Smartfinancial Inc SEC Filings

A shareholder of SMBK has filed a Form 144 notice to sell 10,625 shares of common stock through Morgan Stanley Smith Barney LLC on or about December 10, 2025 on the NYSE. The shares to be sold have an indicated aggregate market value of $403,887.06, while 17,028,001 shares of the same class were outstanding at the time of the notice.

The securities were originally acquired in two private transactions from the issuer or an affiliate, one on September 15, 2008 for 6,375 shares and another on December 9, 2012 for 4,250 shares, each described as private acquisitions from the issuer or an affiliate and fully paid in cash. The person for whose account the sale is to be made represents that they do not know of any material adverse information about the issuer’s operations that has not been publicly disclosed.

SmartFinancial, Inc. is conducting an exchange offer covering up to $100,000,000 aggregate principal amount of its 7.25% fixed‑to‑floating rate subordinated notes due 2035. Investors can swap privately placed, unregistered notes issued in August 2025 for SEC‑registered notes with essentially identical economic terms.

The exchange does not generate cash for SmartFinancial and does not increase total indebtedness; exchanged Old Notes will be cancelled. The New Notes pay a fixed 7.25% rate to September 1, 2030, then float at Three‑Month Term SOFR plus 385 basis points to maturity on September 1, 2035, and may be redeemed at par on or after September 1, 2030, or earlier upon certain regulatory or tax events, subject to Federal Reserve approval.

The notes are unsecured, subordinated obligations of the holding company and are structurally subordinated to liabilities of SmartBank and other subsidiaries. The company highlights risks including limited covenants, lack of an expected trading market, potential SOFR benchmark changes, and adverse liquidity and transfer restrictions for holders who choose not to exchange their Old Notes.

SmartFinancial Inc. (SMBK) insider reports small stock sale. An executive vice president and chief credit officer of SmartFinancial Inc. filed a Form 4 disclosing the sale of 250 shares of common stock on 11/18/2025 at a price of $35 per share. After this transaction, the reporting person directly holds 10,104 shares of SmartFinancial common stock. The filing notes that it was submitted by an attorney-in-fact on behalf of the reporting person.

SmartFinancial, Inc. (SMBK) reported stronger Q3 2025 results. Net income rose to $13.7 million from $9.1 million a year ago, and diluted EPS increased to $0.81 from $0.54. Net interest income improved to $42.4 million, supported by higher loan yields, while the provision for credit losses was modest at $0.2 million.

Results reflected mixed noninterest items: a $3.7 million loss on securities sales and a $4.0 million gain on the sale of SBK Insurance. Loans and leases expanded to $4.22 billion from $3.91 billion at year‑end, and total deposits reached $5.05 billion. Year‑to‑date, operating cash flow was $45.2 million and deposits increased by $364.4 million. The company issued $98.6 million of subordinated debt, boosting total subordinated debt to $138.6 million.

Total assets were $5.78 billion and shareholders’ equity rose to $538.5 million, aided by an improvement in accumulated other comprehensive loss. Shares outstanding were 17,028,001 as of November 3, 2025.

SmartFinancial, Inc. (SMBK) announced a quarterly cash dividend of $0.08 per share. The board declared the dividend on October 31, 2025, with payment scheduled for December 2, 2025 to shareholders of record as of the close of business on November 17, 2025.

The company disclosed the dividend via a November 3, 2025 press release furnished under Regulation FD. This routine cash return signals continued shareholder distributions on a quarterly cadence. Record-date holders will receive the cash payment on the stated payable date.

SmartFinancial, Inc. (SMBK) furnished an update noting it issued a press release reporting third-quarter results for the period ended September 30, 2025, and provided an investor slide deck. The press release is included as Exhibit 99.1 and the investor presentation as Exhibit 99.2. The company plans to review the slides during its earnings conference call on October 22, 2025. Consistent with SEC guidance, these materials are furnished and not deemed filed.

SmartFinancial, Inc. is offering to exchange up to $100,000,000 of newly registered 7.25% Fixed-to-Floating Rate Subordinated Notes due 2035 ("New Notes") for all outstanding privately placed, unregistered 7.25% Fixed-to-Floating Rate Subordinated Notes due 2035 ("Old Notes") issued on August 20, 2025. The exchange will not raise cash or increase consolidated indebtedness; exchanged Old Notes will be cancelled. The New Notes carry identical terms to the Old Notes except they are registered, generally transferable and not entitled to registration-rights-related additional interest. The notes pay 7.25% fixed through September 1, 2030, then reset quarterly at Three-Month Term SOFR plus 385 basis points. The New Notes are unsecured, subordinated obligations that are structurally junior to subsidiary liabilities. As of June 30, 2025, SmartFinancial reported total assets of $5.49B, gross loans of $4.12B, deposits of $4.87B and shareholders' equity of $519.1M.

SmartFinancial, Inc. filed a Form D reporting a completed Regulation D offering of debt securities totaling $100,000,000. The filing lists the issuer as SmartFinancial Inc., a Tennessee corporation with its principal place of business in Knoxville. The offering used Rule 506(b) and is not connected to any business combination. The notice shows the full $100,000,000 was sold with $0 remaining, lists 44 investors who have already invested, and reports finders' fees of $1,250,000. The issuer indicates no proceeds were paid to directors, officers, or promoters. The filing was signed by CFO Ronald Gorczynski.