X0306 4 2017-12-05 0 0001676479 CapStar Financial Holdings, Inc. CSTR 0001685035 Frist Julie D. 1201 DEMONBREUN STREET, SUITE 700 NASHVILLE TN 37203 1 0 0 0 Common Stock 2017-12-05 4 X 0 2000 10.00 A 211821 D Common Stock 2017-12-05 4 S 0 2000 21.15 D 209821 D Common Stock 797 D Common Stock 475 D Common Stock 946 D Common Stock 206809 I Charles A. and Patricia F. Elcan Common Stock 206809 I William R. and Jennifer R. Frist Option (right to buy) 10.00 2017-12-05 4 X 0 2000 0.00 D 2018-11-13 Common Stock 2000 0 D Option (right to buy) 10.00 2020-01-20 Common Stock 6000 6000 D Warrants (right to buy) 10.00 2008-07-14 2018-07-14 Common Stock 20833 20833 D Warrants (right to buy) 10.00 2008-07-14 2018-07-14 Common Stock 10834 10834 I Charles A. and Patricia F. Elcan Warrants (right to buy) 10.00 2008-07-14 2018-07-14 Common Stock 10833 10833 I William R. and Jennifer R. Frist The reported item represents shares that were acquired pursuant to the exercise of options on December 5, 2017 and that were subsequently sold on December 5, 2017 pursuant to a Rule 10b5-1 trading plan. The shares were sold in multiple transactions at prices ranging from $21.14 to $21.35. The price reported above reflects the weighted-average sale price. The reporting person hereby undertakes to provide upon request to the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the sales were effected. Following these reported transactions, the reporting person directly owns 209,821 shares of common stock not subject to restriction or vesting. The reported item represents an award of restricted common stock which vests in three equal installments beginning on the first anniversary of the February 28, 2017 grant date. The reporting person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Charles A. Elcan and Patricia F. Elcan and William R. Frist and Jennifer R. Frist are the brothers-in-law and sisters-in-law of the reporting person. The reported item represents the unvested portion of an award of restricted common stock granted on February 27, 2015. The remaining 475 shares of restricted common stock under this award vest on the third anniversary of the grant date, or February 27, 2018. The reported item represents the unvested portion of an award of restricted common stock granted on March 3, 2016. The remaining 946 shares of restricted common stock under this award vest on the second and third anniversaries of the March 3, 2016 grant date, or March 3, 2018 and March 3, 2019, respectively. These options vested in four equal annual installments beginning one year after the November 13, 2008 grant date. These options vested in four equal annual installments beginning one year after the January 20, 2010 grant date. /s/ Rob Anderson, as Attorney-in-Fact for Julie D. Frist 2017-12-06