Gregory L. Davis Form 4 SMARTFINANCIAL / Gregory L. Davis ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Davis Gregory L.

(Last) (First) (Middle)

5401 KINGSTON PIKE SUITE 600

(Street)

KNOXVILLE TN 37919

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SMARTFINANCIAL INC. [ SMBK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP & CHIEF LENDING OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
01/28/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/28/2021		A		2,500(1)	A	$0	33,031	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Appreciation Right	$21.61							(2)	12/31/2021	Common Stock	3,000		3,000	D

Explanation of Responses:

1. On March 9, 2020, pursuant to the issuer's 2015 Stock Incentive Plan (the "Plan"), the Board of Directors of the issuer approved grants of performance-based restricted stock. Up to 50% of the restricted shares could be earned if the issuer achieved certain core diluted earnings per share targets for the fiscal year ending December 31, 2020, and up to 50% of the restricted shares could be earned if the issuer achieved certain core return on average assets targets for the fiscal year ending December 31, 2020. On January 28, 2021, the Board of Directors determined that all performance goals were met and 100% of the performance-based restricted stock shares were earned.

2. This stock appreciation right was granted on 1/25/2018. The stock appreciation right generally vest 100% on the third anniversary of the date of grant, subject to Mr. Davis's continuous service with the Company or a subsidiary or affiliate of the Company through such date. The stock appreciation right vest on an accelerated basis in full in the event of a change in control, again subject to Mr. Davis's continuous service with the Company or a subsidiary or affiliate of the Company through the date of the change in control.

	/s/ Glen Allen, Jr., Attorney-in-Fact	01/28/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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