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): January 21 28, 2026

FB FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

Tennessee

001-37875

62-1216058

(State or other jurisdictionof incorporation)

(Commission File Number)

(IRS EmployerIdentification ~~Number~~No.)

1221 Broadway, Suite 1300

Nashville, Tennessee 37203

(Address of principal executive offices) (Zip Code)

(615) 564-1212

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report.)

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Title of Each Class

Trading Symbol(s)

Name of each exchangeon which registered

Common Stock, $1.00 par value

~~FBK~~

~~New York Stock Exchange~~FBK

New York Stock Exchange

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 ☐

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. ☐

Item 25.02. Departure ~~Results~~of Directors or Certain Officers; Election of ~~Operations~~Directors; ~~and~~Appointment ~~Financial~~of ~~Condition~~Certain Officers; Compensatory Arrangements of Certain Officers.

OnChief ~~January 21,~~Accounting ~~2026,~~Officer FBResignation ~~Financial Corporation (“FB Financial”) issued a press release announcing its financial results for the fourth quarter~~ and ~~year ended December 31, 2025 (the “Earnings Release”). A copy of the Earnings Release is furnished as Exhibit 99.1 to this current report on Form 8-K (this “Report”).~~Appointment

~~Item~~On 7January 28, 2026, Jonathan Pennington notified FB Financial Corporation (the “FB Financial”), and its wholly owned subsidiary, FirstBank, of his decision to resign as Chief Accounting Officer from FB Financial and FirstBank, effective on or about February 26, 2026, to accept a position at another institution.01 Mr. ~~Regulation~~Pennington’s FDresignation ~~Disclosure~~was not the result of any disagreement with FB Financial on any matter relating to the Company’s operations, policies or practices, including the Company’s accounting principles and practices and internal controls. The company thanks Mr. Pennington for his contributions.

On ~~January 22~~February 2, 2026, the boards of directors (the “Boards”) of FB Financial and FirstBank announced that Lynn Joyce will ~~host~~replace Mr. Pennington as Chief Accounting Officer of both entities, effective on or about March 1, 2026. Ms. Joyce, age 62, most recently served as Chief Financial Officer of Southern States Bancshares, Inc. (“Southern States”), a ~~conference~~role ~~call~~she held from 2013 until the company’s acquisition by FB Financial in July 2025. Following the merger, she transitioned into a senior finance position at FirstBank. Prior to ~~discuss~~joining ~~financial~~Southern ~~results~~States, Ms. Joyce served for ~~the~~approximately ~~quarter~~20 ~~ended~~years ~~December 31~~as Chief Financial Officer at First Financial Bank, ~~2025~~after beginning her career as a certified public accountant with Arthur Andersen. Ms. Joyce is a member of the Alabama Society of Certified Public Accountants.

OnMs. ~~January 21~~Joyce’s total annual compensation, ~~2026~~including short and long-term bonus opportunities, FBwill ~~Financial~~be ~~made~~increased ~~available~~by onapproximately ~~its~~29% ~~website~~in ~~(investors~~connection with her appointment as Chief Accounting Officer.~~firstbankonline~~ There are no arrangements or understandings between Ms.~~com)~~ ~~supplemental~~Joyce ~~financial~~and ~~information~~any ~~for~~other ~~the~~persons ~~fourth~~pursuant ~~quarter~~to ~~ended~~which ~~December 31,~~she ~~2025~~was ~~(the~~appointed ~~“Financial~~as ~~Supplement”)~~Chief Accounting Officer of FB Financial and anFirstBank. ~~earnings~~There ~~release~~are ~~presentation~~no (family relationships between Ms. Joyce and any of the ~~“Earnings~~directors ~~Presentation”)~~or ~~containing~~other ~~additional~~executive ~~information~~officers ~~about~~of either FB Financial’s ~~financial~~or ~~results~~FirstBank, ~~for~~and ~~the~~Ms. ~~quarter~~Joyce ~~ended~~is ~~December 31~~not a party to any transaction, ~~2025~~or any proposed transaction, required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Copies of the Financial Supplement and the Earnings Presentation are furnished as Exhibit 99.2 and Exhibit 99.3, respectively, to this Report.

The information contained in this Report, including Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference into any registration statement or other documents pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to 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 of Exhibit
99.1						Earnings Release issued January 21, 2026
99.2						Financial Supplement for the quarter ended December 31, 2025
99.3						Earnings Presentation dated January 22, 2026
104						Cover Page Interactive Data File (formatted as inline XBRL document)

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/ Michael M. Mettee
		Michael M. Mettee
		Chief Financial Officer & Chief Operating Officer
		(Principal Financial Officer)
Date: January 21, 2026

FB FINANCIAL CORPORATION

By: /s/ Michael M. Mettee

Michael M. Mettee

Chief Operating Officer & Chief Financial Officer

Date: February 3, 2026

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