FB Financial (FBK) director granted 261 shares as stock compensation

Rhea-AI Filing Summary

FB Financial Corp director William F. Carpenter III received 261 shares of common stock on January 30, 2026. The shares were issued at $57.53 per share as stock paid in lieu of cash under the company’s Non-Employee Director Compensation Policy.

Following this award, Carpenter directly owns 25,624 shares of FB Financial Corp common stock. This filing records a routine equity-based component of director compensation rather than an open-market purchase or sale.

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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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^*

CARPENTER WILLIAM F III

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

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)	01/30/2026		A		261	A	$57.53	25,624	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. This transaction represents stock received by the reporting person in lieu of cash pursuant to the issuer's FB Financial Corporation Non-Employee Director Compensation Policy.

Remarks:

	/s/ Beth W. Sims, as Attorney-in-Fact	02/03/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did FB Financial (FBK) report for William F. Carpenter III?

FB Financial reported that director William F. Carpenter III received 261 shares of common stock on January 30, 2026. The shares were issued at $57.53 each as part of his non-employee director compensation.

How many FB Financial (FBK) shares does William F. Carpenter III own after this Form 4?

After the reported transaction, William F. Carpenter III beneficially owns 25,624 shares of FB Financial common stock. This total reflects the addition of 261 shares received as stock compensation on January 30, 2026.

Was the FB Financial (FBK) insider transaction a purchase or compensation grant?

The transaction was a compensation grant, not an open-market purchase. Carpenter received 261 shares of FB Financial common stock in lieu of cash under the company’s Non-Employee Director Compensation Policy at a value of $57.53 per share.

What price was used for the FB Financial (FBK) director stock compensation on January 30, 2026?

The stock compensation for director William F. Carpenter III used a share value of $57.53. At this price, he received 261 shares of FB Financial common stock as part of his non-employee director compensation on January 30, 2026.

Is William F. Carpenter III a director or officer of FB Financial (FBK)?

William F. Carpenter III is reported as a director of FB Financial Corp and not as an officer. The Form 4 identifies his relationship with the issuer solely in the director capacity, with no officer title or 10% ownership indicated.

How is FB Financial (FBK) compensating non-employee directors in this Form 4 example?

FB Financial compensates non-employee directors partly with stock in lieu of cash. In this example, director William F. Carpenter III received 261 common shares under the company’s Non-Employee Director Compensation Policy at a value of $57.53 per share.