Ayers James W.

SEC source: 0000899243-18-019258 · doc4.xml · nonDerivative · entry 2

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Ayers Asset Management, Inc.

Disclosed balance after: 6,647

F1 · security: As previously reported in Forms 4 filed with the Securities and Exchange Commission on November 30, 2017, January 4, 2018 and April 3, 2018, the reporting person, for no consideration, (i) transferred to Ayers Asset Management, Inc. ("AAM") 2,784 shares of common stock, par value $1.00 per share ("Common Stock"), of FB Financial Corporation (the "Company") that the Company had previously paid him as compensation for services rendered to the Company (the "Transfer") and (ii) assigned to AAM his contractual right to receive an additional 5,385 shares of Common Stock that he would receive from the Company as compensation in lieu of his salary (the "Assignment").

F2 · security: (continued from Footnote 1) Prior to the transactions described in this Form 4, (i) in separate vestings, 469 and 1,053 RSUs vested with the underlying shares of Common Stock being issued to the respective AAM employees and being subtracted from the reporting person's indirect beneficial ownership and (ii) of the 8,169 shares of Common Stock that the reporting person initially committed to transfer to AAM pursuant to the Transfer and Assignment, AAM had received 6,500 shares of Common Stock and had a contractual right to receive from the reporting person the remaining 1,669 shares of Common Stock owed pursuant to the Assignment.

F3 · security: (continued from Footnote 1) On June 29, 2018, the Company issued 2,865 shares of Common Stock to the reporting person in lieu of his salary, which such shares were fully vested on the date of issuance, and withheld 797 shares of Common Stock to satisfy a tax withholding obligation, resulting in the issuance of 2,068 shares of Common Stock to the reporting person. Immediately thereafter, in satisfaction of the remaining obligations under the Assignment described in Footnotes 1 and 2 of this Form 4, the reporting person transferred to AAM 1,669 shares of Common Stock.

F4 · security: (continuing from Footnote 1) Accordingly, following the transactions described in this Form 4, (i) AAM has received from the reporting person 8,169 shares of Common Stock in full satisfaction of the Assignment, (ii) the reporting person directly owns 13,500,399 shares of Common Stock and (iii) indirectly owns 6,647 shares of Common Stock through AAM due to the vestings of 469 and 1,053 RSUs noted above in Footnote 2.

SEC source: 0000899243-18-019258 · doc4.xml · nonDerivative · entry 1

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Ayers Asset Management, Inc.

Disclosed balance after: 6,647

F1 · security: As previously reported in Forms 4 filed with the Securities and Exchange Commission on November 30, 2017, January 4, 2018 and April 3, 2018, the reporting person, for no consideration, (i) transferred to Ayers Asset Management, Inc. ("AAM") 2,784 shares of common stock, par value $1.00 per share ("Common Stock"), of FB Financial Corporation (the "Company") that the Company had previously paid him as compensation for services rendered to the Company (the "Transfer") and (ii) assigned to AAM his contractual right to receive an additional 5,385 shares of Common Stock that he would receive from the Company as compensation in lieu of his salary (the "Assignment").

F2 · security: (continued from Footnote 1) Prior to the transactions described in this Form 4, (i) in separate vestings, 469 and 1,053 RSUs vested with the underlying shares of Common Stock being issued to the respective AAM employees and being subtracted from the reporting person's indirect beneficial ownership and (ii) of the 8,169 shares of Common Stock that the reporting person initially committed to transfer to AAM pursuant to the Transfer and Assignment, AAM had received 6,500 shares of Common Stock and had a contractual right to receive from the reporting person the remaining 1,669 shares of Common Stock owed pursuant to the Assignment.

F3 · security: (continued from Footnote 1) On June 29, 2018, the Company issued 2,865 shares of Common Stock to the reporting person in lieu of his salary, which such shares were fully vested on the date of issuance, and withheld 797 shares of Common Stock to satisfy a tax withholding obligation, resulting in the issuance of 2,068 shares of Common Stock to the reporting person. Immediately thereafter, in satisfaction of the remaining obligations under the Assignment described in Footnotes 1 and 2 of this Form 4, the reporting person transferred to AAM 1,669 shares of Common Stock.

F4 · security: (continuing from Footnote 1) Accordingly, following the transactions described in this Form 4, (i) AAM has received from the reporting person 8,169 shares of Common Stock in full satisfaction of the Assignment, (ii) the reporting person directly owns 13,500,399 shares of Common Stock and (iii) indirectly owns 6,647 shares of Common Stock through AAM due to the vestings of 469 and 1,053 RSUs noted above in Footnote 2.

SEC source: 0000899243-18-014587 · doc4.xml · nonDerivative · entry 1

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,500,000

SEC source: 0000899243-18-014488 · doc4.xml · nonDerivative · entry 1

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,980,000

SEC source: 0000899243-18-025913 · doc4.xml · derivative · entry 6

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by employees of Ayers Asset Management, Inc.

Disclosed balance after: 1,806

Underlying: Common Stock · 1,882 shares

Expires not disclosed

F2 · derivative.exercise_price: As reported in Forms 4 filed with the Securities and Exchange Commission on November 30, 2017, January 4, 2018 April 3, 2018, and July 3, 2018, the reporting person, for no consideration, previously transferred to Ayers Asset Management, Inc. ("AAM") 8,169 shares of Common Stock that the Company paid him as compensation for services rendered to the Company.

F3 · derivative.exercise_price: AAM issued 8,169 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. The 8,169 RSUs that were awarded to Grantees are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock.

F4 · derivative.exercise_price: On May 4, 2018, a Grantee's employment with AAM was terminated, and, as a result of such termination, the Grantee forfeited 76 unvested RSUs. The 76 unvested RSUs immediately and automatically (i) were gifted to the Middle Tennessee Council, Inc., Boy Scouts of America (the "Boy Scouts"), (ii) vested in their entirety and (iii) were converted on a one-for-one (1:1) basis into a number of shares of Common Stock.

F2 · derivative.exercise_date: As reported in Forms 4 filed with the Securities and Exchange Commission on November 30, 2017, January 4, 2018 April 3, 2018, and July 3, 2018, the reporting person, for no consideration, previously transferred to Ayers Asset Management, Inc. ("AAM") 8,169 shares of Common Stock that the Company paid him as compensation for services rendered to the Company.

F3 · derivative.exercise_date: AAM issued 8,169 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. The 8,169 RSUs that were awarded to Grantees are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock.

F4 · derivative.exercise_date: On May 4, 2018, a Grantee's employment with AAM was terminated, and, as a result of such termination, the Grantee forfeited 76 unvested RSUs. The 76 unvested RSUs immediately and automatically (i) were gifted to the Middle Tennessee Council, Inc., Boy Scouts of America (the "Boy Scouts"), (ii) vested in their entirety and (iii) were converted on a one-for-one (1:1) basis into a number of shares of Common Stock.

F2 · derivative.expiration_date: As reported in Forms 4 filed with the Securities and Exchange Commission on November 30, 2017, January 4, 2018 April 3, 2018, and July 3, 2018, the reporting person, for no consideration, previously transferred to Ayers Asset Management, Inc. ("AAM") 8,169 shares of Common Stock that the Company paid him as compensation for services rendered to the Company.

F3 · derivative.expiration_date: AAM issued 8,169 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. The 8,169 RSUs that were awarded to Grantees are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock.

F4 · derivative.expiration_date: On May 4, 2018, a Grantee's employment with AAM was terminated, and, as a result of such termination, the Grantee forfeited 76 unvested RSUs. The 76 unvested RSUs immediately and automatically (i) were gifted to the Middle Tennessee Council, Inc., Boy Scouts of America (the "Boy Scouts"), (ii) vested in their entirety and (iii) were converted on a one-for-one (1:1) basis into a number of shares of Common Stock.

SEC source: 0000899243-18-025913 · doc4.xml · nonDerivative · entry 3

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Ayers Asset Management, Inc.

Disclosed balance after: 6,571

F2 · security: As reported in Forms 4 filed with the Securities and Exchange Commission on November 30, 2017, January 4, 2018 April 3, 2018, and July 3, 2018, the reporting person, for no consideration, previously transferred to Ayers Asset Management, Inc. ("AAM") 8,169 shares of Common Stock that the Company paid him as compensation for services rendered to the Company.

F3 · security: AAM issued 8,169 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. The 8,169 RSUs that were awarded to Grantees are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock.

F4 · security: On May 4, 2018, a Grantee's employment with AAM was terminated, and, as a result of such termination, the Grantee forfeited 76 unvested RSUs. The 76 unvested RSUs immediately and automatically (i) were gifted to the Middle Tennessee Council, Inc., Boy Scouts of America (the "Boy Scouts"), (ii) vested in their entirety and (iii) were converted on a one-for-one (1:1) basis into a number of shares of Common Stock.

SEC source: 0000899243-18-025913 · doc4.xml · derivative · entry 8

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by employees of Ayers Asset Management, Inc.

Disclosed balance after: 4,575

Underlying: Common Stock · 4,654 shares

Expires not disclosed

F2 · derivative.exercise_price: As reported in Forms 4 filed with the Securities and Exchange Commission on November 30, 2017, January 4, 2018 April 3, 2018, and July 3, 2018, the reporting person, for no consideration, previously transferred to Ayers Asset Management, Inc. ("AAM") 8,169 shares of Common Stock that the Company paid him as compensation for services rendered to the Company.

F3 · derivative.exercise_price: AAM issued 8,169 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. The 8,169 RSUs that were awarded to Grantees are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock.

F6 · derivative.exercise_price: On March 31, 2018, a Grantee's employment with AAM was terminated, and, as a result of such termination, the Grantee forfeited 79 unvested RSUs. The 79 unvested RSUs immediately and automatically (i) were gifted to the Boy Scouts, (ii) vested in their entirety and (iii) were converted on a one-for-one (1:1) basis into a number of shares of Common Stock.

F2 · derivative.exercise_date: As reported in Forms 4 filed with the Securities and Exchange Commission on November 30, 2017, January 4, 2018 April 3, 2018, and July 3, 2018, the reporting person, for no consideration, previously transferred to Ayers Asset Management, Inc. ("AAM") 8,169 shares of Common Stock that the Company paid him as compensation for services rendered to the Company.

F3 · derivative.exercise_date: AAM issued 8,169 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. The 8,169 RSUs that were awarded to Grantees are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock.

F6 · derivative.exercise_date: On March 31, 2018, a Grantee's employment with AAM was terminated, and, as a result of such termination, the Grantee forfeited 79 unvested RSUs. The 79 unvested RSUs immediately and automatically (i) were gifted to the Boy Scouts, (ii) vested in their entirety and (iii) were converted on a one-for-one (1:1) basis into a number of shares of Common Stock.

F2 · derivative.expiration_date: As reported in Forms 4 filed with the Securities and Exchange Commission on November 30, 2017, January 4, 2018 April 3, 2018, and July 3, 2018, the reporting person, for no consideration, previously transferred to Ayers Asset Management, Inc. ("AAM") 8,169 shares of Common Stock that the Company paid him as compensation for services rendered to the Company.

F3 · derivative.expiration_date: AAM issued 8,169 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. The 8,169 RSUs that were awarded to Grantees are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock.

F6 · derivative.expiration_date: On March 31, 2018, a Grantee's employment with AAM was terminated, and, as a result of such termination, the Grantee forfeited 79 unvested RSUs. The 79 unvested RSUs immediately and automatically (i) were gifted to the Boy Scouts, (ii) vested in their entirety and (iii) were converted on a one-for-one (1:1) basis into a number of shares of Common Stock.

SEC source: 0000899243-18-025913 · doc4.xml · nonDerivative · entry 5

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Ayers Asset Management, Inc.

Disclosed balance after: 6,381

F2 · security: As reported in Forms 4 filed with the Securities and Exchange Commission on November 30, 2017, January 4, 2018 April 3, 2018, and July 3, 2018, the reporting person, for no consideration, previously transferred to Ayers Asset Management, Inc. ("AAM") 8,169 shares of Common Stock that the Company paid him as compensation for services rendered to the Company.

F3 · security: AAM issued 8,169 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. The 8,169 RSUs that were awarded to Grantees are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock.

F6 · security: On March 31, 2018, a Grantee's employment with AAM was terminated, and, as a result of such termination, the Grantee forfeited 79 unvested RSUs. The 79 unvested RSUs immediately and automatically (i) were gifted to the Boy Scouts, (ii) vested in their entirety and (iii) were converted on a one-for-one (1:1) basis into a number of shares of Common Stock.

SEC source: 0000899243-18-009356 · doc4.xml · nonDerivative · entry 4

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Ayers Asset Management, Inc.

Disclosed balance after: 6,647

F1 · security: As previously reported in a Form 4 filed with the Securities and Exchange Commission ("SEC") on November 30, 2017 , the reporting person, for no consideration, (i) transferred to Ayers Asset Management, Inc. ("AAM") 2,784 shares of common stock, par value $1.00 per share ("Common Stock"), of FB Financial Corporation (the "Company") that the Company had previously paid him as compensation for services rendered to the Company (the "Transfer") and (ii) assigned to AAM his contractual right to receive an additional 5,385 shares of Common Stock that he would receive from the Company as compensation in lieu of his salary (the "Assignment"). The reporting person is the sole shareholder of AAM.

F2 · security: (Continued from Footnote 1) Accordingly, the Transfer and the Assignment effected only a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in the shares of Common Stock and is therefore exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-13 promulgated thereunder.

F3 · security: (Continued from Footnote 1) As previously reported in a Form 4 filed with the SEC on January 4, 2018 (the "January 2018 Form 4"), on January 2, 2018, the Company issued 2,679 shares of Common Stock to the reporting person in lieu of his salary, which such shares were fully vested on the date of issuance, and withheld 823 shares of Common Stock to satisfy a tax withholding obligation resulting from the issuance of the 2,679 shares of Common Stock. Immediately thereafter, in partial satisfaction of the Assignment described in Footnote 1 of this Form 4, the reporting person transferred to AAM the resulting 1,856 shares of Common Stock. Accordingly, as of January 4, 2018, AAM has received 4,640 shares of Common Stock and will continue to have a contractual right to receive from the reporting person the remaining 3,529 shares of Common Stock owed pursuant to the Assignment.

F4 · security: On March 30, 2018, the Company issued 2,772 shares of Common Stock to the reporting person in lieu of his salary, which such shares were fully vested on the date of issuance, and withheld 912 shares of Common Stock to satisfy a tax withholding obligation resulting from the issuance of the 2,772 shares of Common Stock. Immediately thereafter, in partial satisfaction of the Assignment described in Footnote 1 of this Form 4, the reporting person transferred to AAM the resulting 1,860 shares of Common Stock. Accordingly, as of April 3, 2018, AAM has received from the reporting person 6,500 shares of Common Stock and will continue to have a contractual right to receive from the reporting person the remaining 1,669 shares of Common Stock owed pursuant to the Assignment.

F1 · balance_after: As previously reported in a Form 4 filed with the Securities and Exchange Commission ("SEC") on November 30, 2017 , the reporting person, for no consideration, (i) transferred to Ayers Asset Management, Inc. ("AAM") 2,784 shares of common stock, par value $1.00 per share ("Common Stock"), of FB Financial Corporation (the "Company") that the Company had previously paid him as compensation for services rendered to the Company (the "Transfer") and (ii) assigned to AAM his contractual right to receive an additional 5,385 shares of Common Stock that he would receive from the Company as compensation in lieu of his salary (the "Assignment"). The reporting person is the sole shareholder of AAM.

F2 · balance_after: (Continued from Footnote 1) Accordingly, the Transfer and the Assignment effected only a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in the shares of Common Stock and is therefore exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-13 promulgated thereunder.

F3 · balance_after: (Continued from Footnote 1) As previously reported in a Form 4 filed with the SEC on January 4, 2018 (the "January 2018 Form 4"), on January 2, 2018, the Company issued 2,679 shares of Common Stock to the reporting person in lieu of his salary, which such shares were fully vested on the date of issuance, and withheld 823 shares of Common Stock to satisfy a tax withholding obligation resulting from the issuance of the 2,679 shares of Common Stock. Immediately thereafter, in partial satisfaction of the Assignment described in Footnote 1 of this Form 4, the reporting person transferred to AAM the resulting 1,856 shares of Common Stock. Accordingly, as of January 4, 2018, AAM has received 4,640 shares of Common Stock and will continue to have a contractual right to receive from the reporting person the remaining 3,529 shares of Common Stock owed pursuant to the Assignment.

F4 · balance_after: On March 30, 2018, the Company issued 2,772 shares of Common Stock to the reporting person in lieu of his salary, which such shares were fully vested on the date of issuance, and withheld 912 shares of Common Stock to satisfy a tax withholding obligation resulting from the issuance of the 2,772 shares of Common Stock. Immediately thereafter, in partial satisfaction of the Assignment described in Footnote 1 of this Form 4, the reporting person transferred to AAM the resulting 1,860 shares of Common Stock. Accordingly, as of April 3, 2018, AAM has received from the reporting person 6,500 shares of Common Stock and will continue to have a contractual right to receive from the reporting person the remaining 1,669 shares of Common Stock owed pursuant to the Assignment.

SEC source: 0000899243-18-009356 · doc4.xml · nonDerivative · entry 3

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Ayers Asset Management, Inc.

Disclosed balance after: 6,647

F1 · security: As previously reported in a Form 4 filed with the Securities and Exchange Commission ("SEC") on November 30, 2017 , the reporting person, for no consideration, (i) transferred to Ayers Asset Management, Inc. ("AAM") 2,784 shares of common stock, par value $1.00 per share ("Common Stock"), of FB Financial Corporation (the "Company") that the Company had previously paid him as compensation for services rendered to the Company (the "Transfer") and (ii) assigned to AAM his contractual right to receive an additional 5,385 shares of Common Stock that he would receive from the Company as compensation in lieu of his salary (the "Assignment"). The reporting person is the sole shareholder of AAM.

F2 · security: (Continued from Footnote 1) Accordingly, the Transfer and the Assignment effected only a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in the shares of Common Stock and is therefore exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-13 promulgated thereunder.

F3 · security: (Continued from Footnote 1) As previously reported in a Form 4 filed with the SEC on January 4, 2018 (the "January 2018 Form 4"), on January 2, 2018, the Company issued 2,679 shares of Common Stock to the reporting person in lieu of his salary, which such shares were fully vested on the date of issuance, and withheld 823 shares of Common Stock to satisfy a tax withholding obligation resulting from the issuance of the 2,679 shares of Common Stock. Immediately thereafter, in partial satisfaction of the Assignment described in Footnote 1 of this Form 4, the reporting person transferred to AAM the resulting 1,856 shares of Common Stock. Accordingly, as of January 4, 2018, AAM has received 4,640 shares of Common Stock and will continue to have a contractual right to receive from the reporting person the remaining 3,529 shares of Common Stock owed pursuant to the Assignment.

F4 · security: On March 30, 2018, the Company issued 2,772 shares of Common Stock to the reporting person in lieu of his salary, which such shares were fully vested on the date of issuance, and withheld 912 shares of Common Stock to satisfy a tax withholding obligation resulting from the issuance of the 2,772 shares of Common Stock. Immediately thereafter, in partial satisfaction of the Assignment described in Footnote 1 of this Form 4, the reporting person transferred to AAM the resulting 1,860 shares of Common Stock. Accordingly, as of April 3, 2018, AAM has received from the reporting person 6,500 shares of Common Stock and will continue to have a contractual right to receive from the reporting person the remaining 1,669 shares of Common Stock owed pursuant to the Assignment.

F1 · balance_after: As previously reported in a Form 4 filed with the Securities and Exchange Commission ("SEC") on November 30, 2017 , the reporting person, for no consideration, (i) transferred to Ayers Asset Management, Inc. ("AAM") 2,784 shares of common stock, par value $1.00 per share ("Common Stock"), of FB Financial Corporation (the "Company") that the Company had previously paid him as compensation for services rendered to the Company (the "Transfer") and (ii) assigned to AAM his contractual right to receive an additional 5,385 shares of Common Stock that he would receive from the Company as compensation in lieu of his salary (the "Assignment"). The reporting person is the sole shareholder of AAM.

F2 · balance_after: (Continued from Footnote 1) Accordingly, the Transfer and the Assignment effected only a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in the shares of Common Stock and is therefore exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-13 promulgated thereunder.

F3 · balance_after: (Continued from Footnote 1) As previously reported in a Form 4 filed with the SEC on January 4, 2018 (the "January 2018 Form 4"), on January 2, 2018, the Company issued 2,679 shares of Common Stock to the reporting person in lieu of his salary, which such shares were fully vested on the date of issuance, and withheld 823 shares of Common Stock to satisfy a tax withholding obligation resulting from the issuance of the 2,679 shares of Common Stock. Immediately thereafter, in partial satisfaction of the Assignment described in Footnote 1 of this Form 4, the reporting person transferred to AAM the resulting 1,856 shares of Common Stock. Accordingly, as of January 4, 2018, AAM has received 4,640 shares of Common Stock and will continue to have a contractual right to receive from the reporting person the remaining 3,529 shares of Common Stock owed pursuant to the Assignment.

F4 · balance_after: On March 30, 2018, the Company issued 2,772 shares of Common Stock to the reporting person in lieu of his salary, which such shares were fully vested on the date of issuance, and withheld 912 shares of Common Stock to satisfy a tax withholding obligation resulting from the issuance of the 2,772 shares of Common Stock. Immediately thereafter, in partial satisfaction of the Assignment described in Footnote 1 of this Form 4, the reporting person transferred to AAM the resulting 1,860 shares of Common Stock. Accordingly, as of April 3, 2018, AAM has received from the reporting person 6,500 shares of Common Stock and will continue to have a contractual right to receive from the reporting person the remaining 1,669 shares of Common Stock owed pursuant to the Assignment.

SEC source: 0000899243-18-009356 · doc4.xml · derivative · entry 8

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by employees of Ayers Asset Management, Inc.

Disclosed balance after: 0

Underlying: Common Stock · 1,053 shares

Expires not disclosed

F11 · security: As previously reported in the January 2018 Form 4, AAM issued 1,053 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These 1,053 RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock. These 1,053 RSUs will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2018, subject to the Grantee's continued employment with AAM on such date; (ii) on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F12 · security: (Continued from Footnote 11) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of shares of Common Stock that corresponds with the number of Unvested RSUs. In addition, on January 31, 2018, the 1,053 RSUs described in Footnote 11 and this Footnote 12 vested with the underlying shares of Common Stock being issued to the Grantee.

F11 · derivative.exercise_price: As previously reported in the January 2018 Form 4, AAM issued 1,053 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These 1,053 RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock. These 1,053 RSUs will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2018, subject to the Grantee's continued employment with AAM on such date; (ii) on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F12 · derivative.exercise_price: (Continued from Footnote 11) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of shares of Common Stock that corresponds with the number of Unvested RSUs. In addition, on January 31, 2018, the 1,053 RSUs described in Footnote 11 and this Footnote 12 vested with the underlying shares of Common Stock being issued to the Grantee.

F11 · price: As previously reported in the January 2018 Form 4, AAM issued 1,053 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These 1,053 RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock. These 1,053 RSUs will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2018, subject to the Grantee's continued employment with AAM on such date; (ii) on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F12 · price: (Continued from Footnote 11) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of shares of Common Stock that corresponds with the number of Unvested RSUs. In addition, on January 31, 2018, the 1,053 RSUs described in Footnote 11 and this Footnote 12 vested with the underlying shares of Common Stock being issued to the Grantee.

F11 · derivative.exercise_date: As previously reported in the January 2018 Form 4, AAM issued 1,053 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These 1,053 RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock. These 1,053 RSUs will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2018, subject to the Grantee's continued employment with AAM on such date; (ii) on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F12 · derivative.exercise_date: (Continued from Footnote 11) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of shares of Common Stock that corresponds with the number of Unvested RSUs. In addition, on January 31, 2018, the 1,053 RSUs described in Footnote 11 and this Footnote 12 vested with the underlying shares of Common Stock being issued to the Grantee.

F11 · derivative.expiration_date: As previously reported in the January 2018 Form 4, AAM issued 1,053 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These 1,053 RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock. These 1,053 RSUs will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2018, subject to the Grantee's continued employment with AAM on such date; (ii) on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F12 · derivative.expiration_date: (Continued from Footnote 11) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of shares of Common Stock that corresponds with the number of Unvested RSUs. In addition, on January 31, 2018, the 1,053 RSUs described in Footnote 11 and this Footnote 12 vested with the underlying shares of Common Stock being issued to the Grantee.

SEC source: 0000899243-18-009356 · doc4.xml · derivative · entry 7

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by employees of Ayers Asset Management, Inc.

Disclosed balance after: 1,882

Underlying: Common Stock · 2,351 shares

Expires not disclosed

F8 · security: As previously reported in the January 2018 Form 4, AAM issued 2,062 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock. The RSUs that were awarded to these Grantees will vest and become non-forfeitable as follows: (i) the RSUs will vest in five equal annual installments on January 31, 2018, January 31, 2019, January 31, 2020, January 31, 2021 and January 31, 2022, subject to the Grantee's continued employment with AAM on each such date; (ii) any unvested RSUs will vest on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) any unvested RSUs will vest on the date of the reporting person's death.

F9 · security: (Continued from Footnote 8) If the Grantee's employment with AAM terminates prior to any of the foregoing vesting dates for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit the Unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of shares of Common Stock that corresponds with the number of Unvested RSUs. Since the January 2018 Form 4, AAM identified three Grantees that received the RSUs described in Footnotes 5 and 6 that should have received the RSUs discussed in Footnote 8 and this Footnote 9. Accordingly, 289 RSUs were added to the 2,062 RSUs previously reported in the January 2018 Form 4.

F10 · security: (Continued from Footnote 8) In addition, on January 31, 2018, 469 of the RSUs described in Footnote 8, 9 and this Footnote 10 vested with the underlying shares of Common Stock being issued to the Grantees.

F8 · derivative.exercise_price: As previously reported in the January 2018 Form 4, AAM issued 2,062 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock. The RSUs that were awarded to these Grantees will vest and become non-forfeitable as follows: (i) the RSUs will vest in five equal annual installments on January 31, 2018, January 31, 2019, January 31, 2020, January 31, 2021 and January 31, 2022, subject to the Grantee's continued employment with AAM on each such date; (ii) any unvested RSUs will vest on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) any unvested RSUs will vest on the date of the reporting person's death.

F9 · derivative.exercise_price: (Continued from Footnote 8) If the Grantee's employment with AAM terminates prior to any of the foregoing vesting dates for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit the Unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of shares of Common Stock that corresponds with the number of Unvested RSUs. Since the January 2018 Form 4, AAM identified three Grantees that received the RSUs described in Footnotes 5 and 6 that should have received the RSUs discussed in Footnote 8 and this Footnote 9. Accordingly, 289 RSUs were added to the 2,062 RSUs previously reported in the January 2018 Form 4.

F10 · derivative.exercise_price: (Continued from Footnote 8) In addition, on January 31, 2018, 469 of the RSUs described in Footnote 8, 9 and this Footnote 10 vested with the underlying shares of Common Stock being issued to the Grantees.

F8 · price: As previously reported in the January 2018 Form 4, AAM issued 2,062 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock. The RSUs that were awarded to these Grantees will vest and become non-forfeitable as follows: (i) the RSUs will vest in five equal annual installments on January 31, 2018, January 31, 2019, January 31, 2020, January 31, 2021 and January 31, 2022, subject to the Grantee's continued employment with AAM on each such date; (ii) any unvested RSUs will vest on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) any unvested RSUs will vest on the date of the reporting person's death.

F9 · price: (Continued from Footnote 8) If the Grantee's employment with AAM terminates prior to any of the foregoing vesting dates for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit the Unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of shares of Common Stock that corresponds with the number of Unvested RSUs. Since the January 2018 Form 4, AAM identified three Grantees that received the RSUs described in Footnotes 5 and 6 that should have received the RSUs discussed in Footnote 8 and this Footnote 9. Accordingly, 289 RSUs were added to the 2,062 RSUs previously reported in the January 2018 Form 4.

F10 · price: (Continued from Footnote 8) In addition, on January 31, 2018, 469 of the RSUs described in Footnote 8, 9 and this Footnote 10 vested with the underlying shares of Common Stock being issued to the Grantees.

F8 · derivative.exercise_date: As previously reported in the January 2018 Form 4, AAM issued 2,062 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock. The RSUs that were awarded to these Grantees will vest and become non-forfeitable as follows: (i) the RSUs will vest in five equal annual installments on January 31, 2018, January 31, 2019, January 31, 2020, January 31, 2021 and January 31, 2022, subject to the Grantee's continued employment with AAM on each such date; (ii) any unvested RSUs will vest on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) any unvested RSUs will vest on the date of the reporting person's death.

F9 · derivative.exercise_date: (Continued from Footnote 8) If the Grantee's employment with AAM terminates prior to any of the foregoing vesting dates for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit the Unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of shares of Common Stock that corresponds with the number of Unvested RSUs. Since the January 2018 Form 4, AAM identified three Grantees that received the RSUs described in Footnotes 5 and 6 that should have received the RSUs discussed in Footnote 8 and this Footnote 9. Accordingly, 289 RSUs were added to the 2,062 RSUs previously reported in the January 2018 Form 4.

F10 · derivative.exercise_date: (Continued from Footnote 8) In addition, on January 31, 2018, 469 of the RSUs described in Footnote 8, 9 and this Footnote 10 vested with the underlying shares of Common Stock being issued to the Grantees.

F8 · derivative.expiration_date: As previously reported in the January 2018 Form 4, AAM issued 2,062 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock. The RSUs that were awarded to these Grantees will vest and become non-forfeitable as follows: (i) the RSUs will vest in five equal annual installments on January 31, 2018, January 31, 2019, January 31, 2020, January 31, 2021 and January 31, 2022, subject to the Grantee's continued employment with AAM on each such date; (ii) any unvested RSUs will vest on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) any unvested RSUs will vest on the date of the reporting person's death.

F9 · derivative.expiration_date: (Continued from Footnote 8) If the Grantee's employment with AAM terminates prior to any of the foregoing vesting dates for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit the Unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of shares of Common Stock that corresponds with the number of Unvested RSUs. Since the January 2018 Form 4, AAM identified three Grantees that received the RSUs described in Footnotes 5 and 6 that should have received the RSUs discussed in Footnote 8 and this Footnote 9. Accordingly, 289 RSUs were added to the 2,062 RSUs previously reported in the January 2018 Form 4.

F10 · derivative.expiration_date: (Continued from Footnote 8) In addition, on January 31, 2018, 469 of the RSUs described in Footnote 8, 9 and this Footnote 10 vested with the underlying shares of Common Stock being issued to the Grantees.

SEC source: 0000899243-18-009356 · doc4.xml · nonDerivative · entry 2

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Ayers Asset Management, Inc.

Disclosed balance after: 6,647

F11 · security: As previously reported in the January 2018 Form 4, AAM issued 1,053 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These 1,053 RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock. These 1,053 RSUs will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2018, subject to the Grantee's continued employment with AAM on such date; (ii) on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F12 · security: (Continued from Footnote 11) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of shares of Common Stock that corresponds with the number of Unvested RSUs. In addition, on January 31, 2018, the 1,053 RSUs described in Footnote 11 and this Footnote 12 vested with the underlying shares of Common Stock being issued to the Grantee.

F11 · price: As previously reported in the January 2018 Form 4, AAM issued 1,053 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These 1,053 RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock. These 1,053 RSUs will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2018, subject to the Grantee's continued employment with AAM on such date; (ii) on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F12 · price: (Continued from Footnote 11) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of shares of Common Stock that corresponds with the number of Unvested RSUs. In addition, on January 31, 2018, the 1,053 RSUs described in Footnote 11 and this Footnote 12 vested with the underlying shares of Common Stock being issued to the Grantee.

SEC source: 0000899243-18-009356 · doc4.xml · nonDerivative · entry 1

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Ayers Asset Management, Inc.

Disclosed balance after: 7,700

F8 · security: As previously reported in the January 2018 Form 4, AAM issued 2,062 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock. The RSUs that were awarded to these Grantees will vest and become non-forfeitable as follows: (i) the RSUs will vest in five equal annual installments on January 31, 2018, January 31, 2019, January 31, 2020, January 31, 2021 and January 31, 2022, subject to the Grantee's continued employment with AAM on each such date; (ii) any unvested RSUs will vest on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) any unvested RSUs will vest on the date of the reporting person's death.

F9 · security: (Continued from Footnote 8) If the Grantee's employment with AAM terminates prior to any of the foregoing vesting dates for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit the Unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of shares of Common Stock that corresponds with the number of Unvested RSUs. Since the January 2018 Form 4, AAM identified three Grantees that received the RSUs described in Footnotes 5 and 6 that should have received the RSUs discussed in Footnote 8 and this Footnote 9. Accordingly, 289 RSUs were added to the 2,062 RSUs previously reported in the January 2018 Form 4.

F10 · security: (Continued from Footnote 8) In addition, on January 31, 2018, 469 of the RSUs described in Footnote 8, 9 and this Footnote 10 vested with the underlying shares of Common Stock being issued to the Grantees.

F8 · price: As previously reported in the January 2018 Form 4, AAM issued 2,062 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock. The RSUs that were awarded to these Grantees will vest and become non-forfeitable as follows: (i) the RSUs will vest in five equal annual installments on January 31, 2018, January 31, 2019, January 31, 2020, January 31, 2021 and January 31, 2022, subject to the Grantee's continued employment with AAM on each such date; (ii) any unvested RSUs will vest on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) any unvested RSUs will vest on the date of the reporting person's death.

F9 · price: (Continued from Footnote 8) If the Grantee's employment with AAM terminates prior to any of the foregoing vesting dates for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit the Unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of shares of Common Stock that corresponds with the number of Unvested RSUs. Since the January 2018 Form 4, AAM identified three Grantees that received the RSUs described in Footnotes 5 and 6 that should have received the RSUs discussed in Footnote 8 and this Footnote 9. Accordingly, 289 RSUs were added to the 2,062 RSUs previously reported in the January 2018 Form 4.

F10 · price: (Continued from Footnote 8) In addition, on January 31, 2018, 469 of the RSUs described in Footnote 8, 9 and this Footnote 10 vested with the underlying shares of Common Stock being issued to the Grantees.

SEC source: 0000899243-18-025913 · doc4.xml · derivative · entry 7

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by employees of Ayers Asset Management, Inc.

Disclosed balance after: 4,654

Underlying: Common Stock · 4,765 shares

Expires not disclosed

F2 · derivative.exercise_price: As reported in Forms 4 filed with the Securities and Exchange Commission on November 30, 2017, January 4, 2018 April 3, 2018, and July 3, 2018, the reporting person, for no consideration, previously transferred to Ayers Asset Management, Inc. ("AAM") 8,169 shares of Common Stock that the Company paid him as compensation for services rendered to the Company.

F3 · derivative.exercise_price: AAM issued 8,169 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. The 8,169 RSUs that were awarded to Grantees are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock.

F5 · derivative.exercise_price: On January 31, 2018, a Grantee's employment with AAM was terminated, and, as a result of such termination, the Grantee forfeited 111 unvested RSUs. The 111 unvested RSUs immediately and automatically (i) were gifted to the Boy Scouts, (ii) vested in their entirety and (iii) were converted on a one-for-one (1:1) basis into a number of shares of Common Stock.

F2 · derivative.exercise_date: As reported in Forms 4 filed with the Securities and Exchange Commission on November 30, 2017, January 4, 2018 April 3, 2018, and July 3, 2018, the reporting person, for no consideration, previously transferred to Ayers Asset Management, Inc. ("AAM") 8,169 shares of Common Stock that the Company paid him as compensation for services rendered to the Company.

F3 · derivative.exercise_date: AAM issued 8,169 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. The 8,169 RSUs that were awarded to Grantees are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock.

F5 · derivative.exercise_date: On January 31, 2018, a Grantee's employment with AAM was terminated, and, as a result of such termination, the Grantee forfeited 111 unvested RSUs. The 111 unvested RSUs immediately and automatically (i) were gifted to the Boy Scouts, (ii) vested in their entirety and (iii) were converted on a one-for-one (1:1) basis into a number of shares of Common Stock.

F2 · derivative.expiration_date: As reported in Forms 4 filed with the Securities and Exchange Commission on November 30, 2017, January 4, 2018 April 3, 2018, and July 3, 2018, the reporting person, for no consideration, previously transferred to Ayers Asset Management, Inc. ("AAM") 8,169 shares of Common Stock that the Company paid him as compensation for services rendered to the Company.

F3 · derivative.expiration_date: AAM issued 8,169 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. The 8,169 RSUs that were awarded to Grantees are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock.

F5 · derivative.expiration_date: On January 31, 2018, a Grantee's employment with AAM was terminated, and, as a result of such termination, the Grantee forfeited 111 unvested RSUs. The 111 unvested RSUs immediately and automatically (i) were gifted to the Boy Scouts, (ii) vested in their entirety and (iii) were converted on a one-for-one (1:1) basis into a number of shares of Common Stock.

SEC source: 0000899243-18-025913 · doc4.xml · nonDerivative · entry 4

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Ayers Asset Management, Inc.

Disclosed balance after: 6,460

F2 · security: As reported in Forms 4 filed with the Securities and Exchange Commission on November 30, 2017, January 4, 2018 April 3, 2018, and July 3, 2018, the reporting person, for no consideration, previously transferred to Ayers Asset Management, Inc. ("AAM") 8,169 shares of Common Stock that the Company paid him as compensation for services rendered to the Company.

F3 · security: AAM issued 8,169 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. The 8,169 RSUs that were awarded to Grantees are convertible on a one-for-one (1:1) basis into a corresponding number of shares of Common Stock.

F5 · security: On January 31, 2018, a Grantee's employment with AAM was terminated, and, as a result of such termination, the Grantee forfeited 111 unvested RSUs. The 111 unvested RSUs immediately and automatically (i) were gifted to the Boy Scouts, (ii) vested in their entirety and (iii) were converted on a one-for-one (1:1) basis into a number of shares of Common Stock.

SEC source: 0000899243-18-000516 · doc4.xml · nonDerivative · entry 2

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Ayers Asset Management, Inc.

Disclosed balance after: 8,169

F1 · security: As previously reported in a Form 4 filed with the Securities and Exchange Commission on November 30, 2017 (the "Prior Form 4"), the reporting person, for no consideration, (i) transferred to Ayers Asset Management, Inc. ("AAM") 2,784 shares of common stock, par value $1.00 per share ("Common Stock"), of FB Financial Corporation (the "Company") that the Company had previously paid him as compensation for services rendered to the Company (the "Transfer") and (ii) assigned to AAM his contractual right to receive an additional 5,385 shares of Common Stock that he would receive from the Company as compensation in lieu of his salary (the "Assignment"). The reporting person is the sole shareholder of AAM.

F2 · security: (Continued from Footnote 1) Accordingly, the Transfer and the Assignment effected only a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in the shares of Common Stock and is therefore exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-13 promulgated thereunder.

F3 · security: (Continued from Footnote 1) On January 2, 2018, the Company issued 2,679 shares of Common Stock to the reporting person in lieu of his salary, which such shares were fully vested on the date of issuance, and withheld 823 shares of Common Stock to satisfy a tax withholding obligation resulting from the issuance of the 2,679 shares of Common Stock. Immediately thereafter, in partial satisfaction of the Assignment described in Footnote 1 of this Form 4, the reporting person transferred to AAM the resulting 1,856 shares of Common Stock. Accordingly, as of January 4, 2018, AAM has received 4,640 shares of Common Stock and will continue to have a contractual right to receive from the reporting person the remaining 3,529 shares of Common Stock owed pursuant to the Assignment.

F1 · balance_after: As previously reported in a Form 4 filed with the Securities and Exchange Commission on November 30, 2017 (the "Prior Form 4"), the reporting person, for no consideration, (i) transferred to Ayers Asset Management, Inc. ("AAM") 2,784 shares of common stock, par value $1.00 per share ("Common Stock"), of FB Financial Corporation (the "Company") that the Company had previously paid him as compensation for services rendered to the Company (the "Transfer") and (ii) assigned to AAM his contractual right to receive an additional 5,385 shares of Common Stock that he would receive from the Company as compensation in lieu of his salary (the "Assignment"). The reporting person is the sole shareholder of AAM.

F2 · balance_after: (Continued from Footnote 1) Accordingly, the Transfer and the Assignment effected only a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in the shares of Common Stock and is therefore exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-13 promulgated thereunder.

F3 · balance_after: (Continued from Footnote 1) On January 2, 2018, the Company issued 2,679 shares of Common Stock to the reporting person in lieu of his salary, which such shares were fully vested on the date of issuance, and withheld 823 shares of Common Stock to satisfy a tax withholding obligation resulting from the issuance of the 2,679 shares of Common Stock. Immediately thereafter, in partial satisfaction of the Assignment described in Footnote 1 of this Form 4, the reporting person transferred to AAM the resulting 1,856 shares of Common Stock. Accordingly, as of January 4, 2018, AAM has received 4,640 shares of Common Stock and will continue to have a contractual right to receive from the reporting person the remaining 3,529 shares of Common Stock owed pursuant to the Assignment.

SEC source: 0000899243-18-000516 · doc4.xml · nonDerivative · entry 1

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Ayers Asset Management, Inc.

Disclosed balance after: 8,169

F1 · security: As previously reported in a Form 4 filed with the Securities and Exchange Commission on November 30, 2017 (the "Prior Form 4"), the reporting person, for no consideration, (i) transferred to Ayers Asset Management, Inc. ("AAM") 2,784 shares of common stock, par value $1.00 per share ("Common Stock"), of FB Financial Corporation (the "Company") that the Company had previously paid him as compensation for services rendered to the Company (the "Transfer") and (ii) assigned to AAM his contractual right to receive an additional 5,385 shares of Common Stock that he would receive from the Company as compensation in lieu of his salary (the "Assignment"). The reporting person is the sole shareholder of AAM.

F2 · security: (Continued from Footnote 1) Accordingly, the Transfer and the Assignment effected only a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in the shares of Common Stock and is therefore exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-13 promulgated thereunder.

F3 · security: (Continued from Footnote 1) On January 2, 2018, the Company issued 2,679 shares of Common Stock to the reporting person in lieu of his salary, which such shares were fully vested on the date of issuance, and withheld 823 shares of Common Stock to satisfy a tax withholding obligation resulting from the issuance of the 2,679 shares of Common Stock. Immediately thereafter, in partial satisfaction of the Assignment described in Footnote 1 of this Form 4, the reporting person transferred to AAM the resulting 1,856 shares of Common Stock. Accordingly, as of January 4, 2018, AAM has received 4,640 shares of Common Stock and will continue to have a contractual right to receive from the reporting person the remaining 3,529 shares of Common Stock owed pursuant to the Assignment.

F1 · balance_after: As previously reported in a Form 4 filed with the Securities and Exchange Commission on November 30, 2017 (the "Prior Form 4"), the reporting person, for no consideration, (i) transferred to Ayers Asset Management, Inc. ("AAM") 2,784 shares of common stock, par value $1.00 per share ("Common Stock"), of FB Financial Corporation (the "Company") that the Company had previously paid him as compensation for services rendered to the Company (the "Transfer") and (ii) assigned to AAM his contractual right to receive an additional 5,385 shares of Common Stock that he would receive from the Company as compensation in lieu of his salary (the "Assignment"). The reporting person is the sole shareholder of AAM.

F2 · balance_after: (Continued from Footnote 1) Accordingly, the Transfer and the Assignment effected only a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in the shares of Common Stock and is therefore exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-13 promulgated thereunder.

F3 · balance_after: (Continued from Footnote 1) On January 2, 2018, the Company issued 2,679 shares of Common Stock to the reporting person in lieu of his salary, which such shares were fully vested on the date of issuance, and withheld 823 shares of Common Stock to satisfy a tax withholding obligation resulting from the issuance of the 2,679 shares of Common Stock. Immediately thereafter, in partial satisfaction of the Assignment described in Footnote 1 of this Form 4, the reporting person transferred to AAM the resulting 1,856 shares of Common Stock. Accordingly, as of January 4, 2018, AAM has received 4,640 shares of Common Stock and will continue to have a contractual right to receive from the reporting person the remaining 3,529 shares of Common Stock owed pursuant to the Assignment.

SEC source: 0000899243-17-027702 · doc4.xml · derivative · entry 5

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by employees of Ayers Asset Management, Inc.

Disclosed balance after: 2,119

Underlying: Common Stock · 2,119 shares

Expires not disclosed

F6 · security: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 2,119 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to these Grantees will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2018, subject to the Grantee's continued employment with AAM on such date; (ii) on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F7 · security: (Continued from Footnote 6) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

F6 · derivative.exercise_price: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 2,119 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to these Grantees will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2018, subject to the Grantee's continued employment with AAM on such date; (ii) on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F7 · derivative.exercise_price: (Continued from Footnote 6) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

F6 · price: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 2,119 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to these Grantees will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2018, subject to the Grantee's continued employment with AAM on such date; (ii) on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F7 · price: (Continued from Footnote 6) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

F6 · derivative.exercise_date: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 2,119 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to these Grantees will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2018, subject to the Grantee's continued employment with AAM on such date; (ii) on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F7 · derivative.exercise_date: (Continued from Footnote 6) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

F6 · derivative.expiration_date: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 2,119 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to these Grantees will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2018, subject to the Grantee's continued employment with AAM on such date; (ii) on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F7 · derivative.expiration_date: (Continued from Footnote 6) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

SEC source: 0000899243-17-027702 · doc4.xml · derivative · entry 4

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by employees of Ayers Asset Management, Inc.

Disclosed balance after: 2,062

Underlying: Common Stock · 2,062 shares

Expires not disclosed

F4 · security: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 2,062 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to these Grantees will vest and become non-forfeitable as follows: (i) the RSUs will vest in five equal annual installments on January 31, 2018, January 31, 2019, January 31, 2020, January 31, 2021 and January 31, 2022, subject to the Grantee's continued employment with AAM on each such date; (ii) any unvested RSUs will vest on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) any unvested RSUs will vest on the date of the reporting person's death.

F5 · security: (Continued from Footnote 4) If the Grantee's employment with AAM terminates prior to any of the foregoing vesting dates for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit the Unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

F4 · derivative.exercise_price: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 2,062 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to these Grantees will vest and become non-forfeitable as follows: (i) the RSUs will vest in five equal annual installments on January 31, 2018, January 31, 2019, January 31, 2020, January 31, 2021 and January 31, 2022, subject to the Grantee's continued employment with AAM on each such date; (ii) any unvested RSUs will vest on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) any unvested RSUs will vest on the date of the reporting person's death.

F5 · derivative.exercise_price: (Continued from Footnote 4) If the Grantee's employment with AAM terminates prior to any of the foregoing vesting dates for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit the Unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

F4 · price: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 2,062 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to these Grantees will vest and become non-forfeitable as follows: (i) the RSUs will vest in five equal annual installments on January 31, 2018, January 31, 2019, January 31, 2020, January 31, 2021 and January 31, 2022, subject to the Grantee's continued employment with AAM on each such date; (ii) any unvested RSUs will vest on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) any unvested RSUs will vest on the date of the reporting person's death.

F5 · price: (Continued from Footnote 4) If the Grantee's employment with AAM terminates prior to any of the foregoing vesting dates for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit the Unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

F4 · derivative.exercise_date: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 2,062 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to these Grantees will vest and become non-forfeitable as follows: (i) the RSUs will vest in five equal annual installments on January 31, 2018, January 31, 2019, January 31, 2020, January 31, 2021 and January 31, 2022, subject to the Grantee's continued employment with AAM on each such date; (ii) any unvested RSUs will vest on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) any unvested RSUs will vest on the date of the reporting person's death.

F5 · derivative.exercise_date: (Continued from Footnote 4) If the Grantee's employment with AAM terminates prior to any of the foregoing vesting dates for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit the Unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

F4 · derivative.expiration_date: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 2,062 RSUs to certain Grantees as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to these Grantees will vest and become non-forfeitable as follows: (i) the RSUs will vest in five equal annual installments on January 31, 2018, January 31, 2019, January 31, 2020, January 31, 2021 and January 31, 2022, subject to the Grantee's continued employment with AAM on each such date; (ii) any unvested RSUs will vest on the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) any unvested RSUs will vest on the date of the reporting person's death.

F5 · derivative.expiration_date: (Continued from Footnote 4) If the Grantee's employment with AAM terminates prior to any of the foregoing vesting dates for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit the Unvested RSUs as of the date of such termination. In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Boy Scouts, (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

SEC source: 0000899243-17-027702 · doc4.xml · derivative · entry 3

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by employees of Ayers Asset Management, Inc.

Disclosed balance after: 3,988

Underlying: Common Stock · 3,988 shares

Expires not disclosed

F2 · security: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 3,988 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to a respective Grantee will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2022, subject to the Grantee's continued employment with AAM on such date; (ii) the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F3 · security: (Continued from Footnote 2) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination (the "Unvested RSUs"). In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Middle Tennessee Council, Inc., Boy Scouts of America (the "Boy Scouts"), (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

F2 · derivative.exercise_price: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 3,988 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to a respective Grantee will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2022, subject to the Grantee's continued employment with AAM on such date; (ii) the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F3 · derivative.exercise_price: (Continued from Footnote 2) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination (the "Unvested RSUs"). In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Middle Tennessee Council, Inc., Boy Scouts of America (the "Boy Scouts"), (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

F2 · price: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 3,988 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to a respective Grantee will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2022, subject to the Grantee's continued employment with AAM on such date; (ii) the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F3 · price: (Continued from Footnote 2) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination (the "Unvested RSUs"). In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Middle Tennessee Council, Inc., Boy Scouts of America (the "Boy Scouts"), (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

F2 · derivative.exercise_date: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 3,988 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to a respective Grantee will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2022, subject to the Grantee's continued employment with AAM on such date; (ii) the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F3 · derivative.exercise_date: (Continued from Footnote 2) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination (the "Unvested RSUs"). In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Middle Tennessee Council, Inc., Boy Scouts of America (the "Boy Scouts"), (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

F2 · derivative.expiration_date: On November 30, 2017, immediately after the Transfer reported in Table I of this Form 4, AAM issued 3,988 Restricted Stock Units ("RSUs") to certain AAM employees (each, a "Grantee" and, collectively, the "Grantees") as additional compensation for services rendered and to be rendered by such Grantees to AAM. These RSUs are convertible on a one-for-one (1:1) basis into a corresponding number of Shares. The RSUs that were awarded to a respective Grantee will vest in their entirety and become non-forfeitable on the earliest to occur of the following: (i) January 31, 2022, subject to the Grantee's continued employment with AAM on such date; (ii) the date of termination of the Grantee's employment by AAM as a result of the Grantee's death or disability; or (iii) the date of the reporting person's death.

F3 · derivative.expiration_date: (Continued from Footnote 2) If the Grantee's employment with AAM terminates prior to vesting for any reason (other than as a result of the Grantee's death or disability as described in clause (ii) in the immediately preceding sentence), then the Grantee shall forfeit any unvested RSUs as of the date of such termination (the "Unvested RSUs"). In the event of such a forfeiture, the Unvested RSUs shall thereafter immediately and automatically (i) be transferred to the Middle Tennessee Council, Inc., Boy Scouts of America (the "Boy Scouts"), (ii) vest in their entirety and (iii) be converted on a one-for-one (1:1) basis into a number of Shares that corresponds with the number of Unvested RSUs.

SEC source: 0000899243-17-027702 · doc4.xml · nonDerivative · entry 1

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Ayers Asset Management, Inc.

Disclosed balance after: 8,169

F1 · security: On November 30, 2017, immediately prior to the issuances of RSUs (defined below) reported in Table II of this Form 4, the reporting person (i) transferred to Ayers Asset Management, Inc. ("AAM") 2,784 shares of common stock, par value $1.00 per share, of FB Financial Corporation ("Common Stock") and (ii) assigned to AAM his contractual right to receive an additional 5,385 shares of Common Stock (collectively, the "Shares") for no consideration (the "Transfer"). The reporting person is the sole shareholder of AAM. Accordingly, the Transfer effected only a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in the Shares and is therefore exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-13 promulgated thereunder.

F1 · price: On November 30, 2017, immediately prior to the issuances of RSUs (defined below) reported in Table II of this Form 4, the reporting person (i) transferred to Ayers Asset Management, Inc. ("AAM") 2,784 shares of common stock, par value $1.00 per share, of FB Financial Corporation ("Common Stock") and (ii) assigned to AAM his contractual right to receive an additional 5,385 shares of Common Stock (collectively, the "Shares") for no consideration (the "Transfer"). The reporting person is the sole shareholder of AAM. Accordingly, the Transfer effected only a change in the form of beneficial ownership without changing the reporting person's pecuniary interest in the Shares and is therefore exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-13 promulgated thereunder.

SEC source: 0000899243-17-023319 · doc4.xml · nonDerivative · entry 2

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,182,784

F2 · kind: Shares withheld to satisfy a tax withholding obligation resulting from the issuance of shares to the reporting person.

SEC source: 0000899243-17-023319 · doc4.xml · nonDerivative · entry 1

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,183,700

F1 · kind: These shares were issued to the reporting person in lieu of his salary and were fully vested on the date of issuance.

SEC source: 0001209191-17-043659 · doc4.xml · nonDerivative · entry 1

Ayers James W. · CIK 0001684400 · Director · Executive Chairman · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,180,718

F1 · kind: Shares issued to the reporting person in lieu of salary.