Sec Form 4 Filing - BOTTORFF DENNIS @ CapStar Financial Holdings, Inc. - 2018-03-05

Insider filing report for Changes in Beneficial Ownership
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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
BOTTORFF DENNIS
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)
03/05/2018
(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 ( 1 ) 03/05/2018 X 5,000 A $ 10 165,025 D
Common Stock ( 2 ) 218 D
Common Stock ( 3 ) 244 D
Common Stock 44,504 I Dennis C. Bottorff Family 2016 CapStar GRAT
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 $ 10 03/05/2018 X 5,000 07/14/2008 07/14/2018 Common Stock 5,000 $ 0 5,000 D
Option (right to buy) $ 10 ( 4 ) 11/13/2018 Common Stock 12,000 12,000 D
Option (right to buy) $ 10 ( 5 ) 01/20/2020 Common Stock 6,000 6,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BOTTORFF DENNIS
1201 DEMONBREUN STREET, SUITE 700
NASHVILLE, TN37203
X
Signatures
/s/ Rob Anderson, as Attorney-in-Fact for Dennis C. Bottorff 03/06/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported item represents shares that were acquired pursuant to the exercise of warrants on March 5, 2018 pursuant to a Rule 10b5-1 trading plan.
( 2 )The reported item represents the unvested portion of an award of restricted stock granted on February 28, 2017. As of the date of this report, 109 shares have vested. The remaining 218 shares of restricted common stock under this award vest on the the second and third anniversaries of the February 28, 2017 grant date, or February 28, 2019 and February 28, 2020, respectively.
( 3 )The reported item represents the unvested portion of an award of restricted stock granted on March 3, 2016. The remaining 244 shares of restricted stock under this award vest on the third anniversary of the grant date, or March 3, 2019.
( 4 )The reported item represents an award of an option to purchase a total of 12,000 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.
( 5 )The reported item represents an award of an option to purchase a total of 6,000 shares of common stock which vested and became exercisable in four equal annual installments beginning on the first anniversary of 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).
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