X0306 4 2018-05-04 0 0001676479 CapStar Financial Holdings, Inc. CSTR 0001081893 BOTTORFF DENNIS 1201 DEMONBREUN STREET, SUITE 700 NASHVILLE TN 37203 1 0 0 0 Common Stock 2018-05-04 4 J 0 44504 19.30 A 214529 D Common Stock 856 D Common Stock 218 D Common Stock 244 D Option (right to buy) 10.00 2018-11-13 Common Stock 12000 12000 D Option (right to buy) 10.00 2020-01-20 Common Stock 6000 6000 D In accordance with the provisions of the Dennis C. Bottorff Family 2016 CapStar GRAT (the "2016 GRAT"), the reporting person elected to substitute certain assets for 44,504 shares of common stock of CapStar Financial Holdings, Inc. ("Common Stock") which the reporting person previously owned indirectly as the trustee of the 2016 GRAT (the "Substitution"). The Substitution resulted in a reduction of shares of Common Stock owned indirectly in the 2016 GRAT and a corresponding increase in shares of Common Stock owned directly by the reporting person. The Substitution may be deemed to be a purchase. The purchase price reflects the trading price of the shares of Common Stock at the time of the Substitution, which price was used for valuing the shares of Common Stock that were the subject of the Substitution. The reported item represents an award of restricted stock which vests in three approximately equal installments beginning on the first anniversary of the March 6, 2018 grant date. The reported item represents the unvested portion of an award of restricted stock granted on February 28, 2017. As of the date of this report, 109 shares have vested. The remaining 218 shares of restricted common stock under this award vest on the second and third anniversaries of the February 28, 2017 grant date, or February 28, 2019 and February 28, 2020, respectively. The reported item represents the unvested portion of an award of restricted stock granted on March 3, 2016. The remaining 244 shares of restricted stock under this award vest on the third anniversary of the grant date, or March 3, 2019. The reported item represents an award of an option to purchase a total of 12,000 shares of common stock which vested and became exercisable in four equal annual installments beginning on the first anniversary of the November 13, 2008 grant date. The reported item represents an award of an option to purchase a total of 6,000 shares of common stock which vested and became exercisable in four equal annual installments beginning on the first anniversary of the January 20, 2010 grant date. /s/ Rob Anderson, as Attorney-in-Fact for Dennis C. Bottorff 2018-05-08