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*
Fetterolf Brian S

(Last) (First) (Middle)
301 GRANT STREET
SUITE 2700

(Street)
PITTSBURGH PA 15219

(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO, TSC Bank, Director TSC
3. Date of Earliest Transaction (Month/Day/Year)
07/24/2019
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 07/24/2019 M 7,500 A $12 54,585 D(1)
Common Stock 07/24/2019 F 5,276(2) D $20.5 49,309 D(1)
Common Stock 07/24/2019 S 2,224 D $20.8435(3) 47,085 D(1)
Common Stock 158,695 D
Depositary Shares 4,000 D
Common Stock 10,750 I Crosshair Ventures, L.P.(4)
Common Stock 13,334 I Trust for Donald L. Fetterolf(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
Stock Options (Right to Buy) $12 07/24/2019 M 7,500 01/27/2012 07/27/2019 Common Stock 7,500 $0 0 D
Stock Options (Right to Buy) $8 07/01/2013 01/01/2021 Common Stock 5,000 5,000 D
Stock Options (Right to Buy) $9.32 06/30/2014 12/31/2021 Common Stock 5,000 5,000 D
Stock Options (Right to Buy) $10.25 06/30/2015 12/31/2022 Common Stock 5,000 5,000 D
Stock Options (Right to Buy) $11.66 07/02/2016 01/02/2024 Common Stock 10,000 10,000 D
Explanation of Responses:
1. Held jointly with Reporting Person's spouse.
2. Reflects the withholding of 5,276 shares of common stock in payment of the exercise price and to satisfy tax obligations resulting from the exercise of stock options expiring July 27, 2019. The number of shares withheld was determined on July 24, 2019 based on the closing price of the Issuer's common stock on July 23, 2019 and is not a market sale of securities.
3. The price represents the approximate weighted average price per share of sales of the Issuer's common stock in connection with the exercise of stock options expiring July 27, 2019, which were executed at prices ranging from $20.809 to $20.90 per share. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each price.
4. The Reporting Person is a limited partner of Crosshair Ventures, L.P. and the President of and has an interest in its general partner.
5. The Reporting Person is one of two trustees and a beneficiary of the Trust.
Remarks:
/s/ Karla Villatoro de Friedman, General Counsel of TriState Capital Bank, Attorney-in-Fact 07/26/2019
** 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).
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.