8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 12, 2023

CAPSTAR FINANCIAL HOLDINGS, INC.

(Exact name of Registrant as Specified in Its Charter)

Tennessee	001-37886	81-1527911
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
1201 Demonbreun Street, Suite 700
Nashville, Tennessee		37203
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: 615 732-6400

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $1.00 par value per share	CSTR	Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 12, 2023, the Company issued a press release announcing the planned retirement of Kenneth E. Webb effective December 31, 2023. Mr. Webb is a founding member of CapStar and the Company's current Middle Tennessee Market President. Mr. Webb will be succeeded by Christopher "Chip" A. Higgins whose previous experience includes eight years at Pinnacle Bank and 10 years at First Horizon Bank where he led each organization's company-wide Business Banking Divisions. He began his career at First American National Bank where he served 15 years in retail banking management, as a Commercial Relationship Manager and Commercial Relationship Manager Team Lead, and ultimately as the company’s Small Business Markets Director. Higgins holds a Master of Business Administration and bachelor's degree from University of North Carolina.

Item 7.01. Regulation FD Disclosure.

The information disclosed under Item 5.02 of this Report is incorporated by reference into this Item 7.01.

Item 9.01 Financial Statements and Exhibits

Exhibit Number	Description
99.1	Press release issued on June 12, 2023 by CapStar Financial Holdings, Inc.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

			CAPSTAR FINANCIAL HOLDINGS, INC.
Date:	June 15, 2023	By:	/s/ Timothy K. Schools
			Timothy K. Schools Chief Executive Officer

EX-99.1

 

FOR IMMEDIATE RELEASE

For more information, contact:

Nicole Gibbs, (423) 457-4579

nicole.gibbs@capstarbank.com

CapStar Announces Christopher G. Tietz as Chief Banking Officer and

Christopher A. Higgins as Middle Tennessee Market President

NASHVILLE, June 12, 2023 (GLOBE NEWSWIRE) - CapStar Bank, a subsidiary of CapStar Financial Holdings (NASDAQ: CSTR), today announced the appointment of Christopher G. Tietz into the newly created position of Chief Banking Officer where he will lead planning and oversight of the company's banking and specialty banking divisions.

Tietz joined CapStar in 2016 as Chief Credit Officer and has been instrumental in repositioning the company as a leading full-service financial institution throughout local markets. Since April 2021, he has served as EVP of Specialty Banking with responsibility for the company’s CRE, Mortgage, SBA, Southland Finance, Tri-Net, and Valley Title divisions. Previously, Tietz held various Chief Credit Officer positions and served First American National Bank for 15 years in numerous roles of increasing responsibility, including Commercial Relationship Manager. Tietz holds a bachelor's degree from University of Alabama.

Additionally, Christopher "Chip" A. Higgins has joined CapStar as Middle Tennessee Market President where he will lead community engagement, business development, and customer service in the greater Nashville metropolitan area. CapStar’s current Middle Tennessee presence includes six banking offices, nine Commercial Relationship Managers, and two Wealth Advisors. Higgins succeeds Kenneth E. Webb, a founding member of CapStar, who has informed the company of his intention to retire on December 31, 2023.

Higgins has worked nearly his entire 39-year banking career in the Nashville market. Most recently serving as Market President for two community banks, Higgins' previous experience includes eight years at Pinnacle Bank and 10 years at First Horizon Bank where he led each organization's company-wide Business Banking Divisions. He began his career at First American National Bank where he served 15 years in retail banking management, as a Commercial Relationship Manager and Commercial Relationship Manager Team Lead, and ultimately as the company’s Small Business Markets Director. Higgins holds a Master of Business Administration and bachelor's degree from University of North Carolina.

About CapStar Financial Holdings, Inc.

CapStar Financial Holdings, Inc. is a bank holding company headquartered in Nashville, Tennessee and operates primarily through its wholly owned subsidiary, CapStar Bank, a Tennessee-chartered state bank. CapStar Bank is a commercial bank that seeks to establish and maintain comprehensive relationships with its clients by delivering customized and creative banking solutions and superior client service. As of March 31, 2023, on a consolidated basis, CapStar had total assets of $3.2 billion, total loans of $2.4 billion, total deposits of $2.8 billion, and shareholders’ equity of $353.9 million.

Visit www.capstarbank.com for more information.

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XML

Document And Entity Information	Jun. 12, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jun. 12, 2023
Entity Registrant Name	CAPSTAR FINANCIAL HOLDINGS, INC.
Entity Central Index Key	0001676479
Entity Emerging Growth Company	false
Securities Act File Number	001-37886
Entity Incorporation, State or Country Code	TN
Entity Tax Identification Number	81-1527911
Entity Address, Address Line One	1201 Demonbreun Street, Suite 700
Entity Address, City or Town	Nashville
Entity Address, State or Province	TN
Entity Address, Postal Zip Code	37203
City Area Code	615
Local Phone Number	732-6400
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $1.00 par value per share
Trading Symbol	CSTR
Security Exchange Name	NASDAQ