The Nasdaq Capital Market on such date.

Bank.Reliant Bancorp, Inc. is registered as a registered financial holding company under the Bank Holding Company Act of 1956, as amended and under the bank holding company laws of the State of Tennessee.(the "Bank Holding Company Act"). Reliant BankBancorp, Inc. was organized in April 17, 2006, as a state chartered bankincorporated under the laws of the State of Tennessee.Tennessee on March 4, 2011. Reliant Bancorp, Inc. became the holding company for, and sole shareholder of, Reliant Bank upon the completion of Reliant Bank’s reorganization into a holding company corporate structure on June 6, 2012. On July 7, 2015, Reliant Bancorp, Inc.’s common stock (“common stock”) began trading on The Nasdaq Capital Market (“Nasdaq”), where it trades today under the symbol “RBNC.” Until December 31, 2017, the Company operated under the name “Commerce Union Bancshares, Inc.”

The FDIC may terminate its insurance of deposits if it finds that the institution has engaged in unsafe and unsound practices, is in an unsafe or unsound condition to continue operations, or has violated any applicable law, regulation, rule, order or condition imposed by the FDIC.

Tennessee statutes andCOVID-19 pandemic, the federal law regulatebanking agencies in October 2020 adopted a varietyfinal rule reducing the CBLR to 8% effective for the second quarter of 2020 and 8.5% effective January 1, 2021. The CBLR is scheduled to return to 9% effective January 1, 2022. While we believe we qualify as a qualifying community banking organization, we have not opted into the bankingCBLR framework.

Reliant

Reliant Bank’s

Reliant

Reliant Bancorp and Reliant Bank are subject to extensive federal and state regulation and supervision, the primary focusmay experience substantial volatility in operating results, any of which ischaracteristics may impair a borrower’s ability to protect customers, depositors,repay a loan. In addition, the deposit insurance fund,success of a small or medium-sized business often depends on the management skills, talents and efforts of a small group of people, and the safetydeath, disability or resignation of one or more of these people could have a material adverse impact on the business and soundnessits ability to repay its loans. If general economic conditions in the markets in which the Bank operates negatively impact this important customer sector, Reliant Bancorp’s results of operations and financial condition and the value of its common stock may be adversely affected. Furthermore, the deterioration of the banking systemBank’s borrowers’ businesses may hinder their ability to repay their loans with the Bank, which could have a material adverse effect on Reliant Bancorp’s financial condition and results of operations.

Ifhas grown rapidly as the result of a strategy focused on organic growth supplemented by acquisitions. Financial institutions that grow rapidly can experience significant difficulties as a result. We may be unable to execute on aspects of our growth strategy to sustain our historical rate of growth or may be unable to grow at all. More specifically, we receive less than satisfactory results on regulatory examinations,may be unable to generate sufficient new loans and deposits within acceptable risk and expense tolerances, obtain the personnel or funding necessary for additional growth or find suitable acquisition candidates. Various factors, such as economic conditions and competition, may impede or prohibit the growth of our operations, the opening of new branches and the consummation of acquisitions. Further, we couldmay be subjectunable to damage to our reputation, significant finesattract and penalties, requirements to increase compliance and risk management activities, an increase our deposit insurance assessment rate, in addition to related costs and restriction on acquisitions, new locations, new lines of business, or continued growth. Future changes in federal and state banking regulationsretain experienced bankers, which could adversely affect our operating results and ability to continue to compete effectively. For example, the Dodd-Frank Act and related regulations subject us to additional restrictions, oversight and reporting obligations, which have significantly increased costs. And over the last several years, state and federal regulators have focused on enhanced risk management practices, compliance with the Bank Secrecy Act and anti-money laundering laws, data integrity and security, use of service providers, and fair lending and other consumer protection issues, which has increased our need to build additional processes and infrastructure. Government agencies charged with adopting and interpreting laws, rules and regulations may do so in an unforeseen manner, including in ways that potentially expand the reach of the laws, rules or regulations more than initially contemplated or currently anticipated. We cannot predict the substance or impact of pending or future legislation or regulation. Compliance with such current and potential regulation and scrutiny could significantly increase our costs, impede the efficiencygrowth. The success of our internal business processes, require us to increase our regulatory capital and limit our ability to pursue business opportunities in an efficient manner. Our successstrategy also depends on our ability to effectively manage growth, which is dependent upon a number of factors, including the ability to adapt existing credit, operational, technology and governance infrastructure to accommodate expanded operations. If we fail to build infrastructure sufficient to support rapid growth or fail to implement one or more aspects of our strategy, we may be unable to maintain compliance with both existinghistorical earnings trends, which could have an adverse effect on our business, financial condition and new laws and regulations.

Our recent acquisition and future expansionresults of operations.

Liquidity risk could impair our ability to fund our operations and jeopardize our financial condition.

Liquidity represents an institution’s ability to provide funds to satisfy demands from depositors, borrowers and other creditors by either converting assets into cash or accessing new or existing sources of incremental funds. Liquidity risk arises from the possibility that we may be unable to satisfy current or future funding requirements and needs.

The objective of managing liquidity risk is to ensure that our cash flow requirements resulting from depositor, borrower and other creditor demands as well as our operating cash needs, are met, and that our cost of funding such requirements and needs is reasonable. We maintain an asset/liability and interest rate risk policy and a liquidity and funds management policy, including a contingency funding plan that, among other things, include procedures for managing and monitoring liquidity risk. Generally we rely on deposits, repayments of loans and leases and cash flows from our investment securities as our primary sources of funds. Our principal deposit sources include consumer, commercial and public funds customers in our markets. We have used these funds, together with federal funds purchased and other sources of short-term and long-term borrowings, to make loans and leases, acquire investment securities and other assets and to fund continuing operations.

An inability to maintain or raise funds in amounts necessary to meet our liquidity needs could have a substantial negative effect on Reliant Bank’s liquidity. Our access to funding sources in amounts adequate to finance our activities, or on terms attractive to us, could be impaired by factors that affect us specifically or the financial services industry in general. For example, factors that could detrimentally impact our access to liquidity sources include a decrease in the level of our business activity due to a market downturn or adverse regulatory action against us, a reduction in our credit rating, any damage to our reputation or any other decrease in depositor or investor confidence in our creditworthiness and business. Our access to liquidity could also be impaired by factors that are not specific to us, such as severe volatility or disruption of the financial markets or negative views and expectations about the prospects for the financial services industry as a whole. Any such event or failure to manage our liquidity effectively could affect our competitive position, increase our borrowing costs and the interest rates we pay on deposits, limit our access to the capital markets and have a material adverse effect on our results of operations or financial condition.

Deposit levels may be affected by a number of factors, including rates paid by competitors, general interest rate levels, returns available to customers on alternative investments, general economic and market conditions and other factors. Loan and lease repayments are a relatively stable source of funds but are subject to the borrowers’ and lessees’ ability to repay loans and leases, which can be adversely affected by a number of factors including changes in general economic conditions, adverse trends or events affecting business industry groups or specific businesses, declines in real estate values or markets, business closings or lay-offs, inclement weather, natural disasters and other factors. Furthermore, loans and leases generally are not readily convertible to cash. Accordingly, we may be required from time to time to rely on secondary sources of liquidity to meet growth in loans and leases, deposit withdrawal demands or otherwise fund operations. Such secondary sources include FHLB advances, brokered deposits, secured and unsecured federal funds lines of credit from correspondent banks, Federal Reserve borrowings and/or accessing the equity or debt capital markets.

We anticipate we will continue to rely primarily on deposits, loan and lease repayments, and cash flows from our investment securities to provide liquidity. Additionally, where necessary, the secondary sources of borrowed funds described above will be used to augment our primary funding sources. If we are unable to access any of these secondary funding sources when needed, we might be unable to meet our customers’ or creditors’ needs, which would adversely affect our financial condition, results of operations, and liquidity.

the time and costs of evaluating new markets, hiring experienced local management, including as a result of de novo expansion into a market, and opening new bank locations, and the time lags between these activities and the generation of sufficient assets and deposits to support the significant costs of the expansion that we may incur, particularly in the first 12 to 24 months of operations;

the incurrence of an impairment of goodwill associated with an acquisition and adverse effects on our results of operations;

Reliant Bancorp is geographically concentrated in middle Tennessee and changes in local economic conditions impact our profitability.

We currently operate primarily in the Nashville, Tennessee MSA, and most of our loan, deposit and other customers live or have operations in this area. Accordingly, our success significantly depends upon the growth in population, income levels, deposits, and housing starts in this market, along with the continued attraction of business ventures to the areas, and our profitability is impacted by the changes in general economic conditions in this market. We cannot assure you that economic conditions, including loan demand, in our market will improve during 2016, or thereafter, and in that case, we may not be able to grow our loan portfolio in line with our expectations. In addition, the ability of our customers to repay their loans to us may be negatively impacted and our financial condition and results of operations could be negatively impacted.

Compared to regional or national financial institutions, weits operating costs are less able to spread the risks of unfavorable local economic conditions across a large number of diversified economies. Moreover, we cannot give any assurance that we will benefit from any market growth or return of more favorable economic conditions in our primary market areas if they do occur.

Reliantfixed expenses.

Reliant Bancorp’s deposit insurance premiumsthe Bank.

Deposits in Reliant Bank are insured by the FDIC up to $250,000 subject to applicable limitations. To offset the cost of this insurance, the FDIC has adopted a risk-based assessment systeman ongoing basis for insured depository institutions that takes into account the risks attributable to different categories and concentrations of an insured depository institution’s assets and liabilities. An institution’s assessment rate depends on the category to which it is assigned and certain adjustments specified by the FDIC, with less risky institutions paying lower assessments. Under the Dodd-Frank Act, the FDIC has adopted regulations that base deposit insurance assessments on total assets less capital rather than deposit liabilities and include off-balance sheet liabilities of institutions and their affiliates in risk-based assessments.compliance purposes. In addition, the FDIC retainsrules of the authority to further increase Reliant Bank’s assessment ratesSEC and Nasdaq have imposed various requirements on public companies, including requirements for the FDIC has established a higher reserve ratioestablishment and maintenance of 2% as a long-term goal which goes beyond what is required by statute. Continued increases in our FDIC insurance premiums could have an adverse effect on Reliant’s results of operations.

Changes in prevailing interest rates may reduce Reliant Bancorp’s profitability.

Reliant Bancorp’s results of operations depend in large part upon the level of its net interest income, which is the difference between interest income from interest earning assets, such as loanseffective disclosure controls and investment securities, and interest expense on interest bearing liabilities, such as depositsinternal control over financial reporting. Our management and other borrowings. Depending on the termspersonnel devote a substantial amount of time to these compliance initiatives.

Reliant Bancorp and Reliant Bancorp are dependent on key individuals and the loss of one or more of these key individuals could curtail its growth and adversely affect its prospects.

Reliant Bancorp and Reliant Bank are materially dependent on the performance of the executive management team, loan officers, and other support personnel. Following the effective date of the merger, Reliant Bancorp has continued to be dependent on these officers and employees, in addition to the services of Reliant Bancorp’s executive team, including the president of Reliant Bancorp, the chief executive officer of Reliant Bancorp, and Reliant Bancorp’s chief financial officer. The loss of the services of any of these individuals could have a material adverse effect on the business of Reliant Bancorp and Reliant Bancorp, results of operations, and financial condition. Many of these key officers have important customer relationships, which are instrumental to the Bank’s operations. Changes in key personnel and their responsibilities may be disruptive to Reliant Bank’s business and could have a material adverse effect on Reliant Bank’s business, financial condition, and results of operations, either before or after the merger. Management believes that future results also will depend in part upon attracting and retaining highly skilled and qualified management, especially in the new market areas into which Reliant Bancorp may enter, as well as sales and marketing personnel. Competition for“non-accelerated filer” under applicable SEC rules. As such, personnel is intense, and management cannot be sure that Reliant Bancorp will be successful in attracting or retaining such personnel.

Reliant Bancorp is an emerging growth company, and it cannot be certain if the reduced disclosure requirements applicable to emerging growth companies will make Reliant Bancorp’s common stock less attractive to investors.

Reliant Bancorp is subject to periodic reporting requirements under the Securities Exchange Act of 1934. Reliant Bancorp is an “emerging growth company,” as defined in the JOBS Act, however, and it maywe take advantage of certain exemptions from variouscertain reporting requirements, that are applicable to public companies that are not emerging growth companies, including but not limited to, not being required to complyexemption from compliance with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002 (the “Sarbanes Oxley Act”), and reduced disclosure obligations regarding executive compensation in itsour periodic reports and proxy statements,statements. Should we lose these statuses, we may no longer be exempt from these requirements and exemptionsexpect that compliance with these requirements would increase our legal and financial compliance costs and would make some activities more time consuming and costly. In addition, our management and other personnel would need to divert attention from operational and other business matters to devote substantial time to these additional public company requirements. In particular, we would expect to incur significant expenses and devote substantial

Further, the JOBS Act exempts emerging growth“non-accelerated filer,” we intend to take advantage of certain exemptions from reporting requirements that are applicable to other public companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a classqualify under these categories.

The short-term and long-term impact of the changing regulatory capital requirements and recently adopted capital rules is uncertain.

On September 12, 2010, the Group of Governors and Heads of Supervision, the oversight body of the Basel Committee on Banking Supervision, announced agreement to a strengthened set of capital requirements for internationally active banking organizations in the U.S. and around the world, known as Basel III. Basel III called for increases in the requirements for minimum common equity, minimum Tier 1 capital and minimum total capital for certain systemically important financial institutions, to be phased in over time until fully phased in by January 1, 2019. The final rules were adopted by the federal banking agencies in July 2013.

The rules add a new common equity Tier 1 capital to risk-weighted assets ratio minimum of 4.5%, increase the minimum ratio of Tier 1 capital to risk-weighted assets from 4.0% to 6.0%, and decrease the Tier 2 capital that may be included in calculating total risk-based capital from 4.0% to 2.0%. The final rules also introduce a common equity Tier 1 capital conservation buffer of 2.5% of risk-weighted assets, which is in addition to the Tier 1 and total risk-based capital requirements. The required minimum ratio of total capital to risk-weighted assets will remain 8.0%misconduct, and the minimum leverage ratio will remain 4.0%. The new risk-based capital requirements (exceptprecautions we take to prevent and detect employee errors and misconduct may not be effective in all cases. Employee errors could also subject us to financial claims for the capital conservation buffer) became effective for Reliant Bancorp on January 1, 2015. The capital conservation buffer is being phased in over four years which began on January 1, 2016, with a maximum buffer of 0.625% of risk-weighted assets for 2016, 1.25% for 2017, 1.875% for 2018, and 2.5% for 2019 and thereafter. Failure to maintain the required capital conservation buffer will result in limitations on capital distributions and on discretionary bonuses to executive officers.

The final rules also implement revisions and clarifications consistent with Basel III regarding the various components of Tier 1 capital, including common equity, unrealized gains and losses and instruments that will no longer qualify as Tier 1 capital. The final rules also set forth certain changes for the calculation of risk-weighted assets that Reliant Bancorp was required to implement beginning January 1, 2015.

In addition to the updated capital requirements, the final rules also contain revisions to the prompt corrective action framework. Beginning January 1, 2015, the minimum ratios to be considered well-capitalized were updated to increase the minimum Tier 1 capital requirement from 6.0% to 8.0%, in addition to the requirement tonegligence. We maintain a common equity Tier 1 capital ratiosystem of 6.5%.

In addition, in the current economicinternal controls and regulatory environment, regulators of banks and bank holding companies have become more likelyinsurance coverage to impose capital requirements on bank holding companies and banks that are more stringent than those required bymitigate against these operational risks. If our internal controls fail to prevent or detect an occurrence, or if any resulting loss is not insured or exceeds applicable existing regulations.

The application of more stringent capital requirements for Reliant Bancorp and Reliant Bank could, among other things, result in lower returns on invested capital, require the issuance of additional capital, and result in regulatory actions if Reliant Bancorp were to be unable to comply with such requirements.

Interest rate movements, inflation and other economic factors can negatively impact our mortgage banking business.

Our financial results also are affected by the risks generally incident to our mortgage banking business, including interest rate levels, the impact of government regulation on mortgage loan originations and servicing and the need to issue forward commitments to fund and sell mortgage loans. Our mortgage banking business also is affected by interest rate fluctuations. We also may experience market losses resulting from daily increases in interest rates to the extent we are unable to match interest rates and amounts on loans we have committed to originate with forward commitments from third parties to purchase such loans. Increases in interest rates may have a material adverse effect on our mortgage banking revenue, profitability, stock performance, ability to service our debt obligations and future cash flows. Our mortgage loan operations may also be adversely affected by other economic factors within our markets such as negative changes in employment levels, job growth, and consumer confidence and availability of mortgage financing, one or all of which could result in reduced demand or price depression from current levels. Our mortgage banking operations are also dependent upon the securitization market for mortgage-backed securities, and could be materially adversely affected by any fluctuation or downturn in such market. In the event that disruptions to the secondary markets tighten or eliminate the available liquidity within the secondary markets for mortgage loans, we could experience a material adverse effect on our sales, profitability, and stock performance.

If the underwriting quality of our mortgage originations is found to be deficient, our profit could decrease and we may incur losses.

We provide several different loan products to our customers to finance the purchase of their homes. We sell a large number of the mortgage loans we originate into the secondary mortgage market, and those loans are underwritten to the standards and specifications of the ultimate investor. Insofar as we underwrite our originated loans to those standards, we bear no increased concentration of credit risk from the issuance of loans, except in certain limited instances where early payment default occurs. In the event that a substantial number of the loans that we have originated fall into default and the investors to whom we sold the loans determine that we did not underwrite the loans in accordance with their requirements, we could be required to repurchase the loans from the investors or indemnify the investor for any losses incurred. This may result in losses thatinsurance limits, it could have a material adverse effect on our profitability, stock performance,business, financial condition or results of operations.

Regulations

The new “ability-to-repay”

Financial servicesstatements. Additionally, bodies that establish and interpret accounting and reporting standards (such as the FASB, the SEC and banking regulators) may change prior interpretations or positions regarding how these standards should be applied. Changes in these standards or interpretations thereof may result in material and possibly adverse impacts to our financial results and may require us to change how we process, analyze or report financial information or to change our financial reporting controls.

Reliant Bancorp may need to incur additional debt or equity financing in the future to make strategic acquisitions or investments or to strengthen its capital position. Reliant Bancorp’s ability to raise additional capital, if needed, will depend on, among other things, conditions in the capital markets at that time, which are outside of our control, and Reliant Bancorp’s financial performance. Reliant Bancorp cannot provide assurance that such financing will be available to Reliant Bancorp on acceptable terms or at all, or if Reliant Bancorp does raise additional capital that it will not be dilutive to existing shareholders.

If Reliant Bancorp determines, for any reason, that it needs to raise capital,hand, Reliant Bancorp’s board of directors generally hascould determine to declare and pay dividends without relying on dividend payments from the authority, without action by or voteBank.

A failure in or breach of Reliant Bancorp’s operational or security systems or infrastructure, or those of Reliant Bancorp’s third party vendors and other service providers or other third parties, including as a result of cyberattacks, could disrupt Reliant Bancorp’s businesses, result in the disclosure or misuse of confidential or proprietary information, damage its reputation, increase its costs, and cause losses.

Reliant Bancorp relies heavily on communications and information systems to conduct its business. Information security risks for financial institutions such as Reliant Bancorp have generally increased in recent years in part because of the proliferation of new technologies, the use of the internet and telecommunications technologies to conduct financial transactions, and the increased sophistication and activities of organized crime (both domestic and international), hackers, terrorists, activists, and other external parties. As customer, public, and regulatory expectations regarding operational and information security have increased, Reliant Bancorp’s operating systems and infrastructure must continue to be safeguarded and monitored for potential failures, disruptions, and breakdowns. Reliant Bancorp’s business, financial, accounting, and data processing systems, or other operating systems and facilities, may stop operating properly or become disabled or damaged as a result of a number of factors, including events that are wholly or partially beyond Reliant Bancorp’s control. For example, there could be electrical or telecommunication outages; natural disasters such as earthquakes, tornadoes, and floods; disease pandemics; events arising from local or larger scale political or social matters, including terrorist acts; and as described below, cyberattacks.

As noted above, Reliant Bancorp’s business relies on its digital technologies, computer and e-mail systems, software and networks to conduct its operations. Although Reliant Bancorp has information security procedures and controls in place, Reliant Bancorp’s technologies, systems and networks and its customers’ devices may become the target of cyberattacks or information security breaches that could result in the unauthorized release, gathering, monitoring, misuse, loss, or destruction of Reliant Bancorp’s or its customers’ or other third parties’ confidential information. Third parties with whom Reliant Bancorp does business or that facilitate Reliant Bancorp’s business activities, including financial intermediaries, or vendors that provide service or security solutions for Reliant Bancorp’s operations, and other unaffiliated third parties, could also be sources of operational and information security risk to Reliant Bancorp, including from breakdowns or failures of their own systems or capacity constraints.

While Reliant Bancorp has business continuity and other policies and procedures designed to prevent or limit the effect of the failure, interruption or security breach of its information systems, there can be no assurance that any such failures, interruptions or security breaches will not occur or, if they do occur, that they will be adequately addressed. Reliant Bancorp’s risk and exposure to these matters remain heightened because of the evolving nature of these threats. As a result, cyber security and the continued development and enhancement of Reliant Bancorp’s controls, processes, and practices designed to protect its systems, computers, software, data, and networks from attack, damage or unauthorized access remain a focus for Reliant Bancorp. As threats continue to evolve, Reliant Bancorp may be requiredalso from time to expend additional resourcestime enter into other contractual arrangements, including borrowing relationships with other financial institutions, that could limit the ability of Reliant Bancorp to continue to modify or enhancepay dividends on its protective measures or to investigate and remediate information security vulnerabilities. Disruptions or failurescommon stock in the physical infrastructure or operating systems that support Reliant Bancorp’s businesses and clients, or cyberattacks or security breaches of the networks, systems or devices that Reliant Bancorp’s clients use to access Reliant Bancorp’s products and services could result in client attrition, regulatory fines, penalties or intervention, reputation damage, reimbursement or other compensation costs, and/or additional compliance costs, any of which could have a material effect on Reliant Bancorp’s results of operations or financial condition.

Negative public opinion surrounding Reliant Bancorp and the financial institutions industry generally could damage Reliant Bancorp’s reputation and adversely impact its earnings.

Reputation risk, or the risk to Reliant Bancorp’s business, earnings and capital from negative public opinion surrounding Reliant Bancorp and the financial institutions industry generally, is inherent in Reliant Bancorp’s business. Negative public opinion can result from Reliant Bancorp’s actual or alleged conduct in any number of activities, including lending practices, corporate governance and acquisitions, and from actions taken by government regulators and community organizations in response to those activities. Negative public opinion can adversely affect Reliant Bancorp’s ability to keep and attract clients and employees and can expose it to litigation and regulatory action. Although Reliant Bancorp takes steps to minimize reputation risk in dealing with its clients and communities, this risk will always be present given the nature of Reliant Bancorp’s business.

future.