CAPSTAR FINANCIAL HOLDINGS, INC. (NASDAQ:CSTR) Files An 8-K Changes in Registrant’s Certifying Accountant

Item4.01.

The Audit Committee (the Audit Committee) of the
Boards of Directors of CapStar Financial Holdings, Inc. and
CapStar Bank (collectively, the Company)
completed a competitive process to review the appointment of the
Companys independent registered public accounting firm for the
fiscal year ending December31, 2017. The Audit Committee invited
several firms, including its then-incumbent independent
registered public accounting firm, KPMG LLP, to participate in
this process.

As a result of this process and following careful deliberation,
on March23, 2017, the Audit Committee decided not to renew KPMG
LLPs contract to serve as the Companys independent registered
public accounting firm. The Audit Committees decision not to
renew became effective March27, 2017 upon the completion of a
regulatory audit being conducted by KPMG LLP on behalf of the
Company and was formally communicated to KPMG LLP by the Company
on March28, 2017.

During the Companys fiscal years ended December31, 2015 and 2016,
and the subsequent interim period through March28, 2017, there
were (i)no disagreements between the Company and KPMG LLP on any
matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedures, which disagreements,
if not resolved to KPMG LLPs satisfaction, would have caused KPMG
LLP to make reference to the subject matter of the disagreement
in its report on the Companys consolidated financial statements
for the relevant year, and (ii)no reportable events as that term
is defined in Item304(a)(1)(v) of Regulation S-K.

The audit report of KPMG LLP on the consolidated financial
statements of the Company as of December31, 2015 and 2016,
contained no adverse opinion or disclaimer of opinion and were
not qualified or modified as to uncertainty, audit scope or
accounting principles.

The Company has provided KPMG LLP with a copy of this Form 8-K
prior to its filing with the United States Securities and
Exchange Commission (the SEC) and requested that
KPMG LLP furnish to the Company a letter addressed to the SEC
stating whether it agrees with the statements made above. A copy
of KPMG LLPs letter dated March29, 2017 is attached as Exhibit
16.1 to this Form 8-K.

On March23, 2017, based upon the recommendation and approval of
the Audit Committee, the Company also appointed Elliot Davis
Decosimo, LLC as the Companys independent registered public
accounting firm for the fiscal year ending December31, 2017. The
Companys engagement of Elliot Davis Decosimo, LLC as the Companys
independent registered public accounting firm for the fiscal year
ending December31, 2017 became effective March27, 2017 upon the
execution of an engagement letter on such date. During the
Companys fiscal years ended December31, 2015 and 2016, and the
subsequent interim period through March28, 2017, neither the
Company, nor anyone on its behalf, consulted with Elliot Davis
Decosimo, LLC regarding either (i)the application of accounting
principles to a specified transaction, either completed or
proposed; or the type of audit opinion that might be rendered on
the Companys consolidated financial statements; and as such, no
written report or oral advice was provided, and none was an
important factor considered by the Company in reaching a decision
as to the accounting, auditing, or financial reporting issues; or
(ii)any matter that was either the subject of a disagreement or a
reportable event (within the meaning of Item304(a)(1)(iv) and
Item304(a)(1)(v) of Regulation S-K, respectively).

Section9 Financial Statements and Exhibits

Exhibit 16.1Letter to Securities and Exchange Commission from
KPMG LLP

About CAPSTAR FINANCIAL HOLDINGS, INC. (NASDAQ:CSTR)

CapStar Financial Holdings, Inc. is a bank holding company. The Company operates primarily through its subsidiary, CapStar Bank. CapStar Bank is a commercial bank. The Company’s lines of business include commercial and industrial, commercial real estate, healthcare, correspondent banking, personal and private banking and wealth management, and mortgage banking. Its products and services include commercial and industrial loans to small and medium sized businesses, with a particular focus on businesses operating in the healthcare industry; commercial real estate loans; private banking and wealth management services for the owners and operators of business clients and other high net worth individuals, and correspondent banking services. As of June 30, 2016, the Company had seven locations, five of which are retail bank branches and two of which are mortgage origination offices.

CAPSTAR FINANCIAL HOLDINGS, INC. (NASDAQ:CSTR) Recent Trading Information

CAPSTAR FINANCIAL HOLDINGS, INC. (NASDAQ:CSTR) closed its last trading session down -0.04 at 19.15 with 9,690 shares trading hands.