First Midwest Bancorp, Inc.

Additional information and where to find it. In connection with the proposed merger, Old National has filed with the SEC a preliminary registration statement on Form S-4 that includes a proxy statement of Capstar and a prospectus of Old National, as well as other relevant documents concerning the proposed transaction. Investors and security holders, prior to making any investment or voting decision, are urged to read the registration statement and proxy statement slash prospectus. and any other documents filed with the SEC in connection with the merger or incorporated by reference into the proxy statement slash prospectus because such documents contain important information regarding the proposed merger. Investors and security holders may obtain free copies of any documents and other documents filed with the SEC on its website at sec.gov. Investors and security holders may also obtain free copies of the documents filed with the SEC by Old National on its website at oldnational.com and Capstar on its website at capstarbank.com. Participants in the solicitation. Old National, Capstar, and certain of their directors and executive officers may be deemed participants in the solicitation of proxies from shareholders of Capstar in connection with a proposed merger. Information regarding the directors and executive officers of Old National and Capstar and other persons who may be deemed participants in the solicitation of the shareholders of Capstar in connection with the proposed merger are included in the proxy statement slash prospectus for Capstar's special meeting of shareholders, which was filed by Old National with the SEC on January 3, 2024. Information about the directors and officers of Old National and their ownership of Old National's common stock can be found in O'National's definitive proxy statement in connection with its 2023 annual meeting of shareholders as filed with the SEC on March 30, 2023, and other documents subsequently filed by O'National with the SEC. Information about the directors and officers of Capstar and their ownership of Capstar's common stock can be found in Capstar's definitive proxy statement in connection with its 2023 annual meeting of shareholders as filed with the SEC on March 10, 2023, and other documents subsequently filed by Capstar with the SEC.

Welcome to the Old National Bain Corp. 4th Quarter and Full Year 2023 Earnings Conference Call. This call is being recorded and has been made accessible to the public in accordance with the SEC's Regulation FD. Corresponding presentation slides can be found on the Investor Relations page at oldnational.com and will be archived there for 12 months. Management would like to remind everyone that certain statements on today's call may be forward-looking in nature and are subject to certain risks, uncertainties, and other factors that could cause actual results or outcomes to differ from those discussed. The company refers you to its forward-looking statement legend in the earnings release and presentation slides. The company's risk factors are fully disclosed and discussed within its SEC filings. In addition, certain slides contain non-GAAP measures. which management believes provide more appropriate comparisons. These non-gap measures are intended to assist investors' understanding of performance trends. Reconciliations for these numbers are contained within the appendix of the presentation. I'd now like to turn the call over to Old National's CEO, Jim Ryan, for opening remarks. Mr. Ryan?

Good morning. Old National reported strong fourth quarter and record full-year results earlier this morning. During 2023, we successfully navigated a challenging interest rate environment along with industry-wide liquidity pressures earlier in the year. At Old National, executing our basic banking strategy served us well. In fact, our 2023 adjusted EPS, return on average tangible common equity, and efficiency ratio were the best in our nearly 190-year history. Tangible book value per share also grew by 17% year-over-year. combined with our roughly 3.7% average dividend yield, gave shareholders a strong return for the year. Our peer-leading deposit franchise, disciplined loan growth, strong credit quality, and well-managed expenses and dedicated team members who are committed to our clients and communities drove these outstanding results. While many in our industry spent the year on defense, We remain on the offense by continuing to invest in new client-facing and key support talent and being ready and opportunistic for acquisitions, as evidenced by our recently announced Capstar Bank Partnership, which will expand our franchise to the highly dynamic markets of Nashville, broader Tennessee, and Asheville, North Carolina. I will share more details about our progress with the strategic partnership later in my comments. Starting on slide five, GAAP. Earnings for the year were $1.94, and adjusted EPS was a record at $2.05 per common share, representing a 5% increase year-over-year. Our adjusted return on average tangible common equity and efficiency ratio were records at 21.3% and 50.4%, respectively. Adjusted ROA was a strong 1.28%. Moving to slide six. we reported gap earnings for the fourth quarter of $0.44 per common share. Our adjusted EPS was $0.46 per common share, and our adjusted results included higher than run rate costs related to a true-up of the accrual for the annual short-term incentive plan and additional tax credit amortization for the quarter. When combined, resulted in an after-tax adjustment of approximately $7 million, or $0.02 of earnings per share impact. Returning to our Capstar partnerships, We have filed our regulatory application and announced an additional $1.2 billion investment in Tennessee as a part of our existing community growth plan. As we spend time with our new team members, we are even more excited about our partnership. Our existing team in Nashville was already off to a great start, and we're seeing many new client acquisition opportunities from that team, which will only build as we close on our partnership. We still expect to close in the first half of the year. In summary, our 2023 EPS results proved more durable than most peers in a challenging year due to relentless focus on the basics, growing core deposits, consistent and strong underwriting, disciplined expense management, and ample capital. Brendan will provide you with our official 2024 outlook at the end of his prepared remarks. But as I look forward, it's difficult to predict what the year will bring. Predictions range from a few rate cuts to more than a handful, from a soft landing to something more severe. Regardless of what transpires, we have entered 2024 in a strong position by continuing to execute on our basic banking strategy, and we are set up to be successful in whatever comes our way, as we have for the past 190 years. I would like to recognize Mike Scudder. As planned, Michael retires Executive Chairman of Old National Bancorp at the end of January. I want to thank Mike for his combined 38 years of outstanding leadership and dedication to First Midwest and Old National. His contributions to the board and me personally were invaluable as we completed our transformational partnership and successfully navigated the last two years. Thank you. I will now turn the call over to Brendan to cover the quarterly results in more detail.