Current Report Filing (8-k)
August 02 2022 - 04:59PM
Edgar (US Regulatory)
FB Financial Corp false 0001649749
0001649749 2022-07-28 2022-07-28
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
Date of report (Date of earliest event reported): July 28,
2022
FB
FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
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Tennessee |
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001-37875 |
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62-1216058 |
(State or other jurisdiction
of incorporation) |
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(Commission
File Number)
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(IRS Employer
Identification No.) |
211 Commerce Street, Suite 300
Nashville, Tennessee 37201
(Address of principal executive offices) (Zip Code)
(615) 564-1212
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2. below):
☐ |
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the
Act:
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Title of Each Class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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Common Stock, $1.00 par
value |
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FBK |
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New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (§240.12b-2 of this
chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 7.01 |
Regulation FD Disclosure.
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On August 2, 2022, FB Financial Corporation (the “Company”) issued a press release,
a copy of which is furnished herewith as Exhibit 99.1 and is
incorporated herein by reference.
Reference is hereby made to Item 5.02 of the Current Report on Form
8-K that the Company filed
with the U.S. Securities and Exchange Commission on June 8,
2022 which reported, among other things, that Tennessee Governor
Bill Lee appointed Mr. Stuart C. McWhorter as the
commissioner for the Tennessee Department of Economic and Community
Development, effective July 11, 2022, and that
Mr. McWhorter plans to step down as Chairman and as a member
of the Boards of Directors (the “Boards”) of the Company and its
wholly owned subsidiary, FirstBank, effective July 31,
2022.
In respect of Mr. McWhorter’s impending resignation, on
July 28, 2022, the Boards elected Mr. William F.
Carpenter III as Chairman of the Boards, effective July 31,
2022. Mr. Carpenter has served as a member of the Boards since
January 2020.
Item 9.01. |
Financial Statements and Exhibits.
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Exhibit
Number
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Description of Exhibit
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99.1 |
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Press
Release |
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104 |
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Cover Page Interactive Data File
(formatted as inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
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FB FINANCIAL CORPORATION |
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By: |
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/s/ Beth W. Sims
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Beth W. Sims |
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General Counsel and Corporate
Secretary |
Date: August 2, 2022
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