Filing Details

Accession Number:
0000899243-16-029945
Form Type:
4
Zero Holdings:
No
Publication Time:
2016-09-23 18:33:28
Reporting Period:
2016-09-21
Filing Date:
2016-09-23
Accepted Time:
2016-09-23 18:33:28
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1676479 Capstar Financial Holdings Inc. CSTR State Commercial Banks (6022) 811527911
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1685123 North Dakota Investors Llc 1930 Burnt Boat Dr.
Bismarck ND 58507
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2016-09-21 810,873 $0.00 1,060,873 No 4 C Direct
Common Stock Disposition 2016-09-21 1,060,873 $15.00 0 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Warrants Disposition 2016-09-21 250,000 $0.00 250,000 $0.00
Common Stock Series A Preferred Stock Disposition 2016-09-21 731,707 $0.00 731,707 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 2008-07-14 2018-07-14 No 4 C Direct
0 No 4 C Direct
Footnotes
  1. Represents 731,707 shares of Common Stock received upon conversion of preferred securities and 79,166 shares of Common Stock received upon exercise of a warrant into preferred securities and subsequently converted into Common Stock pursuant to a cashless exercise .
  2. Shares sold pursuant to a registration statement on Form S-1 (333-213367) filed with the SEC in connection with the initial public offering of the Issuer.
  3. The warrant was originally purchased at a price of $10.25 per share and had an original exercise price of $10.25. In connection with the IPO, the warrant was exercised on a cashless basis. Pursuant to the cashless exercise formula, the number of shares into which the warrant was exercised was equal to the (A) the product of (i) the difference between the value of the underlying shares (determined using the initial public offering price of the Issuer's Common Stock of $15.00 per share) and the exercise price of $10.25 per share times (ii) the 250,000 common shares for which the warrant was exercisable divided by (B) the value of the underlying shares.
  4. Pursuant to the Charter of the Issuer, Series A Preferred Stock is convertible into common stock, at the option of the holder, upon the earlier to occur of (i) a firm commitment, underwritten public offering of our capital stock representing at least 20% of the shares of the outstanding common stock of the Issuer, or, when taken together with other prior underwritten public offerings of the Issuer's common stock, results in at least 20% in aggregate of shares of the Issuer's outstanding common stock having been publicly offered in such offerings (in each case, after giving effect to such offering), or (ii) transfers or proposed transfers of the Issuer's common stock by one or more of certain of the Issuer's organizers and directors or any of their respective affiliates in an aggregate amount that equals or exceeds 20% of the outstanding shares of the Issuer's common stock.