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): June 24, 2019
FB FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Tennessee | 001-37875 | 62-1216058 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification Number) | ||
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)
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) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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 ý | |
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. ý |
888
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol | Name of exchange on which registered |
common stock | FBK | New York Stock Exchange |
Item 7.01 Regulation FD Disclosure
On June 24, 2019, FB Financial Corporation (the “Company”), the parent company of FirstBank, announced that FirstBank entered an agreement to sell its correspondent lending channel to Rushmore Loan Management Services LLC (“Rushmore”). Upon closing of the transaction, Rushmore will assume substantially all the assets and personnel related to the channel.
The Company had previously announced the execution of an agreement to sell FirstBank’s third party origination channel and a letter of intent to sell the bank’s correspondent channel. FirstBank completed the sale of its third party origination channel on June 7, 2019, and upon the closing of the sale of the correspondent channel to Rushmore, FirstBank’s mortgage restructuring will be substantially completed. The Company expects the transaction to close in the third quarter of 2019.
A press release regarding the announcement is attached as Exhibit 99.1.
The information in this current report, including the press release furnished as Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
Exhibit Number | Description | |
Press release issued June 24, 2019 |
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.
FB FINANCIAL CORPORATION
By: /s/ James R. Gordon
James R. Gordon
Chief Financial Officer
Date: June 24, 2019