SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Lovell Minnick Partners LLC

(Last) (First) (Middle)
150 N. RADNOR CHESTER ROAD, SUITE A200

(Street)
RADNOR PA 19087

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TriState Capital Holdings, Inc. [ TSC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/14/2013
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 05/14/2013 J(1) 3,373,693 A $0(3) 3,373,693 I By LM III TriState Holdings LLC(4)
Common Stock 05/14/2013 J(2) 1,504,356 A $0(3) 1,504,356 I By LM III-A TriState Holdings LLC(5)
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Perpetual Convertible Preferred Stock, Series C (3) 05/14/2013 C 33,763.927 08/10/2012 (6) Common Stock 3,373,693 $0 0 I By LM III TriState Holdings LLC(4)
Perpetual Convertible Preferred Stock, Series C (3) 05/14/2013 C 15,043.561 08/10/2012 (6) Common Stock 1,504,356 $0 0 I By LM III-A TriState Holdings LLC(4)
Explanation of Responses:
1. Shares of the issuer's common stock were acquired as a result of conversion of 33,763.927 shares of the issuer's Perpetual Convertible Preferred Stock, Series C ("Series C Preferred"), pursuant to an agreement entered into in connection with the closing of the initial public offering of the issuer (the "IPO") and the subscription and purchase of 0.3 shares of issuer's common stock from the issuer.
2. Shares of the issuer's common stock were acquired as a result of conversion of 15,043.561 shares of the issuer's Series C Preferred pursuant to an agreement entered into in connection with the closing of the IPO.
3. The issuers Series C Preferred was converted into shares of the issuer's common stock, with a conversion ratio of 100 shares of common stock for each share of Series C Preferred.
4. Lovell Minnick Partners LLC is the managing member of Fund III UGP LLC, which is, in turn, the general partner of Lovell Minnick Equity Advisors III, LP, which is, in turn, the general partner of Lovell Minnick Equity Partners III LP. Lovell Minnick Equity Partners III LP is the managing member of LM III TriState Holdings LLC. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of a pecuniary interest therein, if any.
5. Lovell Minnick Partners LLC is the managing member of Fund III UGP LLC, which is, in turn, the general partner of Lovell Minnick Equity Advisors III, LP, which is, in turn, the general partner of Lovell Minnick Equity Partners III-A LP. Lovell Minnick Equity Partners III-A LP is the managing member of LM III-A TriState Holdings LLC. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of a pecuniary interest therein, if any.
6. The issuer's Series C Preferred is perpetual and does not have an expiration date.
/s/ Jennings J. Newcom 05/14/2013
** Signature of Reporting Person 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).
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