[Form 4] FB Financial Corporation Insider Trading Activity

Rhea-AI Filing Summary

FB Financial Corp. (FBK) filed a Form 4 disclosing that director Agenia Clark acquired 154 shares of common stock on 07/31/2025. The shares, valued at $48.76 each, were issued in lieu of cash under the bank’s Non-Employee Director Compensation Policy. Following the grant, Clark directly owns 15,255 shares. No derivative securities were reported and there were no sales, options, or other equity instruments involved. The transaction, reported on 08/01/2025, represents routine board compensation rather than an open-market purchase, and does not signal any strategic shift or material impact on FBK’s capital structure.

Insights

Securities Analyst

TL;DR: Routine director stock grant; negligible valuation impact.

This Form 4 records a standard equity payment: 154 shares worth roughly $7.5k (<0.01 % of FBK’s market cap). It neither alters insider ownership trends nor indicates confidence buying because it substitutes for cash fees. With total post-grant holdings at 15,255 shares, Clark’s economic exposure increases marginally. Investors should not view this as a signal of changing fundamentals or near-term catalysts.

Corporate Governance Expert

TL;DR: Compensation-aligned stock grant; governance practice remains standard.

Issuing equity instead of cash aligns director incentives with shareholder interests and is common in bank governance. The modest award size is consistent with FBK’s non-employee director policy and keeps dilution immaterial. There are no red flags regarding control concentration or undisclosed arrangements.

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

OMB APPROVAL

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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^*

INGRAM ORRIN H II

(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)
07/31/2025

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)	07/31/2025		A		308	A	$48.76	92,894	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 Non-Employee Director Compensation Policy.

Remarks:

	/s/ Beth W. Sims, as Attorney-in-Fact	08/01/2025
	** 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

How many FBK shares did Director Agenia Clark receive?

154 common shares were granted on 07/31/2025.

At what price were the FBK shares issued to the director?

The shares were valued at $48.76 each under the compensation plan.

What is Agenia Clark’s total FBK shareholding after the transaction?

Her direct ownership rose to 15,255 shares following the grant.

Was this an open-market purchase of FBK stock?

No. The shares were issued in lieu of cash compensation per the Non-Employee Director Compensation Policy.

Does the Form 4 report any derivative securities or options?

No derivative securities were reported in this filing.