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Sec Form 4 Filing - WILT TOBY S @ CapStar Financial Holdings Inc. - 2017-12-12

  1. About Form 4 Filing: Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security. The initial filing is on Form 3 and changes are reported on Form 4. The Annual Statement of beneficial ownership of securities is on Form 5. The forms contain information on the reporting person's relationship to the company and on purchases and sales of such equity securities.
  2. Form 4 is stored in SEC's EDGAR database. EDGAR is Electronic Data Gathering, Analysis and Retrieval System. It is a registered trademark of the SEC.

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
WILT TOBY S
2. Issuer Name and Ticker or Trading Symbol
CapStar Financial Holdings, Inc. [ CSTR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
1201 DEMONBREUN STREET, SUITE 700
3. Date of Earliest Transaction (MM/DD/YY)
12/12/2017
(Street)
NASHVILLE, TN37203
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/12/2017 X 3,750 A $ 10 3,750 I WF Partners
Common Stock 12/12/2017 X 700 A $ 10 700 I Lucianne Forcum Wilt Family Limited Partnership ( 2 )
Common Stock 12/12/2017 X 1,500 A $ 10 1,500 I Lucianne Forcum Wilt ( 2 )
Common Stock 255,240 D
Common Stock ( 1 ) 831 D
Common Stock ( 3 ) 488 D
Common Stock ( 4 ) 1,017 D
Common Stock 67,036 I WF Partners
Common Stock 25,000 I Joanne Wilt Banks ( 2 )
Common Stock 4,800 I Pershing LLC Cust Mark Banks IRA ( 2 )
Common Stock 5,200 I Mark R. Banks ( 2 )
Common Stock 20,023 I Wilt Fleming TR UA JAN 21 00 Samuel M. Fleming Charitable Lead Annuity Trust ( 2 )
Common Stock 12,500 I Dallas Hagewood Wilt ( 2 )
Common Stock 14,000 I Lucianne Forcum Wilt Family Limited Partnership ( 2 )
Common Stock 5,000 I James F. & Elissa Watkins, as joint tenants ( 2 )
Common Stock 30,000 I Lucianne Forcum Wilt ( 2 )
Common Stock 20,000 I Samuel Fleming Wilt ( 2 )
Common Stock 15,045 I Toby Stack Wilt, Jr. ( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants (right to buy) $ 10 12/12/2017 X 3,750 07/14/2008 07/14/2018 Common Stock 3,750 $ 0 0 I WF Partners
Warrants (right to buy) $ 10 12/12/2017 X 700 07/14/2008 07/14/2018 Common Stock 700 $ 0 0 I Lucianne Forcum Wilt Family Limited Partnership ( 2 )
Warrants (right to buy) $ 10 12/12/2017 X 1,500 07/14/2008 07/14/2018 Common Stock 1,500 $ 0 0 I Lucianne Forcum Wilt ( 2 )
Warrants (right to buy) $ 10 07/14/2008 07/14/2018 Common Stock 22,500 22,500 D
Option (right to buy) $ 10 ( 5 ) 11/13/2018 Common Stock 12,000 12,000 D
Option (right to buy) $ 10 ( 6 ) 01/20/2020 Common Stock 6,000 6,000 D
Warrants (right to buy) $ 10 07/14/2008 07/14/2018 Common Stock 1,250 1,250 I Joanne Wilt Banks ( 2 )
Warrants (right to buy) $ 10 07/14/2008 07/14/2018 Common Stock 500 500 I Mark R. Banks ( 2 )
Warrants (right to buy) $ 10 07/14/2008 07/14/2018 Common Stock 1,250 1,250 I Wilt Fleming TR UA JAN 21 00 Samuel M. Fleming Charitable Lead Annuity Trust ( 2 )
Warrants (right to buy) $ 10 07/14/2008 07/14/2018 Common Stock 625 625 I Dallas Hagewood Wilt ( 2 )
Warrants (right to buy) $ 10 07/14/2008 07/14/2018 Common Stock 250 250 I James F. & Elissa Watkins, as joint tenants ( 2 )
Warrants (right to buy) $ 10 07/14/2008 07/14/2018 Common Stock 1,000 1,000 I Samuel Fleming Wilt ( 2 )
Warrants (right to buy) $ 10 07/14/2008 07/14/2018 Common Stock 1,250 1,250 I Toby Stack Wilt, Jr. ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
WILT TOBY S
1201 DEMONBREUN STREET, SUITE 700
NASHVILLE, TN37203
X
Signatures
/s/ Rob Anderson, as Attorney-in-Fact for Toby S. Wilt 12/14/2017
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported item represents the unvested portion of an award of restricted common stock granted on February 28, 2017. The award vests in three equal installments beginning on the first anniversary of the February 28, 2017 grant date.
( 2 )The reporting person disclaims beneficial ownership of these securities except to the extent of his 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.
( 3 )The reported item represents the unvested portion of an award of restricted stock granted on February 27, 2015. The remaining 488 shares of restricted stotck under this award vest on the third anniversary of the grant date, or February 27, 2018.
( 4 )The reported item represents the unvested portion of an award of restricted common stock granted on March 3, 2016. The remaining 1,017 shares of restricted common stock under this award vest on the second and third anniversaries of the March 3, 2016 grant date, or March 3, 2018 and March 3, 2019, respectively.
( 5 )These options vested in four equal annual installments beginning one year after the November 13, 2008, grant date.
( 6 )These options vested in four equal annual installments beginning one year after the January 20, 2010, grant date.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.