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FB Financial Corp — Director's Dealing 2017
Mar 21, 2017
31386_dirs_2017-03-20_f19710e7-720c-4e06-8513-f9b59426ae1e.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: FB Financial Corp (FBK)
CIK: 0001649749
Period of Report: 2017-01-31
Reporting Person: Evans Wilburn J. (President FirstBank Ventures)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2017-01-31 | Common Stock | M | 14887 | $0.00 | Acquired | 150887 | Direct |
| 2017-01-31 | Common Stock | D | 7000 | $25.95 | Disposed | 143887 | Direct |
| 2017-01-31 | Common Stock | F | 2334 | $25.95 | Disposed | 141553 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2017-01-31 | EBI Units | $ | M | 7887 | Disposed | Common Stock (7887) | Direct | |
| 2017-01-31 | EBI Units | $ | M | 7000 | Disposed | Common Stock (7000) | Direct |
Footnotes
F1: The issuer has granted EBI Units to the reporting person pursuant to the FirstBank 2012 Equity Based Incentive Plan (the "2012 EBI Plan") and the FirstBank Preferred Equity Based Incentive Plan (the "Preferred EBI Plan"). On or shortly following the vesting date, the reporting person will receive an amount in cash equal to the fair market value of a share of common stock on the December 31 immediately preceding the payment date.
F2: Following the consummation of the issuer's initial public offering (the "IPO"), the issuer permitted participants to elect to receive, for each EBI Unit vested to such participant, either (i) an amount in cash or (ii) a number of shares of issuer common stock.
F3: Reflects cash settlement of EBI Units.
F4: EBI Units granted under the 2012 EBI Plan were adjusted to prevent dilution of these EBI Units as a result of the IPO, as follows: (i) the number of EBI Units granted under the 2012 EBI Plan, multiplied by (ii) 1.13 (determined by dividing $21.4085, the fair market value per EBI Unit as determined under the 2012 EBI Plan, by $19.00, the IPO price).
F5: 7,887 EBI Units vested on January 31, 2017, 6,535 EBI Units will vest on January 31, 2018 and 5,296 EBI Units will vest on January 31, 2019.
F6: The EBI Units were granted pursuant to the Preferred EBI Plan and vested on January 31, 2017.