Executive at FB Financial Corp (NASDAQ: FBK) reports equity awards and tax withholding

Rhea-AI Filing Summary

FB Financial Corp Chief Innovations Officer Robert Wade Peery reported routine equity award activity involving the company’s common stock. On February 25, 2026, shares were issued upon vesting of performance stock units and new restricted stock units were granted under the 2016 Incentive Plan, while a small number of shares were withheld to cover related tax liabilities. Following these transactions, he directly owned 51,708 shares of common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Peery Robert Wade

(Last) (First) (Middle)

1221 BROADWAY, SUITE 1300

(Street)

NASHVILLE TN 37203

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FB Financial Corp [ FBK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Innovations Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	02/25/2026		A		1	A	$0	51,708	D
Common Stock(2)	02/25/2026		F		1	D	$58.18	51,707	D
Common Stock(3)	02/25/2026		A		1	A	$0	51,708	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares of common stock issued upon the vesting of outstanding performance stock units that were subject to performance criteria other than the issuer's stock price.

2. Represents shares withheld for payment of tax liability associated with the vesting of performance stock units on February 25, 2026.

3. Represents restricted stock units granted pursuant to the issuer's 2016 Incentive Plan for the reporting person's performance during 2025 and will settle in common stock upon vesting.

Remarks:

	/s/ Beth W. Sims, as Attorney-in-Fact	02/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transactions did FBK executive Robert Wade Peery report?

Robert Wade Peery reported equity award-related transactions in FB Financial Corp stock. These included common shares issued from vesting performance stock units, a grant of new restricted stock units for 2025 performance, and a small share disposition to cover tax liabilities tied to the vesting event.

Did the FBK Form 4 show open-market buying or selling by the executive?

The Form 4 does not show open-market buying or selling. It records grant and vesting of stock-based awards, plus shares withheld to satisfy tax obligations. The dispose transaction is specifically described as a tax-withholding disposition, not a voluntary market sale of FB Financial Corp shares.

How many FBK shares does Robert Wade Peery own after these transactions?

After these transactions, Robert Wade Peery directly owns 51,708 FBK common shares. This total reflects the net result of performance stock units vesting into shares, the grant of restricted stock units that will settle upon vesting, and shares withheld to pay associated tax liabilities.

What equity awards vested for FBK executive Robert Wade Peery?

Performance stock units vested into FB Financial Corp common shares for Robert Wade Peery. The vested units were tied to performance criteria other than the issuer’s stock price, and settlement occurred via issuance of common stock as noted in the Form 4’s detailed footnotes.

What new FBK equity awards did Robert Wade Peery receive for 2025 performance?

He received restricted stock units under FBK’s 2016 Incentive Plan for 2025 performance. These restricted stock units are scheduled to settle in FB Financial Corp common stock upon vesting, aligning a portion of his compensation with the company’s future performance and share value.