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

Jay F. Pumroy, a director of Southern States Bancshares, Inc., has reported the disposal of all his beneficial ownership in SSBK common stock due to its merger with FB Financial Corp. effective July 1, 2025.

Summary

• Jay F. Pumroy, a director of Southern States Bancshares, Inc. (SSBK), reported the disposal of all his beneficial ownership in SSBK common stock.
• The disposal occurred on July 1, 2025, in connection with the merger of SSBK with and into FB Financial Corp. (FBK).
• At the effective time of the merger, each outstanding share of SSBK's common stock converted into the right to receive 0.8 share of FBK's 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.
• Pumroy disposed of 101,679 shares directly owned and 202 shares indirectly owned (101 shares as custodian for a grandson and 101 shares as custodian for a granddaughter).
• Following these transactions, Pumroy's beneficial ownership in SSBK common stock is 0 shares.

Sentiment

Score: 5

Explanation: The document is a factual report of a completed merger-related transaction, thus maintaining a neutral sentiment. It neither highlights overwhelmingly positive nor negative operational outcomes, but rather the procedural completion of a corporate event.

Positives

• The successful completion of the merger between Southern States Bancshares, Inc. and FB Financial Corp. provides a clear path forward for former SSBK shareholders.
• SSBK shareholders received shares in a larger entity, FB Financial Corp., potentially offering greater liquidity and diversification.

Negatives

• Southern States Bancshares, Inc. ceased to exist as an independent entity following the merger.
• All beneficial ownership in SSBK common stock was disposed of, indicating the end of direct investment in the former company.

Risks

• No specific future risks for Southern States Bancshares, Inc. are mentioned, as the company has merged and ceased independent operations. The document reports a completed transaction.

Future Outlook

N/A. This document reports a completed transaction and does not provide forward-looking statements or guidance.

Management Comments

• N/A. The document is a regulatory filing reporting a transaction and does not contain notable quotes or paraphrased statements from company management beyond the legal disclaimer regarding beneficial ownership.

Industry Context

This transaction reflects ongoing consolidation within the U.S. regional banking sector, where smaller institutions merge with larger ones to achieve economies of scale, expand market reach, and navigate increasing regulatory and competitive pressures. Such mergers are common strategies for growth and efficiency in the financial services industry.

Comparison to Industry Standards

• N/A. This document is a Form 4 filing detailing an insider's stock transaction related to a merger, not a financial performance report. Therefore, it does not contain information suitable for comparison to industry-specific financial benchmarks or competitor results.

Stakeholder Impact

• Shareholders of Southern States Bancshares, Inc. (SSBK) had their shares converted into FB Financial Corp. (FBK) common stock, impacting their investment portfolio composition.
• The merger signifies the end of SSBK as an independent entity, affecting its employees, customers, and local community presence, though the document does not detail these specific impacts.

Next Steps

• N/A. The document reports a completed transaction and does not outline future actions or milestones for the merged entity from the perspective of the former SSBK.

Key Dates

Keywords

Southern States Bancshares, SSBK, FB Financial Corp, FBK, Merger, Acquisition, Insider Trading, Form 4, Stock Disposal, Director, Financial Services, Banking