SEC Form 4 · accession 0000899243-18-023270
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 2, 2018
Accepted (ET)
Aug 24, 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 5, 2018 | F | 281 | $17.92 | D | 98,968 | D | |
| Common StockF2 | Aug 22, 2018 | X | 80,000 | $10.00 | A | 178,968 | D | |
| Common Stock | Aug 22, 2018 | F | 55,797 | $17.86 | D | 123,171 | D | |
| Common StockF3 | holding | — | — | — | 1,013 | D | ||
| Common StockF4 | holding | — | — | — | 2,500 | I | Reece W. Tucker | |
| Common StockF4 | 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)F5 | $10.00 | Aug 22, 2018 | X | 80,000 | D | — | Nov 13, 2018 | Common Stock | 80,000 | 0 | D |
Explanation of responses
- F1The reported item represents the number of shares withheld by the issuer on March 2, 2018 to cover tax withholding obligations in connection with the vesting of 945 shares granted pursuant to an award of restricted stock on March 2, 2016.
- F2Of the 80,000 shares acquired, the issuer withheld 55,797 shares to pay the purchase price and taxes for the options resulting in the issuance of 24,203 shares. Following these reported transactions, the reporting person directly owns 123,171 shares of common stock not subject to restriction of vesting.
- F3The 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.
- F4The 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.
- F5The 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.