Sec Form 4 Filing - Green Louis A. III @ CapStar Financial Holdings, Inc. - 2019-03-06

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Green Louis A. III 2. Issuer Name and Ticker or Trading Symbol CapStar Financial Holdings, Inc. [ CSTR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 1201 DEMONBREUN STREET, SUITE 700 3. Date of Earliest Transaction (MM/DD/YY) 03/06/2019 (Street) NASHVILLE, TN37203 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock ( 1 ) 03/06/2019 A 1,439 A $ 0 1,439 D Common Stock 98,771 D Common Stock ( 2 ) 508 D Common Stock ( 3 ) 238 D Common Stock 911 I E. Kendall Green Common Stock 759 I FCC Cust Helen S. Green IRA Common Stock 574 I Deutsche Bank Cust Helen S. Green IRA Common Stock 1,204 I L. Anderson Green IV Common Stock 217 I Morgan Stanley Cust FBO Louis Anderson Green IV Roth IRA Common Stock 820 I FCC Cust Louis A. Green Roth IRA Common Stock 600 I Louis A. Green IV Common Stock 3,597 I FCC Cust Helen S. Green SEP IRA Common Stock 2,186 I FCC Cust Louis A. Green III IRA Common Stock 600 I Kendall Green Schell Common Stock 224 I Miller Zatarain Green Common Stock 224 I Merrill McLean Green L A Green IV Cust Common Stock 30 I Kendall Green Schell Custodian FBO Michael Schell Common Stock 30 I Louis Anderson Green V

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Green Louis A. III 1201 DEMONBREUN STREET, SUITE 700 NASHVILLE, TN37203 X Signatures /s/ Rob Anderson, as Attorney-in-Fact for Louis A. Green III 03/08/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The reported item represents an award of restricted stock which vests in three equal installments beginning on the first anniversary of the March 6, 2019 grant date. ( 2 )The reported item represents an award of restricted stock which vests in three equal installments beginning on the first anniversary of the March 6, 2018 grant date. As of the date of this report, 254 shares have vested. The remaining 508 shares of restricted stock under this award vest on the second and third anniversaries of the March 6, 2018 grant date, or March 6, 2020 and March 6, 2021, respectively. ( 3 )The reported item represents the unvested portion of an award of restricted common stock granted on February 28, 2017. As of the date of this report, 474 shares have vested. The remaining 238 shares of restricted stock under this award vest on the third anniversary of the February 28, 2017 grant date, or February 28, 2020.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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