8-K
filed May 22, 2026, 4:15 PM ET
ticker FBK
CIK 0001649749
other
confidence high
sentiment neutral
materiality 0.15
FB Financial shareholders fail to remove supermajority; all directors elected
FB Financial Corp
- All 13 directors elected with votes for ranging from 41.2M (Pinson) to 42.4M (Smith).
- 2026 Incentive Plan approved with 36.0M for (84.7%), ESPP amendment with 42.5M for.
- Advisory say-on-pay passed: 42.0M for, 0.4M against.
- Proposal to eliminate supermajority voting failed (35.4M for, 7.1M abstain counted as against).
- Crowe LLP ratified as auditor: 46.2M for, 0.5M against.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.99
FB Financial Corp shareholders approved Non-binding, advisory vote on the compensation of the Company's named executive officers. at the 2026-05-21 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2026-05-21
Exact text from the filing
Non-binding, advisory vote on the compensation of the Company’s named executive officers: Votes For Votes Against Abstain Non Votes 42,018,053 446,203 39,708 4,284,021
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.99
FB Financial Corp shareholders approved Ratification of the appointment of Crowe LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026. at the 2026-05-21 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2026-05-21
Exact text from the filing
Ratification of the appointment of Crowe LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026: Votes For Votes Against Abstain Non Votes 46,249,513 480,409 58,062 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.99
FB Financial Corp shareholders approved Approval of the FB Financial Corporation 2026 Incentive Plan. at the 2026-05-21 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2026-05-21
Exact text from the filing
Approval of the FB Financial Corporation 2026 Incentive Plan: Votes For Votes Against Abstain Non Votes 35,996,763 6,468,949 38,252 4,284,021
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.99
FB Financial Corp shareholders approved Approval of the amendment to the employee stock purchase plan. at the 2026-05-21 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2026-05-21
Exact text from the filing
Approval of the amendment to the FB Financial Employee Stock Purchase Plan: Votes For Votes Against Abstain Non Votes 42,450,293 28,116 25,555 4,284,021
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.99
FB Financial Corp shareholders approved Election of 13 directors to serve until the 2027 annual meeting of shareholders and until their successors have been duly elected and qualified. at the 2026-05-21 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2026-05-21
Exact text from the filing
At the annual meeting, the Company’s shareholders elected 13 directors to hold office for one year and until their successors are duly elected and qualified: J. Jonathan Ayers, William F. Carpenter III, Agenia W. Clark, James W. Cross IV, James L. Exum, Christopher T. Holmes, Orrin H. Ingram, R. Milton Johnson, Raja J. Jubran, C. Wright Pinson, Emily J. Reynolds, J. Henry Smith IV, and Melody J. Sullivan.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.99
FB Financial Corp shareholders rejected Approval of amendments to the Company's amended and restated charter to eliminate supermajority voting standards. at the 2026-05-21 meeting.
- Proposal
- charter amendment
- Outcome
- failed
- Meeting
- 2026-05-21
Exact text from the filing
Approval of amendments to the Company’s amended and restated charter to eliminate supermajority voting standards: Votes For Votes Against Abstain Non Votes 35,384,224 37,445 7,082,294 4,284,021
View on SEC.gov
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