FB Financial CorpFBKEarnings & Financial Report
NYSE · Financials · State Commercial Banks
Fubon Financial Holding Co., Ltd. is a financial investment holding company consists of the following key subsidiaries: Fubon Asset Management, Fubon Insurance Co. Ltd., Fubon Securities, Fubon Bank, Fubon Life, Fubon Bank (China) and Fubon Bank Limited. The holding company was setup on 19 December 2001.
What changed in FB Financial Corp's 10-K — 2023 vs 2024
Top changes in FB Financial Corp's 2024 10-K
503 paragraphs added · 530 removed · 382 edited across 1 sections
- Item 5. Market for Registrant's Common Equity+503 / −530 · 382 edited
Item 5. Market for Registrant's Common Equity
Market for Common Equity — stock, dividends, buybacks
382 edited+121 added−148 removed250 unchanged
Item 5. Market for Registrant's Common Equity
Market for Common Equity — stock, dividends, buybacks
382 edited+121 added−148 removed250 unchanged
2023 filing
2024 filing
Commercial loan held for sale Historically, the Company held and managed a designated portfolio of commercial loans, including shared national credits and institution healthcare loans, originally acquired through past acquisitions. During year ended December 31, 2023, the Company exited the final commercial relationship designated as held for sale.
Commercial loan held for sale Historically, the Company held and managed a designated portfolio of commercial loans, including shared national credits and institution healthcare loans, originally acquired through past acquisitions. During the year ended December 31, 2023, the Company exited the final commercial relationship designated as held for sale.
Commercial and industrial loans are typically made to small- and medium-sized manufacturing, wholesale, retail and service businesses, and farmers for working capital and operating needs and business expansions. This category also includes loans secured by manufactured housing receivables made primarily to manufactured housing communities.
Commercial and industrial loans are typically made to small and medium-sized manufacturing, wholesale, retail and service businesses, and farmers for working capital and operating needs and business expansions. This category also includes loans secured by manufactured housing receivables made primarily to manufactured housing communities.
Construction loans include commercial construction, land acquisition and land development loans and single-family interim construction loans to small- and medium-sized businesses and individuals.
Construction loans include commercial construction, land acquisition and land development loans and single-family interim construction loans to small and medium-sized businesses and individuals.
Repayment depends primarily upon the cash flow of the borrower as well as the value of the real estate collateral. Commercial real estate owner-occupied loans .
Repayment depends primarily upon the cash flow of the borrower as well as the value of the real estate collateral. Commercial real estate owner-occupied loans .
Commercial real estate non-owner occupied loans are typically repaid with the funds received from the sale or refinancing of the property or rental income from such property. Consumer and other loans .
Commercial real estate non-owner occupied loans are typically repaid with the funds received from the sale or refinancing of the property or rental income from such property. Consumer and other loans .
For financial statement purposes, the estimated useful life for premises is the lesser of the remaining useful life per third- party appraisal or forty years, for furniture, fixtures and equipment the estimated useful life is three to ten years, and for leasehold improvements the estimated useful life is the lesser of ten years or the term of the lease.
For financial statement purposes, the estimated useful life for premises is the lesser of the remaining useful life per third- party appraisal or forty years, for furniture, fixtures and equipment the estimated useful life is three to ten years, and for leasehold improvements the estimated useful life is the remaining term of the lease.
The program allows for advances for up to one year secured by eligible high-quality securities at par value extended at the one-year overnight index swap rate, plus 10 basis points, as of the day the advance is made. The interest rate is fixed for the term of the advance and there are no prepayment penalties.
The program allows for advances for up to one year secured by eligible high-quality securities at par value extended at the one-year overnight index swap rate, plus 10 basis points, as of the day the advance is made. The interest rate is fixed for the term of the advance and there are no prepayment penalties.
As part of its credit loss process, the Company estimates expected credit losses on its unfunded loan commitments under the CECL methodology. When applying this methodology, the Company considers the likelihood that funding will occur, the contractual period of exposure to credit loss, the risk of loss, historical loss experience, and current conditions along with expectations of future economic conditions.
As part of the credit loss process, the Company estimates expected credit losses on its unfunded loan commitments under the CECL methodology. When applying this methodology, the Company considers the likelihood that funding will occur, the contractual period of exposure to credit loss, the risk of loss, historical loss experience, and current conditions along with expectations of future economic conditions.
Loans that do not share similar risk characteristics are evaluated individually. The Company uses the following definitions for risk ratings: Pass. Loans rated Pass include those that are adequately collateralized performing loans which management believes do not have conditions that have occurred or may occur that would result in the loan being downgraded into an inferior category.
Loans that do not share similar risk characteristics may be evaluated individually. The Company uses the following definitions for risk ratings: Pass. Loans rated Pass include those that are adequately collateralized performing loans which management believes do not have conditions that have occurred or may occur that would result in the loan being downgraded into an inferior category.
For additional information regarding our interest rate risks factors and management, see “Business: Risk management: Liquidity and interest rate risk management” and “Risk factors: Risks related to our business.” Credit trends We focus on originating quality loans and have established loan approval policies and procedures to assist us in upholding the overall credit quality of our loan portfolio.
For additional information regarding our interest rate risks factors and management, see “Business: Risk management: 36 Liquidity and interest rate risk management” and “Risk factors: Risks related to our business.” Credit trends We focus on originating quality loans and have established loan approval policies and procedures to assist us in upholding the overall credit quality of our loan portfolio.
RSU grants are subject to time-based vesting with associated compensation recognized on a straight-line basis based on the grant date fair value of the awards. The total number of RSUs granted represents the maximum number of awards eligible to vest based upon the service conditions set forth in the grant agreements.
RSU grants are subject to time-based vesting with associated compensation recognized on a straight-line basis based on the grant date fair value of the awards. The total number of RSUs granted represents the number of awards eligible to vest based upon the service conditions set forth in the grant agreements.
Securities sold under agreements to repurchase and federal funds purchased We enter into agreements with certain customers to sell certain securities under agreements to repurchase the security the following day. These agreements are made to provide customers with comprehensive treasury management products as a short-term return for their excess funds.
Securities sold under agreements to repurchase and federal funds purchased We enter into agreements with certain customers to sell certain securities under agreements to repurchase the security the following day. These agreements are made to provide customers with comprehensive treasury management products 67 as a short-term return for their excess funds.
Recently, we have seen increased competitive pressures on deposit rates. Continued deposit pricing pressure may continue to affect our financial results in the future. For additional information, see “Item 1. Business: Our markets,” “Business: Competition” and “Item 1A.
We have seen increased competitive pressures on deposit rates. Continued deposit pricing pressure may continue to affect our financial results in the future. For additional information, see “Item 1. Business: Our markets,” “Business: Competition” and “Item 1A.
(2) Non-GAAP financial measure; See "GAAP reconciliation and management explanation of non-GAAP financial measures” and non-GAAP reconciliations herein. (3) ROAA and ROAE is calculated by dividing annualized net income or loss for that period by our average assets or average equity for the same period.
(2) Non-GAAP financial measure; See "GAAP reconciliation and management explanation of non-GAAP financial measures” and non-GAAP reconciliations herein. (3) ROAA and ROAE is calculated by dividing net income or loss for that period by our average assets or average equity for the same period.
For loan commitments that are not accounted for as derivatives and when the obligation is not unconditionally cancellable by the Company, the Company applies the CECL methodology to estimate the expected credit loss on off-balance sheet commitments. The estimate of expected credit losses for off-balance sheet credit commitments is recognized as a liability.
For loan commitments that are not accounted for as derivatives and when the obligation is not unconditionally cancellable by the Company, the Company applies the CECL methodology to estimate the expected credit loss for off-balance sheet commitments. The estimate of expected credit losses for off-balance sheet credit commitments is recognized as a liability.
Risk factors: Risks related to our business.” 37 Regulatory trends and changes in laws We are subject to extensive regulation and supervision, which continue to evolve as the legal and regulatory framework governing our operations continues to change.
Risk factors: Risks related to our business.” Regulatory trends and changes in laws We are subject to extensive regulation and supervision, which continue to evolve as the legal and regulatory framework governing our operations continues to change.
Refer to the section “Provision for credit losses” for additional information. Noninterest income for the year ended December 31, 2023 decreased by $44.1 million to $70.5 million, down from $114.7 million for prior year period.
Refer to the section “Provision for credit losses” for additional information. 42 Noninterest income for the year ended December 31, 2023 decreased by $44.1 million to $70.5 million, down from $114.7 million for prior year period.
Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. 80 Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.
Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. 77 Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.
The issuers of these debt securities continue to make timely principal and interest payments under the contractual terms of the securities and the issuers will continue to be observed as a part of the Company’s ongoing credit monitoring.
The issuers of these AFS debt securities continue to make timely principal and interest payments under the contractual terms of the securities and the issuers will continue to be observed as a part of the Company’s ongoing credit monitoring.
As described further under “Business: Supervision and regulation,” we are subject to a variety of laws and regulations, including the Dodd-Frank Act. See also “Item 1A. Risk factors: Legal, regulatory and compliance risk.” 38 Financial highlights The following table presents certain selected historical consolidated income statement data and key indicators as of the dates or for the years indicated.
As described further under “Business: Supervision and regulation,” we are subject to a variety of laws and regulations, including the Dodd-Frank Act. See also “Item 1A. Risk factors: Legal, regulatory and compliance risk.” 37 Financial highlights The following table presents certain selected historical consolidated income statement data and key indicators as of the dates or for the years indicated.
No impairment charges were recognized in either reporting units during the year ended December 31, 2023. Other intangible assets consist of core deposit intangible assets arising from whole bank and branch acquisitions in addition to a customer trust intangible. All intangible assets are initially measured at fair value and then amortized over their estimated useful lives.
No impairment charges were recognized in either reporting units during the year ended December 31, 2024. Other intangible assets consist of core deposit intangible assets arising from whole bank and branch acquisitions in addition to a customer trust intangible. All intangible assets are initially measured at fair value and then amortized over their estimated useful lives.
(U) Segment reporting ASC 820, “Segment Reporting,” requires information be reported about a company's reporting segments using a “management approach.” Identifiable reporting segments are defined as those revenue-producing components for which discrete financial information is utilized internally and which are subject to evaluation by the chief operating decision maker in making resource allocation decisions.
(U) Segment reporting ASC 280, “Segment Reporting,” requires information be reported about a company's reporting segments using a “management approach.” Identifiable reporting segments are defined as those revenue-producing components for which discrete financial information is utilized internally and which are subject to evaluation by the chief operating decision maker in making resource allocation decisions.
Stock Performance Graph The performance graph and table below compares the cumulative total stockholder return on the common stock of the Company with the cumulative total return on the equity securities included in the Standard & Poor’s 500 Index (S&P 500), which reflects overall stock market performance and the S&P 500 Bank Industry Group, which is a Global Industry Classification Standard Level 2 industry group consisting of 15 regional and national publicly traded banks.
Stock Performance Graph The performance graph and table below compares the cumulative total stockholder return on the common stock of the Company with the cumulative total return on the equity securities included in the Standard & Poor’s 500 Index (S&P 500), which reflects overall stock market performance and the S&P 500 Bank Industry Group, which is a Global Industry Classification Standard Level 2 industry group consisting of 13 regional and national publicly traded banks.
The summary of RSUs, PSUs, and Stock-based compensation expense is presented in Note 21, “Stock-based compensation.” (W) Subsequent events In accordance with ASC 855, “Subsequent Events,” the Company has evaluated events and transactions that occurred after December 31, 2023 through the date of the issued consolidated financial statements for potential recognition and disclosure.
The summary of RSUs, PSUs, and stock-based compensation expense is presented in Note 21, “Stock-based compensation". (W) Subsequent events In accordance with ASC 855, “Subsequent Events,” the Company has evaluated events and transactions that occurred after December 31, 2024 through the date of the issued consolidated financial statements for potential recognition and disclosure.
The carrying amount of goodwill was $242,561 at both December 31, 2023 and 2022. The Company’s policy is to assess goodwill for impairment at the reporting unit level on an annual basis or more frequently, if an event occurs or circumstances change which indicate that the fair value of a reporting unit is below its carrying amount.
The carrying amount of goodwill was $242,561 at both December 31, 2024 and 2023. The Company’s policy is to assess goodwill for impairment at the reporting unit level on an annual basis or more frequently, if an event occurs or circumstances change which indicate that the fair value of a reporting unit is below its carrying amount.
Since these correlations are based on competitive pricing in the market, we anticipate that our future results will likely be different from the scenario results presented above and such differences could be material. 76 The preceding measures assume no change in the size or asset/liability compositions of the balance sheet.
Since these correlations are based on competitive pricing in the market, we anticipate that our future results will likely be different from the scenario results presented above and such differences could be material. 73 The preceding measures assume no change in the size or asset/liability compositions of the balance sheet.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2023 in conformity with accounting principles generally accepted in the United States of America.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2024 in conformity with accounting principles generally accepted in the United States of America.
ITEM 6 — [RESERVED] 35 ITEM 7 — Management's Discussion and Analysis of Financial Condition and Results of Operations Overall Objective The following is a discussion of our financial condition at December 31, 2023 and 2022, and our results of operations for the years ended December 31, 2023 and 2022, and should be read in conjunction with our audited consolidated financial statements included elsewhere herein.
ITEM 6 — [RESERVED] 35 ITEM 7 — Management's Discussion and Analysis of Financial Condition and Results of Operations Overall Objective The following is a discussion of our financial condition at December 31, 2024 and 2023, and our results of operations for the years ended December 31, 2024 and 2023, and should be read in conjunction with our audited consolidated financial statements included elsewhere herein.
Estimated credit losses are recorded as an allowance for credit losses and 88 FB Financial Corporation and subsidiaries Notes to consolidated financial statements (Dollar amounts are in thousands, except share and per share amounts) recognized in earnings as a provision for credit losses. Amounts related to other, non-credit related factors are recognized in other comprehensive income, net of applicable taxes.
Estimated credit losses are recorded as an allowance for credit losses and 85 FB Financial Corporation and subsidiaries Notes to consolidated financial statements (Dollar amounts are in thousands, except share and per share amounts) recognized in earnings as a provision for credit losses. Amounts related to other, non-credit related factors are recognized in other comprehensive income, net of applicable taxes.
The level of net interest income is therefore influenced by movements in such interest rates and the pace at which such movements occur. Interest rates increased throughout the year ended December 31, 2023. Volatile interest rates could have significant adverse effects on the earnings, financial condition and results of operations of the Company.
The level of net interest income is therefore influenced by movements in such interest rates and the pace at which such movements occur. Interest rates increased throughout the year ended December 31, 2024. Volatile interest rates could have significant adverse effects on the earnings, financial condition and results of operations of the Company.
Additionally contributing to the decrease in noninterest income during the year ended December 31, 2023 was a $14.0 million net loss on investment securities primarily related to the sale of $100.5 million of AFS securities. Refer to the section “Other earnings assets” for additional information on the sale of the AFS securities.
Additionally contributing to the decrease in noninterest income during the year ended December 31, 2023 was a $14.0 million net loss on investment securities primarily related to the sale of $100.5 million of AFS securities. Refer to the section “Other earning assets” for additional information on the sale of the AFS securities.
(2) Amounts are shown on an unconsolidated basis consistent with regulatory reporting requirements. 68 Other earning assets Securities purchased under agreements to resell ( “ reverse repurchase agreements ” ) We enter into agreements with certain customers to purchase investment securities under agreements to resell at specific dates in the future.
(2) Amounts are shown on an unconsolidated basis consistent with regulatory reporting requirements. 65 Other earning assets Securities purchased under agreements to resell ( “ reverse repurchase agreements ” ) We enter into agreements with certain customers to purchase investment securities under agreements to resell at specific dates in the future.
In making the assessment, management used the “Internal Control — Integrated Framework” promulgated by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment management has determined that, as of December 31, 2023, the Company's internal control over financial reporting is effective based on the COSO 2013 framework.
In making the assessment, management used the “Internal Control — Integrated Framework” promulgated by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment management has determined that, as of December 31, 2024, the Company's internal control over financial reporting is effective based on the COSO 2013 framework.
The repurchase plan will be conducted pursuant to a written plan and is intended to comply with Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended. Sale of Equity Securities The Company did not sell any unregistered equity securities during 2023.
The repurchase plan will be conducted pursuant to a written plan and is intended to comply with Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended. Sale of Equity Securities The Company did not sell any unregistered equity securities during 2024.
Discussion and analysis of our financial condition and results of operations for the years ended December 31, 2022 and 2021 are included in the respective sections within “Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report filed on Form 10-K with the SEC for the year ended December 31, 2022.
Discussion and analysis of our financial condition and results of operations for the years ended December 31, 2023 and 2022 are included in the respective sections within “Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report filed on Form 10-K with the SEC for the year ended December 31, 2023.
As of December 31, 2023 and 2022, we met all capital adequacy requirements for which we were subject. See additional discussion regarding our capital adequacy and ratios within Note 19, “Minimum capital requirements” in the notes to our consolidated financial statements contained herein.
As of December 31, 2024 and 2023, we met all capital adequacy requirements for which we were subject. See additional discussion regarding our capital adequacy and ratios within Note 19, “Minimum capital requirements” in the notes to our consolidated financial statements contained herein.
The effectiveness of the Company's internal control over financial reporting as of December 31, 2023, has been audited by Crowe LLP, an independent registered public accounting firm, as stated in their report which appears herein. 79 Report of Independent Registered Public Accounting Firm Shareholders and the Board of Directors of FB Financial Corporation Nashville, Tennessee Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of FB Financial Corporation (the “Company”) as of December 31, 2023 and 2022, the related consolidated statements of income, comprehensive (loss) income, changes in shareholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes (collectively referred to as the “financial statements”).
The effectiveness of the Company's internal control over financial reporting as of December 31, 2024, has been audited by Crowe LLP, an independent registered public accounting firm, as stated in their report which appears herein. 76 Report of Independent Registered Public Accounting Firm Shareholders and the Board of Directors of FB Financial Corporation Nashville, Tennessee Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of FB Financial Corporation (the “Company”) as of December 31, 2024 and 2023, the related consolidated statements of income, comprehensive income (loss), changes in shareholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2024, and the related notes (collectively referred to as the “financial statements”).
The Company did not record any provision for credit losses for its available-for-sale debt securities during the years ended December 31, 2023 and 2022 as declines in fair value below amortized cost were determined to be non-credit related.
The Company did not record any provision for credit losses for its available-for-sale debt securities during the years ended December 31, 2024 and 2023, as declines in fair value below amortized cost were determined to be non-credit related.
We have evaluated our loans HFI classified as nonperforming and believe all nonperforming loans have been adequately reserved for in the allowance for credit losses on loans HFI as of December 31, 2023 and 2022. Management also continually monitors past due loans for potential credit quality deterioration.
We have evaluated our loans HFI classified as nonperforming and believe all nonperforming loans have been adequately reserved for in the allowance for credit losses on loans HFI as of December 31, 2024 and 2023. Management also continually monitors past due loans for potential credit quality deterioration.
These services are offered through the Bank's 81 full-service branches throughout Tennessee, Kentucky, Alabama and North Georgia, as well as other limited servicing banking, ATM and mortgage loan production locations serving metropolitan and community markets across its footprint.
These services are offered through the Bank’s 77 full-service branches throughout Tennessee, Kentucky, Alabama and North Georgia, as well as other limited servicing banking, ATM and mortgage loan production locations serving metropolitan and community markets across its footprint.
(2) The percentage change in this column represents our EVE in a stable interest rate environment versus EVE in the various rate scenarios. The results for the net interest income simulations as of December 31, 2023 and 2022 resulted in an asset sensitive position.
(2) The percentage change in this column represents our EVE in a stable interest rate environment versus EVE in the various rate scenarios. The results for the net interest income simulations as of December 31, 2024 and 2023 resulted in an asset sensitive position.
Periodically, AFS debt securities may be sold or the composition of the portfolio realigned to improve yields, quality or marketability, or to implement changes in investment or asset/liability strategy, including maintaining collateral requirements and raising funds for liquidity purposes or preparing for anticipated changes in market interest rates. 100 FB Financial Corporation and subsidiaries Notes to consolidated financial statements (Dollar amounts are in thousands, except share and per share amounts) The amortized cost and fair value of debt securities by contractual maturity as of December 31, 2023 and 2022 are shown below.
Periodically, AFS debt securities may be sold, or the composition of the portfolio realigned to improve yields, quality or marketability, or to implement changes in investment or asset/liability strategy, including maintaining collateral requirements and raising funds for liquidity purposes or preparing for anticipated changes in market interest rates. 97 FB Financial Corporation and subsidiaries Notes to consolidated financial statements (Dollar amounts are in thousands, except share and per share amounts) The amortized cost and fair value of AFS debt securities by contractual maturity as of December 31, 2024 and 2023 are shown below.
Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. The Company's management assessed the effectiveness of the Company's internal control over financial reporting as of December 31, 2023.
Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. The Company's management assessed the effectiveness of the Company's internal control over financial reporting as of December 31, 2024.
Year ended December 31, 2023 compared to year ended December 31, 2022 due to changes in (dollars in thousands on a tax-equivalent basis) Volume Yield/rate Net increase (decrease) Interest-earning assets: Loans HFI (1)(2) $ 50,709 $ 119,478 $ 170,187 Loans held for sale - mortgage (10,801) 6,272 (4,529) Loans held for sale - commercial (618) (1,847) (2,465) Investment securities: Taxable (1,377) 3,165 1,788 Tax-exempt (2) (477) 235 (242) Federal funds sold and reverse repurchase agreements (4,337) 6,721 2,384 Interest-bearing deposits with other financial institutions (7,223) 35,600 28,377 FHLB stock (328) 2,114 1,786 Total interest income (2) 25,548 171,738 197,286 Interest-bearing liabilities: Interest-bearing checking deposits (7,384) 67,288 59,904 Money market deposits 25,836 77,501 103,337 Savings deposits (48) 39 (9) Customer time deposits 8,455 25,241 33,696 Brokered and internet time deposits 4,978 271 5,249 Securities sold under agreements to repurchase and federal funds purchased 31 572 603 Federal Home Loan Bank advances (7,297) 3,201 (4,096) Subordinated debt (33) 3,267 3,234 Other borrowings 63 25 88 Total interest expense 24,601 177,405 202,006 Change in net interest income (2) $ 947 $ (5,667) $ (4,720) (1) Average loans are presented gross, including nonaccrual loans and overdrafts.
The net taxable-equivalent adjustment amounts included was $2.6 million and $3.3 million for the years ended December 31, 2024 and 2023, respectively. 47 Year ended December 31, 2023 compared to year ended December 31, 2022 Year ended December 31, 2023 compared to year ended December 31, 2022 due to changes in (dollars in thousands on a tax-equivalent basis) Volume Yield/rate Net increase (decrease) Interest-earning assets: Loans HFI (1)(2) $ 50,709 $ 119,478 $ 170,187 Loans held for sale - mortgage (10,801) 6,272 (4,529) Loans held for sale - commercial (618) (1,847) (2,465) Investment securities: Taxable (1,377) 3,165 1,788 Tax-exempt (2) (477) 235 (242) Federal funds sold and reverse repurchase agreements (4,337) 6,721 2,384 Interest-bearing deposits with other financial institutions (7,223) 35,600 28,377 FHLB stock (328) 2,114 1,786 Total interest income (2) 25,548 171,738 197,286 Interest-bearing liabilities: Interest-bearing checking deposits (7,384) 67,288 59,904 Money market deposits 25,836 77,501 103,337 Savings deposits (48) 39 (9) Customer time deposits 8,455 25,241 33,696 Brokered and internet time deposits 4,978 271 5,249 Securities sold under agreements to repurchase and federal funds purchased 31 572 603 Federal Home Loan Bank advances (7,297) 3,201 (4,096) Subordinated debt (33) 3,267 3,234 Other borrowings 63 25 88 Total interest expense 24,601 177,405 202,006 Change in net interest income (2) $ 947 $ (5,667) $ (4,720) (1) Average loans are presented gross, including nonaccrual loans and overdrafts.
We also have audited the Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework: (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
We also have audited the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework: (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework: (2013) issued by COSO.
Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework: (2013) issued by COSO.
As such, as of December 31, 2023 and 2022, it was determined that all AFS debt securities that experienced a decline in fair value below amortized cost basis were due to noncredit-related factors. Further, it is not likely that the Company will be required to sell the securities before recovery of their amortized cost basis.
As such, as of December 31, 2024 and 2023, it was determined that all AFS debt securities that experienced a decline in fair value below amortized cost basis were due to noncredit-related factors. Further, it is not likely that the Company will be required to sell these securities before recovery of their amortized cost basis.
We calculate our expected credit loss using a lifetime loss rate methodology. We utilize probability-weighted forecasts, which consider multiple macroeconomic variables from Moody's that are applicable to each type of loan.
We calculate our expected credit loss using a lifetime loss rate methodology. We utilize probability-weighted forecasts, which consider multiple macroeconomic variables that are applicable to each type of loan.
For cash flow hedges, when hedge accounting is discontinued, but the hedged cash flows or forecasted transaction(s) are still expected to occur, the unrealized gains and losses that were accumulated in other comprehensive income are recognized in earnings in the same period when the earnings are affected by the original hedged cash flows or forecasted transaction.
For cash flow hedges, when hedge accounting is discontinued, but the hedged cash flows or forecasted transactions are still expected to occur, the unrealized gains and losses that were accumulated in other comprehensive income are recognized in earnings in the same period when the earnings are affected by the original hedged cash flows or forecasted transactions.
Additionally, based upon management's assessment, the Company determined that there were no material weaknesses in its internal control over financial reporting as of December 31, 2023.
Additionally, based upon management's assessment, the Company determined that there were no material weaknesses in its internal control over financial reporting as of December 31, 2024.
The primary influence of our asset sensitivity is the floating rate structure in many of our loans held for investment as well as the composition of our liabilities which is primarily customer deposits. Our variable-rate loan portfolio is indexed to market rates and timing of repricing of loans and deposits varies in proportion to market rate fluctuations.
The primary influence of our asset sensitivity is the floating rate structure in many of our loans held for investment as well as the composition of our liabilities which is primarily customer deposits. Our floating-rate loan portfolio is indexed to market rates and the timing and magnitude of loan and deposit repricing varies in proportion to market rate fluctuations.
December 31, 2023 Balance at year end $ 130,000 Average daily balance during the year 1,781 Average interest rate during the year 4.85 % Maximum month-end balance during the year $ 130,000 Weighted average interest rate at year-end 4.85 % Subordinated Debt During the year ended December 31, 2003, two separate trusts were formed by the Company, which issued $9,000 and $21,000 of floating rate trust preferred securities as part of a pooled offering of such securities.
December 31, 2024 December 31, 2023 Balance at year end $ — $ 130,000 Average daily balance during the year 95,902 1,781 Average interest rate during the year 4.86 % 4.85 % Maximum month-end balance during the year $ 130,000 $ 130,000 Weighted average interest rate at year-end — % 4.85 % Subordinated Debt During the year ended December 31, 2003, two separate trusts were formed by the Company, which issued $9,000 and $21,000 of floating rate trust preferred securities as part of a pooled offering of such securities.
As of December 31, 2023, our footprint included 81 full-service branches serving the following Tennessee Metropolitan Statistical Areas: Nashville, Chattanooga (including North Georgia), Knoxville, Memphis, and Jackson in addition to Bowling Green, Kentucky and Birmingham, Florence and Huntsville, Alabama. We also provide banking services to 17 community markets throughout Tennessee, Alabama and North Georgia.
As of December 31, 2024, our footprint included 77 full-service branches serving the following Tennessee Metropolitan Statistical Areas: Nashville, Chattanooga (including North Georgia), Knoxville, Memphis, and Jackson in addition to Bowling Green, Kentucky and Birmingham, Florence and Huntsville, Alabama. We also provide banking services to 17 community markets throughout Tennessee, Alabama and North Georgia.
Management strives to operate within the thresholds set forth above. 54 When our ratios are in excess of one or both of these guidelines, banking regulators generally require an increased level of monitoring in these lending areas by management. The table below shows concentration ratios for the Bank and Company as of December 31, 2023 and 2022.
Management strives to operate within the thresholds set forth above. When our ratios are in excess of one or both of 52 these guidelines, banking regulators generally require an increased level of monitoring in these lending areas by management. The table below shows concentration ratios for the Bank and Company as of December 31, 2024 and 2023.
Risk ratings are updated on an ongoing basis and are subject to change by continuous loan monitoring processes. 102 FB Financial Corporation and subsidiaries Notes to consolidated financial statements (Dollar amounts are in thousands, except share and per share amounts) The following tables present the credit quality of the Company's commercial type loan portfolio as of December 31, 2023 and 2022 and the gross charge-offs for the year ended December 31, 2023 by year of origination.
Risk ratings are updated on an ongoing basis and are subject to change by continuous loan monitoring processes. 99 FB Financial Corporation and subsidiaries Notes to consolidated financial statements (Dollar amounts are in thousands, except share and per share amounts) The following tables present the credit quality of the Company's commercial type loan portfolio as of December 31, 2024 and 2023 and the gross charge-offs for the years ended December 31, 2024 and 2023 by year of origination.
(2) Interest income includes the effects of taxable-equivalent adjustments using a U.S. federal income tax rate and, where applicable, state income tax to increase tax-exempt interest income to a tax-equivalent basis. The net tax-equivalent adjustment amounts included in income were $3.3 million, $3.0 million, and $3.1 million for years ended December 31, 2023, 2022, and 2021, respectively.
(2) Interest income includes the effects of taxable-equivalent adjustments using a U.S. federal income tax rate and, where applicable, state income tax to increase tax-exempt interest income to a tax-equivalent basis. The net tax-equivalent adjustment amounts included in income were $2.6 million, $3.3 million, and $3.0 million for years ended December 31, 2024, 2023, and 2022, respectively.
This ratio is calculated to measure the cost of generating one dollar of revenue. That is, the ratio is designed to reflect the percentage of one dollar which must be expended to generate that dollar of revenue. We calculate this ratio by dividing noninterest expense by the sum of net interest income and noninterest income.
This ratio is a measure of the cost of generating one dollar of revenue. That is, the ratio is designed to reflect the percentage of one dollar which must be expended to generate that dollar of revenue. This ratio is calculated by dividing noninterest expense by the sum of net interest income and noninterest income.
However, credit trends in the markets in which we operate and in our loan portfolio can materially impact our financial condition and performance and are primarily driven by the economic conditions in our markets. During 2023, our percentage of total nonperforming loans to loans HFI increased to 0.65% as of December 31, 2023, from 0.49% as of December 31, 2022.
However, credit trends in the markets in which we operate and in our loan portfolio can materially impact our financial condition and performance and are primarily driven by the economic conditions in our markets. During 2024, our percentage of total nonperforming loans to loans HFI increased to 0.87% as of December 31, 2024, from 0.65% as of December 31, 2023.
The graph assumes an initial $100 investment on December 31, 2018 through December 31, 2023. Data for the S&P 500 and S&P 500 Bank Industry Group assumes reinvestment of dividends. Returns are shown on a total return basis. The performance graph represents past performance and should not be considered to be an indication of future performance.
The graph assumes an initial $100 investment on December 31, 2019 through December 31, 2024. Data for the S&P 500 and S&P 500 Bank Industry Group assumes reinvestment of dividends. Returns are shown on a total return basis. The performance graph represents past performance and should not be considered to be an indication of future performance.
Critical accounting estimates Our consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles and general practices within the banking industry. A summary of our accounting policies is included in “Item 8. Financial Statements and Supplementary Data - Note 1, Basis of presentation” of this Report.
Critical accounting estimates Our consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles and general practices within the banking industry. A summary of our accounting policies is included in “Item 8. Financial Statements and Supplementary Data - Note 1, Basis of presentation and summary of significant accounting policies” of this Report.
Acquired supplemental retirement plans The Company has nonqualified supplemental retirement plans for certain former employees that were assumed through acquisitions. As of December 31, 2023 and 2022, other liabilities on the consolidated balance sheets included post-retirement benefits payable of $2,152 and $2,424, respectively, related to these plans.
Acquired supplemental retirement plans The Company has nonqualified supplemental retirement plans for certain former employees that were assumed through acquisitions. As of December 31, 2024 and 2023, other liabilities on the consolidated balance sheets included post-retirement benefits payable of $2,328 and $2,152, respectively, related to these plans.
Other loans also include loans to states and political subdivisions in the U.S. and are repaid through tax revenues or refinancing. 56 As part of our lending policy and risk management activities, the Company tracks lending exposure of commercial and industrial and owner-occupied commercial real estate by industry classification (as defined by the North American Industry Classification System) and type to determine potential risks associated with industry concentrations, and if any risk issues could lead to additional credit loss exposure.
Other loans also include loans to states and political subdivisions in the U.S. and are repaid through tax revenues or refinancing. 54 As part of our lending policy and risk management activities, we track lending exposure of commercial and industrial and owner-occupied commercial real estate by industry classification (as defined by the North American Industry Classification System) and type to determine potential risks associated with industry concentrations, and if any risk issues could lead to additional credit loss exposure.
At December 31, 2023 and 2022, the Company did not own held-to-maturity securities. Trading account securities Trading account securities are held for the purpose of buying and selling securities at a profit. Trading account securities are carried at fair value on the balance sheet, with any periodic changes in fair value recorded through income.
At December 31, 2024 and 2023, the Company did not own any securities classified as held-to-maturity. Trading account securities Trading account securities are held for the purpose of buying and selling securities at a profit. Trading account securities are carried at fair value on the balance sheet, with any periodic changes in fair value recorded through income.
Therefore, there was no allowance for credit losses recognized on AFS debt securities as of December 31, 2023 or 2022.
Therefore, there was no allowance for credit losses recognized on AFS debt securities as of December 31, 2024 or December 31, 2023.
As of December 31, 2023 and 2022, there were no concentrations of loans exceeding 10% of total loans other than our exposure to Tennessee, Alabama and the categories of loans disclosed in the table above. We believe our loan portfolio is diversified relative to industry concentrations across the various loan portfolio categories.
As of December 31, 2024 and 2023, there were no concentrations of loans exceeding 10% of total loans other than our geographic exposure to Tennessee and Alabama, as well as the categories of loans disclosed in the table above. We believe our loan portfolio is diversified relative to industry concentrations across the various loan portfolio categories.
The Company has an employer match of 50% of the first 6% of an employee’s salary with any such contributions vesting ratably over a three-year period. For the years ended December 31, 2023, 2022 and 2021, matching employer contributions totaled $3,450, $3,686 and $3,923 respectively.
The Company has an employer match of 50% of the first 6% of an employee’s salary with any such contributions vesting ratably over a three-year period. For the years ended December 31, 2024, 2023, and 2022, matching employer contributions totaled $3,225, $3,450 and $3,686 respectively.
(2) Amounts are shown on a fully consolidated basis and exclude deposits of affiliates that are eliminated in consolidation. The Company also maintains the ability to access capital markets to meet its liquidity needs. The Company may utilize various methods to raise capital, including through the sale of common stock, preferred stock, depository shares, debt securities, rights, warrants and units.
(2) Amounts are shown on a fully consolidated basis and exclude deposits of affiliates that are eliminated in consolidation. The Company also maintains the ability to access capital markets to meet its liquidity needs. The Company may utilize various methods to raise capital, including through the sale of common stock, preferred stock, debt securities, warrants, rights, or other securities.
Newly issued not yet effective accounting standards In June 2022, the FASB issued ASU 2022-03, “Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions.” The FASB issued this update to clarify the guidance in ASC 820, “Fair Value Measurement,” when measuring the fair value of an equity security subject to contractual restrictions that prohibit the sale of an equity security, to amend a related illustrative example, and to introduce new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value in accordance with Topic 820.
Recently adopted accounting standards In June 2022, the FASB issued ASU 2022-03, “Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions.” The FASB issued this update to clarify the guidance in ASC 820, “Fair Value Measurement,” when measuring the fair value of an equity security subject to contractual restrictions that prohibit the sale of an equity security, to amend a related illustrative example, and to introduce new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value in accordance with Topic 820.
In December 2023, the FASB issued ASU 2023-08, “Intangibles – Goodwill and Other-Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets.” This update requires entities to present crypto assets measured at fair value separately from other intangible assets on the balance sheet and reflect changes from remeasurement in the net income.
Newly issued not yet effective accounting standards In December 2023, the FASB issued ASU 2023-08, “Intangibles – Goodwill and Other-Crypto Assets (Subtopic 350-60): Accounting for and Disclosure of Crypto Assets.” This update requires entities to present crypto assets measured at fair value separately from other intangible assets on the balance sheet and reflect changes from remeasurement in the net income.
(3)Beginning on September 1, 2025 the coupon structure migrates to the 3-month SOFR plus a spread of 439 basis points through the end of the term of the debenture. Other borrowings Other borrowings on our consolidated balance sheets includes our finance lease liability totaling $1.3 million and $1.4 million as of December 31, 2023 and 2022, respectively.
(3)Beginning on September 1, 2025 the coupon structure migrates to the 3-month SOFR plus a spread of 439 basis points through the end of the term of the debenture. 68 Other borrowings Other borrowings on our consolidated balance sheets includes our finance lease liability totaling $1.2 million and $1.3 million as of December 31, 2024 and 2023, respectively.
For more information about our derivative financial instruments, see Note 15, “Derivatives” in the notes to our consolidated financial statements. 77 ITEM 8 – Financial Statements and Supplementary Data Table of Contents Page Glossary of abbreviations and acronyms 3 Management’s Assessment of Internal Controls Over Financial Statements 79 Reports of Independent Registered Public Accounting Firm (PCAOB ID: 173) 80 Consolidated Financial Statements: Consolidated balance sheets 82 Consolidated statements of income 83 Consolidated statements of comprehensive income 84 Consolidated statements of changes in shareholders’ equity 85 Consolidated statements of cash flows 86 Notes to consolidated financial statements 88 78 Report on Management’s Assessment of Internal Control over Financial Reporting The management of FB Financial Corporation (the “Company”) is responsible for establishing and maintaining adequate internal control over financial reporting.
For more information about our derivative financial instruments, see Note 15, “Derivatives” in the notes to our consolidated financial statements. 74 ITEM 8 – Financial Statements and Supplementary Data Table of Contents Page Glossary of abbreviations and acronyms 3 Management’s Assessment of Internal Controls Over Financial Statements 76 Reports of Independent Registered Public Accounting Firm (PCAOB ID: 173) 77 Consolidated Financial Statements: Consolidated balance sheets 79 Consolidated statements of income 80 Consolidated statements of comprehensive income (loss) 81 Consolidated statements of changes in shareholders’ equity 82 Consolidated statements of cash flows 83 Notes to consolidated financial statements 85 75 Report on Management’s Assessment of Internal Control over Financial Reporting The management of FB Financial Corporation (the “Company”) is responsible for establishing and maintaining adequate internal control over financial reporting.
The purchase authorizations granted under the repurchase plan will terminate either on the date on which the maximum dollar amount is repurchased under the repurchase plan or on January 31, 2024, whichever date occurs earlier.
The purchase authorizations granted under the repurchase plan will terminate either on the date on which the maximum dollar amount is repurchased under the new repurchase plan or on January 31, 2026, whichever date occurs earlier.
Municipal securities with market values below amortized cost at December 31, 2023 were reviewed for material credit events and/or rating downgrades with individual credit reviews performed.
Municipal debt securities with market values below amortized cost at December 31, 2024 were reviewed for material credit events and/or rating downgrades with individual credit reviews performed.
Stock Repurchase Program The following table provides information about repurchases of common stock by the Company during the quarter ended December 31, 2023: Period (a) Total number of shares purchased (b) Average price paid per share (c) Total number of shares purchased as part of publicly announced plans or programs (d) Maximum number (or approximate dollar value) of shares that may yet be purchased under the plans or programs (1) October 1 - October 31 — $ — — $ 61,249,538 November 1 - November 30 — — — 61,249,538 December 1 - December 31 — — — 61,249,538 Total — $ — — $ 61,249,538 (1) Amounts are inclusive of commissions and fees related to the stock repurchases.
Stock Repurchase Program The following table provides information about repurchases of common stock by the Company during the quarter ended December 31, 2024: Period (a) Total number of shares purchased (b) Average price paid per share (c) Total number of shares purchased as part of publicly announced plans or programs (d) Maximum number (or approximate dollar value) of shares that may yet be purchased under the plans or programs (1) October 1 - October 31 — $ — — $ 87,300,693 November 1 - November 30 — — — 87,300,693 December 1 - December 31 — — — 87,300,693 Total — $ — — $ 87,300,693 (1) Amounts are inclusive of commissions and fees related to the stock repurchases.
Securities sold under agreements to repurchase totaled $19.3 million and $21.9 million at December 31, 2023 and 2022, respectively. We also maintain lines with certain correspondent banks that provide borrowing capacity in the form of federal funds purchased. Federal funds purchased are short-term borrowings that typically mature within one to ninety days.
Securities sold under agreements to repurchase totaled $13.5 million and $19.3 million at December 31, 2024 and 2023, respectively. We also maintain lines with certain correspondent banks that provide borrowing capacity in the form of federal funds purchased. Federal funds purchased are short-term borrowings that typically mature within one to ninety days.
(5) The NIM is calculated by dividing annualized net interest income, on a tax-equivalent basis, by average total earning assets. 47 Yield/rate and volume analysis The tables below present the components of the changes in net interest income for the years ended December 31, 2023 and 2022.
(5) The NIM is calculated by dividing net interest income, on a tax-equivalent basis, by average total earning assets. 46 Yield/rate and volume analysis The tables below present the components of the changes in net interest income for the years ended December 31, 2024 and 2023.
Certain financial information has been presented in Note 18, “Segment reporting.” 96 FB Financial Corporation and subsidiaries Notes to consolidated financial statements (Dollar amounts are in thousands, except share and per share amounts) (V) Stock-based compensation The Company grants RSUs under compensation arrangements for the benefit of certain employees, executive officers, and directors.
Certain financial information has been presented in Note 18, “Segment reporting.” 93 FB Financial Corporation and subsidiaries Notes to consolidated financial statements (Dollar amounts are in thousands, except share and per share amounts) (V) Stock-based compensation The Company grants RSUs under compensation arrangements for the benefit of certain employees, executive officers, and directors. RSU grants are subject to time-based vesting.
The recorded investment in residential mortgage loans secured by residential real estate properties for which foreclosure proceedings are in process totaled $3,377 and $2,653 as of December 31, 2023 and 2022, respectively. Note (6)—Goodwill and intangible assets Goodwill represents the excess of the cost of a business combination over the fair value of the net assets acquired.
The recorded investment in residential mortgage loans secured by residential real estate properties for which foreclosure proceedings are in process totaled $7,652 and $3,377 as of December 31, 2024 and 2023, respectively. Note (6)—Goodwill and intangible assets Goodwill represents the excess of the cost of a business combination over the fair value of the net assets acquired.
Based upon this regulation, $218,415 and $161,251 was available for payment of dividends without such prior approval as of December 31, 2023 and 2022, respectively. In addition, dividends paid by the Bank to the Company would be prohibited if the effect thereof would cause the Bank’s capital to be reduced below applicable minimum capital requirements.
Based upon this regulation, $185,927 and $218,415 was available for payment of dividends without such prior approval as of December 31, 2024 and 2023, respectively. In addition, dividends paid by the Bank to the Company would be prohibited if the effect thereof would cause the Bank’s capital to be reduced below applicable minimum capital requirements.
See “GAAP reconciliation and management explanation of non-GAAP financial measures” in this Report for a discussion of the adjusted efficiency ratio. Income taxes Income tax expense was $30.1 million and $35.0 million for the years ended December 31, 2023 and 2022, respectively.
See “GAAP reconciliation and management explanation of non-GAAP financial measures” in this Report for a discussion of the adjusted efficiency ratio. Income taxes Income tax expense was $30.6 million and $30.1 million for the years ended December 31, 2024 and 2023, respectively.
… 571 more changes not shown on this page.