GBank Financial Holdings Inc. — fact timeline

A. Lee Finley resigned as Director at GBank Financial Holdings Inc..

“On May 19, 2026, A. Lee Finley resigned from his position as a member of the Board of Directors of GBank Financial Holdings Inc. effective immediately.”

Jeff Newgard was appointed as President and Chief Executive Officer at GBank Financial Holdings Inc..

“On May 15, 2026, the board of directors (the “Board”) of GBank Financial Holdings Inc. (the “Company”) and the board of directors of the Company’s wholly owned bank subsidiary, GBank (“GBank”), approved the appointment of Jeff Newgard as President and Chief Executive Officer of GBank, effective June 8, 2026.”

Olivia M. Caley was appointed as Principal Financial Officer at GBank Financial Holdings Inc..

“Effective May 11, 2026, the Board of Directors of GBank Financial Holdings Inc. (the “Company”), designated Olivia M. Caley, Senior Vice President, Financial Reporting Director of GBank, to serve as the Company's Principal Financial Officer while Jeffery E. Whicker, Executive Vice President, Chief Financial Officer and Treasurer of the Company is on a medical leave of absence”

GBank Financial Holdings Inc. shareholders approved Approve adoption of 2026 Incentive Compensation Plan at the 2026-05-01 meeting.

“Proposal 3 - To approve the adoption of the 2026 Incentive Compensation Plan. Final voting results were as follows: For Against Abstain Broker Non-Votes 7,239,230 721,211 68,847 2,338,777”

GBank Financial Holdings Inc. shareholders approved Ratify the appointment of RSM US LLP as independent registered public accounting firm for 2026 at the 2026-05-01 meeting.

“Proposal 2 – To ratify the appointment of RSM US LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2026. Final voting results were as follows: For Against Abstain Broker Non-Votes 10,314,581 53,484 0 0”

GBank Financial Holdings Inc. shareholders approved Elect three Class I directors to serve on Board until 2029 annual meeting at the 2026-05-01 meeting.

“Proposal 1 – To elect three (3) Class I directors to serve on our Board of Directors until our 2029 annual meeting of stockholders and until their respective successor or successors are duly elected and qualified, or until their earlier resignation or removal from office. Name of Class I Nominee For Withhold Broker Non-Votes A. Lee Finley 7,712,048 317,240 2,338,777 Charles W. Griege, Jr. 7,319,602 709,686 2,338,777 William J. Hornbuckle 7,533,103 496,185 2,338,777”

GBank Financial Holdings Inc. entered into Purchase Agreements with certain institutional accredited investors and qualified institutional buyers valued at $11.0 million (effective 2026-01-14).

“On January 14, 2026, GBank Financial Holdings Inc. (the “Company”), the parent company for GBank (the “Bank”), entered into Subordinated Note Purchase Agreements (the “Purchase Agreements”) with certain institutional “accredited investors,” as such term is defined in Rule 501 of Regulation D promulgated by the U.S. Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (the “Securities Act”), and “qualified institutional buyers,” as such term is defined in Rule 144A promulgated by the SEC under the Securities Act (collectively, the “Purchasers”).”

GBank Financial Holdings Inc. incurred senior notes of $11.0 million at 7.25% per year maturing January 15, 2036.

“Under the terms of the Purchase Agreements with the Purchasers, the Company issued and sold $11.0 million in aggregate principal amount of its 7.25% Fixed-to-Floating Rate Subordinated Notes due 2036 (the “Notes”).”