AGREEMENT AND PLAN OF MERGER by and between CapStar Financial Holdings, Inc., and Old National Bancorp Dated as of October 26, 2023Agreement and Plan of Merger • October 31st, 2023 • Old National Bancorp /In/ • National commercial banks • Indiana
Contract Type FiledOctober 31st, 2023 Company Industry JurisdictionAGREEMENT AND PLAN OF MERGER, dated as of October 26, 2023 (this “Agreement”), by and between CapStar Financial Holdings, Inc., a Tennessee corporation (the “Company”) and Old National Bancorp, an Indiana corporation (“Parent”).
FORM OF SHAREHOLDER VOTING AGREEMENTShareholder Voting Agreement • October 31st, 2023 • Old National Bancorp /In/ • National commercial banks • Indiana
Contract Type FiledOctober 31st, 2023 Company Industry JurisdictionThe undersigned, being a shareholder of CapStar Financial Holdings, Inc., a Tennessee corporation (the “Company”), hereby acknowledges that the Company and Old National Bancorp, an Indiana corporation (“Parent”), are concurrently entering into an Agreement and Plan of Merger, dated as of the same date hereof (as amended or modified from time to time, the “Merger Agreement”), pursuant to which the Company will be merged with and into Parent (the “Merger”). A copy of the Merger Agreement has been provided to the undersigned. Capitalized terms used but not defined herein are to be deemed to have the same meanings assigned to them in the Merger Agreement.