TPHS

SEC source: 0001209191-18-048097 · doc4.xml · nonDerivative · entry 2

MFP PARTNERS LP · CIK 0001074749 · 10% owner · See remarks

MFP INVESTORS LLC · CIK 0001105685 · 10% owner · See remarks

PRICE MICHAEL F · CIK 0000918537 · 10% owner · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,467,396

F1 · ownership.direct: This report is filed jointly by MFP Partners, L.P. ("MFP Partners"), MFP Investors LLC ("MFP Investors") and Michael F. Price (each, a "Reporting Person" and, collectively, the "Reporting Persons") in connection with their respective direct and indirect relationships with Trinity Place Holdings Inc. (the "Company"). MFP Investors is the general partner of MFP Partners. Mr. Price is the managing partner of MFP Partners and the managing member and controlling person of MFP Investors.

F2 · ownership.direct: MFP Partners is the direct beneficial owner of the shares of common stock of the Company reported herein (the "Common Shares"). Each Reporting Person other than MFP Partners may be deemed to be the indirect beneficial owner of such Common Shares; however, each such Reporting Person disclaims beneficial ownership of such Common Shares except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of these Reporting Persons is the beneficial owner of the Common Shares described herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

SEC source: 0001209191-18-048097 · doc4.xml · nonDerivative · entry 1

MFP PARTNERS LP · CIK 0001074749 · 10% owner · See remarks

MFP INVESTORS LLC · CIK 0001105685 · 10% owner · See remarks

PRICE MICHAEL F · CIK 0000918537 · 10% owner · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,465,396

F1 · ownership.direct: This report is filed jointly by MFP Partners, L.P. ("MFP Partners"), MFP Investors LLC ("MFP Investors") and Michael F. Price (each, a "Reporting Person" and, collectively, the "Reporting Persons") in connection with their respective direct and indirect relationships with Trinity Place Holdings Inc. (the "Company"). MFP Investors is the general partner of MFP Partners. Mr. Price is the managing partner of MFP Partners and the managing member and controlling person of MFP Investors.

F2 · ownership.direct: MFP Partners is the direct beneficial owner of the shares of common stock of the Company reported herein (the "Common Shares"). Each Reporting Person other than MFP Partners may be deemed to be the indirect beneficial owner of such Common Shares; however, each such Reporting Person disclaims beneficial ownership of such Common Shares except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of these Reporting Persons is the beneficial owner of the Common Shares described herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

SEC source: 0000919574-18-004375 · ownership.xml · nonDerivative · entry 2

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 10% owner

Marcato Holdings LLC · CIK 0001740686 · 10% owner

McGuire Richard · CIK 0001558320 · 10% owner

Marcato International Master Fund, Ltd. · CIK 0001502803 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 3,702,146

F1 · ownership.nature: The securities are held in the account of Marcato International Master Fund, Ltd. (the "Fund") and may be deemed to be beneficially owned by (i) Marcato Capital Management LP, the investment manager of the Fund, (ii) Marcato Holdings LLC, by virtue of its role as the general partner of Marcato Capital Management LP, and (iii) Richard McGuire III, the managing partner of Marcato Capital Management LP and the managing member of its general partner, Marcato Holdings LLC. Each of Marcato Capital Management LP, Marcato Holdings LLC and Richard McGuire III disclaims beneficial ownership of these reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000919574-18-004375 · ownership.xml · nonDerivative · entry 1

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 10% owner

Marcato Holdings LLC · CIK 0001740686 · 10% owner

McGuire Richard · CIK 0001558320 · 10% owner

Marcato International Master Fund, Ltd. · CIK 0001502803 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 3,713,046

F1 · ownership.nature: The securities are held in the account of Marcato International Master Fund, Ltd. (the "Fund") and may be deemed to be beneficially owned by (i) Marcato Capital Management LP, the investment manager of the Fund, (ii) Marcato Holdings LLC, by virtue of its role as the general partner of Marcato Capital Management LP, and (iii) Richard McGuire III, the managing partner of Marcato Capital Management LP and the managing member of its general partner, Marcato Holdings LLC. Each of Marcato Capital Management LP, Marcato Holdings LLC and Richard McGuire III disclaims beneficial ownership of these reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0001144204-18-034603 · tv496533_4.xml · nonDerivative · entry 1

Pattiz Keith M · CIK 0001591495 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 16,489

SEC source: 0001144204-18-034601 · tv496532_4.xml · nonDerivative · entry 1

Minieri Joanne · CIK 0001591493 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 107,206

SEC source: 0001144204-18-034599 · tv496531_4.xml · nonDerivative · entry 1

CITRIN JEFFREY B · CIK 0001019975 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 53,938

SEC source: 0001144204-18-034598 · tv496530_4.xml · nonDerivative · entry 1

Matina Alexander C · CIK 0001591550 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 21,737

SEC source: 0001144204-18-034596 · tv496529_4.xml · nonDerivative · entry 1

Cohen Alan · CIK 0001558866 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 19,808

SEC source: 0001144204-18-033740 · tv496299_4.xml · nonDerivative · entry 1

Pattiz Keith M · CIK 0001591495 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,795

SEC source: 0000919574-18-004012 · p7910273.xml · nonDerivative · entry 3

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 10% owner

Marcato Holdings LLC · CIK 0001740686 · 10% owner

McGuire Richard · CIK 0001558320 · 10% owner

Marcato International Master Fund, Ltd. · CIK 0001502803 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 3,727,343

F4 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $7.00 to $7.02 per share, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price.

F2 · ownership.nature: The securities are held in the account of Marcato International Master Fund, Ltd. (the "Fund") and may be deemed to be beneficially owned by (i) Marcato Capital Management LP, the investment manager of the Fund, (ii) Marcato Holdings LLC, by virtue of its role as the general partner of Marcato Capital Management LP, and (iii) Richard McGuire III, the managing partner of Marcato Capital Management LP and the managing member of its general partner, Marcato Holdings LLC. Each of Marcato Capital Management LP, Marcato Holdings LLC and Richard McGuire III disclaims beneficial ownership of these reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000919574-18-004012 · p7910273.xml · nonDerivative · entry 2

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 10% owner

Marcato Holdings LLC · CIK 0001740686 · 10% owner

McGuire Richard · CIK 0001558320 · 10% owner

Marcato International Master Fund, Ltd. · CIK 0001502803 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 3,729,033

F3 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $7.14 to $7.20 per share, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price.

F2 · ownership.nature: The securities are held in the account of Marcato International Master Fund, Ltd. (the "Fund") and may be deemed to be beneficially owned by (i) Marcato Capital Management LP, the investment manager of the Fund, (ii) Marcato Holdings LLC, by virtue of its role as the general partner of Marcato Capital Management LP, and (iii) Richard McGuire III, the managing partner of Marcato Capital Management LP and the managing member of its general partner, Marcato Holdings LLC. Each of Marcato Capital Management LP, Marcato Holdings LLC and Richard McGuire III disclaims beneficial ownership of these reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000919574-18-004012 · p7910273.xml · nonDerivative · entry 1

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 10% owner

Marcato Holdings LLC · CIK 0001740686 · 10% owner

McGuire Richard · CIK 0001558320 · 10% owner

Marcato International Master Fund, Ltd. · CIK 0001502803 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 3,737,413

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $7.30 to $7.31 per share, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price.

F2 · ownership.nature: The securities are held in the account of Marcato International Master Fund, Ltd. (the "Fund") and may be deemed to be beneficially owned by (i) Marcato Capital Management LP, the investment manager of the Fund, (ii) Marcato Holdings LLC, by virtue of its role as the general partner of Marcato Capital Management LP, and (iii) Richard McGuire III, the managing partner of Marcato Capital Management LP and the managing member of its general partner, Marcato Holdings LLC. Each of Marcato Capital Management LP, Marcato Holdings LLC and Richard McGuire III disclaims beneficial ownership of these reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000919574-18-003930 · p7902466.xml · nonDerivative · entry 3

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 10% owner

Marcato Holdings LLC · CIK 0001740686 · 10% owner

McGuire Richard · CIK 0001558320 · 10% owner

Marcato International Master Fund, Ltd. · CIK 0001502803 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 3,746,323

F3 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $7.19 to $7.22 per share, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price.

F2 · ownership.nature: The securities are held in the account of Marcato International Master Fund, Ltd. (the "Fund") and may be deemed to be beneficially owned by (i) Marcato Capital Management LP, the investment manager of the Fund, (ii) Marcato Holdings LLC, by virtue of its role as the general partner of Marcato Capital Management LP, and (iii) Richard McGuire III, the managing partner of Marcato Capital Management LP and the managing member of its general partner, Marcato Holdings LLC. Each of Marcato Capital Management LP, Marcato Holdings LLC and Richard McGuire III disclaims beneficial ownership of these reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000919574-18-003930 · p7902466.xml · nonDerivative · entry 2

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 10% owner

Marcato Holdings LLC · CIK 0001740686 · 10% owner

McGuire Richard · CIK 0001558320 · 10% owner

Marcato International Master Fund, Ltd. · CIK 0001502803 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 3,772,736

F2 · ownership.nature: The securities are held in the account of Marcato International Master Fund, Ltd. (the "Fund") and may be deemed to be beneficially owned by (i) Marcato Capital Management LP, the investment manager of the Fund, (ii) Marcato Holdings LLC, by virtue of its role as the general partner of Marcato Capital Management LP, and (iii) Richard McGuire III, the managing partner of Marcato Capital Management LP and the managing member of its general partner, Marcato Holdings LLC. Each of Marcato Capital Management LP, Marcato Holdings LLC and Richard McGuire III disclaims beneficial ownership of these reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000919574-18-003930 · p7902466.xml · nonDerivative · entry 1

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 10% owner

Marcato Holdings LLC · CIK 0001740686 · 10% owner

McGuire Richard · CIK 0001558320 · 10% owner

Marcato International Master Fund, Ltd. · CIK 0001502803 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 3,780,390

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $7.10 to $7.12 per share, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price.

F2 · ownership.nature: The securities are held in the account of Marcato International Master Fund, Ltd. (the "Fund") and may be deemed to be beneficially owned by (i) Marcato Capital Management LP, the investment manager of the Fund, (ii) Marcato Holdings LLC, by virtue of its role as the general partner of Marcato Capital Management LP, and (iii) Richard McGuire III, the managing partner of Marcato Capital Management LP and the managing member of its general partner, Marcato Holdings LLC. Each of Marcato Capital Management LP, Marcato Holdings LLC and Richard McGuire III disclaims beneficial ownership of these reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000919574-18-003553 · p7894039.xml · nonDerivative · entry 2

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 10% owner

Marcato Holdings LLC · CIK 0001740686 · 10% owner

McGuire Richard · CIK 0001558320 · 10% owner

Marcato International Master Fund, Ltd. · CIK 0001502803 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 3,806,228

F3 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $6.98 to $7.00 per share, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price.

F2 · ownership.nature: The securities are held in the account of Marcato International Master Fund, Ltd. (the "Fund") and may be deemed to be beneficially owned by (i) Marcato Capital Management LP, the investment manager of the Fund, (ii) Marcato Holdings LLC, by virtue of its role as the general partner of Marcato Capital Management LP, and (iii) Richard McGuire III, the managing partner of Marcato Capital Management LP and the managing member of its general partner, Marcato Holdings LLC. Each of Marcato Capital Management LP, Marcato Holdings LLC and Richard McGuire III disclaims beneficial ownership of these reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000919574-18-003553 · p7894039.xml · nonDerivative · entry 1

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 10% owner

Marcato Holdings LLC · CIK 0001740686 · 10% owner

McGuire Richard · CIK 0001558320 · 10% owner

Marcato International Master Fund, Ltd. · CIK 0001502803 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 3,808,332

F1 · price: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $7.01 to $7.04 per share, inclusive. The Reporting Persons undertake to provide to the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price.

F2 · ownership.nature: The securities are held in the account of Marcato International Master Fund, Ltd. (the "Fund") and may be deemed to be beneficially owned by (i) Marcato Capital Management LP, the investment manager of the Fund, (ii) Marcato Holdings LLC, by virtue of its role as the general partner of Marcato Capital Management LP, and (iii) Richard McGuire III, the managing partner of Marcato Capital Management LP and the managing member of its general partner, Marcato Holdings LLC. Each of Marcato Capital Management LP, Marcato Holdings LLC and Richard McGuire III disclaims beneficial ownership of these reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that any such person is the beneficial owner of these securities for purposes of Section 16 of the U.S. Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0001144204-18-025093 · tv492988_form4.xml · nonDerivative · entry 1

CITRIN JEFFREY B · CIK 0001019975 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 51,223

SEC source: 0001144204-18-024835 · tv492861_4.xml · nonDerivative · entry 2

CITRIN JEFFREY B · CIK 0001019975 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 46,959

F2 · price: The reported price is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $6.63 to $6.68.

SEC source: 0001144204-18-024835 · tv492861_4.xml · nonDerivative · entry 1

CITRIN JEFFREY B · CIK 0001019975 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 38,223

F1 · price: The reported price is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $6.57 to $6.59. The reporting person undertakes to provide to the Company, any security holder or the staff of the Securities and Exchange Commission, on request, information regarding the number of shares purchased at each separate price within the ranges provided in this footnote 1 and in footnote 2.

SEC source: 0001144204-18-022658 · tv492096_4.xml · derivative · entry 9

Messinger, Matthew · CIK 0001588043 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 203,026

Underlying: Common Stock · 30,060 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") converts into one share of common stock of Trinity Place Holdings Inc. (the "Issuer").

F4 · derivative.exercise_date: See Exhibit 99.1 to this Form 4 for explanation of note (4).

F4 · derivative.expiration_date: See Exhibit 99.1 to this Form 4 for explanation of note (4).

SEC source: 0001144204-18-022658 · tv492096_4.xml · derivative · entry 8

Messinger, Matthew · CIK 0001588043 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 125,000

Underlying: Common Stock · 79,365 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") converts into one share of common stock of Trinity Place Holdings Inc. (the "Issuer").

F3 · derivative.exercise_date: On April 27, 2015, the reporting person was granted 363,095 RSUs. The RSUs vested as follows: 125,000 shares vested in three equal annual installments beginning March 31, 2016 and ending March 31, 2018. The vested portion of the 125,000 shares will be distributed to the reporting person as follows: 41,667 shares will be distributed within 30 days after March 31, 2023, and the remaining shares will be distributed upon the earlier of (i) the second anniversary of the applicable vesting date and (ii) the reporting person's termination of employment for any reason (subject to the terms of the reporting person's employment agreement). The remaining 238,095 shares vested in three equal annual installments beginning March 31, 2016 and ending March 31, 2018. The settlement of the RSUs that vested on March 31, 2018 occurred on April 24, 2018.

F3 · derivative.expiration_date: On April 27, 2015, the reporting person was granted 363,095 RSUs. The RSUs vested as follows: 125,000 shares vested in three equal annual installments beginning March 31, 2016 and ending March 31, 2018. The vested portion of the 125,000 shares will be distributed to the reporting person as follows: 41,667 shares will be distributed within 30 days after March 31, 2023, and the remaining shares will be distributed upon the earlier of (i) the second anniversary of the applicable vesting date and (ii) the reporting person's termination of employment for any reason (subject to the terms of the reporting person's employment agreement). The remaining 238,095 shares vested in three equal annual installments beginning March 31, 2016 and ending March 31, 2018. The settlement of the RSUs that vested on March 31, 2018 occurred on April 24, 2018.

SEC source: 0001144204-18-022658 · tv492096_4.xml · derivative · entry 7

Messinger, Matthew · CIK 0001588043 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 41,666

Underlying: Common Stock · 41,667 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") converts into one share of common stock of Trinity Place Holdings Inc. (the "Issuer").

F2 · derivative.exercise_date: On March 31, 2014, the reporting person was granted 363,095 RSUs. The RSUs vest as follows: 125,000 shares vested in three equal annual installments beginning March 31, 2015 and ending March 31, 2017. The vested portion of the 125,000 shares will be distributed to the reporting person upon the earlier of (i) the second anniversary of the applicable vesting date and (ii) the reporting person's termination of employment for any reason (subject to the terms of the reporting person's employment agreement). The remaining 238,095 shares vested in three equal annual installments beginning March 31, 2015 and ending March 31, 2017. The settlement of the RSUs that vested on March 31, 2016 occurred on April 24, 2018.

F2 · derivative.expiration_date: On March 31, 2014, the reporting person was granted 363,095 RSUs. The RSUs vest as follows: 125,000 shares vested in three equal annual installments beginning March 31, 2015 and ending March 31, 2017. The vested portion of the 125,000 shares will be distributed to the reporting person upon the earlier of (i) the second anniversary of the applicable vesting date and (ii) the reporting person's termination of employment for any reason (subject to the terms of the reporting person's employment agreement). The remaining 238,095 shares vested in three equal annual installments beginning March 31, 2015 and ending March 31, 2017. The settlement of the RSUs that vested on March 31, 2016 occurred on April 24, 2018.

SEC source: 0001144204-18-022658 · tv492096_4.xml · nonDerivative · entry 6

Messinger, Matthew · CIK 0001588043 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 873,250

SEC source: 0001144204-18-022658 · tv492096_4.xml · nonDerivative · entry 5

Messinger, Matthew · CIK 0001588043 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 888,751

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Each restricted stock unit ("RSU") converts into one share of common stock of Trinity Place Holdings Inc. (the "Issuer").

SEC source: 0001144204-18-022658 · tv492096_4.xml · nonDerivative · entry 4

Messinger, Matthew · CIK 0001588043 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 858,691

SEC source: 0001144204-18-022658 · tv492096_4.xml · nonDerivative · entry 3

Messinger, Matthew · CIK 0001588043 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 899,619

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Each restricted stock unit ("RSU") converts into one share of common stock of Trinity Place Holdings Inc. (the "Issuer").

SEC source: 0001144204-18-022658 · tv492096_4.xml · nonDerivative · entry 2

Messinger, Matthew · CIK 0001588043 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 820,254

SEC source: 0001144204-18-022658 · tv492096_4.xml · nonDerivative · entry 1

Messinger, Matthew · CIK 0001588043 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 841,741

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Each restricted stock unit ("RSU") converts into one share of common stock of Trinity Place Holdings Inc. (the "Issuer").

SEC source: 0001144204-18-009856 · tv486566_4.xml · nonDerivative · entry 2

KAHN STEVEN · CIK 0001653756 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,313

SEC source: 0001144204-18-009856 · tv486566_4.xml · nonDerivative · entry 1

KAHN STEVEN · CIK 0001653756 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,213

SEC source: 0001144204-18-009854 · tv486565_4.xml · nonDerivative · entry 1

Minieri Joanne · CIK 0001591493 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 101,923

SEC source: 0001144204-18-009851 · tv486564_4.xml · nonDerivative · entry 1

Messinger, Matthew · CIK 0001588043 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 800,074

SEC source: 0001209191-18-011399 · doc4.xml · nonDerivative · entry 2

MFP PARTNERS LP · CIK 0001074749 · 10% owner · See remarks

MFP INVESTORS LLC · CIK 0001105685 · 10% owner · See remarks

PRICE MICHAEL F · CIK 0000918537 · 10% owner · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,464,896

F1 · ownership.direct: This report is filed jointly by MFP Partners, L.P. ("MFP Partners"), MFP Investors LLC ("MFP Investors") and Michael F. Price (each, a "Reporting Person" and, collectively, the "Reporting Persons") in connection with their respective direct and indirect relationships with Trinity Place Holdings Inc. (the "Company"). MFP Investors is the general partner of MFP Partners. Mr. Price is the managing partner of MFP Partners and the managing member and controlling person of MFP Investors.

F2 · ownership.direct: MFP Partners is the direct beneficial owner of the shares of common stock of the Company reported herein (the "Common Shares"). Each Reporting Person other than MFP Partners may be deemed to be the indirect beneficial owner of such Common Shares; however, each such Reporting Person disclaims beneficial ownership of such Common Shares except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of these Reporting Persons is the beneficial owner of the Common Shares described herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

SEC source: 0001209191-18-011399 · doc4.xml · nonDerivative · entry 1

MFP PARTNERS LP · CIK 0001074749 · 10% owner · See remarks

MFP INVESTORS LLC · CIK 0001105685 · 10% owner · See remarks

PRICE MICHAEL F · CIK 0000918537 · 10% owner · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,460,417

F1 · ownership.direct: This report is filed jointly by MFP Partners, L.P. ("MFP Partners"), MFP Investors LLC ("MFP Investors") and Michael F. Price (each, a "Reporting Person" and, collectively, the "Reporting Persons") in connection with their respective direct and indirect relationships with Trinity Place Holdings Inc. (the "Company"). MFP Investors is the general partner of MFP Partners. Mr. Price is the managing partner of MFP Partners and the managing member and controlling person of MFP Investors.

F2 · ownership.direct: MFP Partners is the direct beneficial owner of the shares of common stock of the Company reported herein (the "Common Shares"). Each Reporting Person other than MFP Partners may be deemed to be the indirect beneficial owner of such Common Shares; however, each such Reporting Person disclaims beneficial ownership of such Common Shares except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of these Reporting Persons is the beneficial owner of the Common Shares described herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

SEC source: 0001209191-18-009981 · doc4.xml · nonDerivative · entry 3

MFP PARTNERS LP · CIK 0001074749 · 10% owner · See remarks

MFP INVESTORS LLC · CIK 0001105685 · 10% owner · See remarks

PRICE MICHAEL F · CIK 0000918537 · 10% owner · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,360,417

F1 · ownership.direct: This report is filed jointly by MFP Partners, L.P. ("MFP Partners"), MFP Investors LLC ("MFP Investors") and Michael F. Price (each, a "Reporting Person" and, collectively, the "Reporting Persons") in connection with their respective direct and indirect relationships with Trinity Place Holdings Inc. (the "Company"). MFP Investors is the general partner of MFP Partners. Mr. Price is the managing partner of MFP Partners and the managing member and controlling person of MFP Investors.

F2 · ownership.direct: MFP Partners is the direct beneficial owner of the shares of common stock of the Company reported herein (the "Common Shares"). Each Reporting Person other than MFP Partners may be deemed to be the indirect beneficial owner of such Common Shares; however, each such Reporting Person disclaims beneficial ownership of such Common Shares except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of these Reporting Persons is the beneficial owner of the Common Shares described herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

SEC source: 0001144204-18-009558 · tv486282_4.xml · nonDerivative · entry 3

Pattiz Keith M · CIK 0001591495 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,395

SEC source: 0001144204-18-009558 · tv486282_4.xml · nonDerivative · entry 2

Pattiz Keith M · CIK 0001591495 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,495

SEC source: 0001144204-18-009558 · tv486282_4.xml · nonDerivative · entry 1

Pattiz Keith M · CIK 0001591495 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,095

SEC source: 0001209191-18-009981 · doc4.xml · nonDerivative · entry 2

MFP PARTNERS LP · CIK 0001074749 · 10% owner · See remarks

MFP INVESTORS LLC · CIK 0001105685 · 10% owner · See remarks

PRICE MICHAEL F · CIK 0000918537 · 10% owner · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,359,217

F1 · ownership.direct: This report is filed jointly by MFP Partners, L.P. ("MFP Partners"), MFP Investors LLC ("MFP Investors") and Michael F. Price (each, a "Reporting Person" and, collectively, the "Reporting Persons") in connection with their respective direct and indirect relationships with Trinity Place Holdings Inc. (the "Company"). MFP Investors is the general partner of MFP Partners. Mr. Price is the managing partner of MFP Partners and the managing member and controlling person of MFP Investors.

F2 · ownership.direct: MFP Partners is the direct beneficial owner of the shares of common stock of the Company reported herein (the "Common Shares"). Each Reporting Person other than MFP Partners may be deemed to be the indirect beneficial owner of such Common Shares; however, each such Reporting Person disclaims beneficial ownership of such Common Shares except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of these Reporting Persons is the beneficial owner of the Common Shares described herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

SEC source: 0001209191-18-009981 · doc4.xml · nonDerivative · entry 1

MFP PARTNERS LP · CIK 0001074749 · 10% owner · See remarks

MFP INVESTORS LLC · CIK 0001105685 · 10% owner · See remarks

PRICE MICHAEL F · CIK 0000918537 · 10% owner · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,349,881

F1 · ownership.direct: This report is filed jointly by MFP Partners, L.P. ("MFP Partners"), MFP Investors LLC ("MFP Investors") and Michael F. Price (each, a "Reporting Person" and, collectively, the "Reporting Persons") in connection with their respective direct and indirect relationships with Trinity Place Holdings Inc. (the "Company"). MFP Investors is the general partner of MFP Partners. Mr. Price is the managing partner of MFP Partners and the managing member and controlling person of MFP Investors.

F2 · ownership.direct: MFP Partners is the direct beneficial owner of the shares of common stock of the Company reported herein (the "Common Shares"). Each Reporting Person other than MFP Partners may be deemed to be the indirect beneficial owner of such Common Shares; however, each such Reporting Person disclaims beneficial ownership of such Common Shares except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of these Reporting Persons is the beneficial owner of the Common Shares described herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

SEC source: 0001209191-18-008914 · doc4.xml · nonDerivative · entry 3

MFP PARTNERS LP · CIK 0001074749 · 10% owner · See remarks

MFP INVESTORS LLC · CIK 0001105685 · 10% owner · See remarks

PRICE MICHAEL F · CIK 0000918537 · 10% owner · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,348,281

F1 · ownership.direct: This report is filed jointly by MFP Partners, L.P. ("MFP Partners"), MFP Investors LLC ("MFP Investors") and Michael F. Price (each, a "Reporting Person" and, collectively, the "Reporting Persons") in connection with their respective direct and indirect relationships with Trinity Place Holdings Inc. (the "Company"). MFP Investors is the general partner of MFP Partners. Mr. Price is the managing partner of MFP Partners and the managing member and controlling person of MFP Investors.

F2 · ownership.direct: MFP Partners is the direct beneficial owner of the shares of common stock of the Company reported herein (the "Common Shares"). Each Reporting Person other than MFP Partners may be deemed to be the indirect beneficial owner of such Common Shares; however, each such Reporting Person disclaims beneficial ownership of such Common Shares except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of these Reporting Persons is the beneficial owner of the Common Shares described herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

SEC source: 0001209191-18-008914 · doc4.xml · nonDerivative · entry 2

MFP PARTNERS LP · CIK 0001074749 · 10% owner · See remarks

MFP INVESTORS LLC · CIK 0001105685 · 10% owner · See remarks

PRICE MICHAEL F · CIK 0000918537 · 10% owner · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,347,100

F1 · ownership.direct: This report is filed jointly by MFP Partners, L.P. ("MFP Partners"), MFP Investors LLC ("MFP Investors") and Michael F. Price (each, a "Reporting Person" and, collectively, the "Reporting Persons") in connection with their respective direct and indirect relationships with Trinity Place Holdings Inc. (the "Company"). MFP Investors is the general partner of MFP Partners. Mr. Price is the managing partner of MFP Partners and the managing member and controlling person of MFP Investors.

F2 · ownership.direct: MFP Partners is the direct beneficial owner of the shares of common stock of the Company reported herein (the "Common Shares"). Each Reporting Person other than MFP Partners may be deemed to be the indirect beneficial owner of such Common Shares; however, each such Reporting Person disclaims beneficial ownership of such Common Shares except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of these Reporting Persons is the beneficial owner of the Common Shares described herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

SEC source: 0001209191-18-008914 · doc4.xml · nonDerivative · entry 1

MFP PARTNERS LP · CIK 0001074749 · 10% owner · See remarks

MFP INVESTORS LLC · CIK 0001105685 · 10% owner · See remarks

PRICE MICHAEL F · CIK 0000918537 · 10% owner · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,324,244

F1 · ownership.direct: This report is filed jointly by MFP Partners, L.P. ("MFP Partners"), MFP Investors LLC ("MFP Investors") and Michael F. Price (each, a "Reporting Person" and, collectively, the "Reporting Persons") in connection with their respective direct and indirect relationships with Trinity Place Holdings Inc. (the "Company"). MFP Investors is the general partner of MFP Partners. Mr. Price is the managing partner of MFP Partners and the managing member and controlling person of MFP Investors.

F2 · ownership.direct: MFP Partners is the direct beneficial owner of the shares of common stock of the Company reported herein (the "Common Shares"). Each Reporting Person other than MFP Partners may be deemed to be the indirect beneficial owner of such Common Shares; however, each such Reporting Person disclaims beneficial ownership of such Common Shares except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of these Reporting Persons is the beneficial owner of the Common Shares described herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

SEC source: 0001209191-18-007908 · doc4.xml · nonDerivative · entry 4

MFP PARTNERS LP · CIK 0001074749 · 10% owner · See remarks

MFP INVESTORS LLC · CIK 0001105685 · 10% owner · See remarks

PRICE MICHAEL F · CIK 0000918537 · 10% owner · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,337,584

F1 · ownership.direct: This report is filed jointly by MFP Partners, L.P. ("MFP Partners"), MFP Investors LLC ("MFP Investors") and Michael F. Price (each, a "Reporting Person" and, collectively, the "Reporting Persons") in connection with their respective direct and indirect relationships with Trinity Place Holdings Inc. (the "Company"). MFP Investors is the general partner of MFP Partners. Mr. Price is the managing partner of MFP Partners and the managing member and controlling person of MFP Investors.

F2 · ownership.direct: MFP Partners is the direct beneficial owner of the shares of common stock of the Company reported herein (the "Common Shares"). Each Reporting Person other than MFP Partners may be deemed to be the indirect beneficial owner of such Common Shares; however, each such Reporting Person disclaims beneficial ownership of such Common Shares except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of these Reporting Persons is the beneficial owner of the Common Shares described herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

SEC source: 0001209191-18-007908 · doc4.xml · nonDerivative · entry 3

MFP PARTNERS LP · CIK 0001074749 · 10% owner · See remarks

MFP INVESTORS LLC · CIK 0001105685 · 10% owner · See remarks

PRICE MICHAEL F · CIK 0000918537 · 10% owner · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,330,885

F1 · ownership.direct: This report is filed jointly by MFP Partners, L.P. ("MFP Partners"), MFP Investors LLC ("MFP Investors") and Michael F. Price (each, a "Reporting Person" and, collectively, the "Reporting Persons") in connection with their respective direct and indirect relationships with Trinity Place Holdings Inc. (the "Company"). MFP Investors is the general partner of MFP Partners. Mr. Price is the managing partner of MFP Partners and the managing member and controlling person of MFP Investors.

F2 · ownership.direct: MFP Partners is the direct beneficial owner of the shares of common stock of the Company reported herein (the "Common Shares"). Each Reporting Person other than MFP Partners may be deemed to be the indirect beneficial owner of such Common Shares; however, each such Reporting Person disclaims beneficial ownership of such Common Shares except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of these Reporting Persons is the beneficial owner of the Common Shares described herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

SEC source: 0001144204-18-006028 · tv484883_4.xml · nonDerivative · entry 1

KAHN STEVEN · CIK 0001653756 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 15,113

SEC source: 0001209191-18-007908 · doc4.xml · nonDerivative · entry 2

MFP PARTNERS LP · CIK 0001074749 · 10% owner · See remarks

MFP INVESTORS LLC · CIK 0001105685 · 10% owner · See remarks

PRICE MICHAEL F · CIK 0000918537 · 10% owner · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,319,310

F1 · ownership.direct: This report is filed jointly by MFP Partners, L.P. ("MFP Partners"), MFP Investors LLC ("MFP Investors") and Michael F. Price (each, a "Reporting Person" and, collectively, the "Reporting Persons") in connection with their respective direct and indirect relationships with Trinity Place Holdings Inc. (the "Company"). MFP Investors is the general partner of MFP Partners. Mr. Price is the managing partner of MFP Partners and the managing member and controlling person of MFP Investors.

F2 · ownership.direct: MFP Partners is the direct beneficial owner of the shares of common stock of the Company reported herein (the "Common Shares"). Each Reporting Person other than MFP Partners may be deemed to be the indirect beneficial owner of such Common Shares; however, each such Reporting Person disclaims beneficial ownership of such Common Shares except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of these Reporting Persons is the beneficial owner of the Common Shares described herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

SEC source: 0001209191-18-007908 · doc4.xml · nonDerivative · entry 1

MFP PARTNERS LP · CIK 0001074749 · 10% owner · See remarks

MFP INVESTORS LLC · CIK 0001105685 · 10% owner · See remarks

PRICE MICHAEL F · CIK 0000918537 · 10% owner · See remarks

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,317,632

F1 · ownership.direct: This report is filed jointly by MFP Partners, L.P. ("MFP Partners"), MFP Investors LLC ("MFP Investors") and Michael F. Price (each, a "Reporting Person" and, collectively, the "Reporting Persons") in connection with their respective direct and indirect relationships with Trinity Place Holdings Inc. (the "Company"). MFP Investors is the general partner of MFP Partners. Mr. Price is the managing partner of MFP Partners and the managing member and controlling person of MFP Investors.

F2 · ownership.direct: MFP Partners is the direct beneficial owner of the shares of common stock of the Company reported herein (the "Common Shares"). Each Reporting Person other than MFP Partners may be deemed to be the indirect beneficial owner of such Common Shares; however, each such Reporting Person disclaims beneficial ownership of such Common Shares except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that any of these Reporting Persons is the beneficial owner of the Common Shares described herein for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.