TPHS

SEC source: 0001144204-18-004913 · tv484278_4.xml · derivative · entry 6

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 233,086

Underlying: Common Stock · 60,120 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.

F3 · derivative.exercise_date: See Exhibit 99.1 to this Form 4 for explanation of note (3).

F3 · derivative.expiration_date: See Exhibit 99.1 to this Form 4 for explanation of note (3).

SEC source: 0001144204-18-004913 · tv484278_4.xml · derivative · entry 5

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.

F2 · derivative.exercise_date: See Exhibit 99.1 to this Form 4 for explanation of note (2).

F2 · derivative.expiration_date: See Exhibit 99.1 to this Form 4 for explanation of note (2).

SEC source: 0001144204-18-004913 · tv484278_4.xml · nonDerivative · entry 4

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 799,574

SEC source: 0001144204-18-004913 · tv484278_4.xml · nonDerivative · entry 3

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 821,798

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.

SEC source: 0001144204-18-004913 · tv484278_4.xml · nonDerivative · entry 2

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 761,678

SEC source: 0001144204-18-004913 · tv484278_4.xml · nonDerivative · entry 1

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 800,819

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.

SEC source: 0001209191-18-003625 · 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: 4,317,599

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: 0001209191-18-003625 · 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: 4,316,199

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: 0001209191-18-003625 · 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: 4,316,099

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: 0001144204-18-001728 · tv483063_4.xml · derivative · entry 3

KAHN STEVEN · CIK 0001653756 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,500

Underlying: Common Stock · 3,500 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 January 5, 2017, the reporting person was granted 7,000 RSUs. 3,500 of the RSUs will vest on each of January 5, 2018 and 2019, subject to the reporting person's continued employment on the applicable vesting dates. In the event the reporting person's employment is terminated by the Company without Cause (as defined in the reporting person's employment agreement), 3,500 RSUs that had not previously vested will immediately vest and in the event the reporting person's employment is terminated by the Company without Cause within six (6) months after a Change in Control (as defined in the RSU award agreement), all unvested RSUs will immediately vest.

F2 · derivative.expiration_date: On January 5, 2017, the reporting person was granted 7,000 RSUs. 3,500 of the RSUs will vest on each of January 5, 2018 and 2019, subject to the reporting person's continued employment on the applicable vesting dates. In the event the reporting person's employment is terminated by the Company without Cause (as defined in the reporting person's employment agreement), 3,500 RSUs that had not previously vested will immediately vest and in the event the reporting person's employment is terminated by the Company without Cause within six (6) months after a Change in Control (as defined in the RSU award agreement), all unvested RSUs will immediately vest.

SEC source: 0001144204-18-001728 · tv483063_4.xml · nonDerivative · entry 2

KAHN STEVEN · CIK 0001653756 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 14,913

SEC source: 0001144204-18-001728 · tv483063_4.xml · nonDerivative · entry 1

KAHN STEVEN · CIK 0001653756 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 16,206

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: 0001144204-18-001730 · tv483065_4.xml · derivative · entry 3

Pyontek Richard Guy · CIK 0001559936 · Chief Accounting Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 6,250 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") represents the right to receive one share of common stock of Trinity Place Holdings Inc.

F2 · derivative.exercise_date: On January 6, 2016, the reporting person was granted 12,500 RSUs. One-half of such RSUs vested on each of January 6, 2017 and January 6, 2018, subject to the reporting person's continued employment on the applicable vesting dates. The settlement of the vested RSUs occurred on January 8, 2018.

F2 · derivative.expiration_date: On January 6, 2016, the reporting person was granted 12,500 RSUs. One-half of such RSUs vested on each of January 6, 2017 and January 6, 2018, subject to the reporting person's continued employment on the applicable vesting dates. The settlement of the vested RSUs occurred on January 8, 2018.

SEC source: 0001144204-18-001730 · tv483065_4.xml · nonDerivative · entry 2

Pyontek Richard Guy · CIK 0001559936 · Chief Accounting Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 16,132

SEC source: 0001144204-18-001730 · tv483065_4.xml · nonDerivative · entry 1

Pyontek Richard Guy · CIK 0001559936 · Chief Accounting Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,773

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") represents the right to receive one share of common stock of Trinity Place Holdings Inc.

SEC source: 0001144204-18-000537 · tv482451_4.xml · derivative · entry 1

Pyontek Richard Guy · CIK 0001559936 · Chief Accounting Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,000

Underlying: Common Stock · 10,000 shares

Expires not disclosed

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents the right to receive one share of common stock of Trinity Place Holdings Inc.

F2 · derivative.exercise_date: The RSUs will vest as follows: one-half of the RSUs will vest on each of January 1, 2019 and January 1, 2020, subject to the reporting person's continued employment on the applicable vesting dates. In the event the reporting person's employment is terminated without cause, all of the unvested RSUs will vest immediately.

F2 · derivative.expiration_date: The RSUs will vest as follows: one-half of the RSUs will vest on each of January 1, 2019 and January 1, 2020, subject to the reporting person's continued employment on the applicable vesting dates. In the event the reporting person's employment is terminated without cause, all of the unvested RSUs will vest immediately.

SEC source: 0001144204-18-000534 · tv482450_4.xml · derivative · entry 1

KAHN STEVEN · CIK 0001653756 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 60,000

Underlying: Common Stock · 60,000 shares

Expires not disclosed

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

F2 · derivative.exercise_date: The RSUs will vest as follows: one-half of the RSUs will vest on each of January 1, 2019 and January 1, 2020, subject to the reporting person's continued employment on the applicable vesting dates. In the event the reporting person's employment is terminated without cause, all of the unvested RSUs will vest immediately.

F2 · derivative.expiration_date: The RSUs will vest as follows: one-half of the RSUs will vest on each of January 1, 2019 and January 1, 2020, subject to the reporting person's continued employment on the applicable vesting dates. In the event the reporting person's employment is terminated without cause, all of the unvested RSUs will vest immediately.

SEC source: 0001209191-17-067639 · 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: 4,315,561

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: 0001144204-18-000235 · tv482338_4.xml · nonDerivative · entry 2

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 721,454

SEC source: 0001144204-18-000533 · tv482449_4.xml · derivative · entry 1

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 30,000

Underlying: Common Stock · 30,000 shares

Expires not disclosed

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: 10,000 of the RSUs will vest on each of December 31, 2018, 2019 and 2020, subject to the reporting person's continued employment on the applicable vesting dates; provided that all of the RSUs will automatically vest in the event of a termination of the reporting person's employment without cause or his resignation for good reason, and in the event of a termination of the reporting person's employment due to death or disability, 10,000 of the RSUs will automatically vest upon such termination. One share of common stock will be distributed to the reporting person with respect to each vested RSU during the thirty (30) day period following December 31, 2020 or, if earlier, upon the reporting person's termination of employment for any reason (or six months after termination, to the extent required under Internal Revenue Code Section 409A).

F2 · derivative.expiration_date: 10,000 of the RSUs will vest on each of December 31, 2018, 2019 and 2020, subject to the reporting person's continued employment on the applicable vesting dates; provided that all of the RSUs will automatically vest in the event of a termination of the reporting person's employment without cause or his resignation for good reason, and in the event of a termination of the reporting person's employment due to death or disability, 10,000 of the RSUs will automatically vest upon such termination. One share of common stock will be distributed to the reporting person with respect to each vested RSU during the thirty (30) day period following December 31, 2020 or, if earlier, upon the reporting person's termination of employment for any reason (or six months after termination, to the extent required under Internal Revenue Code Section 409A).

SEC source: 0001209191-17-067639 · 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: 4,300,936

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: 0001144204-18-000235 · tv482338_4.xml · nonDerivative · entry 1

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 720,954

SEC source: 0001209191-17-067639 · 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: 4,297,167

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: 0001209191-17-060150 · 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: 4,266,885

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: 0001209191-17-060150 · 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: 4,263,285

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: 0001209191-17-059490 · 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: 4,261,415

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: 0001541996-17-000022 · es1700998_4-trinity.xml · nonDerivative · entry 3

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 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: 3,815,332

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, and (ii) Richard McGuire III, the managing member of Marcato Capital Management LP. Each of Marcato Capital Management LP 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: 0001541996-17-000022 · es1700998_4-trinity.xml · nonDerivative · entry 2

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 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: 3,824,153

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, and (ii) Richard McGuire III, the managing member of Marcato Capital Management LP. Each of Marcato Capital Management LP 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: 0001541996-17-000022 · es1700998_4-trinity.xml · nonDerivative · entry 1

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 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: 3,832,325

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, and (ii) Richard McGuire III, the managing member of Marcato Capital Management LP. Each of Marcato Capital Management LP 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: 0001209191-17-054129 · 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: 4,258,001

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: 0001209191-17-054129 · 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: 4,257,862

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: 0001209191-17-054129 · 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: 4,240,862

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: 0001209191-17-053656 · doc4.xml · nonDerivative · entry 3

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

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

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

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,239,862

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: 0001144204-17-049386 · v475631_4.xml · derivative · entry 3

KAHN STEVEN · CIK 0001653756 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,000

Underlying: Common Stock · 10,000 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 October 8, 2015, the reporting person was granted 30,000 RSUs. 10,000 of the RSUs will vest on each of September 21, 2016, 2017 and 2018, subject to the reporting person's continued employment on the applicable vesting dates. In the event the reporting person's employment is terminated by the Company without Cause (as defined in the reporting person's employment agreement), 10,000 RSUs that had not previously vested will immediately vest and in the event the reporting person's employment is terminated by the Company without Cause within six (6) months after a Change in Control (as defined in the RSU award agreement), all unvested RSUs will immediately vest.

F2 · derivative.expiration_date: On October 8, 2015, the reporting person was granted 30,000 RSUs. 10,000 of the RSUs will vest on each of September 21, 2016, 2017 and 2018, subject to the reporting person's continued employment on the applicable vesting dates. In the event the reporting person's employment is terminated by the Company without Cause (as defined in the reporting person's employment agreement), 10,000 RSUs that had not previously vested will immediately vest and in the event the reporting person's employment is terminated by the Company without Cause within six (6) months after a Change in Control (as defined in the RSU award agreement), all unvested RSUs will immediately vest.

SEC source: 0001144204-17-049386 · v475631_4.xml · nonDerivative · entry 2

KAHN STEVEN · CIK 0001653756 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 12,706

SEC source: 0001144204-17-049386 · v475631_4.xml · nonDerivative · entry 1

KAHN STEVEN · CIK 0001653756 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 16,403

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: 0001209191-17-053656 · doc4.xml · nonDerivative · entry 2

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

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

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

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,239,782

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: 0001209191-17-053656 · doc4.xml · nonDerivative · entry 1

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

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

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

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,237,438

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: 0001541996-17-000020 · es1700959_4-trinity.xml · nonDerivative · entry 3

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 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: 3,850,850

F4 · price: The price shown in Column 4 is a weighted average sale price. The price range for the sales is $7.27 to $7.28. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, full information regarding the number of shares sold 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, and (ii) Richard McGuire III, the managing member of Marcato Capital Management LP. Each of Marcato Capital Management LP 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: 0001541996-17-000020 · es1700959_4-trinity.xml · nonDerivative · entry 2

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 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: 3,864,843

F3 · price: The price shown in Column 4 is a weighted average sale price. The price range for the sales is $7.17 to $7.21. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, full information regarding the number of shares sold 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, and (ii) Richard McGuire III, the managing member of Marcato Capital Management LP. Each of Marcato Capital Management LP 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: 0001541996-17-000020 · es1700959_4-trinity.xml · nonDerivative · entry 1

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 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: 3,881,571

F1 · price: The price shown in Column 4 is a weighted average sale price. The price range for the sales is $7.04 to $7.09. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, full information regarding the number of shares sold 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, and (ii) Richard McGuire III, the managing member of Marcato Capital Management LP. Each of Marcato Capital Management LP 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: 0001541996-17-000016 · es1700942_4-trinity.xml · nonDerivative · entry 3

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 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: 3,898,482

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, and (ii) Richard McGuire III, the managing member of Marcato Capital Management LP. Each of Marcato Capital Management LP 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: 0001541996-17-000016 · es1700942_4-trinity.xml · nonDerivative · entry 2

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 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: 3,905,543

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, and (ii) Richard McGuire III, the managing member of Marcato Capital Management LP. Each of Marcato Capital Management LP 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: 0001541996-17-000016 · es1700942_4-trinity.xml · nonDerivative · entry 1

MARCATO CAPITAL MANAGEMENT LP · CIK 0001541996 · 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: 4,108,282

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, and (ii) Richard McGuire III, the managing member of Marcato Capital Management LP. Each of Marcato Capital Management LP 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: 0001209191-17-042139 · doc4.xml · nonDerivative · entry 2

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

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

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

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,204,403

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: 0001209191-17-042273 · doc4a.xml · nonDerivative · entry 3

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

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

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

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,227,438

F1 · balance_after: This Amendment to Form 4 is being filed to amend and restate the Form 4 originally filed on June 28, 2017.

F2 · 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.

F3 · 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: 0001209191-17-042139 · doc4.xml · nonDerivative · entry 1

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

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

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

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,199,503

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: 0001209191-17-042273 · doc4a.xml · nonDerivative · entry 2

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

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

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

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,222,538

F1 · balance_after: This Amendment to Form 4 is being filed to amend and restate the Form 4 originally filed on June 28, 2017.

F2 · 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.

F3 · 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: 0001209191-17-042273 · doc4a.xml · nonDerivative · entry 1

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

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

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

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,209,538

F1 · balance_after: This Amendment to Form 4 is being filed to amend and restate the Form 4 originally filed on June 28, 2017.

F2 · 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.

F3 · 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: 0001209191-17-041401 · doc4.xml · nonDerivative · entry 3

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

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

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

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,186,503

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.