Form 4: SmartFinancial CFO Sells Shares in Routine Transaction

SmartFinancial Inc.'s EVP & Chief Financial Officer, Ronald J. Gorczynski, disposed of 842 shares of common stock at $36.99 per share in a pre-arranged transaction.

Summary

• Ronald J. Gorczynski, EVP & Chief Financial Officer of SmartFinancial Inc. (SMBK), reported a transaction involving company common stock.
• On January 1, 2026, Gorczynski disposed of 842 shares of common stock.
• The shares were disposed of at a price of $36.99 per share.
• Following this transaction, Gorczynski directly beneficially owns 20,936 shares of SmartFinancial common stock.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating it was pre-arranged.
• The transaction code "F" typically signifies a disposition to satisfy tax withholding obligations upon the vesting of restricted stock or similar equity awards.
• The reported beneficial ownership includes shares acquired through the SMBK Dividend Reinvestment Plan.

Sentiment

Score: 6

Explanation: The transaction is a routine, non-discretionary disposition (likely for tax withholding) under a pre-arranged 10b5-1 plan, which typically has a neutral to slightly positive interpretation as it's not a discretionary sale indicating lack of confidence. The remaining beneficial ownership is substantial.

Positives

• The transaction was executed under a Rule 10b5-1(c) plan, indicating it was pre-scheduled and not based on new material non-public information.
• The "F" transaction code suggests a non-discretionary disposition, likely for tax withholding, rather than a voluntary sale.

Negatives

• A reduction in insider ownership, even if routine, can sometimes be perceived negatively by some investors.

Future Outlook

NA

Industry Context

Insider transactions are common across all industries, particularly in financial services where executive compensation often includes equity awards. This specific transaction is a routine tax-related disposition.

Comparison to Industry Standards

• This type of transaction (disposition for tax withholding under a 10b5-1 plan) is a standard practice for executives receiving equity compensation across publicly traded companies. It does not reflect a unique or unusual event compared to industry benchmarks.

Stakeholder Impact

• Shareholders: A minor reduction in direct insider ownership, but the routine nature of the transaction (tax withholding under a 10b5-1 plan) suggests no significant change in management's confidence or strategic direction.

Key Dates

Recommendation

The reported transaction is a routine disposition of shares by the CFO, likely for tax withholding purposes, executed under a pre-arranged 10b5-1 plan. This type of transaction is generally not indicative of a change in management's outlook or confidence in the company's future. Therefore, it does not provide a strong signal for either buying or selling, suggesting a 'hold' recommendation based solely on this filing.

Keywords

SmartFinancial, SMBK, Form 4, Insider Transaction, Ronald J Gorczynski, CFO, Stock Sale, Equity, 10b5-1 Plan, Financial Services