David J. Demas - Jun 1, 2022 Form 4 Insider Report for TriState Capital Holdings, Inc. (TSC)

Role
Chief Financial Officer
Signature
/s/ Karla Villatoro de Friedman, General Counsel of TriState Capital Bank, Attorney-in-Fact
Stock symbol
TSC
Transactions as of
Jun 1, 2022
Transactions value $
$0
Form type
4
Date filed
6/2/2022, 02:10 PM
Previous filing
Jan 26, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TSC Common Stock Disposed to Issuer -27.9K -100% 0 Jun 1, 2022 Direct F1
transaction TSC Common Stock Disposed to Issuer -49.2K -100% 0 Jun 1, 2022 Direct F2
transaction TSC Common Stock Disposed to Issuer -3K -100% 0 Jun 1, 2022 Direct F1, F3
transaction TSC Common Stock Disposed to Issuer -3.2K -100% 0 Jun 1, 2022 Vanguard fbo David J. Demas IRA F1
transaction TSC Common Stock Disposed to Issuer -8K -100% 0 Jun 1, 2022 Vanguard fbo Shannon L Hungerford IRA F1, F4
transaction TSC Depositary Shares - Series A Disposed to Issuer -1K -100% 0 Jun 1, 2022 Vanguard fbo Shannon L Hungerford IRA F5
transaction TSC Depositary Shares - Series A Disposed to Issuer -2.45K -100% 0 Jun 1, 2022 Direct F5
transaction TSC Depositary Shares - Series B Disposed to Issuer -1.1K -100% 0 Jun 1, 2022 Vanguard fbo Shannon L Hungerford IRA F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

David J. Demas is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Disposed of upon completion of the merger (the "Merger") of Macaroon One LLC, a wholly owned subsidiary of Raymond James Financial, Inc. ("RJF"), with and into the Issuer, effective June 1, 2022. Pursuant to the Agreement and Plan of Merger, dated as of October 20, 2021, by and among the Issuer, RJF, Macaroon One LLC and Macaroon Two LLC (the "Merger Agreement"), upon completion of the Merger, each outstanding share of the Issuer's common stock was converted into the right to receive 0.25 shares of RJF common stock and $6.00 in cash. The closing price per share of RJF common stock on May 31, 2022, the last trading day prior to completion of the Merger, was $98.49.
F2 Converted pursuant to the Merger Agreement into 15,458 shares of restricted stock of RJF having the same terms and conditions as the corresponding restricted stock award of the Issuer.
F3 Shares held jointly by the Reporting person and his spouse.
F4 Shannon L Hungerford is the Reporting person's spouse.
F5 Pursuant to the Merger Agreement, each depository share of the Issuer representing a 1/40th interest in a share of the Issuer's 6.75% Fixed-to-Floating Rate Series A Non-Cumulative Perpetual Preferred Stock was converted into a depositary share of RJF representing a 1/40th interest in a share of the corresponding newly issued series of RJF preferred stock.
F6 Pursuant to the Merger Agreement, each depository share of the Issuer representing a 1/40th interest in a share of the Issuer's 6.375% Fixed-to-Floating Rate Series B Non-Cumulative Perpetual Preferred Stock was converted into a depositary share of RJF representing a 1/40th interest in a share of the corresponding newly issued series of RJF preferred stock.