CAPSTAR FINANCIAL HOLDINGS INC. 2023-2024 Proxy Voting Records

Description as filed by funds: To adopt and approve the Agreement and Plan of Merger, dated as of October 26, 2023, by and between CapStar Financial Holdings, Inc. and Old National Bancorp, as it may be amended from time to time (the "Merger Agreement").

CAPSTAR FINANCIAL HOLDINGS INC.’s own tally for this item (“1. A proposal to adopt and approve the Merger Agreement (the "Merger Agreement Proposal")”): 15,459,072 for, 104,376 against — passed, per its Form 8-K filed February 29, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Merger Agreement Proposal and the Compensation Proposal were approved by the requisite vote of CapStar's shareholders.”
Support: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a supermajority of the shares outstanding (“75.95% of the voting power”).

The 53 asset managers below reported 3,629,986 for, 10,270 abstained.

Showing the 25 largest of 53 asset managers. See all 53 in the interactive database.

Description as filed by funds: To adjourn the Special Meeting of Shareholders of CapStar Financial Holdings, Inc., if necessary or appropriate, to solicit additional proxies in favor of adopting and approving the Merger Agreement.

The 52 asset managers below reported 3,236,637 for, 393,278 against, 10,270 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Showing the 25 largest of 52 asset managers. See all 52 in the interactive database.

Description as filed by funds: To approve, on a non-binding, advisory basis, the merger-related named executive officer compensation that will or may be paid to CapStar Financial Holdings, Inc.'s named executive officers in connection with the transactions contemplated by the Merger Agreement.

CAPSTAR FINANCIAL HOLDINGS INC.’s own tally for this item (“2. A proposal to approve, on a non-binding, advisory basis, the merger-related named executive officer compensation that will or may be paid to CapStar's named executive officers in connection with the transactions conte”): 12,186,703 for, 3,016,267 against, per its Form 8-K filed February 29, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 80% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 52 managers: 1,925,931 for, 1,714,254 against. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 106 managers: 3,742,534 for, 513,804 against, 122,141 abstained. Showing the 25 largest; see all in the interactive database.

The 2 asset managers below reported 21,627 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.