SEC Form 4 · accession 0000899243-18-008056
CapStar Financial Holdings, Inc. · CSTR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Claire W. Tucker
Officer — See Remarks · Director
Period of report
Mar 15, 2018
Accepted (ET)
Mar 19, 2018 · 7:30 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 | Mar 15, 2018 | X | 40,000 | $10.00 | A | 115,159 | D | |
| Common Stock | Mar 15, 2018 | F | 25,265 | $19.61 | D | 89,894 | D | |
| Common StockF2 | holding | — | — | — | 1,013 | D | ||
| Common StockF3 | holding | — | — | — | 2,500 | I | Reece W. Tucker | |
| Common StockF3 | holding | — | — | — | 25,000 | I | Charles H. Sr. and Ruth E. Whitfield, as joint tenants |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F4 | $10.00 | Mar 15, 2018 | X | 40,000 | D | — | Nov 13, 2018 | Common Stock | 40,000 | 105,000 | D |
Explanation of responses
- F1Of the 40,000 shares acquired, the issuer withheld 25,265 shares to pay the purchase price and taxes for the options resulting in the issuance of 14,735 shares. Following these reported transactions, the reporting person directly owns 89,894 shares of common stock not subject to restriction or vesting.
- F2The reported item represents the unvested portion of an initial award of 2,837 shares of restricted stock which vests in approximately three equal installments beginning on the first anniversary of the March 2, 2016 grant date. As of the date of this report, 1,891 of those shares have vested. The reported item also includes an award of 100 shares of restricted stock which vests in approximately three equal installments beginning on the first anniversary of the September 1, 2016 grant date. As of the date of this report, 33 of those shares have vested.
- 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.
- F4The reported item represents an initial award of an option to purchase a total of 210,000 shares of common stock which vested and became exercisable in four equal annual installments beginning on the first anniversary of the November 13, 2008 grant date.
Remarks
President and Chief Executive Officer of CapStar Financial Holdings, Inc