Form 4: Southern States Bancshares Director Disposes of Shares Following Merger with FB Financial

Southern States Bancshares, Inc. Director Brian Stacey Holmes disposed of all his common stock holdings in SSBK effective July 1, 2025, as part of the company's merger into FB Financial Corp.

Summary

• Brian Stacey Holmes, a Director of Southern States Bancshares, Inc. (SSBK), reported the disposition of 189,961 shares of SSBK common stock.
• The disposition occurred on July 1, 2025, in connection with the merger of SSBK with and into FB Financial Corp. (FBK).
• Effective July 1, 2025, each outstanding share of SSBK common stock converted into the right to receive 0.8 share of FBK common stock, with cash payable in lieu of fractional shares.
• The closing price of FBK's stock on June 30, 2025, the last trading day before the merger's effective time, was $45.30 per share.
• Following this transaction, Brian Stacey Holmes beneficially owns 0 shares of SSBK common stock.

Sentiment

Score: 7

Explanation: The document reports the completion of a merger, which is generally a significant corporate event. For the acquired company's shareholders, it typically represents a liquidity event and a transition to ownership in the acquiring entity. While it marks the end of SSBK as an independent entity, the terms of the merger (fixed exchange ratio) provide clarity.

Positives

• The merger provides SSBK shareholders with shares in a larger entity, FB Financial Corp., potentially offering greater liquidity and diversification.
• The fixed exchange ratio of 0.8 FBK shares per SSBK share provides a clear valuation for SSBK shareholders at the time of the merger.

Negatives

• Southern States Bancshares, Inc. ceases to exist as an independent publicly traded entity following the merger.
• The director, Brian Stacey Holmes, no longer holds any direct beneficial ownership in the former SSBK.

Future Outlook

The document reports a completed merger and does not provide forward-looking statements or guidance for the combined entity.

Industry Context

This transaction represents a consolidation event within the financial services sector, specifically in regional banking, a common trend driven by economies of scale, increased regulatory burdens, and competitive pressures.

Management Changes

Stakeholder Impact

• Shareholders: Southern States Bancshares, Inc. shareholders will exchange their shares for FB Financial Corp. common stock, becoming shareholders of FBK.
• Employees: While not explicitly stated, employees of Southern States Bancshares, Inc. would be impacted by the integration into FB Financial Corp., potentially facing changes in roles, reporting structures, or employment status.
• Customers: Customers of Southern States Bancshares, Inc. will become customers of FB Financial Corp., potentially experiencing changes in services, branding, or branch access.

Next Steps

• The merger of Southern States Bancshares, Inc. into FB Financial Corp. is effective.
• SSBK shareholders will receive 0.8 shares of FBK common stock for each SSBK share held, with cash in lieu of fractional shares.

Key Dates

Keywords

Southern States Bancshares, SSBK, FB Financial Corp, FBK, merger, acquisition, director, common stock, beneficial ownership, Form 4, insider transaction, financial services, banking