UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________________________________________________ FORM 10-K ______________________________________________________________ (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37875 ___________________________________ ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 | --- | --- | |-------|----------------------------------------------------------------| | | ______________________________________________________________ | | | FORM 10-Q | (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Numbe ...

Company Operations - As of June 30, 2019, the company operates 65 full-service bank branches across Tennessee, North Alabama, and North Georgia[153]. - The company serves various Metropolitan Statistical Areas (MSAs) including Nashville, Chattanooga, Knoxville, Memphis, Jackson, and Huntsville[153]. - The company is the third largest bank headquartered in Tennessee based on total assets[153]. - The company operates through two segments: Banking and Mortgage, with a focus on aligning the Mortgage segment with its strategic plan[153]. Mortgage Operations - The company announced its intention to exit wholesale mortgage operations, completing the sale of the third-party origination channel on June 7, 2019, and the correspondent channel on August 1, 2019[153]. - The company’s mortgage segment revenue is derived from origination fees and gains on sales in the secondary market of mortgage loans[153]. - The company’s mortgage banking services are supported by a national internet delivery channel and strategically located mortgage banking offices[153]. - Mortgage banking income for the three months ended June 30, 2019, was $24.5 million, down from $28.5 million in the same period in 2018[224]. - Total mortgage banking income for the three months ended June 30, 2019, was $24.5 million, a decrease of 14.1% from $28.5 million in the same period of 2018[226]. - Mortgage banking income for the six months ended June 30, 2019, was $45.5 million, down 17.3% from $55.0 million for the same period in 2018[229]. Financial Performance - Net income for the three months ended June 30, 2019, was $18,688,000, compared to $22,065,000 for the same period in 2018, reflecting a decrease of 15.4%[155]. - Total interest income for the three months ended June 30, 2019, was $71,719,000, an increase from $59,043,000 for the same period in 2018, representing a growth of 21.5%[155]. - Net income for the six months ended June 30, 2019, was $38.3 million, a decrease from $41.8 million in the same period of 2018, representing a decline of 6.8%[172]. - Noninterest income for the three months ended June 30, 2019, was $33.0 million, a decrease of $2.8 million, or 7.8%, compared to $35.8 million for the same period in 2018[224]. - Noninterest income for the six months ended June 30, 2019, was $62.0 million, a decrease of 10.2% from $69.0 million in the same period of 2018[229]. Asset and Deposit Growth - Total assets as of June 30, 2019, reached $5,940,402,000, up from $4,923,249,000 a year earlier, indicating a growth of 20.6%[155]. - Customer deposits increased to $4,812,962,000 as of June 30, 2019, compared to $3,844,009,000 in the previous year, marking a rise of 25.2%[155]. - Total deposits rose by 16.1% to $4.84 billion as of June 30, 2019, compared to $4.17 billion at December 31, 2018, partly due to the acquisition of $588.9 million in deposits from branches[276]. - Noninterest-bearing deposits increased to $1,111.9 million at June 30, 2019, up from $949.1 million at December 31, 2018[276]. - Interest-bearing deposits grew to $3.73 billion as of June 30, 2019, compared to $3.22 billion at December 31, 2018[276]. Loan Portfolio - Total loans amounted to $4,289.5 million, a 17% increase from $3,667.5 million as of December 31, 2018[251]. - Loans held for investment increased by $622.0 million to $4.29 billion at June 30, 2019, compared to $3.67 billion at December 31, 2018, reflecting a growth of 16.9%[177]. - The commercial and industrial loans category had an allowance for loan losses of $4,923 thousand, representing 23% of loans in that category[271]. - The construction loans category had an allowance for loan losses of $9,655 thousand, representing 12% of loans in that category[271]. Interest Income and Expense - Net interest income before provision for loan losses increased to $57.0 million for the three months ended June 30, 2019, up from $51.5 million in the same period in 2018, an increase of approximately 10.7%[166]. - Interest income on loans held for sale decreased by $1.3 million to $3.1 million for the three months ended June 30, 2019, attributed to a decline in volume and yields[196]. - Interest expense rose to $14.7 million for the three months ended June 30, 2019, an increase of $7.2 million compared to $7.5 million in 2018, driven by higher interest on deposits[197]. - The cost of total deposits increased to 1.14% for the three months ended June 30, 2019, compared to 0.62% in the same period of 2018[199]. Efficiency and Ratios - The efficiency ratio for the three months ended June 30, 2019, was 71.2%, compared to 64.6% for the same period in 2018, indicating a decline in operational efficiency[157]. - The return on average tangible common equity (ROATE) for the three months ended June 30, 2019, was 14.4%, down from 19.0% in the same period in 2018[164]. - The net interest margin (NIM) decreased to 4.39% for the three months ended June 30, 2019, down from 4.81% in the same period of 2018, primarily due to increased cost of funds and decreased loan fees[195]. Nonperforming Assets - Nonperforming assets totaled $35.3 million as of June 30, 2019, compared to $31.4 million as of December 31, 2018, representing an increase of 6.1%[262]. - Total nonperforming loans held for investment increased to $18.2 million as of June 30, 2019, from $16.7 million as of December 31, 2018, a rise of 8.7%[264]. - The coverage ratio for loan losses was 165.3% as of June 30, 2019, down from 173.0% as of December 31, 2018[265]. Capital and Liquidity - The Common Equity Tier 1 (CET1) ratio for FB Financial Corporation was 10.4% as of June 30, 2019, exceeding the required minimum of 4.5%[296]. - Total capital to risk-weighted assets for FB Financial Corporation was 11.6% as of June 30, 2019, above the required minimum of 8.0%[296]. - The Company believes its current liquidity position is adequate to meet both short-term and long-term cash requirements[292]. Expenses - Noninterest expense increased to $64.1 million for the three months ended June 30, 2019, compared to $56.4 million in the same period in 2018, an increase of approximately 13.7%[171]. - Salaries, commissions, and employee benefits expense rose by $3.6 million, or 10.3%, to $37.9 million for the three months ended June 30, 2019, representing 59.1% of total noninterest expense[236]. - The efficiency ratio, which measures noninterest expense to the sum of net interest income plus noninterest income, is monitored to assess operational efficiency[235].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________________________________________________ FORM 10-Q ______________________________________________________________ (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-37875 ______________________________ ...

Financial Position - As of December 31, 2018, total assets were $5.14 billion, loans held for investment were $3.67 billion, total deposits were $4.17 billion, and total shareholders' equity was $671.9 million[13]. - As of December 31, 2018, the company had loans held for investment totaling $3.67 billion, with commercial and industrial loans representing $867.1 million or 24% of the loan portfolio[34]. - The total amount of commercial real estate loans outstanding as of December 31, 2018, was $1.19 billion, accounting for 32% of the loan portfolio[37]. - Residential real estate loans amounted to $821.8 million, or 23% of the loan portfolio, as of December 31, 2018[39]. - The company plans to continue making construction loans at a similar pace, with an outstanding balance of $556.1 million, representing 15% of the loan portfolio as of December 31, 2018[41]. - The company has $556.6 million in assets under management in its trust services as of December 31, 2018[55]. - The company has $148.8 million in goodwill and other identifiable intangible assets, with potential impairment risks if revenue targets are not met[179]. Market Presence and Growth - The Nashville metropolitan area experienced a deposit growth of 182.9% from June 30, 2012, to June 30, 2018, making it the largest market with 27% of total deposits[17]. - The merger with Clayton Bank and Trust and American City Bank was completed on July 31, 2017, with a purchase price of approximately $236.5 million, acquiring loans valued at $1,059.7 million and deposits of $979.5 million[18]. - The acquisition of 11 Tennessee and three Georgia branch locations from Atlantic Capital Bank is expected to add approximately $611.0 million in assets and liabilities[18]. - In Tennessee, FB Financial Corporation ranks 6th among the top 10 banks with total deposits of $4.1 billion and a deposit market share of 2.7%[23]. - The Nashville MSA has become the largest market for the company, achieving approximately 2.0% market share based on deposits as of June 30, 2018[28]. - The company has completed nine acquisitions under current ownership, including the recent acquisition of Atlantic Capital branches, aimed at enhancing market penetration and profitability[29]. Business Strategy - The overall business strategy focuses on profitable growth opportunities in high-growth metropolitan and stable community markets[13]. - The company aims to leverage technology and consolidate operations to improve efficiency and support future growth[31]. - The company intends to pursue acquisitions, but faces risks such as regulatory approvals, integration challenges, and competition from larger financial institutions[155]. - The company is expected to act as a source of financial strength to its bank subsidiaries, which may require additional capital contributions[89]. Risk Management - The company employs a rigorous credit risk management program, with ongoing monitoring of loan portfolio performance and a Chief Credit Officer overseeing the integrity of the portfolio[66]. - The bank's risk management framework includes oversight committees that meet at least quarterly to review lending activities and ensure credit quality standards[56]. - The company has a strong focus on risk management, with policies approved by the board of directors to define operational standards and risk limits[65]. - The company is exposed to credit risk from small-to-medium sized businesses, which may struggle during economic downturns, potentially leading to substantial credit losses[144]. - The company may need to tighten mortgage loan underwriting standards due to federal and state regulations, impacting loan origination capabilities[185]. Regulatory Environment - The company is subject to regulation by the Federal Reserve and the FDIC, with compliance requirements influenced by the Dodd-Frank Act[77][78]. - The company is subject to various regulations that impose minimum capital requirements and limit transactions with affiliates[83]. - The company must maintain a minimum leverage ratio of 4%, calculated as the ratio of Tier 1 Capital to average assets[94]. - The company is prohibited from acquiring control of a Tennessee-based financial institution until the target has been in operation for at least three years[88]. - The Dodd-Frank Act may impose increased capital requirements and regulatory changes that could impact the company's profitability and business practices[181]. Competition and Market Challenges - The company faces increased competition in the Tennessee market, particularly in metropolitan areas, which may impact loan and deposit growth[72]. - The Bank faces strong competition in the Nashville MSA, with many competitors offering similar or wider banking services, which may impact its market share and profitability[133]. - Future growth may be hindered by economic conditions, regulatory considerations, and competition, which could restrict market expansion opportunities[152]. Mortgage Banking and Noninterest Income - The mortgage banking business generated $7.12 billion in interest rate lock commitment volume for the year ended December 31, 2018, with 66% of these commitments being purchase money mortgage loans[47]. - The company has significantly expanded its mortgage business and noninterest income through strategic hiring and new delivery channels, enhancing customer acquisition opportunities[30]. - The company aims to grow its noninterest income streams, including mortgage business and cash management services, as part of its long-term growth strategy[151]. - The company generated $100.7 million in revenue from its mortgage banking business in 2018, which may decline significantly if interest rates continue to rise[164]. Shareholder and Stock Information - The company declared a dividend of $0.08 per share to shareholders of record as of February 1, 2019, payable on February 15, 2019[204]. - The company has a dividend policy that will depend on various factors, including financial condition, operating results, and regulatory restrictions[204]. - The company has approximately 739 stockholders of record as of March 5, 2019, with a significantly greater number of beneficial holders[200]. - The company completed its initial public offering on September 21, 2016, selling 6,764,704 shares at $19.00 per share, raising an aggregate of $128.5 million[208]. Operational Risks - The company is exposed to operational risks, including potential employee fraud and reliance on third-party information, which could lead to financial losses[172]. - The company relies on third-party service providers for mortgage loan servicing, and any failure by these providers could disrupt operations and negatively impact financial results[166]. - The company operates in regions susceptible to weather-related events, which could disrupt operations and negatively impact local economies[173]. Economic Sensitivity - The company's financial performance is vulnerable to economic conditions in Tennessee, which could lead to increased loan delinquencies and reduced demand for products[129]. - Changes in interest rates could adversely affect net interest income, which is crucial for the company's earnings and financial condition[147]. - The company's ability to assess creditworthiness may be impaired by economic conditions, affecting its loan portfolio and financial results[129]. - Approximately 71% of the loan portfolio consisted of loans secured by real estate, which are sensitive to economic conditions and real estate market downturns[138].