FB Financial (NYSE: FBK) extends $150M share buyback plan

Rhea-AI Filing Summary

FB Financial Corporation reported that its board of directors has renewed the company’s stock repurchase plan. Under this plan, the company may buy back up to $150,000,000 of its issued and outstanding common stock. The authorization will end once this dollar limit is reached or on January 31, 2027, whichever comes first.

The repurchases will be made under a written plan that is intended to comply with Rule 10b-18 under the Securities Exchange Act of 1934, which sets conditions for issuer share buybacks. The company noted that the repurchase plan may be suspended or discontinued at any time without notice. FB Financial also furnished a press release describing these matters as an exhibit.

8-K Event Classification

3 items: 7.01, 8.01, 9.01

3 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of report (Date of earliest event reported): September 15, 2025

FB FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

Tennessee

001-37875

62-1216058

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

1221 Broadway, Suite 1300

Nashville, Tennessee 37203

(Address of principal executive offices) (Zip Code)

(615) 564-1212

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $1.00 par value

FBK

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).  

Emerging growth company ☐ 

If  an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ 

Item 7.01 Regulation FD Disclosure.

On September 15, 2025, FB Financial Corporation (the “Company”) issued a press release. A copy of the press released is furnished as Exhibit 99.1 to this Current Report on Form 8-K (this “Report”).

Item 8.01 Other Events.

The Company announced today that its board of directors has renewed its stock repurchase plan (the “Repurchase Plan”) pursuant to which the Company may purchase up to $150,000,000 in shares of the Company’s issued and outstanding common stock, par value $1.00 per share. The purchase authorizations granted under the Repurchase Plan will terminate either on the date on which the maximum dollar amount is repurchased under the Repurchase Plan or on January 31, 2027, whichever date occurs earlier. The Repurchase Plan will be conducted pursuant to a written plan and is intended to comply with Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Repurchase Plan may be suspended or discontinued at any time without notice.

Item 9.01. Financial Statements and Exhibits.

Exhibit No.						Description of Exhibit
99.1						Press release issued on September 15, 2025 by FB Financial Corporation
104						Cover Page Interactive Data File (formatted as inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

FB FINANCIAL CORPORATION

By: /s/ Michael M. Mettee

Michael M. Mettee

Chief Financial Officer

Date: September 15, 2025

FAQ

What did FBK announce in its latest 8-K filing?

FB Financial Corporation announced that its board renewed a stock repurchase plan authorizing the company to buy back up to $150,000,000 of its common stock.

How large is FB Financial's renewed stock repurchase plan (FBK)?

The renewed repurchase plan allows FB Financial to purchase up to $150,000,000 of its issued and outstanding common stock.

When does FB Financial's $150 million repurchase authorization expire?

The repurchase authorization will terminate when either $150,000,000 of stock has been repurchased or on January 31, 2027, whichever occurs first.

Can FB Financial (FBK) change or stop its stock buyback plan?

Yes. The company stated that the repurchase plan may be suspended or discontinued at any time without notice.

Under what rules will FB Financial conduct its share repurchases?

FB Financial plans to conduct repurchases under a written plan intended to comply with Rule 10b-18 under the Securities Exchange Act of 1934.

Did FB Financial issue a press release about the renewed buyback?

Yes. FB Financial furnished a press release dated September 15, 2025 as Exhibit 99.1 describing the renewed repurchase plan.