SEC Form 4 · accession 0000899243-17-023965
CapStar Financial Holdings, Inc. · CSTR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Julie D. Frist
Director
Period of report
Oct 5, 2017
Accepted (ET)
Oct 10, 2017 · 5:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001676479
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Oct 5, 2017 | S | 2,000 | $19.44 | D | 209,821 | D | |
| Common StockF2 | holding | — | — | — | 797 | D | ||
| Common StockF4 | holding | — | — | — | 475 | D | ||
| Common StockF5 | holding | — | — | — | 946 | D | ||
| Common StockF3 | holding | — | — | — | 206,809 | I | Charles A. & Patricia F. Elcan | |
| Common StockF3 | holding | — | — | — | 206,809 | I | William R. & Jennifer R. Frist |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option (right to buy)F6 | $10.00 | holding | — | — | — | — | Nov 13, 2018 | Common Stock | 6,000 | 6,000 | D |
| Option (right to buy)F7 | $10.00 | holding | — | — | — | — | Jan 20, 2020 | Common Stock | 6,000 | 6,000 | D |
| Warrants (right to buy) | $10.00 | holding | — | — | — | Jul 14, 2008 | Jul 14, 2018 | Common Stock | 20,833 | 20,833 | D |
| Warrants (right to buy)F3 | $10.00 | holding | — | — | — | Jul 14, 2008 | Jul 14, 2018 | Common Stock | 10,834 | 10,834 | I |
| Warrants (right to buy)F3 | $10.00 | holding | — | — | — | Jul 14, 2008 | Jul 14, 2018 | Common Stock | 10,833 | 10,833 | I |
Explanation of responses
- F1The reported item represents shares that were sold pursuant to a Rule 10b5-1 trading plan. The shares were sold in multiple transactions at prices ranging from $19.07 to $19.55. The price reported above reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the sales were effected.
- F2The reported item represents an award of restricted stock which vests in three equal installments beginning on the first anniversary of the February 28, 2017 grant date.
- F3The reporting person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Charles A. Elcan and Patricia F. Elcan and William R. Frist and Jennifer R. Frist are the brothers-in-law and sisters-in-law of the reporting person.
- F4The reported item represents the unvested portion of an award of restricted stock on February 27, 2015. The remaining 475 shares of restricted stock under this award vest on the third anniversary of the grant date, or February 27, 2018.
- F5The reported item represents an award of restricted stock which vests in three equal installments beginning on the first anniversary of the March 3, 2016 grant date.
- F6These options vested in four equal annual installments beginning one year after the November 13, 2008 grant date.
- F7These options vested in four equal annual installments beginning one year after the January 20, 2010 grant date.