FB Financial holders fall below 5% stake
FB Financial Corporation’s shareholder group led by the Estate of James W. Ayers has effectively exited its large‑holder status.
Rhea-AI Filing Summary
FB Financial Corporation’s shareholder group led by the Estate of James W. Ayers has effectively exited its large‑holder status. The Estate now reports beneficial ownership of 0 shares of common stock. Co‑executor James Jonathan Ayers reports 17,692 shares, and co‑executor James Austin McPherson reports 11,584 shares.
Based on 51,523,462 common shares outstanding as of April 30, 2026, each of these individual positions is under 0.1% of the company and below the 5% Schedule 13D reporting threshold. The filers state this is their final amendment and that they do not intend to submit further updates.
Positive
- None.
Negative
- None.
Key Figures
Estate holdings: 0 shares
Ayers holdings: 17,692 shares
McPherson holdings: 11,584 shares
+2 more
5 metrics
Estate holdings
0 shares
Estate of James W. Ayers beneficial ownership
Ayers holdings
17,692 shares
James Jonathan Ayers beneficial ownership
McPherson holdings
11,584 shares
James Austin McPherson beneficial ownership
Shares outstanding
51,523,462 shares
Common stock outstanding as of April 30, 2026
Ownership level
<5% of common stock
Each reporting person’s beneficial ownership
Key Terms
beneficially owned, Sole Voting Power, Sole Dispositive Power, Form 10-Q, +1 more
5 terms
beneficially owned financial
"Aggregate amount beneficially owned by each reporting person 0.00"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
Sole Voting Power financial
"Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power 17,692.00"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
Sole Dispositive Power financial
"Number of Shares Beneficially Owned by Each Reporting Person With: | 9 | Sole Dispositive Power 17,692.00"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.
Form 10-Q regulatory
"based on 51,523,462 shares of Common Stock issued and outstanding as of April 30, 2026, as disclosed in the Issuer's Form 10-Q filed May 4, 2026"
A Form 10-Q is a detailed report that publicly traded companies are required to file with regulators three times a year, providing an update on their financial health and business activities. It is important for investors because it offers timely insights into a company's performance, helping them make informed decisions about buying or selling stocks. Think of it as a regular check-up report that shows how well a company is doing.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
Do the reporting persons still control more than 5% of FB Financial (FBK)?
No, each reporting person now holds less than 5% of FB Financial’s common stock. The Estate reports zero shares, and the individual holdings of 17,692 and 11,584 shares both fall below the 5% beneficial ownership threshold that normally triggers Schedule 13D reporting.
Is this the final Schedule 13D amendment for the Ayers estate in FBK?
Yes. The filing explicitly states this amendment is the final amendment and that the reporting persons do not intend to file further amendments. That reflects their current positions being below the 5% beneficial ownership reporting level.
AI-generated analysis. How Rhea-AI works. Not financial advice.
