UCP / UCP, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

to Schedule 13G Joint Filing Agreement

EX-99.II Exhibit II to Schedule 13G Joint Filing Agreement The undersigned persons agree and consent to the joint filing on their behalf of this Schedule 13G dated September 11, 2017 in connection with their beneficial ownership of UCP, Inc. - CL A. Columbia Management Investment Advisers, LLC authorizes Ameriprise Financial, Inc. to execute the Schedule 13G to which this Exhibit is attached and m

to Schedule 13G

EX-99.I Exhibit I to Schedule 13G Ameriprise Financial, Inc., a Delaware Corporation, is a parent holding company. The classification and identity of the relevant subsidiaries is as follows: Investment Adviser – Columbia Management Investment Advisers, LLC is an investment adviser registered under section 203 of the Investment Advisers Act of 1940.

UCP / UCP, Inc. / AMERIPRISE FINANCIAL INC - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment #3 Under the Securities and Exchange Act of 1934 UCP, Inc. - CL A (Name of Issuer) Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) August 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fil

UCP 15-12B

15-12B 1 d428188d1512b.htm 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-36001 UCP, Inc.* (Casa Acquisition Co

UCP POS AM

POS AM 1 d403013dposam.htm POS AM As filed with the Securities and Exchange Commission on August 4, 2017 Registration No. 333-197919 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 UCP, Inc. (Casa Acquisition Corp. as successor by merger to UCP, Inc.) (Exact name of Registrant

UCP S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on August 4, 2017 Registration No.

UCP 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2017 UCP, INC. (Casa Acquisition Corp. as successor by merger to UCP, Inc.) (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on August 15, 2017, pursuant to the provisions of Rule 12d2-2 (a).

UCP / UCP, Inc. 10-Q (Quarterly Report)

10-Q 1 ucp10-q0630x17.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0

Regulation FD Disclosure, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2017 UCP, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 1-36001 90-0978085 (Commission File Nu

UCP STOCKHOLDERS APPROVE PLANNED BUSINESS COMBINATION WITH CENTURY COMMUNITIES

EX-99.1 Exhibit 99.1 UCP STOCKHOLDERS APPROVE PLANNED BUSINESS COMBINATION WITH CENTURY COMMUNITIES SAN JOSE ? August 1, 2017 ? UCP, Inc., (NYSE: UCP) (?UCP?) today announced that its stockholders have voted to approve the previously announced merger with Century Communities, Inc. (NYSE: ?CCS?) (?Century?). At the special meeting to consider the merger, approximately 14,942,673 million votes were

UCP DEFM14A

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UCP 10-Q (Quarterly Report)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36001 UCP, Inc. (E

Financial Statements and Exhibits, Results of Operations and Financial Condition

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 4, 2017 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-097808

UCP REPORTS FIRST QUARTER 2017 RESULTS - Earnings Grew Significantly to $0.14 Per Share of Class A Common Stock - - Revenue from Homebuilding Operations Increased 37.8% to $94.0 million - - Net New Home Orders Grew 20.0% to 270 - - Signed Agreement i

EX-99.1 2 ucpq12017pressrelease.htm EXHIBIT 99.1 Exhibit 99.1 UCP REPORTS FIRST QUARTER 2017 RESULTS - Earnings Grew Significantly to $0.14 Per Share of Class A Common Stock - - Revenue from Homebuilding Operations Increased 37.8% to $94.0 million - - Net New Home Orders Grew 20.0% to 270 - - Signed Agreement in April 2017 to Merge with Century Communities, Inc. to Create a Leading U.S. Homebuildi

UCP /A (Annual Report)

10-K/A 1 efc17-30010ka.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED December 31, 2016 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission f

AGREEMENT AND PLAN OF MERGER CENTURY COMMUNITIES, INC., CASA ACQUISITION CORP., UCP, INC. Dated April 10, 2017 TABLE OF CONTENTS Page ARTICLE I THE MERGER Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time 2 Section 1.04 Eff

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among CENTURY COMMUNITIES, INC., CASA ACQUISITION CORP., and UCP, INC. Dated April 10, 2017 TABLE OF CONTENTS Page ARTICLE I THE MERGER Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time 2 Section 1.04 Effects 2 Section 1.05 Certificate of Incorporation and By-laws 2 Section 1.06 Directors 2 Section 1.07 Officers 2 Section 1

Century Communities and UCP Agree to Business Combination – Combined Company Will Create a Leading U.S. Homebuilding Platform With Approximately 25,000 Lots in 10 States –

EX-99.1 7 d369736dex991.htm EX-99.1 Exhibit 99.1 Century Communities and UCP Agree to Business Combination – Combined Company Will Create a Leading U.S. Homebuilding Platform With Approximately 25,000 Lots in 10 States – FOR IMMEDIATE RELEASE Greenwood Village, CO and San Jose, CA (April 11, 2017) – Century Communities, Inc. (NYSE: “CCS”), a leading homebuilder of single-family homes, townhomes an

AGREEMENT TO EXCHANGE

EX-10.2 5 d369736dex102.htm EX-10.2 Exhibit 10.2 AGREEMENT TO EXCHANGE THIS AGREEMENT TO EXCHANGE (this “Agreement”) is entered into as of April 10, 2017, by and among UCP, Inc., a Delaware corporation (“UCP”), UCP, LLC, a Delaware limited liability company (the “Company”), and PICO Holdings, Inc., a California corporation (together with its subsidiaries other than the Company, “PICO”). Capitalize

AMENDMENT TO EMPLOYMENT AGREEMENT

EX-10.3 6 d369736dex103.htm EX-10.3 Exhibit 10.3 AMENDMENT TO EMPLOYMENT AGREEMENT WHEREAS, Dustin L. Bogue (“Executive”) and UCP, Inc., a Delaware corporation (the “Company”) are parties to that certain Employment Agreement, dated as of February 1, 2017 (the “Employment Agreement”); WHEREAS, the Company is a party to that certain Agreement and Plan of Merger, by and among Century Communities, Inc

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 10, 2017 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware 1-36001 90-0978085 (State of Incorporation) (Commission File Number) (I.R.S. Employer

AMENDMENT TO AMENDED AND RESTATED BYLAWS OF UCP, INC.

EX-3.1 Exhibit 3.1 AMENDMENT TO AMENDED AND RESTATED BYLAWS OF UCP, INC. The Amended and Restated Bylaws of UCP, Inc., as amended, are hereby amended, effective immediately, by adopting a new Section 8.5 to provide in its entirety as follows: Section 8.5 Exclusive Forum. Unless the Corporation consents in writing to the selection of an alternative forum, the sole and exclusive forum for (a) any de

VOTING SUPPORT AND TRANSFER RESTRICTION AGREEMENT

EX-10.1 4 d369736dex101.htm EX-10.1 Exhibit 10.1 VOTING SUPPORT AND TRANSFER RESTRICTION AGREEMENT VOTING SUPPORT AND TRANSFER RESTRICTION AGREEMENT (this “Agreement”), dated April 10, 2017, by and among Century Communities, Inc., a Delaware corporation (“Parent”), Casa Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”), PICO Holdings, Inc., a California

AGREEMENT AND PLAN OF MERGER CENTURY COMMUNITIES, INC., CASA ACQUISITION CORP., UCP, INC. Dated April 10, 2017 TABLE OF CONTENTS Page ARTICLE I THE MERGER Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time 2 Section 1.04 Eff

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among CENTURY COMMUNITIES, INC., CASA ACQUISITION CORP., and UCP, INC. Dated April 10, 2017 TABLE OF CONTENTS Page ARTICLE I THE MERGER Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time 2 Section 1.04 Effects 2 Section 1.05 Certificate of Incorporation and By-laws 2 Section 1.06 Directors 2 Section 1.07 Officers 2 Section 1

UCP FORM 8-K (Prospectus)

FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 10, 2017 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware 1-36001 90-0978085 (State of Incorporation) (Commission File Number) (I.R.S. Employer

AMENDMENT TO AMENDED AND RESTATED BYLAWS OF UCP, INC.

EX-3.1 Exhibit 3.1 AMENDMENT TO AMENDED AND RESTATED BYLAWS OF UCP, INC. The Amended and Restated Bylaws of UCP, Inc., as amended, are hereby amended, effective immediately, by adopting a new Section 8.5 to provide in its entirety as follows: Section 8.5 Exclusive Forum. Unless the Corporation consents in writing to the selection of an alternative forum, the sole and exclusive forum for (a) any de

VOTING SUPPORT AND TRANSFER RESTRICTION AGREEMENT

EX-10.1 Exhibit 10.1 VOTING SUPPORT AND TRANSFER RESTRICTION AGREEMENT VOTING SUPPORT AND TRANSFER RESTRICTION AGREEMENT (this ?Agreement?), dated April 10, 2017, by and among Century Communities, Inc., a Delaware corporation (?Parent?), Casa Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of Parent (?Merger Sub?), PICO Holdings, Inc., a California corporation (?PICO?), for t

Century Communities and UCP Agree to Business Combination – Combined Company Will Create a Leading U.S. Homebuilding Platform With Approximately 25,000 Lots in 10 States –

EX-99.1 7 d369736dex991.htm EX-99.1 Exhibit 99.1 Century Communities and UCP Agree to Business Combination – Combined Company Will Create a Leading U.S. Homebuilding Platform With Approximately 25,000 Lots in 10 States – FOR IMMEDIATE RELEASE Greenwood Village, CO and San Jose, CA (April 11, 2017) – Century Communities, Inc. (NYSE: “CCS”), a leading homebuilder of single-family homes, townhomes an

AGREEMENT TO EXCHANGE

EX-10.2 Exhibit 10.2 AGREEMENT TO EXCHANGE THIS AGREEMENT TO EXCHANGE (this ?Agreement?) is entered into as of April 10, 2017, by and among UCP, Inc., a Delaware corporation (?UCP?), UCP, LLC, a Delaware limited liability company (the ?Company?), and PICO Holdings, Inc., a California corporation (together with its subsidiaries other than the Company, ?PICO?). Capitalized terms used but not otherwi

AMENDMENT TO EMPLOYMENT AGREEMENT

EX-10.3 Exhibit 10.3 AMENDMENT TO EMPLOYMENT AGREEMENT WHEREAS, Dustin L. Bogue (“Executive”) and UCP, Inc., a Delaware corporation (the “Company”) are parties to that certain Employment Agreement, dated as of February 1, 2017 (the “Employment Agreement”); WHEREAS, the Company is a party to that certain Agreement and Plan of Merger, by and among Century Communities, Inc., Casa Acquisition Corp., a

UCP / UCP, Inc. / Century Communities, Inc. - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 UCP, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 90265Y106 (CUSIP Number) Dale Francescon Chairman of the Board of Directors and Co-Chief Executive Officer Century Communities, Inc. 8390 East Crescent Parkway,

UCP / UCP, Inc. / PICO HOLDINGS INC /NEW - SC 13D/A NO.3 FOR UCP, INC. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* UCP, Inc. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 90265Y 106 (CUSIP Number) Maxim C.W. Webb Chief Executive Officer PICO Holdings, Inc. 7979 Ivanhoe Avenue, Suite 300 La Jolla, California 92037 (888

[The remainder of this page intentionally left blank]

EX-10.1 2 efc17-264ex101.htm EXHIBIT 10.1 AGREEMENT This Agreement (this “Agreement”) is made and entered into as of March 29, 2017 by and between PICO Holdings, Inc. (“PICO”) and UCP, Inc. (“UCP”) (each of PICO and UCP, a “Party” to this Agreement, and together, the “Parties”). RECITALS WHEREAS, on February 6, 2017, PICO submitted to UCP a written notice (the “Notice”) pursuant to the current Ame

UCP ANNOUNCES EXPANSION OF BOARD AND STRENGTHENED CORPORATE GOVERNANCE

Exhibit 99.1 EXHIBIT D PRESS RELEASE UCP ANNOUNCES EXPANSION OF BOARD AND STRENGTHENED CORPORATE GOVERNANCE San Jose, California, March 30, 2017 UCP, Inc. (NYSE: UCP) together with the Company?s largest shareholder, PICO Holdings, Inc. (NASDAQ: PICO), today announce an agreement to nominate Keith M. Locker to the board of directors. In connection with the addition of Mr. Locker the number of direc

UCP (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 29, 2017 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware 1-36001 90-0978085 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IR

UCP / UCP, Inc. / PICO HOLDINGS INC /NEW - SC 13D/A NO.2 FOR UCP, INC. Activist Investment

SC 13D/A 1 ucpsc13dano2.htm SC 13D/A NO.2 FOR UCP, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* UCP, Inc. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 90265Y 106 (CUSIP Number) Maxim C.W. Webb Chief Executive Officer PICO Holdings, Inc. 7979 I

Regulation FD Disclosure, Financial Statements and Exhibits

8-K/A 1 efc17-2508ka.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 8, 2017 UCP, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-36001 90-0978085 (State or Other Jurisdiction of Incor

EX-99.1

UCP / UCP, Inc. / Craton Capital Management, LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* UCP, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) August 2, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

1 © 2017 UCP | CONFIDENTIAL 4Q16 Investor Presentation March 8, 2017 Forward-Looking Statements © 2017 UPC | CONFIDENTIAL 2 We make forward-looking statements in this presentation that are subject to risks, uncertainties and assumptions. All statemen

EX-99.1 2 ucppptmarch2017investorp.htm EXHIBIT 99.1 1 © 2017 UCP | CONFIDENTIAL 4Q16 Investor Presentation March 8, 2017 Forward-Looking Statements © 2017 UPC | CONFIDENTIAL 2 We make forward-looking statements in this presentation that are subject to risks, uncertainties and assumptions. All statements other than statements of historical fact included in this presentation are forward-looking stat

Regulation FD Disclosure, Financial Statements and Exhibits

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 8, 2017 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0978

Form 10-K

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED December 31, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36001 UCP, Inc. (Exact

UCP, Inc.

EX-21.1 2 exhibit211201610-k.htm EXHIBIT 21.1 Exhibit 21.1 UCP, Inc. List of Subsidiaries Company Name Country/State of Incorporation/Formation UCP, LLC Delaware Benchmark Builders North Carolina, LLC Delaware Benchmark Communities, LLC Delaware Benchmark Madera I, LLC Delaware BMC Carnation, LLC Delaware BMC Cornerstone Ripon II, LLC Delaware BMC East Garrison, LLC Delaware BMC EG Bluffs, LLC Del

Amendment to Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) February 28, 2017 UCP, Inc.

UCP, INC. AMENDED AND RESTATED CODE OF BUSINESS CONDUCT AND ETHICS

Exhibit 14.1 UCP, INC. AMENDED AND RESTATED CODE OF BUSINESS CONDUCT AND ETHICS 1. Policy Statement The rules of the New York Stock Exchange require that UCP, Inc. (the ?Company?) provide a code of conduct for all of its directors, officers and employees. The purpose of this Code is to deter wrongdoing and to promote: (i) honest and ethical conduct, including the ethical handling of actual or appa

Financial Statements and Exhibits, Results of Operations and Financial Condition

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 27, 2017 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-

UCP REPORTS FOURTH QUARTER AND FULL YEAR 2016 RESULTS - Higher Revenues and Disciplined Cost Management Drive Record Earnings in Full Year 2016 - - Net Income Increases to Record $1.15 Per Share of Class A Common Stock, Including $0.31 One-time Benef

EX-99.1 2 a12312016ucppressrelease.htm EXHIBIT 99.1 Exhibit 99.1 UCP REPORTS FOURTH QUARTER AND FULL YEAR 2016 RESULTS - Higher Revenues and Disciplined Cost Management Drive Record Earnings in Full Year 2016 - - Net Income Increases to Record $1.15 Per Share of Class A Common Stock, Including $0.31 One-time Benefit in Full Year 2016 - - Net Income Increases to $0.89 Per Share, Including $0.61 One

© 2017 UCP | CONFIDENTIAL1 February 27, 2017 4Q16 Earnings Presentation Forward-Looking Statements © 2017 UPC | CONFIDENTIAL2 We make forward-looking statements in this presentation that are subject to risks, uncertainties and assumptions. All statem

ucppptq416earningsd1v8 ? 2017 UCP | CONFIDENTIAL1 February 27, 2017 4Q16 Earnings Presentation Forward-Looking Statements ? 2017 UPC | CONFIDENTIAL2 We make forward-looking statements in this presentation that are subject to risks, uncertainties and assumptions.

to Schedule 13G

EX-99.I 2 d235186dex99i.htm EX-99.I Exhibit I to Schedule 13G Ameriprise Financial, Inc., a Delaware Corporation, is a parent holding company. The classification and identity of the relevant subsidiaries is as follows: Investment Adviser – Columbia Management Investment Advisers, LLC is an investment adviser registered under section 203 of the Investment Advisers Act of 1940.

UCP / UCP, Inc. / AMERIPRISE FINANCIAL INC - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment #2 Under the Securities and Exchange Act of 1934 UCP Inc. - CL A (Name of Issuer) Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fi

to Schedule 13G Joint Filing Agreement

EX-99.II Exhibit II to Schedule 13G Joint Filing Agreement The undersigned persons agree and consent to the joint filing on their behalf of this Schedule 13G dated February 6, 2017 in connection with their beneficial ownership of UCP Inc. - CL A, Columbia Management Investment Advisers, LLC authorizes Ameriprise Financial, Inc. to execute the Schedule 13G to which this Exhibit is attached and make

UCP / UCP, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4 )* UCP, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) December 30, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

UCP / UCP, Inc. / PICO HOLDINGS INC /NEW - SC 13D/A NO.1 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* UCP, Inc. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 90265Y 106 (CUSIP Number) Maxim C.W. Webb Chief Executive Officer PICO Holdings, Inc. 7979 Ivanhoe Avenue, Suite 300 La Jolla, California 92037 (888

EMPLOYMENT AGREEMENT (As Amended and Restated, Effective February 1, 2017)

Exhibit 10.1 EMPLOYMENT AGREEMENT (As Amended and Restated, Effective February 1, 2017) THIS EMPLOYMENT AGREEMENT (the “Agreement”) between UCP, Inc., a Delaware corporation (the “Company”), and Dustin L. Bogue (the “Executive”) is entered into as of February 1, 2017 (the “Effective Date”), and is an amendment and restatement of the Employment Agreement between the Company and the Executive dated

EMPLOYMENT AGREEMENT (As Amended and Restated, Effective February 1, 2017)

Exhibit 10.2 EMPLOYMENT AGREEMENT (As Amended and Restated, Effective February 1, 2017) THIS EMPLOYMENT AGREEMENT (the ?Agreement?) between UCP, Inc., a Delaware corporation (the ?Company?), and James M. Pirrello (the ?Executive?) is entered into as of February 1, 2017 (the ?Effective Date?), and is an amendment and restatement of the Employment Agreement between the Company and the Executive date

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) February 1, 2017 UCP, Inc.

UCP / UCP, Inc. / Central Square Management LLC - SCHEDULE 13G AMENDEMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* UCP, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

AMENDMENT TO AMENDED AND RESTATED BYLAWS OF UCP, INC.

Exhibit 3.1 AMENDMENT TO AMENDED AND RESTATED BYLAWS OF UCP, INC. The Amended and Restated Bylaws of UCP, Inc. are hereby amended, effective as of December 28, 2016, as follows: The following replaces Section 2.1(c) in its entirety: (c) For business to be properly brought before an annual meeting by a stockholder pursuant to Section 2.1(b)(iii), the stockholder must have given timely written notic

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 28, 2016 UCP, Inc.

POWER OF ATTORNEY

POWER OF ATTORNEY KNOW BY ALL THESE PRESENTS, that the undersigned hereby constitutes and appoints W.

[Maxim C.W. Webb / Eric H. Speron] c/o PICO Holdings, Inc. 7979 Ivanhoe Avenue, Suite 300 La Jolla, California 92037

EX-99.1 2 efc16-673ex991.htm [Maxim C.W. Webb / Eric H. Speron] c/o PICO Holdings, Inc. 7979 Ivanhoe Avenue, Suite 300 La Jolla, California 92037 UCP, Inc. 99 Almaden Boulevard, Suite 400 San Jose, California Attention: Chairman, Board of Directors December 12, 2016 Ladies and Gentlemen of the Board: I currently serve as [the Chief Executive Officer and a member of the Board of Directors of PICO H

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 1, 2016 UCP, Inc.

UCP Elects Eric H. Speron to Board of Directors

UCP Elects Eric H. Speron to Board of Directors San Jose, California, December 1, 2016. UCP, Inc. (NYSE: UCP) today announced that its Board of Directors has elected Eric H. Speron as a new director, effective December 12, 2016. Mr. Speron has over 16 years of management and advisory experience across the financial services industry. Since January 2016, Mr. Speron has also served as a member of th

UCP REPORTS THIRD QUARTER 2016 RESULTS - Delivered Net Income of $0.16 Per Share, Including $0.09 of Net One-time Expenses - - Revenue from Homebuilding Operations Increased 27.8% to $89.8 million - - Net New Home Orders Grew 14.4% to 247 - - Homes i

Exhibit Exhibit 99.1 UCP REPORTS THIRD QUARTER 2016 RESULTS - Delivered Net Income of $0.16 Per Share, Including $0.09 of Net One-time Expenses - - Revenue from Homebuilding Operations Increased 27.8% to $89.8 million - - Net New Home Orders Grew 14.4% to 247 - - Homes in Backlog Grew 34.4% to 387 homes with a value of $157.2 million - - Repurchased $1.0 million of Class A Common Stock since June

3Q16 Earnings Presentation October 31, 2016 U Forward-Looking Statements We make forward-looking statements in this presentation that are subject to risks, uncertainties and assumptions. All statements other than statements of historical fact include

ucpq316earningspresentat 3Q16 Earnings Presentation October 31, 2016 U Forward-Looking Statements We make forward-looking statements in this presentation that are subject to risks, uncertainties and assumptions.

Financial Statements and Exhibits, Results of Operations and Financial Condition

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 31, 2016 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0

UCP 10-Q (Quarterly Report)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36001 UCP, Inc

Other Events

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 24, 2016 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0

Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 17, 2016 UCP, Inc.

UCP Announces Proposed Offering of Senior Notes due 2021

EX-99.2 Exhibit 99.2 UCP Announces Proposed Offering of Senior Notes due 2021 San Jose, California, October 14, 2016 (BUSINESS WIRE)?UCP, Inc. (NYSE: UCP) announced today that its primary operating subsidiary, UCP, LLC, and UCP Finance Corp., a wholly-owned finance subsidiary (together with UCP, LLC, the ?Issuers?), intend to commence a private offering of $200.0 million aggregate principal amount

Recent Developments

EX-99.1 Exhibit 99.1 Recent Developments Preliminary Financial Information We are in the process of finalizing UCP?s consolidated financial results for the three and nine months ended September 30, 2016. Set forth below are certain preliminary estimates for the three and nine months ended September 30, 2016, based on the most current information available to management as of the date of this offer

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 14, 2016 UCP, Inc.

UCP (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 17, 2016 UCP, Inc.

Investor Presentation August 2016 2 Forward-Looking Statements We make forward-looking statements in this presentation that are subject to risks and uncertainties. These forward-looking statements include information about possible or assumed future

Investor Presentation August 2016 2 Forward-Looking Statements We make forward-looking statements in this presentation that are subject to risks and uncertainties.

Financial Statements and Exhibits, Results of Operations and Financial Condition

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 1, 2016 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-097

2Q16 Earnings Presentation Augus t 1 , 2016 U Forward-Looking Statements We make forward-looking statements in this presentation that are subject to risks, uncertainties and assumptions. All statements other than statements of historical fact include

ucp2q16earningspresentat 2Q16 Earnings Presentation Augus t 1 , 2016 U Forward-Looking Statements We make forward-looking statements in this presentation that are subject to risks, uncertainties and assumptions.

UCP REPORTS SECOND QUARTER 2016 RESULTS - Net Income Improved to $0.09 Per Share - - Revenue from Homebuilding Increased 60.3% to $81.4 million - - Homebuilding Gross Margin Expanded 110 basis points to 18.2% - - Adjusted Homebuilding Gross Margin Ex

Exhibit Exhibit 99.1 UCP REPORTS SECOND QUARTER 2016 RESULTS - Net Income Improved to $0.09 Per Share - - Revenue from Homebuilding Increased 60.3% to $81.4 million - - Homebuilding Gross Margin Expanded 110 basis points to 18.2% - - Adjusted Homebuilding Gross Margin Expanded 170 basis points to 20.7% - - Net New Home Orders Grew 11.2% to 229 - San Jose, California, August 1, 2016. UCP, Inc. (NYS

UCP 10-Q (Quarterly Report)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36001 UCP, Inc. (Ex

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 1, 2016 UCP, Inc.

UCP ANNOUNCES STOCK REPURCHASE PROGRAM

UCP ANNOUNCES STOCK REPURCHASE PROGRAM San Jose, California, June 6, 2016. UCP, Inc. (NYSE: UCP) (the “Company”) today announced that its board of directors has authorized a stock repurchase program. Under the program, the Company may purchase up to $5.0 million of its Class A common stock beginning June 1, 2016 and ending June 1, 2018. Purchases under the program may be made in the open market or

Investor PresentationMay 2016 Forward-Looking Statements We make forward-looking statements in this presentation that are subject to risks and uncertainties. These forward-looking statements include information about possible or assumed future result

Exhibit 99.1 Investor PresentationMay 2016 Forward-Looking Statements We make forward-looking statements in this presentation that are subject to risks and uncertainties. These forward-looking statements include information about possible or assumed future results of our business, beliefs, expectations or intentions, financial condition, liquidity, results of operations, cash flow and plans and ob

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 23, 2016 UCP, Inc.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) May 18, 2016 UCP, Inc.

1Q16 Earnings Presentation May 9 , 2016 U Forward-Looking Statements We make forward-looking statements in this presentation that are subject to risks and uncertainties. These forward-looking statements include information about possible or assumed f

ucp1q16earningspresentat 1Q16 Earnings Presentation May 9 , 2016 U Forward-Looking Statements We make forward-looking statements in this presentation that are subject to risks and uncertainties.

UCP REPORTS FIRST QUARTER 2016 RESULTS - Net Income Improved to $0.01 Per Share - - Revenue from Homebuilding Increased 60.0% to $68.2 million - - Adjusted Homebuilding Gross Margin Expanded 130 basis points to 19.9% -

Exhibit Exhibit 99.1 UCP REPORTS FIRST QUARTER 2016 RESULTS - Net Income Improved to $0.01 Per Share - - Revenue from Homebuilding Increased 60.0% to $68.2 million - - Adjusted Homebuilding Gross Margin Expanded 130 basis points to 19.9% - San Jose, California, May 9, 2016. UCP, Inc. (NYSE: UCP) today announced its results of operations for the three months ended March 31, 2016. First Quarter 2016

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 9, 2016 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0978085 (I.

UCP 10-Q (Quarterly Report)

10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 OR £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36001 UCP, Inc. (Exact

UCP 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) April 1, 2016 UCP, Inc.

AMENDMENT ONE TO EMPLOYMENT AGREEMENT

Exhibit 10.1 AMENDMENT ONE TO EMPLOYMENT AGREEMENT THIS AMENDMENT ONE TO EMPLOYMENT AGREEMENT is dated and effective as of April 1, 2016, between UCP, Inc., a Delaware corporation (the ?Company?), and Dustin L. Bogue (the ?Executive?). WHEREAS, the Executive and the Company are parties to an Employment Agreement (the ?Agreement?) dated as of July 23, 2013; and WHEREAS, the Executive and the Compan

UCP REPORTS FOURTH QUARTER AND FULL YEAR 2015 RESULTS - Net Income Increases to $0.40 Per Share in Fourth Quarter 2015 - - Higher Revenue, Improved Gross Margin, Significant SG&A Leverage Drive Enhanced Earnings in Full Year 2015 -

Exhibit Exhibit 99.1 UCP REPORTS FOURTH QUARTER AND FULL YEAR 2015 RESULTS - Net Income Increases to $0.40 Per Share in Fourth Quarter 2015 - - Higher Revenue, Improved Gross Margin, Significant SG&A Leverage Drive Enhanced Earnings in Full Year 2015 - San Jose, California, March 14, 2016. UCP, Inc. (NYSE: UCP) today announced its results of operations for the three months and full year ended Dece

4Q15 Earnings Presentation March 14 , 2016 U Forward-Looking Statements We make forward-looking statements in this presentation that are subject to risks and uncertainties. These forward-looking statements include information about possible or assume

earningspresentationucpv 4Q15 Earnings Presentation March 14 , 2016 U Forward-Looking Statements We make forward-looking statements in this presentation that are subject to risks and uncertainties.

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 14, 2016 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0978085

UCP, Inc.

Exhibit 21.1 UCP, Inc. List of Subsidiaries Company Name Country/State of Incorporation/Formation UCP, LLC Delaware Benchmark Builders North Carolina, LLC Delaware Benchmark Clovis I, LLC Delaware Benchmark Communities, LLC Delaware Benchmark Harlan Ranch, LLC Delaware Benchmark Madera I, LLC Delaware Benchmark Soledad I, LLC Delaware Benchmark West Dunne, LLC Delaware BMC Almaden San Jose, LLC De

UCP 10-K (Annual Report)

10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED December 31, 2015 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36001 UCP, Inc. (Exact Name

UCP / UCP, Inc. / Central Square Management LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 UCP, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rul

to Schedule 13G Joint Filing Agreement

EX-99.2 Exhibit II to Schedule 13G Joint Filing Agreement The undersigned persons agree and consent to the joint filing on their behalf of this Schedule 13G dated February 5, 2016 in connection with their beneficial ownership of UCP Inc.-Class A. Each of Columbia Small Cap Value Fund I and Columbia Management Investment Advisers, LLC authorizes Ameriprise Financial, Inc. to execute the Schedule 13

UCP / UCP, Inc. / AMERIPRISE FINANCIAL INC - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment #1 Under the Securities and Exchange Act of 1934 UCP Inc.-Class A (Name of Issuer) Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is f

to Schedule 13G

EX-99.1 Exhibit I to Schedule 13G Ameriprise Financial, Inc., a Delaware Corporation, is a parent holding company. The classification and identity of the relevant subsidiaries is as follows: Investment Adviser – Columbia Management Investment Advisers, LLC is an investment adviser registered under section 203 of the Investment Advisers Act of 1940.

UCP / UCP, Inc. / Bay Pond Partners, L.P. - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* UCP, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

UCP / UCP, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* UCP, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

POWER OF ATTORNEY

EX-24.1 2 efc16-069ex241.htm POWER OF ATTORNEY KNOW BY ALL THESE PRESENTS, that the undersigned hereby constitutes and appoints W. Allen Bennett, the undersigned’s true and lawful attorney-in-fact to: 1. prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any o

UCP HIRES JAMES M. PIRRELLO AS CHIEF FINANCIAL OFFICER

Exhibit 99.1 UCP HIRES JAMES M. PIRRELLO AS CHIEF FINANCIAL OFFICER SAN JOSE, California, (January 19, 2016) ? UCP, Inc., (NYSE: UCP) today announced that James M. Pirrello has joined the company as its Chief Financial Officer, effective January 15, 2016. Mr. Pirrello brings over 30 years of financial and operating experience at public and large regional homebuilders. Mr. Pirrello will lead all as

RESIGNATION AGREEMENT

Exhibit 10.2 RESIGNATION AGREEMENT This Resignation Agreement (the ?Agreement?) is made and entered into between UCP, Inc. (?UCP?), on the one hand, and William J. La Herran (?Employee?), on the other hand, upon the following terms and conditions: 1. Factual Recitals. Whereas, UCP and Employee are parties to an Employment Agreement entered into as of July 23, 2013 (the ?Employment Agreement?). Whe

EMPLOYMENT AGREEMENT

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the ?Agreement?) between UCP, Inc., a Delaware corporation (the ?Company?), and James M. Pirrello (the ?Executive?) is entered into as of January 15, 2016 (the ?Effective Date?). In consideration of the covenants contained herein, the parties agree as follows: 1. Employment. The term of Executive?s employment by the Company under this Ag

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) January 15, 2016 UCP, Inc.

EX-99.1

Exhibit 99.1

UCP (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 2, 2015 UCP, Inc.

UCP

UCP, INC. 99 ALMADEN BOULEVARD, SUITE 400 SAN JOSE, CALIFORNIA 95113 November 20, 2015 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Asia Timmons-Pierce, Staff Attorney Craig Slivka, Special Counsel Re: UCP, Inc. Request for Withdrawal of Registration Statement on Form S-3 (File No. 333-204805) Ladies and Gentlemen: Pursuant

UCP 8-K Q3 2015 (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 9, 2015 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-36001 (Commission File Number) 90-0978

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 £TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 OR £TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36001 UCP, Inc. (Exact na

UCP REPORTS THIRD QUARTER 2015 RESULTS - Reports Earnings of $0.20 Per Share in Third Quarter 2015 - -Backlog Units More than Double to 288 Homes in Third Quarter 2015 - -Adjusted Homebuilding Gross Margin Improves 460 basis points to 21.1% in Third

Exhibit EX 99.1 UCP REPORTS THIRD QUARTER 2015 RESULTS - Reports Earnings of $0.20 Per Share in Third Quarter 2015 - -Backlog Units More than Double to 288 Homes in Third Quarter 2015 - -Adjusted Homebuilding Gross Margin Improves 460 basis points to 21.1% in Third Quarter 2015 - San Jose, California, November 9, 2015. UCP, Inc. (NYSE: UCP) today announced its results of operations for the three m

UCP / UCP, Inc. / AMERIPRISE FINANCIAL INC - SC 13G Passive Investment

SC 13G 1 d68563dsc13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities and Exchange Act of 1934 UCP Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) July 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 10, 2015 UCP, Inc. (Exact n

8-K UCP Q2 2015 Results UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 £TRANSITION REPORT PURSUANT TO SEC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 OR £TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36001 UCP, Inc. (Exact name of

UCP 8-K (Current Report/Significant Event)

06.30.2015 UCP Press Release EX 99.1 UCP REPORTS SECOND QUARTER 2015 RESULTS -Backlog Units More than Double to 274 Homes in Second Quarter 2015 - -Homebuilding Gross Margin Improves Sequentially to 17.1% in Second Quarter 2015 - San Jose, California, August 10, 2015. UCP, Inc. (NYSE: UCP) today announced its results of operations for the three months ended June 30, 2015. Second Quarter 2015 Highl

To Schedule 13G

EX-99.1 Exhibit I To Schedule 13G Ameriprise Financial, Inc., a Delaware Corporation, is a parent holding company. The classification and identity of the relevant subsidiaries is as follows: Columbia Management Investment Advisers, LLC is an investment adviser registered under section 203 of the Investment Advisers Act of 1940.

To Schedule 13G Joint Filing Agreement

EX-99.2 Exhibit II To Schedule 13G Joint Filing Agreement The undersigned persons agree and consent to the joint filing on their behalf of this Schedule 13G dated August 10, 2015 in connection with their beneficial ownership of UCP Inc.. Each of Columbia Small Cap Value Fund I and Columbia Management Investment Advisers, LLC authorizes Ameriprise Financial, Inc. to execute the Schedule 13G to whic

UCP (Current Report/Significant Event)

efc15-5408k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 17, 2015 UCP, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-36001 90-0978085 (State or Other Jurisdiction of Incorporation) (Commission File

EX-99.1

efc15-526ex991.htm

UCP (Current Report/Significant Event)

efc15-5268k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 13, 2015 UCP, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-36001 90-0978085 (State or Other Jurisdiction of Incorporation) (Commission File

UCP / UCP, Inc. / VAN DEN BERG MANAGEMENT I, INC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 4)* UCP, Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 90265Y106 (CUSIP Number) June 30, 2015 (Date of Event Which Requi

UCP / UCP, Inc. / Central Square Management LLC - RULE 13D-1(B) Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934* UCP, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) June 5, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: þ Rule 13

UCP

efc15-449fms3.htm As filed with the Securities and Exchange Commission on June 8, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 UCP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 90-0978085 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Org

UCP, Inc. Statement of Computation of Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends*

efc15-449_ex121.htm EXHIBIT 12.1 UCP, Inc. Statement of Computation of Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends* Historical UCP, Inc. UCP, LLC Three Months Ended Year Ended Period from July 23, Period from January 1 Years Ended March 31, December 31, Through December 31, Through July 23, December 31, 2015 2014 2013 2013 2012 2011 (Dollars in thousands) Earnings: Pr

UCP (Current Report/Significant Event)

efc15-3928k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 13, 2015 UCP, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-36001 90-0978085 (State or Other Jurisdiction of Incorporation) (Commission File N

Financial Statements and Exhibits, Results of Operations and Financial Condition

UCP Q1 2015 Results UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 £TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 OR £TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36001 UCP, Inc. (Exact name o

UCP REPORTS First QUARTER 2015 RESULTS

03.31.2015 UCP Press Release EX 99.1 UCP REPORTS First QUARTER 2015 RESULTS - Homebuilding Revenue Increased 68% to $42.6 Million in First Quarter 2015 - - New Home Orders increase Over 200% to 254 in First Quarter 2015 - -Homebuilding Gross Margin Improves Sequentially to 16.5% in First Quarter 2015 - San Jose, California, May 11, 2015. UCP, Inc. (NYSE: UCP) today announced its results of operati

UCP / UCP, Inc. / VAN DEN BERG MANAGEMENT I, INC Passive Investment

SC 13G/A 1 fp0014357sc13ga.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 3)* UCP, Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 90265Y106 (CUSIP Number) April 30,

POWER OF ATTORNEY

Unassociated Document POWER OF ATTORNEY KNOW BY ALL THESE PRESENTS, that the undersigned hereby constitutes and appoints each of William J.

UCP PROXY STATEMENT

DEF 14A 1 brp58292-def14a051315.htm PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appr

UCP APPOINTS TIMOTHY BAKER TO ROLE OF CHIEF ACCOUNTING OFFICER

efc15-335ex991.htm UCP APPOINTS TIMOTHY BAKER TO ROLE OF CHIEF ACCOUNTING OFFICER SAN JOSE, California, (April 10, 2015) ? UCP, Inc., (NYSE: UCP) today announced that it has appointed Timothy Baker as Chief Accounting Officer. Mr. Baker joined UCP in 2014 as its Corporate Controller. ?Tim?s expertise in accounting, audit and SEC reporting will further strengthen our processes and efficiencies,? sa

UCP (Current Report/Significant Event)

efc15-335fm8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 6, 2015 UCP, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-36001 90-0978085 (State or Other Jurisdiction of Incorporation) (Commission File

UCP REPORTS FOURTH QUARTER AND YEAR END 2014 RESULTS

12.31.2014 UCP Press Release Exhibit 99.1 UCP REPORTS FOURTH QUARTER AND YEAR END 2014 RESULTS - Homebuilding Revenue Increased 114% to $155.4 Million in Full Year 2014 - - New Home Deliveries More than Doubled to 432 in Full Year 2014 - - Increased Owned and Controlled Lots to 6,368 as of the End of 2014 - San Jose, Calif . -(BUSINESS WIRE)-March 16, 2015. UCP, Inc. (NYSE: UCP) today announced it

UCP 8-K (Current Report/Significant Event)

UCP Q4 2014 Results UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UCP, Inc.

Exhibit 21.1 UCP, Inc. List of Subsidiaries Company Name Country/State of Incorporation/Formation UCP, LLC Delaware Benchmark Builders North Carolina, LLC Delaware Benchmark Clovis I, LLC Delaware Benchmark Communities, LLC Delaware Benchmark Harlan Ranch, LLC Delaware Benchmark Madera I, LLC Delaware Benchmark Soledad I, LLC Delaware Benchmark West Dunne, LLC Delaware BMC Almaden San Jose, LLC De

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K SANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED December 31, 2014 £TRANSITION REPORT PURSUANT TO SECTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K SANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED December 31, 2014 OR £TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36001 UCP, Inc. (Exact Name of Reg

POWER OF ATTORNEY For executing Schedules 13G and 13D, 13G/D Joint Filing Agreement and Form 13F

EX-2 Exhibit 2 POWER OF ATTORNEY For executing Schedules 13G and 13D, 13G/D Joint Filing Agreement and Form 13F Each of the undersigned entities represents that the individuals signing on behalf of the entity is duly authorized to do so and hereby constitutes and appoints Blair Morrison, Senior Vice-President, Deputy General Counsel, and Chief Compliance Officer of Bank of Montreal, Barbara Muir,

UCP / UCP, Inc. / BANK OF MONTREAL /CAN/ - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* UCP, INC. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

JOINT FILING AGREEMENT

EX-1 Exhibit 1 JOINT FILING AGREEMENT In accordance with rule 13d-1(k) under the Securities Act of 1934, as amended, each of the undersigned entities, as applicable, pursuant to a duly executed power of attorney, hereby agrees to this and any future joint filing of Schedule 13G (including any and all amendments thereto) to be made on their behalf and further agrees to the filing of this Agreement as an Exhibit thereto.

UCP / UCP, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* UCP, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

UCP / UCP, Inc. / VAN DEN BERG MANAGEMENT I, INC Passive Investment

SC 13G/A 1 fp0012983sc13ga.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 2)* UCP, Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 90265Y106 (CUSIP Number) December

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 £TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 OR £TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-36001 UCP, Inc. (Exact name

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 10, 2014 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0978085 (

UCP REPORTS THIRD QUARTER 2014 RESULTS - Total Revenue Increased 136% to $55.8 Million - - New Home Orders Improved 132% to 102 - - Increased Revenue from Land Sales to $20.3 Million- - Completed Private Offering of $75.0 Million of Senior Notes in O

EX 99.1 UCP REPORTS THIRD QUARTER 2014 RESULTS - Total Revenue Increased 136% to $55.8 Million - - New Home Orders Improved 132% to 102 - - Increased Revenue from Land Sales to $20.3 Million- - Completed Private Offering of $75.0 Million of Senior Notes in October - San Jose, California, November 10, 2014. UCP, Inc. (NYSE: UCP) today announced its results of operations for the three months ended S

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events, 8-K, 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 21, 2014 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0978085 (I

UCP ANNOUNCES COMPLETION OF $75 MILLION PRIVATE OFFERING OF SENIOR NOTES

UCP ANNOUNCES COMPLETION OF $75 MILLION PRIVATE OFFERING OF SENIOR NOTES San Jose, California, October 23, 2014.

UCP, INC., as Issuer THE SUBSIDIARY GUARANTORS PARTIES HERETO 8.5% Senior Notes due 2017 INDENTURE Dated as of October 21, 2014 WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee

Exhibit 4.1 UCP, INC., as Issuer THE SUBSIDIARY GUARANTORS PARTIES HERETO 8.5% Senior Notes due 2017 INDENTURE Dated as of October 21, 2014 WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee Exhibit 4.1 TABLE OF CONTENTS Page ARTICLE I Definitions and Incorporation by Reference 1 SECTION 1.1. Definitions 1 SECTION 1.2. Other Definitions 21 SECTION 1.3. Rules of Construction 23 ARTICLE II The Secur

10,593,000 Shares UCP, Inc. Class A Common Stock

424B3 1 efc14-610fm424b3.htm Filed pursuant to Rule 424(b)(3) Registration No. 333-197919 PROSPECTUS 10,593,000 Shares UCP, Inc. Class A Common Stock We are registering the resale from time to time by the selling stockholder (which term as used in this prospectus includes any transferees) identified in this prospectus of up to 10,593,000 shares of our Class A common stock, par value $0.01 per shar

UCP REPORTS SECOND QUARTER 2014 RESULTS - Net Income Improves to $1.3 Million - - Total Revenue Increases to $63.6 Million - - Integration of Newly Acquired Citizens Homes Assets Progressing -

EX 99.1 UCP REPORTS SECOND QUARTER 2014 RESULTS - Net Income Improves to $1.3 Million - - Total Revenue Increases to $63.6 Million - - Integration of Newly Acquired Citizens Homes Assets Progressing - San Jose, California, August 11, 2014. UCP, Inc. (NYSE: UCP) today announced its results of operations for the three months ended June 30, 2014. Second Quarter 2014 Highlights Compared to Second Quar

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 11, 2014 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0978085 (I.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 £TRANSITION REPORT PURSUANT TO SEC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 OR £TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-36001 UCP, Inc. (Exact name of r

UCP / UCP, Inc. S-3 - -

As filed with the Securities and Exchange Commission on August 6, 2014 Registration No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 21, 2014 UCP, Inc.

UCP, INC. 2014 SHORT-TERM INCENTIVE PLAN I. Purposes

Exhibit 10.1 UCP, INC. 2014 SHORT-TERM INCENTIVE PLAN I. Purposes The purpose of the UCP, Inc. 2014 Short-Term Incentive Plan (the “Plan”) is to retain and motivate the officers and other employees of the Company and its subsidiaries who have been designated by the Committee to participate in the Plan for a specified Performance Period by providing them with the opportunity to earn incentive payme

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 13, 2014 UCP, Inc.

EMPLOYMENT AGREEMENT

EXHIBIT 10.3 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) between UCP, Inc., a Delaware corporation (the “Company”), and Dustin L. Bogue (the “Executive”) is entered into as of July 23, 2013 (the “Effective Date”). In consideration of the covenants contained herein, the parties agree as follows: 1. Employment. The term of Executive's employment by the Company under this Agreeme

SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT UCP, LLC EFFECTIVE AS OF July 23, 2013

EXHIBIT 10.9 SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF UCP, LLC EFFECTIVE AS OF July 23, 2013 1 TABLE OF CONTENTS Article I DEFINITIONS 4 Section 1.1 Definitions 4 Section 1.2 Usage Generally; Interpretation 9 Article II ORGANIZATIONAL AND OTHER MATTERS; MEMBERSHIP 9 Section 2.1 Formation; Admission 9 Section 2.2 Name 9 Section 2.3 Business Purpose/Operation 9 Se

UCP REPORTS FIRST QUARTER RESULTS - Revenue of $25.6 Million - - Added 2,551 Lots - - ASP in Backlog Increases 32.8% - - Enters High-Growth Southeast Markets with Purchase of Citizens Homes -

EX 99.1 UCP REPORTS FIRST QUARTER RESULTS - Revenue of $25.6 Million - - Added 2,551 Lots - - ASP in Backlog Increases 32.8% - - Enters High-Growth Southeast Markets with Purchase of Citizens Homes - San Jose, California, May 9, 2014. UCP, Inc. (NYSE: UCP) today announced its results of operations for the three months ended March 31, 2014. First Quarter 2014 Highlights • Total consolidated revenue

TAX RECEIVABLE AGREEMENT UCP, INC. UCP, LLC PICO HOLDINGS, INC Dated as of July 23, 2013 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 3 Section 1.02. Other Definitional and Interpretative Provisions 8 ARTICLE 2 DETERMINATION

EXHIBIT 10.7 TAX RECEIVABLE AGREEMENT among UCP, INC. UCP, LLC and PICO HOLDINGS, INC Dated as of July 23, 2013 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 3 Section 1.02. Other Definitional and Interpretative Provisions 8 ARTICLE 2 DETERMINATION OF CUMULATIVE REALIZED TAX BENEFIT Section 2.01. Exchange Basis Schedule 8 Section 2.02. Tax Benefit Schedule 9 Section 2.03.

UCP, INC. 2013 LONG-TERM INCENTIVE PLAN I. INTRODUCTION

EXHIBIT 10.1 UCP, INC. 2013 LONG-TERM INCENTIVE PLAN I. INTRODUCTION 1.1 Purposes. The purposes of the UCP, Inc. 2013 Long-Term Incentive Plan (this “Plan”) are (i) to align the interests of the Company's stockholders and the recipients of awards under this Plan by increasing the proprietary interest of such recipients in the Company's growth and success, (ii) to advance the interests of the Compa

EMPLOYMENT AGREEMENT

EXHIBIT 10.5 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) between UCP, Inc., a Delaware corporation (the “Company”), and James W. Fletcher (the “Executive”) is entered into as of July 23, 2013 (the “Effective Date”). In consideration of the covenants contained herein, the parties agree as follows: 1. Employment. The term of Executive's employment by the Company under this Agree

AMENDED AND RESTATED BYLAWS UCP, INC. (Adopted as of July 17, 2013) ARTICLE I

EXHIBIT 3.2 AMENDED AND RESTATED BYLAWS OF UCP, INC. (Adopted as of July 17, 2013) ARTICLE I Offices Section 1.1 Registered Offices. The registered office of UCP, Inc. (the “Corporation”) in the State of Delaware shall be located at 2711 Centerville Road, Suite 400, Wilmington, County of New Castle, Delaware 19808. The name of its registered agent at such address is Corporation Service Company. Th

ARTICLE I

EXHIBIT 4.1 INVESTOR RIGHTS AGREEMENT (this “Agreement”), dated as of July 23, 2013, among UCP, Inc. a Delaware corporation (the “Company”), and PICO Holdings, Inc., a California corporation (“PICO”) and the sole stockholder of the Company, Dustin L. Bogue, James W. Fletcher and William J. La Herran (each a “Holder” and collectively, the “Holders”). WHEREAS, in connection with the IPO (as defined

EXCHANGE AGREEMENT by and among UCP, INC. UCP, LLC PICO Holdings, Inc. Dated as of July 23, 2013

EXHIBIT 10.8 EXCHANGE AGREEMENT by and among UCP, INC. UCP, LLC and PICO Holdings, Inc. Dated as of July 23, 2013 1 This EXCHANGE AGREEMENT (the “Agreement”) is entered into as of July 23, 2013, by and among UCP, Inc., a Delaware corporation (“UCP ”), UCP, LLC, a Delaware limited liability company (the “ Company ”), and PICO Holdings, Inc., a California corporation (together with its subsidiaries

TRANSITION SERVICES AGREEMENT

EXHIBIT 10.6 TRANSITION SERVICES AGREEMENT THIS TRANSITION SERVICES AGREEMENT (including the exhibits hereto, the “Agreement”) is entered into as of the 23rd day of July, 2013 (the “Effective Date”), by and between PICO HOLDINGS, INC., a California corporation (“PICO”), and UCP, INC., a Delaware corporation (“UCP”). PICO and UCP may be referred to in this Agreement separately as a “Party” or colle

UCP, INC. 2013 LONG-TERM INCENTIVE PLAN INCENTIVE STOCK OPTION AWARD NOTICE

UCP, INC. 2013 LONG-TERM INCENTIVE PLAN INCENTIVE STOCK OPTION AWARD NOTICE You have been awarded an Incentive Stock Option (the “Option”) to purchase shares of Class A Common Stock of UCP, Inc. (the “Company”), pursuant to the terms and conditions of the UCP, Inc. 2013 Long-Term Incentive Plan (the “Plan”) and the Stock Option Agreement (together with this Award Notice, the “Agreement”). Copies o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 £TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 OR £TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-36001 UCP, Inc. (Exact name of

EMPLOYMENT AGREEMENT

EXHIBIT 10.4 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) between UCP, Inc., a Delaware corporation (the “Company”), and William J. La Herran (the “Executive”) is entered into as of July 23, 2013 (the “Effective Date”). In consideration of the covenants contained herein, the parties agree as follows: 1. Employment. The term of Executive's employment by the Company under this Ag

REGISTRATION RIGHTS AGREEMENT

REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is dated July 23, 2013 and is by and among UCP, Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 9, 2014 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0978085 (I.R.

PURCHASE AND SALE AGREEMENT dated as of March 25, 2014 between UCP, LLC CITIZENS HOMES, INC. TABLE OF CONTENTS

PURCHASE AND SALE AGREEMENT dated as of March 25, 2014 between UCP, LLC and CITIZENS HOMES, INC.

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION UCP, INC. (a Delaware corporation)

EXHIBIT 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF UCP, INC. (a Delaware corporation) UCP, Inc. was incorporated by the filing of its original certificate of incorporation (the “Original Certificate of Incorporation”) with the Secretary of State of the State of Delaware on May 7, 2013. This Amended and Restated Certificate of Incorporation of UCP, Inc., which amends, restates and int

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 9, 2014 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0978085 (I.R.S.

UCP REPORTS FIRST QUARTER RESULTS - Revenue of $25.6 Million - - Added 2,551 Lots - - ASP in Backlog Increases 32.8% - - Enters High-Growth Southeast Markets with Purchase of Citizens Homes -

EX 99.1 UCP REPORTS FIRST QUARTER RESULTS - Revenue of $25.6 Million - - Added 2,551 Lots - - ASP in Backlog Increases 32.8% - - Enters High-Growth Southeast Markets with Purchase of Citizens Homes - San Jose, California, May 9, 2014. UCP, Inc. (NYSE: UCP) today announced its results of operations for the three months ended March 31, 2014. First Quarter 2014 Highlights • Total consolidated revenue

UCP / UCP, Inc. / VAN DEN BERG MANAGEMENT I, INC Passive Investment

SC 13G/A 1 fp0010446sc13ga.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 1)* UCP, Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 90265Y106 (CUSIP Number) April 30,

Completion of Acquisition or Disposition of Assets -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) April 10, 2014 UCP, Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) April 1, 2014 UCP, Inc.

- DEFINITIVE PROXY STATEMENT

Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UCP, INC. TO ENTER HIGH-GROWTH SOUTHEAST MARKETS WITH PURCHASE OF CITIZENS HOMES - Gains Operational Foothold in Charlotte, Raleigh, Myrtle Beach and Nashville - - Secures Team of Proven Operators with Deep Local Knowledge and Relationships - - Suppo

UCP, INC. TO ENTER HIGH-GROWTH SOUTHEAST MARKETS WITH PURCHASE OF CITIZENS HOMES - Gains Operational Foothold in Charlotte, Raleigh, Myrtle Beach and Nashville - - Secures Team of Proven Operators with Deep Local Knowledge and Relationships - - Supports and Advances Long-Term Growth Strategy - SAN JOSE, Calif., (March 26, 2014) – UCP, Inc. (NYSE: UCP) (“UCP”), a San Jose, California-based homebuil

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) March 25, 2014 UCP, Inc.

Country/State of Incorporation/Formation

Exhibit 21.1 UCP, Inc. List of Subsidiaries Company Name Country/State of Incorporation/Formation UCP, LLC Delaware Benchmark Communities, LLC Delaware BMC Realty Advisors, Inc. Delaware Benchmark West Dunne, LLC Delaware BMC Eagle Ridge, LLC Delaware BMC Almaden, LLC Delaware BMC Carnation, LLC Delaware BMC East Garrison, LLC fka UCP Cerro Verde, LLC Delaware BMC EG Bungalow, LLC Delaware BMC EG

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K SANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL PERIOD ENDED December 31, 2013 £TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K SANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL PERIOD ENDED December 31, 2013 OR £TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-36001 UCP, Inc. (Exact Name of R

UCP REPORTS FOURTH QUARTER AND YEAR END RESULTS -Homebuilding Revenue Grew 416% In 2013- -Added 1,350 Lots in Nine Projects During 2013 - - Revenue of $29.6 Million in Fourth Quarter 2013 - - ASP in Backlog Increases 39% -

EXHIBIT 99.1 UCP REPORTS FOURTH QUARTER AND YEAR END RESULTS -Homebuilding Revenue Grew 416% In 2013- -Added 1,350 Lots in Nine Projects During 2013 - - Revenue of $29.6 Million in Fourth Quarter 2013 - - ASP in Backlog Increases 39% - San Jose, California, March 13, 2014. UCP, Inc. (NYSE: UCP) today announced its results of operations for the three months and full year ended December 31, 2013. Fo

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 13, 2014 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0978085 (I.R

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) February 20, 2014 UCP, Inc.

UCP / UCP, Inc. / BANK OF MONTREAL /CAN/ - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* UCP, INC. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu

UCP / UCP, Inc. / Bay Pond Partners, L.P. - DISCLOSURE DOCUMENT Passive Investment

SC 13G/A 1 secfiling.htm DISCLOSURE DOCUMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* UCP, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

UCP / UCP, Inc. / VAN DEN BERG MANAGEMENT I, INC Passive Investment

SC 13G 1 fp0009541sc13g.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 0)* UCP, Inc. (Name of Issuer) Common Stock, Par Value $0.01 (Title of Class of Securities) 90265Y106 (CUSIP Number) December 31,

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 29, 2014 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0978085

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 12, 2013 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0978085 (

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 12, 2013 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0978085 (

- Delivers Revenue of $23.6 Million - Backlog of 60 Homes Valued at $25.5 Million - - Land and Lot Position Increases 35.5% - - ASP in Backlog Increases 20.7% -

UCP, INC. REPORTS THIRD QUARTER 2013 RESULTS - Delivers Revenue of $23.6 Million - Backlog of 60 Homes Valued at $25.5 Million - - Land and Lot Position Increases 35.5% - - ASP in Backlog Increases 20.7% - San Jose, California, November 12, 2013. UCP, Inc. (NYSE: UCP) today announced its results of operations for the three months ended September 30, 2013. Third Quarter 2013 Highlights • Total cons

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 £TRANSITION REPORT PURSUANT T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 OR £TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-36001 UCP, Inc. (Exact name

UCP / UCP, Inc. / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment

SC 13G/A 1 secfiling.htm DISCLOSURE DOCUMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* UCP, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) October 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des

AMENDED AND RESTATED BYLAWS UCP, INC. (Adopted as of July 17, 2013) ARTICLE I

EXHIBIT 3.2 AMENDED AND RESTATED BYLAWS OF UCP, INC. (Adopted as of July 17, 2013) ARTICLE I Offices Section 1.1 Registered Offices. The registered office of UCP, Inc. (the “Corporation”) in the State of Delaware shall be located at 2711 Centerville Road, Suite 400, Wilmington, County of New Castle, Delaware 19808. The name of its registered agent at such address is Corporation Service Company. Th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 £TRANSITION REPORT PURSUANT TO SEC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q SQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 OR £TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-36001 UCP, Inc. (Exact name of r

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION UCP, INC. (a Delaware corporation)

EXHIBIT 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF UCP, INC. (a Delaware corporation) UCP, Inc. was incorporated by the filing of its original certificate of incorporation (the “Original Certificate of Incorporation”) with the Secretary of State of the State of Delaware on May 7, 2013. This Amended and Restated Certificate of Incorporation of UCP, Inc., which amends, restates and int

EXCHANGE AGREEMENT by and among UCP, INC. UCP, LLC PICO Holdings, Inc. Dated as of July 23, 2013

EXHIBIT 10.9 EXCHANGE AGREEMENT by and among UCP, INC. UCP, LLC and PICO Holdings, Inc. Dated as of July 23, 2013 1 This EXCHANGE AGREEMENT (the “Agreement”) is entered into as of July 23, 2013, by and among UCP, Inc., a Delaware corporation (“UCP ”), UCP, LLC, a Delaware limited liability company (the “ Company ”), and PICO Holdings, Inc., a California corporation (together with its subsidiaries

EMPLOYMENT AGREEMENT

EXHIBIT 10.5 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) between UCP, Inc., a Delaware corporation (the “Company”), and James W. Fletcher (the “Executive”) is entered into as of July 23, 2013 (the “Effective Date”). In consideration of the covenants contained herein, the parties agree as follows: 1. Employment. The term of Executive's employment by the Company under this Agree

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 3, 2013 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commission File Number) 90-0978085 (

SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT UCP, LLC EFFECTIVE AS OF JULY 23, 2013 Table Of Contents Page Article I DEFINITIONS 4 Section 1.1 Definitions 4 Section 1.2 Usage Generally; Interpretation 11 Article II ORGANI

SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF UCP, LLC EFFECTIVE AS OF JULY 23, 2013 Table Of Contents Page Article I DEFINITIONS 4 Section 1.

TRANSITION SERVICES AGREEMENT

EXHIBIT 10.7 TRANSITION SERVICES AGREEMENT THIS TRANSITION SERVICES AGREEMENT (including the exhibits hereto, the “Agreement”) is entered into as of the 23rd day of July, 2013 (the “Effective Date”), by and between PICO HOLDINGS, INC., a California corporation (“PICO”), and UCP, INC., a Delaware corporation (“UCP”). PICO and UCP may be referred to in this Agreement separately as a “Party” or colle

EMPLOYMENT AGREEMENT

EXHIBIT 10.4 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) between UCP, Inc., a Delaware corporation (the “Company”), and William J. La Herran (the “Executive”) is entered into as of July 23, 2013 (the “Effective Date”). In consideration of the covenants contained herein, the parties agree as follows: 1. Employment. The term of Executive's employment by the Company under this Ag

REGISTRATION RIGHTS AGREEMENT

REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is dated July 23, 2013 and is by and among UCP, Inc.

UCP, Inc. REPORTS SECOND QUARTER 2013 RESULTS - Delivers Revenue of $27.7 Million - Backlog of 78 Homes Valued at $26.7 Million - - Completes IPO in July 2013, Raises Gross Proceeds of $116.3 Million -

Exhibit 99.1 UCP, Inc. REPORTS SECOND QUARTER 2013 RESULTS - Delivers Revenue of $27.7 Million - Backlog of 78 Homes Valued at $26.7 Million - - Completes IPO in July 2013, Raises Gross Proceeds of $116.3 Million - San Jose, California, September 3, 2013. UCP, Inc. (NYSE: UCP) today announced its results of operations for the three months ended June 30, 2013. Second Quarter 2013 Highlights and Com

UCP, INC. 2013 LONG-TERM INCENTIVE PLAN I. INTRODUCTION

EXHIBIT 10.1 UCP, INC. 2013 LONG-TERM INCENTIVE PLAN I. INTRODUCTION 1.1 Purposes. The purposes of the UCP, Inc. 2013 Long-Term Incentive Plan (this “Plan”) are (i) to align the interests of the Company's stockholders and the recipients of awards under this Plan by increasing the proprietary interest of such recipients in the Company's growth and success, (ii) to advance the interests of the Compa

EMPLOYMENT AGREEMENT

EXHIBIT 10.3 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) between UCP, Inc., a Delaware corporation (the “Company”), and Dustin L. Bogue (the “Executive”) is entered into as of July 23, 2013 (the “Effective Date”). In consideration of the covenants contained herein, the parties agree as follows: 1. Employment. The term of Executive's employment by the Company under this Agreeme

TAX RECEIVABLE AGREEMENT UCP, INC. UCP, LLC PICO HOLDINGS, INC Dated as of July 23, 2013 ARTICLE 1 PAGE DEFINITIONS Section 1.01. Definitions 4 Section 1.02. Other Definitional and Interpretative Provisions 10 ARTICLE 2 DETERMINATION OF CUMULATIVE RE

TAX RECEIVABLE AGREEMENT among UCP, INC. UCP, LLC and PICO HOLDINGS, INC Dated as of July 23, 2013 ARTICLE 1 PAGE DEFINITIONS Section 1.01. Definitions 4 Section 1.02. Other Definitional and Interpretative Provisions 10 ARTICLE 2 DETERMINATION OF CUMULATIVE REALIZED TAX BENEFIT Section 2.01. Exchange Basis Schedule 11 Section 2.02. Tax Benefit Schedule 11 Section 2.03. Procedures, Amendments 11 AR

Results of Operations and Financial Condition

8-K 1 picoq22013results.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 8, 2013 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-36001 (Commiss

UCP / UCP, Inc. / WELLINGTON MANAGEMENT GROUP LLP - DISCLOSURE DOCUMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* UCP, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) July 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i

UCP / UCP, Inc. / PICO HOLDINGS INC /NEW - SC 13D Activist Investment

SC 13D 1 picosc13d-ucp.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* UCP, Inc. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 90265Y 106 (CUSIP Number) John R. Hart President and Chief Executive Officer PICO Holdings, Inc. 7979 Ivanhoe Avenu

JOINT FILING AGREEMENT

Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13D, dated July 26, 2013 (the “Schedule 13D”), with respect to the Class A Common Stock, par value $0.

UCP / UCP, Inc. / Bay Pond Partners, L.P. - DISCLOSURE DOCUMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* UCP, Inc. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 90265Y106 (CUSIP Number) July 19, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i

UCP, INC. 2013 LONG-TERM INCENTIVE PLAN I. INTRODUCTION

EX-4.4 Exhibit 4.4 UCP, INC. 2013 LONG-TERM INCENTIVE PLAN I. INTRODUCTION 1.1 Purposes. The purposes of the UCP, Inc. 2013 Long-Term Incentive Plan (this “Plan”) are (i) to align the interests of the Company’s stockholders and the recipients of awards under this Plan by increasing the proprietary interest of such recipients in the Company’s growth and success, (ii) to advance the interests of the

- FORM S-8

Form S-8 As filed with the Securities and Exchange Commission on July 22, 2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

7,750,000 Shares UCP, Inc. Class A Common Stock $15.00 per share

Filed Pursuant to Rule 424(b)(4) Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No.

-

CORRESP UCP, Inc. 6489 Camden Avenue, Suite 204 San Jose, California 95120 July 12, 2013 VIA EDGAR AND EMAIL Mr. Jay Ingram Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Re: UCP, Inc. Registration Statement on Form S-1 (File No. 333-187735) Dear Mr. Ingram: Pursuant to Rule 461 under the Securities Act of 1933, as amended, UCP, Inc. (the

- FORM 8-A12B

Form 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 UCP, Inc. (Exact name of registrant as specified in its charter) Delaware 90-0978085 (State of incorporation or organization) (I.R.S. Employer Identification No.) 6489 Camden Avenue, Su

UCP, Inc. Class A Common Stock ($0.01 par value) Underwriting Agreement

EX-1.1 Exhibit 1.1 UCP, Inc. Shares1 Class A Common Stock ($0.01 par value) Underwriting Agreement New York, New York , 2013 Citigroup Global Markets Inc. Deutsche Bank Securities Inc. Zelman Partners LLC As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: UCP, Inc., a corporation organized under the

- S-1/A

S-1/A Table of Contents As filed with the Securities and Exchange Commission on July 8, 2013 Registration No.

-

CORRESP SIDLEY AUSTIN LLP 787 SEVENTH AVENUE NEW YORK, NY 10019 (212) 839 5300 (212) 839 5599 FAX BEIJING BOSTON BRUSSELS CHICAGO DALLAS FRANKFURT GENEVA HONG KONG HOUSTON LONDON LOS ANGELES NEW YORK PALO ALTO SAN FRANCISCO SHANGHAI SINGAPORE SYDNEY TOKYO WASHINGTON, D.

-

SIDLEY AUSTIN LLP BEIJING HONG KONG SHANGHAI 787 SEVENTH AVENUE BOSTON HOUSTON SINGAPORE NEW YORK, NY 10019 BRUSSELS LONDON SYDNEY (212) 839 5300 CHICAGO LOS ANGELES TOKYO (212) 839 5599 FAX DALLAS NEW YORK WASHINGTON, D.

- S-1/A #4

As filed with the Securities and Exchange Commission on June 24, 2013 Registration No.

SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT UCP, LLC EFFECTIVE AS OF _______, 2013

EXHIBIT 10.11 SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF UCP, LLC EFFECTIVE AS OF , 2013 1 TABLE OF CONTENTS Article I DEFINITIONS 4 Section 1.1 Definitions 4 Section 1.2 Usage Generally; Interpretation 9 Article II ORGANIZATIONAL AND OTHER MATTERS; MEMBERSHIP 9 Section 2.1 Formation; Admission 9 Section 2.2 Name 9 Section 2.3 Business Purpose/Operation 9 Section

-

SIDLEY AUSTIN LLP 787 SEVENTH AVENUE NEW YORK, NY 10019 (212) 839 5300 (212) 839 5599 FAX bsheehan@sidley.

AMENDED AND RESTATED BYLAWS UCP, INC. (Adopted as of , 2013) ARTICLE I

EX-3.2 3 ex32bylawsofucpinc.htm FORM OF AMENDED AND RESTATED BYLAWS OF UCP, INC. EXHIBIT 3.2 AMENDED AND RESTATED BYLAWS OF UCP, INC. (Adopted as of , 2013) ARTICLE I Offices Section 1.1 Registered Offices. The registered office of UCP, Inc. (the “Corporation”) in the State of Delaware shall be located at 2711 Centerville Road, Suite 400, Wilmington, County of New Castle, Delaware 19808. The name

TAX RECEIVABLE AGREEMENT UCP, INC. UCP, LLC PICO HOLDINGS, INC Dated as of __________ __, 2013 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 3 Section 1.02. Other Definitional and Interpretative Provisions 8 ARTICLE 2 DETERMI

EX-10.8 6 ex108formoftaxreceivableag.htm FORM OF TAX RECEIVABLE AGREEMENT AMONG UCP, INC., UCP, LLC AND PICO HOLDINGS, IN EXHIBIT 10.8 TAX RECEIVABLE AGREEMENT among UCP, INC. UCP, LLC and PICO HOLDINGS, INC Dated as of , 2013 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 3 Section 1.02. Other Definitional and Interpretative Provisions 8 ARTICLE 2 DETERMINATION OF CUMULATI

TRANSITION SERVICES AGREEMENT

EXHIBIT 10.7 TRANSITION SERVICES AGREEMENT THIS TRANSITION SERVICES AGREEMENT (including the exhibits hereto, the “Agreement”) is entered into as of the day of , 2013 (the “Effective Date”), by and between PICO HOLDINGS, INC., a California corporation (“PICO”), and UCP, INC., a Delaware corporation (“UCP”). PICO and UCP may be referred to in this Agreement separately as a “Party” or collectively a

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SIDLEY AUSTIN LLP 787 SEVENTH AVENUE NEW YORK, NY 10019 (212) 839 5300 (212) 839 5599 FAX bsheehan@sidley.

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION UCP, INC. (a Delaware corporation)

EXHIBIT 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF UCP, INC. (a Delaware corporation) UCP, Inc. was incorporated by the filing of its original certificate of incorporation (the “Original Certificate of Incorporation”) with the Secretary of State of the State of Delaware on May 7, 2013. This Amended and Restated Certificate of Incorporation of UCP, Inc., which amends, restates and int

Demand. Job growth is the most important factor for a healthy housing market. While year-over-year job growth is once again positive after significant losses from 2008 through 2010, recent growth in late 2012 and early 2013 has moderated amidst fisca

EXHIBIT 99.3 1 This report provides a review of the following: Overview National Housing Market The U.S. housing market continues to improve from the cyclical low points reached during the 2008-2009 national recession. Between the 2005 market peak and 2011, single-family housing sales declined 76%, according to data compiled by the U.S. Census Bureau, and median home prices declined 34%, as measur

- AMENDMENT NO. 3 TO S-1

As filed with the Securities and Exchange Commission on June 14, 2013 Registration No.

ARTICLE I

EXHIBIT 4.2 INVESTOR RIGHTS AGREEMENT (this “Agreement”), dated as of , 2013, among UCP, Inc. a Delaware corporation (the “Company”), and PICO Holdings, Inc., a California corporation (“PICO”) and the sole stockholder of the Company, Dustin L. Bogue, James W. Fletcher and William J. La Herran (each a “Holder” and collectively, the “Holders”). WHEREAS, in connection with the IPO (as defined herein)

EXCHANGE AGREEMENT by and among UCP, INC. UCP, LLC PICO Holdings, Inc. Dated as of ___________, 2013

EXHIBIT 10.9 EXCHANGE AGREEMENT by and among UCP, INC. UCP, LLC and PICO Holdings, Inc. Dated as of , 2013 1 This EXCHANGE AGREEMENT (the “Agreement”) is entered into as of , 2013, by and among UCP, Inc., a Delaware corporation (“UCP ”), UCP, LLC, a Delaware limited liability company (the “ Company ”), and PICO Holdings, Inc., a California corporation (together with its subsidiaries other than the

- S-1/A #2

As filed with the Securities and Exchange Commission on May 22, 2013 Registration No.

REGISTRATION RIGHTS AGREEMENT

REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is dated , 2013 and is by and among UCP, Inc.

EMPLOYMENT AGREEMENT

EX-10.5 7 ex105jamesfletcheremployme.htm FORM OF EMPLOYMENT AGREEMENT BETWEEN UCP INC., AND JAMES W. FLETCHER EXHIBIT 10.5 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) between UCP, Inc., a Delaware corporation (the “Company”), and James W. Fletcher (the “Executive”) is entered into as of , 2013 (the “Effective Date”). In consideration of the covenants contained herein, the part

UCP, INC. 2013 LONG-TERM INCENTIVE PLAN I. INTRODUCTION

EX-10.1 3 ex101ltip-ucp.htm FORM OF 2013 LONG-TERM INCENTIVE PLAN EXHIBIT 10.1 UCP, INC. 2013 LONG-TERM INCENTIVE PLAN I. INTRODUCTION 1.1 Purposes. The purposes of the UCP, Inc. 2013 Long-Term Incentive Plan (this “Plan”) are (i) to align the interests of the Company's stockholders and the recipients of awards under this Plan by increasing the proprietary interest of such recipients in the Compan

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SIDLEY AUSTIN LLP 787 SEVENTH AVENUE NEW YORK, NY 10019 (212) 839 5300 (212) 839 5599 FAX BEIJING BRUSSELS CHICAGO DALLAS FRANKFURT GENEVA HONG KONG HOUSTON LONDON FOUNDED 1866 LOS ANGELES NEW YORK PALO ALTO SAN FRANCISCO SHANGHAI SINGAPORE SYDNEY TOKYO WASHINGTON, D.

AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT UCP, LLC

EX-10.10 9 ex1010amendedandrestatedop.htm AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF UCP, INC. EXHIBIT 10.10 AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF UCP, LLC THIS LIMITED LIABILITY COMPANY OPERATING AGREEMENT (this “Agreement”) of UCP, LLC (the “Company”) is made and entered into as of this 21st day of July 2008, by PICO Holdings, Inc., a Ca

EMPLOYMENT AGREEMENT

EX-10.4 6 ex104williamlaherranemploy.htm FORM OF EMPLOYMENT AGREEMENT BETWEEN UCP INC., AND WILLIAM J. LA HERRAN EXHIBIT 10.4 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) between UCP, Inc., a Delaware corporation (the “Company”), and William J. La Herran (the “Executive”) is entered into as of , 2013 (the “Effective Date”). In consideration of the covenants contained herein, th

THIS CERTIFIES THAT is the owner of CUSIP DATED COUNTERSIGNED AND REGISTERED: COMPUTERSHARE TRUST COMPANY, N.A. TRANSFER AGENT AND REGISTRAR, FULLY-PAID AND NON-ASSESSABLE SHARES OF CLASS A COMMON STOCK OF UCP, Inc. (hereinafter called the “Corporati

exhibit41s1a THIS CERTIFIES THAT is the owner of CUSIP DATED COUNTERSIGNED AND REGISTERED: COMPUTERSHARE TRUST COMPANY, N.

- S-1/A

As filed with the Securities and Exchange Commission on May 21, 2013 Registration No.

CONSENT OF PETER LORI

EXHIBIT 99.2 CONSENT OF PETER LORI Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to be named in the Registration Statement on Form S-1 of UCP, Inc., a Delaware corporation (the “Company”), and any amendments or supplements thereto, including the prospectus contained therein, as an individual who has agreed to serve as a director of t

Name of Subsidiary Jurisdiction of Incorporation/Organization Benchmark Clovis I, LLC Delaware Benchmark Communities, LLC Delaware Benchmark Harlan Ranch, LLC Delaware Benchmark Madera I, LLC Delaware Benchmark Soledad I, LLC Delaware Benchmark West

EX-21.1 10 ex211listofsignificantsubs.htm LIST OF SUBSIDIARIES OF UCP, INC. SUBSIDIARIES OF REGISTRANT EXHIBIT 21.1 Name of Subsidiary Jurisdiction of Incorporation/Organization Benchmark Clovis I, LLC Delaware Benchmark Communities, LLC Delaware Benchmark Harlan Ranch, LLC Delaware Benchmark Madera I, LLC Delaware Benchmark Soledad I, LLC Delaware Benchmark West Dunne, LLC Delaware BMC Almaden, L

HOUSING MARKET OVERVIEW REPORT

EXHIBIT 99.3 1 EXHIBIT 99.3 HOUSING MARKET OVERVIEW REPORT This report provides a review of the following: Overview • National Housing Market • Northern California Housing Market • Central California Housing Market • Puget Sound Housing Market Markets • Central Valley Area: Fresno County and Madera County • Monterey Bay Area: Monterey County • South San Francisco Bay Area: San Jose (Santa Clara an

INDEMNITY AGREEMENT

EXHIBIT 10.6 INDEMNITY AGREEMENT This Indemnity Agreement is made and entered into as of , 2013 by and between UCP, Inc., a Delaware corporation (the "Corporation"), and (the "Indemnitee"). RECITALS WHEREAS, the Corporation recognizes that competent and experienced persons are increasingly reluctant to serve or to continue to serve as directors or officers of corporations unless they are provided

CONSENT OF MICHAEL CORTNEY

EXHIBIT 99.1 CONSENT OF MICHAEL CORTNEY Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to be named in the Registration Statement on Form S-1 of UCP, Inc., a Delaware corporation (the “Company”), and any amendments or supplements thereto, including the prospectus contained therein, as an individual who has agreed to serve as a director