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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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X0202 SCHEDULE 13D/A 0001123292-26-000565 0001703295 XXXXXXXX LIVE 3 Common Stock, par value $1.00 per share 04/23/2026 false 0001649749 30257X104 FB Financial Corporation 1221 Broadway, Suite 1300 Nashville TN 37203 Estate of James W. Ayers 615-866-5434 c/o James Jonathan Ayers 450 Tennessee Ave, Suite 101 Parsons TN 38363 James Jonathan Ayers 615-866-5434 Co-Executor Estate of James W. Ayers 450 Tennessee Avenue, Suite 101 Parsons TN 38363 James Austin McPherson 615-866-5434 Co-Executor Estate of James W. Ayers 6 N. Gill Street Hazelhurst GA 31539 0002069230 Estate of James W. Ayers OO X1 7051841 0 0 0 7051841 N 13.7 OO The percentage of the Issuer's outstanding shares of Common Stock, par value $1.00 per share ("Common Stock") represented by the aggregate number of shares of Common Stock reported as beneficially owned by the reporting persons (the "Reporting Persons") in this Amendment No. 3 to Schedule 13D (this "Amendment No. 3") is based on the Issuer's outstanding shares as of March 31, 2026, as disclosed in the Issuer's earnings release issued April 13, 2026. See Item 5. This Amendment No. 3 amends and supplements the Schedule 13D originally filed with the U.S. Securities and Exchange Commission on May 9, 2025, as amended by Amendment No. 1 filed on November 18, 2025 and Amendment No. 2 filed on April 21, 2025 (as amended, the "Schedule 13D"), relating to the Reporting Persons' ownership of the Common Stock. 0001703295 Ayers J. Jonathan SC PF X1 17692 7069533 17692 17692 7069533 N 13.7 IN The percentage of outstanding Common Stock represented by the aggregate number of shares of Common Stock reported as beneficially owned by the Reporting Persons in this Amendment No. 3 is based on the Issuer's outstanding shares as of March 31, 2026, as disclosed in the Issuer's earnings release issued April 13, 2026. 0002068430 James Austin McPherson PF X1 11584 7063425 11584 11584 7063425 N 13.7 IN The percentage of outstanding Common Stock represented by the aggregate number of shares of Common Stock reported as beneficially owned by the Reporting Persons in this Amendment No. 3 is based on the Issuer's outstanding shares as of March 31, 2026, as disclosed in the Issuer's earnings release issued April 13, 2026. Common Stock, par value $1.00 per share FB Financial Corporation 1221 Broadway, Suite 1300 Nashville TN 37203 This Amendment No. 3 relates to the Common Stock, and amends and supplements the Schedule 13D. Capitalized terms used but not defined in this Amendment No. 3 shall have the same meanings ascribed to them in the Schedule 13D. There are no changes to the Schedule 13D except as set forth in this Amendment No. 3. Item 5(b) - (c) of the Schedule 13D are hereby amended and restated in their entirety as follows: The Estate has sole voting control over 7,051,841 shares of Common Stock reported in this Statement, and each of James Jonathan Ayers and James Austin McPherson, solely in his capacity as a co-executor of the Estate, shares voting control over these shares. The Reporting Persons retain voting control over these shares for the purposes of Issuer's 2026 Annual Meeting of Shareholders to be held on May 21, 2026 (the "Annual Meeting") due to the fact that the shares were disposed of as described in Item 5(c) below after March 27, 2026, the record date for the Annual Meeting, but such voting control will be extinguished at the conclusion of the Annual Meeting. James Jonathan Ayers has sole voting and dispositive power over a further 17,692 shares of Common Stock reported in this Statement and James Austin McPherson has sole voting and dispositive power over a further 11,584 shares of Common Stock reported in this Statement. On April 17, 2026, the Estate distributed 2,250,000 shares of Common Stock, without consideration, to a beneficiary of the Estate. On April 23, 2026, the Estate distributed 2,400,921 shares of Common Stock, without consideration, to a beneficiary of the Estate. On April 24, 2026, the Estate distributed 2,400,920 shares of Common Stock, without consideration, to a beneficiary of the Estate. Estate of James W. Ayers /s/ James Jonathan Ayers James Jonathan Ayers, Co-Executor 04/27/2026 Ayers J. Jonathan /s/ James Jonathan Ayers James Jonathan Ayers 04/27/2026 James Austin McPherson /s/ James Austin McPherson James Austin McPherson 04/27/2026