporting person in shares of HCC Common Stock upon occurrence of certain payment events, including reporting persons termination of service as a director or a change in control of HCC Insurance Holdings, Inc. |
| (4) | This number of shares represents the number of shares of Deferred Stock credited to the reporting person's bookkeeping account as a grant. |
| (5) | As part of the Board of Directors compensation package, each non-employee Director receives a grant of HCC Common Stock in the amount of the number of shares determined by dividing $80,000 by the closing price on the date of the Annual Meeting of Shareholders. The Annual Meeting of Shareholders was Thursday, May 27, 2010. The reporting person has elected to defer payment of such stock compensation prusuant to the Plan as described earlier. |
| (6) | This represents the closing price of HCC's Common Stock on Thursday, May 27, 2010. |