Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
FRUTH JOHN D
  2. Issuer Name and Ticker or Trading Symbol
Truett-Hurst, Inc. [THST]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
2600 LYONS ST.
3. Date of Earliest Transaction (Month/Day/Year)
12/09/2014
(Street)

SAN FRANCISCO, CA 94123
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 12/09/2014   M(1)   1,429 A (2) 1,429 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock (2) (3) 12/09/2013   M     1,429   (3)   (3) Common Stock 1,429 $ 0 1,428 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
FRUTH JOHN D
2600 LYONS ST.
SAN FRANCISCO, CA 94123
  X      

Signatures

 /s/ John D. Fruth   12/11/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) On December 9, 2013, the Reporting Person was granted 2,857 shares of restricted stock of which fifty percent (50%) or 1,429 shares vested on December 9, 2014. Such shares of restricted stock were previously reported as derivative securities in Table II on the Form 4 filed by the Reporting Person with the Securities Exchange Commission on December 11, 2013 (File No.: 001-35973) and are being reported herein to reflect the settlement of those derivative securities.
(2) Pursuant to the 2012 Stock Incentive Plan of Truett-Hurst, Inc., each restricted stock award is comprised of shares of Class A common stock subject to a right of repurchase or forfeiture. Once vested, each share of restricted stock is released from such restrictions.
(3) On December 9, 2013, the Reporting Person was granted 2,857 shares of restricted stock pursuant to the 2012 Stock Incentive Plan of Truett-Hurst, Inc. The Board of Directors amended the original vesting term of three years to two years and therefore fifty percent (50%) or 1,429 shares of such restricted stock award vested on December 9, 2014. Such shares of restricted stock were previously reported as derivative securities in Table II on the Form 4 filed by the Reporting Person with the Securities Exchange Commission on December 11, 2013 (File No.: 001-35973) and are being reported herein to reflect the settlement of those derivative securities. The remaining unvested shares of restricted stock granted to the Reporting Person will vest on December 9, 2015.

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