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): April 24, 2020
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) | |||
Registrants telephone number, including area code (615) 732-6400
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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 (see General Instruction A.2. below):
| ☐ | 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 7.01. | Regulation FD Disclosure. |
The management team of CapStar Financial Holdings, Inc. (the Company) will make a presentation at the 2020 annual meeting of shareholders held on April 24, 2020. As part of the presentation, management will present slides. A copy of the slide presentation is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits |
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Presentation | |
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 hereunto duly authorized.
| CAPSTAR FINANCIAL HOLDINGS, INC. | ||
| By: | /s/ Robert B. Anderson | |
| Name: | Robert B. Anderson | |
| Title: | Chief Financial Officer and Chief Administrative Officer | |
Date: April 24, 2020
Exhibit 99.1 1Exhibit 99.1 1
FORWARD-LOOKING STATEMENTS This investor presentation contains forward-looking statements, as defined by federal securities laws, including statements about CapStar Disclosures Financial Holdings, Inc. (“CapStar”) and its financial outlook and business environment. These statements are based on current expectations and are provided to assist in the understanding of our operations and future financial performance. Our operations and such performance involves risks and uncertainties, including but in no way limited to the effect of the COVID-19 pandemic, that may cause actual results to differ materially from those expressed or implied in any such statements. For a discussion of some of the risks and other factors that may cause such forward-looking statements to differ materially from actual results, please refer to CapStar’s filings with the Securities and Exchange Commission, including its 2019 Annual Report on Form 10-K under the sections entitled “Forward-Looking Statements” and “Item 1A Risk Factors.” Forward-looking statements speak only as of the date they are made, and except as otherwise required by applicable law, we undertake no obligation to update or revise forward-looking statements. NON-GAAP MEASURES This investor presentation includes financial information determined by methods other than in accordance with generally accepted accounting principles (“GAAP”). This financial information includes certain operating performance measures, which exclude merger- related and other charges that are not considered part of recurring operations. Such measures include: “Efficiency ratio – operating,” “Expenses – operating,” “Earnings per share – operating,” “Diluted earnings per share – operating,” “Tangible book value per share,” “Return on common equity – operating,” “Return on tangible common equity – operating,” “Return on assets – operating,” and “Tangible common equity to tangible assets.” Management has included these non-GAAP measures because it believes these measures may provide useful supplemental information for evaluating CapStar’s underlying performance trends. Further, management uses these measures in managing and evaluating CapStar’s business and intends to refer to them in discussions about our operations and performance. Operating performance measures should be viewed in addition to, and not as an alternative to or substitute for, measures determined in accordance with GAAP, and are not necessarily comparable to non-GAAP measures that may be presented by other companies. To the extent applicable, reconciliations of these non-GAAP measures to the most directly comparable GAAP measures can be found in the ‘Non-GAAP Reconciliation Tables’ included in the exhibits to this presentation. MARKET DATA Market data used in this presentation has been obtained from government and independent industry sources and publications available to the public, sometimes with a subscription fee, as well as from research reports prepared for other purposes. Industry publications and surveys and forecasts generally state that the information contained therein has been obtained from sources believed to be reliable. The Company did not commission the preparation of any of the sources or publications referred to in this presentation. The Company has not independently verified the data obtained from these sources, and, although the Company believes such data to be reliable as of the dates presented, it could prove to be inaccurate. Forward-looking information obtained from these sources is subject to the same qualifications and the additional uncertainties regarding the other forward-looking statements in this presentation. 2FORWARD-LOOKING STATEMENTS This investor presentation contains forward-looking statements, as defined by federal securities laws, including statements about CapStar Disclosures Financial Holdings, Inc. (“CapStar”) and its financial outlook and business environment. These statements are based on current expectations and are provided to assist in the understanding of our operations and future financial performance. Our operations and such performance involves risks and uncertainties, including but in no way limited to the effect of the COVID-19 pandemic, that may cause actual results to differ materially from those expressed or implied in any such statements. For a discussion of some of the risks and other factors that may cause such forward-looking statements to differ materially from actual results, please refer to CapStar’s filings with the Securities and Exchange Commission, including its 2019 Annual Report on Form 10-K under the sections entitled “Forward-Looking Statements” and “Item 1A Risk Factors.” Forward-looking statements speak only as of the date they are made, and except as otherwise required by applicable law, we undertake no obligation to update or revise forward-looking statements. NON-GAAP MEASURES This investor presentation includes financial information determined by methods other than in accordance with generally accepted accounting principles (“GAAP”). This financial information includes certain operating performance measures, which exclude merger- related and other charges that are not considered part of recurring operations. Such measures include: “Efficiency ratio – operating,” “Expenses – operating,” “Earnings per share – operating,” “Diluted earnings per share – operating,” “Tangible book value per share,” “Return on common equity – operating,” “Return on tangible common equity – operating,” “Return on assets – operating,” and “Tangible common equity to tangible assets.” Management has included these non-GAAP measures because it believes these measures may provide useful supplemental information for evaluating CapStar’s underlying performance trends. Further, management uses these measures in managing and evaluating CapStar’s business and intends to refer to them in discussions about our operations and performance. Operating performance measures should be viewed in addition to, and not as an alternative to or substitute for, measures determined in accordance with GAAP, and are not necessarily comparable to non-GAAP measures that may be presented by other companies. To the extent applicable, reconciliations of these non-GAAP measures to the most directly comparable GAAP measures can be found in the ‘Non-GAAP Reconciliation Tables’ included in the exhibits to this presentation. MARKET DATA Market data used in this presentation has been obtained from government and independent industry sources and publications available to the public, sometimes with a subscription fee, as well as from research reports prepared for other purposes. Industry publications and surveys and forecasts generally state that the information contained therein has been obtained from sources believed to be reliable. The Company did not commission the preparation of any of the sources or publications referred to in this presentation. The Company has not independently verified the data obtained from these sources, and, although the Company believes such data to be reliable as of the dates presented, it could prove to be inaccurate. Forward-looking information obtained from these sources is subject to the same qualifications and the additional uncertainties regarding the other forward-looking statements in this presentation. 2
Year in Review 3Year in Review 3
2019 Results Accomplishments April 2020 January CapStar opens a newly remodeled financial center to serve our clients in the Brentwood market. April CapStar successfully completes the systems conversion and rebranding of Athens Federal Community Bank locations in McMinn, Monroe, Bradley and Loudon counties. May Tim Schools joins CapStar as the bank’s second President and CEO. June The Small Business Administration’s Office of Credit Risk Management grants CapStar Preferred Lender status, the highest status that a funding bank can hold in the SBA program. CapStar receives a Top 5-Star rating from Bauer Financial for the second consecutive year. July CapStar is recognized by The Tennessean as a 2019 Top Workplace. September CapStar announces exit of Corsair Investments with sale of remaining stock (1,543,361 shares or 8.3% of the total number of fully diluted shares of common stock at the time), demonstrating demand for CapStar stock and increasing shareholder liquidity. October Greenwich Associates selects CapStar as a 2019 Greenwich CX Leader in US Business Banking for the second consecutive year. December/January 2020 CapStar announces expansion into the Knoxville market with the addition of five seasoned bankers and plans to open a financial center in Knox County in 2020. CapStar announces agreement with FCB Corporation to merge with First National Bank of Manchester and The Bank of Waynesboro by adding financial centers in Cannon, Coffee, Rutherford, Wayne and Lawrence counties in 2020, increasing CapStar’s Middle Tennessee presence and expanding the bank’s footprint into West Tennessee. 42019 Results Accomplishments April 2020 January CapStar opens a newly remodeled financial center to serve our clients in the Brentwood market. April CapStar successfully completes the systems conversion and rebranding of Athens Federal Community Bank locations in McMinn, Monroe, Bradley and Loudon counties. May Tim Schools joins CapStar as the bank’s second President and CEO. June The Small Business Administration’s Office of Credit Risk Management grants CapStar Preferred Lender status, the highest status that a funding bank can hold in the SBA program. CapStar receives a Top 5-Star rating from Bauer Financial for the second consecutive year. July CapStar is recognized by The Tennessean as a 2019 Top Workplace. September CapStar announces exit of Corsair Investments with sale of remaining stock (1,543,361 shares or 8.3% of the total number of fully diluted shares of common stock at the time), demonstrating demand for CapStar stock and increasing shareholder liquidity. October Greenwich Associates selects CapStar as a 2019 Greenwich CX Leader in US Business Banking for the second consecutive year. December/January 2020 CapStar announces expansion into the Knoxville market with the addition of five seasoned bankers and plans to open a financial center in Knox County in 2020. CapStar announces agreement with FCB Corporation to merge with First National Bank of Manchester and The Bank of Waynesboro by adding financial centers in Cannon, Coffee, Rutherford, Wayne and Lawrence counties in 2020, increasing CapStar’s Middle Tennessee presence and expanding the bank’s footprint into West Tennessee. 4
2019 Results History April 2020 January 2020 February 2014 May 2019 Announced Acquires assets Tim Knoxville February 2016 September 2016 from Farmington October 2018 Schools September 2016 January 2018 Team Liftout Holding Holding Financial Group and Closed Athens hired as Tri-Net Team SBA Team company & FCB enters mortgage company Merger new CEO Formed Liftout formed holds IPO Acquisition lending business 2008 - 2019 Growth Loans: CAGR: 33% $2,037 July 2012 $1,964 Acquires Deposits: CAGR: 38% American $1,729 Assets: CAGR: 28% Security Bank $1,588 $1,570 & Trust $1,487 July 2008 $1,344 $1,334 CapStar Bank $1,207 $1,128 $1,129 $1,120 opened for $1,032 $1,022 $1,009 $1,038 business $981 $977 $920 $879 $844 $728 $711 $621 $624 $626 $514 $434 $430 $313 $279 $207 $200 $132 $71 $52 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 Dollars in millions 5 Data as of 12/31 for each respective year Note: loans inclusive of loans held for sale2019 Results History April 2020 January 2020 February 2014 May 2019 Announced Acquires assets Tim Knoxville February 2016 September 2016 from Farmington October 2018 Schools September 2016 January 2018 Team Liftout Holding Holding Financial Group and Closed Athens hired as Tri-Net Team SBA Team company & FCB enters mortgage company Merger new CEO Formed Liftout formed holds IPO Acquisition lending business 2008 - 2019 Growth Loans: CAGR: 33% $2,037 July 2012 $1,964 Acquires Deposits: CAGR: 38% American $1,729 Assets: CAGR: 28% Security Bank $1,588 $1,570 & Trust $1,487 July 2008 $1,344 $1,334 CapStar Bank $1,207 $1,128 $1,129 $1,120 opened for $1,032 $1,022 $1,009 $1,038 business $981 $977 $920 $879 $844 $728 $711 $621 $624 $626 $514 $434 $430 $313 $279 $207 $200 $132 $71 $52 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 Dollars in millions 5 Data as of 12/31 for each respective year Note: loans inclusive of loans held for sale
2019 Results Market Presence April 2020 62019 Results Market Presence April 2020 6
2019 Results Financial Highlights April 2020 Fav / (1) Operating Metrics 2019 2018 (Unfav) Net Charge-Offs to Avg Loans 0.02% 0.39% • Credit quality metrics and Non-Performing Assets/Assets 0.12% 0.16% Soundness Allowance for Loan Losses to Total Loans 0.89% 0.85% capital ratios remain a core Tangible Common Equity/Tangible Assets 11.47% 10.39% strength Total Risk Based Capital Ratio 13.45% 12.84% • Continued expansion in Net Interest Margin (tax equivalent basis) 3.55% 3.64% profitability metrics: Efficiency Ratio 64.49% 65.05% (2) Pretax Preprovision Income / Assets 1.63% 1.53% – PTPP/A +10 bps Profitability Return on Average Assets (ROAA) 1.21% 1.13% Return on Average Equity (ROAE) 9.23% 9.82% – ROAA + 8bps Return on Average Tangible Equity (ROATE) 11.14% 10.81% • Opportunity to improve NIM Total Deposits (Avg) $1,671 $1,245 34.2% and efficiency ratio Gross Loans and Leases (Avg) 1,452 1,135 27.9% Total Assets (Avg) 2,007 1,529 31.3% • Double-digit EPS and BVPS Growth Pretax PreProvision Income 32.68 23.47 39.3% growth Net Income 24.38 17.24 41.4% Diluted EPS $1.31 $1.19 10.0% Tangible Book Value per Share $12.45 $11.25 10.7% (1) Operating results are non-GAAP financial measures that adjust GAAP reported net income and other metrics for certain income and expense items. See the non-GAAP reconciliation calculations included in the Appendix at the end of this presentation, which use a blended statutory income tax rate of 26.14% and exclude non-deductible one-time merger related items (2) Pretax Preprovision Operating ROA calculated as ROA excluding the effect of income tax expense, provision expense and merger charges (3) Dollars in millions, except per share data 72019 Results Financial Highlights April 2020 Fav / (1) Operating Metrics 2019 2018 (Unfav) Net Charge-Offs to Avg Loans 0.02% 0.39% • Credit quality metrics and Non-Performing Assets/Assets 0.12% 0.16% Soundness Allowance for Loan Losses to Total Loans 0.89% 0.85% capital ratios remain a core Tangible Common Equity/Tangible Assets 11.47% 10.39% strength Total Risk Based Capital Ratio 13.45% 12.84% • Continued expansion in Net Interest Margin (tax equivalent basis) 3.55% 3.64% profitability metrics: Efficiency Ratio 64.49% 65.05% (2) Pretax Preprovision Income / Assets 1.63% 1.53% – PTPP/A +10 bps Profitability Return on Average Assets (ROAA) 1.21% 1.13% Return on Average Equity (ROAE) 9.23% 9.82% – ROAA + 8bps Return on Average Tangible Equity (ROATE) 11.14% 10.81% • Opportunity to improve NIM Total Deposits (Avg) $1,671 $1,245 34.2% and efficiency ratio Gross Loans and Leases (Avg) 1,452 1,135 27.9% Total Assets (Avg) 2,007 1,529 31.3% • Double-digit EPS and BVPS Growth Pretax PreProvision Income 32.68 23.47 39.3% growth Net Income 24.38 17.24 41.4% Diluted EPS $1.31 $1.19 10.0% Tangible Book Value per Share $12.45 $11.25 10.7% (1) Operating results are non-GAAP financial measures that adjust GAAP reported net income and other metrics for certain income and expense items. See the non-GAAP reconciliation calculations included in the Appendix at the end of this presentation, which use a blended statutory income tax rate of 26.14% and exclude non-deductible one-time merger related items (2) Pretax Preprovision Operating ROA calculated as ROA excluding the effect of income tax expense, provision expense and merger charges (3) Dollars in millions, except per share data 7
2019 Results Historical Common Stock Performance 2019 One-Year Stock Performance S&P 500 (+28.9%) 30.0% KBW Regional 20.0% Bank Index (+20.4%) CSTR (+13.0%) 10.0% 0.0% (10.0%) 12/31/18 2/28/19 4/30/19 6/30/19 8/31/19 10/31/19 12/31/19 CSTR (+13.0%) KBW Regional Bank Index (+20.4%) S&P 500 (+28.9%) 2019 Three-Year Stock Performance 50.0% S&P 500 (+44.3%) 25.0% KBW Regional 0.0% Bank Index (-3.2%) (25.0%) CSTR (-24.2%) (50.0%) 12/30/16 6/30/17 12/31/17 6/30/18 12/31/18 6/30/19 12/31/19 CSTR (-24.2%) KBW Regional Bank Index (-3.2%) S&P 500 (+44.3%) Source: S&P Global Market Intelligence 82019 Results Historical Common Stock Performance 2019 One-Year Stock Performance S&P 500 (+28.9%) 30.0% KBW Regional 20.0% Bank Index (+20.4%) CSTR (+13.0%) 10.0% 0.0% (10.0%) 12/31/18 2/28/19 4/30/19 6/30/19 8/31/19 10/31/19 12/31/19 CSTR (+13.0%) KBW Regional Bank Index (+20.4%) S&P 500 (+28.9%) 2019 Three-Year Stock Performance 50.0% S&P 500 (+44.3%) 25.0% KBW Regional 0.0% Bank Index (-3.2%) (25.0%) CSTR (-24.2%) (50.0%) 12/30/16 6/30/17 12/31/17 6/30/18 12/31/18 6/30/19 12/31/19 CSTR (-24.2%) KBW Regional Bank Index (-3.2%) S&P 500 (+44.3%) Source: S&P Global Market Intelligence 8
Looking Forward 9Looking Forward 9
Looking As we move forward, CapStar has tremendous opportunities to continue to Forward improve our performance. April 2020 Our priorities are: 1. Enhancing the level and consistency of our profitability – Improving our net interest margin and its stability – Implementing expense disciplines – proficient and frugal execution – Eliminating prior credit “spikes” 2. Expanding and accelerating our growth opportunities – Aggressively seeking to expand customer relationships in our existing markets – Strategically hiring additional talented bankers in or around our service areas – Actively pursuing acquisitions of well-managed, appropriately-priced banks 3. Improving the relative performance of our common stock – Creating an accountable, owner-operator culture – Reviewing company-wide incentive plans to align to shareholder performance 10Looking As we move forward, CapStar has tremendous opportunities to continue to Forward improve our performance. April 2020 Our priorities are: 1. Enhancing the level and consistency of our profitability – Improving our net interest margin and its stability – Implementing expense disciplines – proficient and frugal execution – Eliminating prior credit “spikes” 2. Expanding and accelerating our growth opportunities – Aggressively seeking to expand customer relationships in our existing markets – Strategically hiring additional talented bankers in or around our service areas – Actively pursuing acquisitions of well-managed, appropriately-priced banks 3. Improving the relative performance of our common stock – Creating an accountable, owner-operator culture – Reviewing company-wide incentive plans to align to shareholder performance 10
Looking Knoxville Expansion Strategy Forward • Announced our expansion into April 2020 Knoxville in January 2020 with the hiring of five veteran, local bankers, capitalizing on our operations and growth in East Tennessee. • Expansion will leverage CapStar’s 2018 investment of Athens Bancshares Corporation, a 90-year old institution with $500MM in assets and eight financial centers across East Tennessee. • Experienced market executives and East Tennessee Growth advisory board positioned to establish Knoxville is Tennessee’s third largest Combined Statistical Area CapStar as a leading provider of (CSA) in terms of population size (1.1 million). It has recently financial services across the Knoxville been cited by U.S. New & World Report as one of the nation’s metropolitan area. top 50 places to live and recognized by Forbes and Livability as one of the nation’s most recession resistant cities. • Our team aspires to have ~ $300MM in According to FDIC data as of June 30, 2019, 48 banks in the loan balances in 4 years and funding Knoxville CSA hold $22.7 billion in local deposits. of at least 50% with local deposits. 11 – $91 million loan pipeline; closed $3.3 millionLooking Knoxville Expansion Strategy Forward • Announced our expansion into April 2020 Knoxville in January 2020 with the hiring of five veteran, local bankers, capitalizing on our operations and growth in East Tennessee. • Expansion will leverage CapStar’s 2018 investment of Athens Bancshares Corporation, a 90-year old institution with $500MM in assets and eight financial centers across East Tennessee. • Experienced market executives and East Tennessee Growth advisory board positioned to establish Knoxville is Tennessee’s third largest Combined Statistical Area CapStar as a leading provider of (CSA) in terms of population size (1.1 million). It has recently financial services across the Knoxville been cited by U.S. New & World Report as one of the nation’s metropolitan area. top 50 places to live and recognized by Forbes and Livability as one of the nation’s most recession resistant cities. • Our team aspires to have ~ $300MM in According to FDIC data as of June 30, 2019, 48 banks in the loan balances in 4 years and funding Knoxville CSA hold $22.7 billion in local deposits. of at least 50% with local deposits. 11 – $91 million loan pipeline; closed $3.3 million
Looking FCB Merger Strategy Forward April 2020 Merger Key Dates Announced 1Q20 FNBM & BOW Shareholder Votes April 30 Strategic Expansion Regulatory Approval • Addition of two high-performing banking institutions, 2Q20 each with 115+ year histories Close 2Q/3Q20 • Expands local banking efforts into fast-growing System Rutherford County Conversions 4Q20 • Provides added scale and operating efficiency • Improves diversification, deposit/loan granularity and 12 deposit/loan costs and yieldsLooking FCB Merger Strategy Forward April 2020 Merger Key Dates Announced 1Q20 FNBM & BOW Shareholder Votes April 30 Strategic Expansion Regulatory Approval • Addition of two high-performing banking institutions, 2Q20 each with 115+ year histories Close 2Q/3Q20 • Expands local banking efforts into fast-growing System Rutherford County Conversions 4Q20 • Provides added scale and operating efficiency • Improves diversification, deposit/loan granularity and 12 deposit/loan costs and yields
COVID-19 Response 13COVID-19 Response 13
COVID-19 2020 YTD Price Performance Response (1) (2) Southeast Banks: $10.0 bn – $20.0 bn Assets Southeast Banks: $20.0 bn – $50.0 bn Assets April 2020 0% 0% (10%) (10%) (20%) (20%) (30%) (30%) (28%) (30%) (31%) (32%) (35%) (34%) (35%) (35%) (40%) (40%) (37%) (37%) (38%) (37%) (41%) (41%) (43%) (50%) (50%) (48%) (50%) (53%) (54%) (60%) (60%) (70%) (70%) TRMK TOWN RNST HOMB UCBI WSBC AUB ABCB SFNC BXS UBSI SSB PNFP FCNC.A OZK BKU FHN SNV HWC (3) Southeast Banks: $1.5 bn – $10.0 bn Assets 0% (10%) (20%) (19%) (22%) (30%) (26%) (27%) (30%) (32%) (33%) (40%) (35%) (35%) (36%) (37%) (38%) (39%) (39%) (39%) (40%) (40%) (41%) (42%) (43%) (44%) (50%) (46%) (46%) (47%) (47%) (60%) (63%) (70%) CHCO SFBS FCBC CBAN LOB SFST PFBI CFFI FVCB AMTB ACBI SBCF CCBG SMMF MCBS CSTR FBNC SONA FBMS AMNB SMBK RBNC HTBI MVBF FBK CARE Source: S&P Global Market Intelligence Pricing data as of 4/14/20 14 Includes major exchange-traded banks headquartered in the Southeast with assets between $10.0 bn and $20.0 bn; excludes merger targets Includes major exchange-traded banks headquartered in the Southeast with assets between $20.0 bn and $50.0 bn; excludes merger targets Includes major exchange-traded banks headquartered in the Southeast with assets between $1.5 bn and $10.0 bn; excludes merger targetsCOVID-19 2020 YTD Price Performance Response (1) (2) Southeast Banks: $10.0 bn – $20.0 bn Assets Southeast Banks: $20.0 bn – $50.0 bn Assets April 2020 0% 0% (10%) (10%) (20%) (20%) (30%) (30%) (28%) (30%) (31%) (32%) (35%) (34%) (35%) (35%) (40%) (40%) (37%) (37%) (38%) (37%) (41%) (41%) (43%) (50%) (50%) (48%) (50%) (53%) (54%) (60%) (60%) (70%) (70%) TRMK TOWN RNST HOMB UCBI WSBC AUB ABCB SFNC BXS UBSI SSB PNFP FCNC.A OZK BKU FHN SNV HWC (3) Southeast Banks: $1.5 bn – $10.0 bn Assets 0% (10%) (20%) (19%) (22%) (30%) (26%) (27%) (30%) (32%) (33%) (40%) (35%) (35%) (36%) (37%) (38%) (39%) (39%) (39%) (40%) (40%) (41%) (42%) (43%) (44%) (50%) (46%) (46%) (47%) (47%) (60%) (63%) (70%) CHCO SFBS FCBC CBAN LOB SFST PFBI CFFI FVCB AMTB ACBI SBCF CCBG SMMF MCBS CSTR FBNC SONA FBMS AMNB SMBK RBNC HTBI MVBF FBK CARE Source: S&P Global Market Intelligence Pricing data as of 4/14/20 14 Includes major exchange-traded banks headquartered in the Southeast with assets between $10.0 bn and $20.0 bn; excludes merger targets Includes major exchange-traded banks headquartered in the Southeast with assets between $20.0 bn and $50.0 bn; excludes merger targets Includes major exchange-traded banks headquartered in the Southeast with assets between $1.5 bn and $10.0 bn; excludes merger targets
COVID-19 Price / 2021 EPS Response (1) (2) Southeast Banks: $10.0 bn – $20.0 bn Assets Southeast Banks: $20.0 bn – $50.0 bn Assets April 2020 18.0x 18.0x 16.0x 16.0x 14.5x 14.0x 14.0x 14.0x 11.5x 12.0x 12.0x 10.7x 10.6x 9.9x 9.8x 9.7x 9.5x 9.3x 10.0x 10.0x 8.6x 8.4x 8.4x 7.4x 7.2x 8.0x 7.2x 8.0x 6.7x 6.2x 6.0x 6.0x 4.0x 4.0x 2.0x 2.0x 0.0x 0.0x ABCB HOMB UCBI AUB WSBC RNST TOWN TRMK FHN HWC SNV OZK PNFP BKU SFNC BXS SSB UBSI (3) Southeast Banks: $1.5 bn – $10.0 bn Assets 25.0x 20.3x 20.3x 20.0x 14.5x 14.1x 15.0x 12.6x 12.0x 11.3x 11.1x 10.8x 10.2x 9.8x 9.8x 9.7x 9.3x 8.3x 10.0x 8.2x 7.9x 7.6x 7.4x 7.2x 6.9x 6.6x 5.0x 0.0x SONA RBNC SMMF MCBS SFST FBMS CARE FBK CSTR FBNC SMBK SBCF AMNB ACBI SFBS FVCB MVBF HTBI CCBG CHCO LOB AMTB Source: S&P Global Market Intelligence Pricing data as of 4/14/20 15 Includes major exchange-traded banks headquartered in the Southeast with assets between $10.0 bn and $20.0 bn; excludes merger targets Includes major exchange-traded banks headquartered in the Southeast with assets between $20.0 bn and $50.0 bn; excludes merger targets Includes major exchange-traded banks headquartered in the Southeast with assets between $1.5 bn and $10.0 bn; excludes merger targetsCOVID-19 Price / 2021 EPS Response (1) (2) Southeast Banks: $10.0 bn – $20.0 bn Assets Southeast Banks: $20.0 bn – $50.0 bn Assets April 2020 18.0x 18.0x 16.0x 16.0x 14.5x 14.0x 14.0x 14.0x 11.5x 12.0x 12.0x 10.7x 10.6x 9.9x 9.8x 9.7x 9.5x 9.3x 10.0x 10.0x 8.6x 8.4x 8.4x 7.4x 7.2x 8.0x 7.2x 8.0x 6.7x 6.2x 6.0x 6.0x 4.0x 4.0x 2.0x 2.0x 0.0x 0.0x ABCB HOMB UCBI AUB WSBC RNST TOWN TRMK FHN HWC SNV OZK PNFP BKU SFNC BXS SSB UBSI (3) Southeast Banks: $1.5 bn – $10.0 bn Assets 25.0x 20.3x 20.3x 20.0x 14.5x 14.1x 15.0x 12.6x 12.0x 11.3x 11.1x 10.8x 10.2x 9.8x 9.8x 9.7x 9.3x 8.3x 10.0x 8.2x 7.9x 7.6x 7.4x 7.2x 6.9x 6.6x 5.0x 0.0x SONA RBNC SMMF MCBS SFST FBMS CARE FBK CSTR FBNC SMBK SBCF AMNB ACBI SFBS FVCB MVBF HTBI CCBG CHCO LOB AMTB Source: S&P Global Market Intelligence Pricing data as of 4/14/20 15 Includes major exchange-traded banks headquartered in the Southeast with assets between $10.0 bn and $20.0 bn; excludes merger targets Includes major exchange-traded banks headquartered in the Southeast with assets between $20.0 bn and $50.0 bn; excludes merger targets Includes major exchange-traded banks headquartered in the Southeast with assets between $1.5 bn and $10.0 bn; excludes merger targets
Internal Involvement Pandemic Oversight COVID-19 1Q20 Risk Committee Response Financial Committee Results April 2020 Pandemic Credit Committee April 2020 Engaged: March 16 Meets: Daily at least five days per week External Involvement Purpose: Provide direction to daily activities Three-Step Crowe Mission • Chief Operations and Technology Officer (Chair) We’re in this • President and CEO Together Elliott Davis • East Tennessee Market Leadership 1. Provide care for • Middle Tennessee Market Leadership our employees Federal Reserve and clients • Mortgage Director • Chief Credit Officer 2. Protect the bank FIS • Chief Culture Officer 3. Make CapStar • Chief Financial Officer shine in our Board Involvement communities • Chief Risk Officer • Bank of Waynesboro CEO (Guest) Chair • First National Bank of Manchester CEO (Guest) Risk Committee Board 16Internal Involvement Pandemic Oversight COVID-19 1Q20 Risk Committee Response Financial Committee Results April 2020 Pandemic Credit Committee April 2020 Engaged: March 16 Meets: Daily at least five days per week External Involvement Purpose: Provide direction to daily activities Three-Step Crowe Mission • Chief Operations and Technology Officer (Chair) We’re in this • President and CEO Together Elliott Davis • East Tennessee Market Leadership 1. Provide care for • Middle Tennessee Market Leadership our employees Federal Reserve and clients • Mortgage Director • Chief Credit Officer 2. Protect the bank FIS • Chief Culture Officer 3. Make CapStar • Chief Financial Officer shine in our Board Involvement communities • Chief Risk Officer • Bank of Waynesboro CEO (Guest) Chair • First National Bank of Manchester CEO (Guest) Risk Committee Board 16
Response Initiatives COVID-19 Response 71% April 2020 Team Member Protection and Support • Since March 16, have operated 100% remotely, other than financial centers, due to forward-thinking workforce investment in laptops, 71% VPNs, and doubling of bandwidth • Weekly all-employee calls for health/wellness check, teammate 29% acknowledgments, remote work productivity assessment, response program and announcements/updates, etc. • Redirected financial center service to drive-thru, digital access and by appointment only on March 23 Remote In Financial Center (Essential) Client Support and Assistance • Market frontrunner in offering hassle-free 90-day full payment deferral to all CapStar borrowers • Suspended all credit agency reporting through June 30 • Leader in providing SBA assistance, including facilitating the CARES Act Paycheck Protection Program (PPP), for client and non-client small businesses across Tennessee Community Investment • To directly support the families and children in our communities most impacted by COVID-19, CapStar donated $30,000 to local food banks in our markets • At an average cost of approximately $3.00 per meal, CapStar’s contribution will provide our neighbors over 10,000 meals during this challenging period 17Response Initiatives COVID-19 Response 71% April 2020 Team Member Protection and Support • Since March 16, have operated 100% remotely, other than financial centers, due to forward-thinking workforce investment in laptops, 71% VPNs, and doubling of bandwidth • Weekly all-employee calls for health/wellness check, teammate 29% acknowledgments, remote work productivity assessment, response program and announcements/updates, etc. • Redirected financial center service to drive-thru, digital access and by appointment only on March 23 Remote In Financial Center (Essential) Client Support and Assistance • Market frontrunner in offering hassle-free 90-day full payment deferral to all CapStar borrowers • Suspended all credit agency reporting through June 30 • Leader in providing SBA assistance, including facilitating the CARES Act Paycheck Protection Program (PPP), for client and non-client small businesses across Tennessee Community Investment • To directly support the families and children in our communities most impacted by COVID-19, CapStar donated $30,000 to local food banks in our markets • At an average cost of approximately $3.00 per meal, CapStar’s contribution will provide our neighbors over 10,000 meals during this challenging period 17
Community Feedback COVID-19 1Q20 “I am bragging all over town about you. Response Financial I work with dozens of clients who use a Results variety of banks and CapStar has been first April 2020 over the finish line for PPP loans. We love April 2020 “Your SBA and PPP information is you and appreciate you so much.” simple, informative and very well organized. We are even referring our clients to your website for “While other small businesses are information … this will definitely open still working with their bank on what the door for future business.” needs to be submitted, my business is already SBA approved and will be funded this week. Thank you, CapStar!” “It is evident the CapStar team was working 110% to ensure that clients are well informed and receiving the assistance they need as my calls are “One of Nashville’s picked up at all hours – including weekends. When homegrown lenders is the going got tough, it was great to know our local extending a financial lifeline banking team was there for us.” to clients as the coronavirus continues to put a crunch on companies.” “Once again, CapStar has proven their commitment of going above and beyond for their customers. My bankers worked 24/7 Nashville Business Journal to accept, process and approve my PPP loan application in less March 25, 2020 than a week. During these times of uncertainty, you can certainly count on CapStar.” 18Community Feedback COVID-19 1Q20 “I am bragging all over town about you. Response Financial I work with dozens of clients who use a Results variety of banks and CapStar has been first April 2020 over the finish line for PPP loans. We love April 2020 “Your SBA and PPP information is you and appreciate you so much.” simple, informative and very well organized. We are even referring our clients to your website for “While other small businesses are information … this will definitely open still working with their bank on what the door for future business.” needs to be submitted, my business is already SBA approved and will be funded this week. Thank you, CapStar!” “It is evident the CapStar team was working 110% to ensure that clients are well informed and receiving the assistance they need as my calls are “One of Nashville’s picked up at all hours – including weekends. When homegrown lenders is the going got tough, it was great to know our local extending a financial lifeline banking team was there for us.” to clients as the coronavirus continues to put a crunch on companies.” “Once again, CapStar has proven their commitment of going above and beyond for their customers. My bankers worked 24/7 Nashville Business Journal to accept, process and approve my PPP loan application in less March 25, 2020 than a week. During these times of uncertainty, you can certainly count on CapStar.” 18
Questions 19Questions 19
Appendix: Non-GAAP Reconciliations 20Appendix: Non-GAAP Reconciliations 20
Appendix Non-GAAP Financial Measures (Dollars in thousands, except per share December 31, September 30, June 30, March 31, December 31, information) 2019 2019 2019 2019 2018 TANGIBLE EQUITY Total Shareholders’ Equity $ 273,046 $ 268,082 $ 262,664 $ 259,751 $ 254,379 Less: Intangible Assets 44,393 44,790 45,199 45,618 46,048 Tangible Equity 228,653 223,292 217,465 214,133 208,331 TANGIBLE COMMON EQUITY Tangible Equity $ 228,653 $ 223,292 $ 217,465 $ 214,133 $ 208,331 Less: Preferred Equity - - 9,000 9,000 9,000 Tangible Common Equity 228,653 223,292 208,465 205,133 199,331 TANGIBLE COMMON EQUITY TO TANGIBLE ASSETS Tangible Common Equity $ 228,653 $ 223,292 $ 208,465 $ 205,133 $ 199,331 Total Assets 2,037,201 2,033,911 2,018,421 2,035,811 1,963,883 Less: Intangible Assets 44,393 44,790 45,199 45,618 46,048 Tangible Assets 1,992,808 1,989,121 1,973,223 1,990,193 1,917,835 Tangible Common Equity to Tangible Assets 11.47% 11.23% 10.56% 10.31% 10.39% 21Appendix Non-GAAP Financial Measures (Dollars in thousands, except per share December 31, September 30, June 30, March 31, December 31, information) 2019 2019 2019 2019 2018 TANGIBLE EQUITY Total Shareholders’ Equity $ 273,046 $ 268,082 $ 262,664 $ 259,751 $ 254,379 Less: Intangible Assets 44,393 44,790 45,199 45,618 46,048 Tangible Equity 228,653 223,292 217,465 214,133 208,331 TANGIBLE COMMON EQUITY Tangible Equity $ 228,653 $ 223,292 $ 217,465 $ 214,133 $ 208,331 Less: Preferred Equity - - 9,000 9,000 9,000 Tangible Common Equity 228,653 223,292 208,465 205,133 199,331 TANGIBLE COMMON EQUITY TO TANGIBLE ASSETS Tangible Common Equity $ 228,653 $ 223,292 $ 208,465 $ 205,133 $ 199,331 Total Assets 2,037,201 2,033,911 2,018,421 2,035,811 1,963,883 Less: Intangible Assets 44,393 44,790 45,199 45,618 46,048 Tangible Assets 1,992,808 1,989,121 1,973,223 1,990,193 1,917,835 Tangible Common Equity to Tangible Assets 11.47% 11.23% 10.56% 10.31% 10.39% 21
Appendix Non-GAAP Financial Measures Twelve Months Ended Three Months Ended December 31, December 31, December 31, September 30, June 30, March 31, December 31, (Dollars in thousands, except per share 2019 2018 2019 2019 2019 2019 2018 information) RETURN ON AVERAGE TANGIBLE EQUITY (ROATE) Total Average Shareholders’ Equity $ 264,124 $ 175,686 $ 271,568 $ 266,441 $ 261,197 $ 257,105 $ 245,811 Less: Average Intangible Assets 45,256 16,174 44,646 45,050 45,456 45,890 45,687 Average Tangible Equity 218,868 159,512 226,922 221,391 215,741 211,215 200,124 Net Income 22,422 9,655 5,421 6,466 5,756 4,780 (708) Return on Average Tangible Equity 10.24% 6.05% 9.48% 11.59% 10.70% 9.18% -1.40% (ROATE) RETURN ON AVERAGE TANGIBLE COMMON EQUITY (ROATCE) Average Tangible Equity $ 218,868 $ 159,512 $ 226,922 $ 221,391 $ 215,741 $ 211,215 $ 200,124 Less: Preferred Equity 6,238 9,000 - 7,043 9,000 9,000 9,000 Average Tangible Common Equity 212,630 150,512 226,922 214,347 206,741 202,215 191,124 Net Income 22,422 9,655 5,421 6,466 5,756 4,780 (708) Return on Average Tangible Common 10.55% 6.41% 9.48% 11.97% 11.17% 9.59% -1.47% Equity (ROATCE) 22Appendix Non-GAAP Financial Measures Twelve Months Ended Three Months Ended December 31, December 31, December 31, September 30, June 30, March 31, December 31, (Dollars in thousands, except per share 2019 2018 2019 2019 2019 2019 2018 information) RETURN ON AVERAGE TANGIBLE EQUITY (ROATE) Total Average Shareholders’ Equity $ 264,124 $ 175,686 $ 271,568 $ 266,441 $ 261,197 $ 257,105 $ 245,811 Less: Average Intangible Assets 45,256 16,174 44,646 45,050 45,456 45,890 45,687 Average Tangible Equity 218,868 159,512 226,922 221,391 215,741 211,215 200,124 Net Income 22,422 9,655 5,421 6,466 5,756 4,780 (708) Return on Average Tangible Equity 10.24% 6.05% 9.48% 11.59% 10.70% 9.18% -1.40% (ROATE) RETURN ON AVERAGE TANGIBLE COMMON EQUITY (ROATCE) Average Tangible Equity $ 218,868 $ 159,512 $ 226,922 $ 221,391 $ 215,741 $ 211,215 $ 200,124 Less: Preferred Equity 6,238 9,000 - 7,043 9,000 9,000 9,000 Average Tangible Common Equity 212,630 150,512 226,922 214,347 206,741 202,215 191,124 Net Income 22,422 9,655 5,421 6,466 5,756 4,780 (708) Return on Average Tangible Common 10.55% 6.41% 9.48% 11.97% 11.17% 9.59% -1.47% Equity (ROATCE) 22
Appendix Non-GAAP Financial Measures December 31, September 30, June 30, March 31, December 31, (Dollars in thousands, except per share 2019 2019 2019 2019 2018 information) TANGIBLE BOOK VALUE PER SHARE, REPORTED Tangible Common Equity $ 228,653 $ 223,292 $ 208,465 $ 205,133 $ 199,331 Shares of Common Stock Outstanding 18,361,922 18,343,403 17,561,476 17,765,124 17,724,721 Tangible Book Value Per Share, Reported $12.45 $12.17 $11.87 $11.55 $11.25 SHARES OUTSTANDING AT END OF PERIOD Shares of Common Stock Outstanding 18,361,922 18,343,403 17,561,476 17,765,124 17,724,721 Shares of Preferred Stock Outstanding - - 878,048 878,048 878,048 Total Shares Outstanding at End of Period 18,361,922 18,343,403 18,439,524 18,643,172 18,602,769 TANGIBLE BOOK VALUE PER SHARE, ADJUSTED Tangible Equity $ 228,653 $ 223,292 $ 217,465 $ 214,133 $ 208,331 Total Shares Outstanding at End of Period 18,361,922 18,343,403 18,439,524 18,643,172 18,602,769 Tangible Book Value Per Share, Adjusted $12.45 $12.17 $11.79 $11.49 $11.20 23Appendix Non-GAAP Financial Measures December 31, September 30, June 30, March 31, December 31, (Dollars in thousands, except per share 2019 2019 2019 2019 2018 information) TANGIBLE BOOK VALUE PER SHARE, REPORTED Tangible Common Equity $ 228,653 $ 223,292 $ 208,465 $ 205,133 $ 199,331 Shares of Common Stock Outstanding 18,361,922 18,343,403 17,561,476 17,765,124 17,724,721 Tangible Book Value Per Share, Reported $12.45 $12.17 $11.87 $11.55 $11.25 SHARES OUTSTANDING AT END OF PERIOD Shares of Common Stock Outstanding 18,361,922 18,343,403 17,561,476 17,765,124 17,724,721 Shares of Preferred Stock Outstanding - - 878,048 878,048 878,048 Total Shares Outstanding at End of Period 18,361,922 18,343,403 18,439,524 18,643,172 18,602,769 TANGIBLE BOOK VALUE PER SHARE, ADJUSTED Tangible Equity $ 228,653 $ 223,292 $ 217,465 $ 214,133 $ 208,331 Total Shares Outstanding at End of Period 18,361,922 18,343,403 18,439,524 18,643,172 18,602,769 Tangible Book Value Per Share, Adjusted $12.45 $12.17 $11.79 $11.49 $11.20 23
Appendix Non-GAAP Financial Measures Twelve Months Ended Three Months Ended December 31, December 31, December 31, September 30, June 30, March 31, December 31, (Dollars in thousands, except per share 2019 2018 2019 2019 2019 2019 2018 information) OPERATING NET INCOME Net Income (Loss) $ 22,422 $ 9,655 $ 5,421 $ 6,466 $ 5,756 $ 4,780 $ (708) Add: Merger Related Expense 2,654 9,803 163 187 1,711 594 8,929 Less: Income Tax Impact (694) (2,213) (43) (49) (447) (155) (1,985) Operating Net Income 24,382 17,245 5,541 6,604 7,020 5,219 6,236 OPERATING DILUTED NET INCOME PER SHARE Operating Net Income $ 24,382 $ 17,245 $ 5,541 $ 6,604 $ 7,020 $ 5,219 $ 6,236 Average Diluted Shares Outstanding 18,613,224 14,480,347 18,443,916 18,532,479 18,650,706 18,830,933 18,716,562 Operating Diluted Net Income per Share $1.31 $1.19 $0.30 $0.36 $0.38 $0.28 $0.33 OPERATING RETURN ON AVERAGE ASSETS (ROAA) Operating Net Income $ 24,382 $ 17,245 $ 5,541 $ 6,604 $ 7,020 $ 5,219 $ 6,236 Total Average Assets 2,007,327 1,528,915 2,030,231 2,005,950 2,004,207 1,988,478 1,940,991 Operating Return on Average Assets 1.21% 1.13% 1.08% 1.31% 1.40% 1.06% 1.27% (ROAA) OPERATING RETURN ON AVERAGE TANGIBLE EQUITY (ROATE) Average Tangible Equity $ 218,868 $ 159,512 $ 226,922 $ 221,391 $ 215,741 $ 211,215 $ 200,124 Operating Net Income 24,382 17,245 5,541 6,604 7,020 5,219 6,236 Operating Return on Average Tangible 11.14% 10.81% 9.69% 11.83% 13.05% 10.02% 12.36% Equity (ROATE) Operating results are non-GAAP financial measures that adjust GAAP reported net income and other metrics for certain income and expense items as outlined in 24 the non-GAAP reconciliation calculations above using a blended statutory income tax rate of 26.14% excluding non-deductible one-time merger related items.Appendix Non-GAAP Financial Measures Twelve Months Ended Three Months Ended December 31, December 31, December 31, September 30, June 30, March 31, December 31, (Dollars in thousands, except per share 2019 2018 2019 2019 2019 2019 2018 information) OPERATING NET INCOME Net Income (Loss) $ 22,422 $ 9,655 $ 5,421 $ 6,466 $ 5,756 $ 4,780 $ (708) Add: Merger Related Expense 2,654 9,803 163 187 1,711 594 8,929 Less: Income Tax Impact (694) (2,213) (43) (49) (447) (155) (1,985) Operating Net Income 24,382 17,245 5,541 6,604 7,020 5,219 6,236 OPERATING DILUTED NET INCOME PER SHARE Operating Net Income $ 24,382 $ 17,245 $ 5,541 $ 6,604 $ 7,020 $ 5,219 $ 6,236 Average Diluted Shares Outstanding 18,613,224 14,480,347 18,443,916 18,532,479 18,650,706 18,830,933 18,716,562 Operating Diluted Net Income per Share $1.31 $1.19 $0.30 $0.36 $0.38 $0.28 $0.33 OPERATING RETURN ON AVERAGE ASSETS (ROAA) Operating Net Income $ 24,382 $ 17,245 $ 5,541 $ 6,604 $ 7,020 $ 5,219 $ 6,236 Total Average Assets 2,007,327 1,528,915 2,030,231 2,005,950 2,004,207 1,988,478 1,940,991 Operating Return on Average Assets 1.21% 1.13% 1.08% 1.31% 1.40% 1.06% 1.27% (ROAA) OPERATING RETURN ON AVERAGE TANGIBLE EQUITY (ROATE) Average Tangible Equity $ 218,868 $ 159,512 $ 226,922 $ 221,391 $ 215,741 $ 211,215 $ 200,124 Operating Net Income 24,382 17,245 5,541 6,604 7,020 5,219 6,236 Operating Return on Average Tangible 11.14% 10.81% 9.69% 11.83% 13.05% 10.02% 12.36% Equity (ROATE) Operating results are non-GAAP financial measures that adjust GAAP reported net income and other metrics for certain income and expense items as outlined in 24 the non-GAAP reconciliation calculations above using a blended statutory income tax rate of 26.14% excluding non-deductible one-time merger related items.
Appendix Non-GAAP Financial Measures Twelve Months Ended Three Months Ended (Dollars in thousands, except per share December 31, December 31, December 31, September 30, June 30, March 31, December 31, information) 2019 2018 2019 2019 2019 2019 2018 OPERATING NONINTEREST EXPENSE Noninterest Expense $ 61,995 $ 53,487 $ 15,266 $ 15,531 $ 16,470 $ 14,725 $ 23,832 Less: Merger Related Expense (2,654) (9,803) (163) (187) (1,711) (594) (8,929) Operating Noninterest Expense 59,341 43,684 15,103 15,344 14,759 14,131 14,903 OPERATING NONINTEREST EXPENSE / AVERAGE ASSETS Operating Noninterest Expense $ 59,341 $ 43,684 $ 15,103 $ 15,344 $ 14,759 $ 14,131 $ 14,903 Total Average Assets 2,007,327 1,528,915 2,030,231 2,005,950 2,004,207 1,988,478 1,940,991 Operating Noninterest Income / 2.96% 2.86% 2.95% 3.04% 2.95% 2.88% 3.05% Average Assets OPERATING EFFICIENCY RATIO Operating Noninterest Expense $ 59,341 $ 43,684 $ 15,103 $ 15,344 $ 14,759 $ 14,131 $ 14,903 Net Interest Income 67,748 51,692 16,581 17,156 17,008 17,002 17,716 Noninterest Income 24,274 15,459 5,719 6,788 7,032 4,735 6,387 Total Revenues 92,022 67,151 22,300 23,944 24,040 21,737 24,103 Operating Efficiency Ratio 64.49% 65.05% 67.73% 64.08% 61.39% 65.01% 61.83% Operating results are non-GAAP financial measures that adjust GAAP reported net income and other metrics for certain income and expense items as outlined in the non- 25 GAAP reconciliation calculations above using a blended statutory income tax rate of 26.14% excluding non-deductible one-time merger related items.Appendix Non-GAAP Financial Measures Twelve Months Ended Three Months Ended (Dollars in thousands, except per share December 31, December 31, December 31, September 30, June 30, March 31, December 31, information) 2019 2018 2019 2019 2019 2019 2018 OPERATING NONINTEREST EXPENSE Noninterest Expense $ 61,995 $ 53,487 $ 15,266 $ 15,531 $ 16,470 $ 14,725 $ 23,832 Less: Merger Related Expense (2,654) (9,803) (163) (187) (1,711) (594) (8,929) Operating Noninterest Expense 59,341 43,684 15,103 15,344 14,759 14,131 14,903 OPERATING NONINTEREST EXPENSE / AVERAGE ASSETS Operating Noninterest Expense $ 59,341 $ 43,684 $ 15,103 $ 15,344 $ 14,759 $ 14,131 $ 14,903 Total Average Assets 2,007,327 1,528,915 2,030,231 2,005,950 2,004,207 1,988,478 1,940,991 Operating Noninterest Income / 2.96% 2.86% 2.95% 3.04% 2.95% 2.88% 3.05% Average Assets OPERATING EFFICIENCY RATIO Operating Noninterest Expense $ 59,341 $ 43,684 $ 15,103 $ 15,344 $ 14,759 $ 14,131 $ 14,903 Net Interest Income 67,748 51,692 16,581 17,156 17,008 17,002 17,716 Noninterest Income 24,274 15,459 5,719 6,788 7,032 4,735 6,387 Total Revenues 92,022 67,151 22,300 23,944 24,040 21,737 24,103 Operating Efficiency Ratio 64.49% 65.05% 67.73% 64.08% 61.39% 65.01% 61.83% Operating results are non-GAAP financial measures that adjust GAAP reported net income and other metrics for certain income and expense items as outlined in the non- 25 GAAP reconciliation calculations above using a blended statutory income tax rate of 26.14% excluding non-deductible one-time merger related items.
Contact Corporate Headquarters Executive Leadership Information Rob Anderson CapStar Financial Holdings, Inc. Chief Financial and Chief Administrative 1201 Demonbreun Street, Suite 700 Officer Nashville, TN 37203 CapStar Financial Holdings, Inc. (615) 732-6470 Mail: P.O. Box 305065 Email: randerson@capstarbank.com Nashville, TN 37230-5065 (615) 732-6400 Telephone www.capstarbank.com Investor Relations (615) 732-6455 Email: ir@capstarbank.com 26Contact Corporate Headquarters Executive Leadership Information Rob Anderson CapStar Financial Holdings, Inc. Chief Financial and Chief Administrative 1201 Demonbreun Street, Suite 700 Officer Nashville, TN 37203 CapStar Financial Holdings, Inc. (615) 732-6470 Mail: P.O. Box 305065 Email: randerson@capstarbank.com Nashville, TN 37230-5065 (615) 732-6400 Telephone www.capstarbank.com Investor Relations (615) 732-6455 Email: ir@capstarbank.com 26
