CapStar Financial Holdings, Inc.
1201 Demonbreun Street, Suite 700
Nashville, Tennessee 37203
(615) 732-6400
March 27, 2020
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-7010
Attention: David Lin
| Re: | CapStar Financial Holdings, Inc. |
| Registration Statement on Form S-4 |
| File No. 333-236961 |
| Request for Acceleration |
Dear Mr. Lin:
Reference is made to the Registration Statement on Form S-4 (File No. 333-236961) filed by CapStar Financial Holdings, Inc. (the “Company”) with the U.S. Securities and Exchange Commission on March 6, 2020, as amended by Amendment No. 1 thereto (the “Registration Statement”).
The Company hereby requests the Registration Statement be made effective at 4:00 p.m., Eastern time, on March 31, 2020, or as soon as possible thereafter, in accordance with Rule 461 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended.
If you have any questions or comments concerning this letter, or if you require any additional information, please feel free to contact Matthew M. Guest of Wachtell, Lipton, Rosen & Katz at (212) 403-1341.
| Very truly yours, | ||
| CapStar Financial Holdings, Inc. | ||
| By: | /s/ Timothy K. Schools | |
| Name: | Timothy K. Schools | |
| Title: | President and Chief Executive Officer | |
| cc: | Matthew M. Guest, Wachtell, Lipton, Rosen & Katz |
| Gerald L. Ewell, Jr., FCB Corporation |
| William B. Bryant, The Bank of Waynesboro |
| Adam G. Smith, Butler Snow LLP |