Old National Bancorp (ONB) 425 Business combination disclosure

Filed by: Old National Bancorp

(Commission File No.: 001-15817)

Pursuant to Rule 425 under the Securities Act of 1933, as amended

and deemed filed pursuant to Rule 14a-12

of the Securities Exchange Act of 1934, as amended

Subject Company: CapStar Financial Holdings, Inc.

Commission File No.: 001-37886

Date: January 23, 2024

The following excerpts relating to the pending business combination between Old National Bancorp (“Old National”) and CapStar Financial Holdings, Inc. are from the presentation materials in connection with Old National’s announcement of its financial results for the quarter and year ended December 31, 2023.