SEC Form 4 · accession 0000899243-18-002935
CapStar Financial Holdings, Inc. · CSTR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen Buford Smith
Director
Period of report
Feb 1, 2018
Accepted (ET)
Feb 5, 2018 · 7:00 pm EST
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 | Feb 1, 2018 | X | 1,250 | $10.00 | A | 1,250 | D | |
| Common StockF1 | Feb 1, 2018 | F | 640 | $19.56 | D | 610 | D | |
| Common StockF2 | Feb 1, 2018 | X | 3,000 | $10.00 | A | 3,000 | D | |
| Common StockF2 | Feb 1, 2018 | F | 1,534 | $19.56 | D | 1,466 | D | |
| Common Stock | holding | — | — | — | 30,664 | D | ||
| Common StockF3 | holding | — | — | — | 595 | D | ||
| Common StockF4 | holding | — | — | — | 396 | D | ||
| Common StockF5 | holding | — | — | — | 779 | D | ||
| Common Stock | holding | — | — | — | 3,000 | I | Matthew Carlton Smith Family Trust | |
| Common Stock | holding | — | — | — | 3,000 | I | Stephen B. Smith Jr. Family Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants (right to buy) | $10.00 | Feb 1, 2018 | X | 1,250 | D | Jul 14, 2008 | Jul 14, 2018 | Common Stock | 1,250 | 0 | D |
| Options (right to buy)F6 | $10.00 | Feb 1, 2018 | X | 3,000 | D | — | Nov 13, 2018 | Common Stock | 6,000 | 3,000 | D |
| Options (right to buy)F7 | $10.00 | holding | — | — | — | — | Jan 20, 2020 | Common Stock | 6,000 | 6,000 | D |
| Options (right to buy)F8 | $10.00 | holding | — | — | — | — | Aug 23, 2021 | Common Stock | 1,250 | 1,250 | D |
Explanation of responses
- F1The reported item represents shares that were acquired pursuant to the exercise of warrants on February 1, 2018 pursuant to a Rule 10b5-1 trading plan. Of the 1,250 shares acquired, the issuer withheld 640 shares to pay the purchase price for the warrants resulting in the issuance of 610 shares. Following these reported transactions the reporting person directly owns 31,254 shares of common stock not subject to restriction or vesting.
- F2The reported item represents shares that were acquired pursuant to the exercise of options on February 1, 2018 pursuant to a Rule 10b5-1 trading plan. Of the 3,000 shares acquired, the issuer withheld 1,534 shares to pay the purchase price for the options resulting in the issuance of 1,466 shares. Following these reported transactions the reporting person directly owns 32,720 shares of common stock not subject to restriction or vesting.
- F3The 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.
- F4The reported item represents the unvested portion of an award of restricted stock on February 27, 2015. The remaining 396 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.
- F8These options vested in four equal annual installments beginning one year after the August 23, 2011, grant date.