X0306 4 2020-08-14 1 0001407067 Franklin Financial Network Inc. FSB 0001637675 Stephens Pamela J. 722 COLUMBIA AVENUE FRANKLIN TN 37064 1 0 0 0 Common Stock 2020-08-14 4 M 0 900 10.50 A 17569 D Common Stock 2020-08-14 4 M 0 2175 12.00 A 19744 D Common Stock 2020-08-14 4 M 0 2475 13.00 A 22219 D Common Stock 2020-08-14 4 M 0 3300 13.50 A 25519 D Common Stock 2020-08-14 4 M 0 9000 20.69 A 34519 D Common Stock 2020-08-14 4 M 0 2000 22.94 A 36519 D Common Stock 2020-08-14 4 M 0 1600 22.35 A 38119 D Common Stock 2020-08-15 4 D 0 38119 D 0 D Stock Options (right to buy) 10.50 2020-08-14 4 M 0 900 0.00 D 2021-06-02 Common Stock 900 0 D Stock Options (right to buy) 12.00 2020-08-14 4 M 0 2175 0.00 D 2022-06-01 Common Stock 2175 0 D Stock Options (right to buy) 13.00 2020-08-14 4 M 0 2475 0.00 D 2023-05-31 Common Stock 2475 0 D Stock Options (right to buy) 13.50 2020-08-14 4 M 0 3300 0.00 D 2024-06-01 Common Stock 3300 0 D Stock Options (right to buy) 20.69 2020-08-14 4 M 0 9000 0.00 D 2025-04-30 Common Stock 9000 0 D Stock Options (right to buy) 22.94 2020-08-14 4 M 0 2000 0.00 D 2025-07-01 Common Stock 2000 0 D Stock Options (right to buy) 22.35 2020-08-14 4 M 0 1600 0.00 D 2025-10-01 Common Stock 1600 400 D Stock Options (right to buy) 22.35 2020-08-15 4 D 0 400 D 2025-10-01 Common Stock 400 0 D Stock Options (right to buy) 31.38 2020-08-15 4 D 0 2000 D 2026-01-01 Common Stock 2000 0 D Stock Options (right to buy) 27.00 2020-08-15 4 D 0 2500 D 2026-04-01 Common Stock 2500 0 D Stock Options (right to buy) 31.36 2020-08-15 4 D 0 2500 D 2026-07-01 Common Stock 2500 0 D Stock Options (right to buy) 37.40 2020-08-15 4 D 0 2500 D 2026-10-01 Common Stock 2500 0 D Stock Options (right to buy) 41.85 2020-08-15 4 D 0 2500 D 2027-01-01 Common Stock 2500 0 D Stock Options (right to buy) 37.35 2020-08-15 4 D 0 3125 D 2027-04-15 Common Stock 3125 0 D Stock Options (right to buy) 39.60 2020-08-15 4 D 0 3125 D 2027-07-15 Common Stock 3125 0 D Stock Options (right to buy) 34.30 2020-08-15 4 D 0 3125 D 2027-10-15 Common Stock 3125 0 D Stock Options (right to buy) 36.40 2020-08-15 4 D 0 3125 D 2028-01-15 Common Stock 3125 0 D Stock Options (right to buy) 32.95 2020-08-15 4 D 0 3000 D 2028-04-16 Common Stock 3000 0 D Stock Options (right to buy) 36.25 2020-08-15 4 D 0 3000 D 2028-07-16 Common Stock 3000 0 D Stock Options (right to buy) 36.78 2020-08-15 4 D 0 3000 D 2028-10-15 Common Stock 3000 0 D Stock Options (right to buy) 27.72 2020-08-15 4 D 0 3000 D 2029-01-15 Common Stock 3000 0 D Disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), among the Issuer, FB Financial Corporation ("FB Financial"), and Paisley Acquisition Corporation, in exchange for the right to receive for each share of common stock, restricted stock, or restricted stock unit (1) 0.9650 shares of common stock, par value $1.00 per share, of FB Financial, having a market value of $29.52 per share as of the close of trading on August 14, 2020, the last trading day prior to the effective time of the merger (the "Effective Time"), and (2) $2.00 in cash (collectively, the "Merger Consideration"). The option provided for vesting in five equal annual installments beginning on June 2, 2012. The option provided for vesting in five equal annual installments beginning on June 1, 2013. The option provided for vesting in five equal annual installments beginning on May 31, 2014. The option provided for vesting in five equal annual installments beginning on June 1, 2015. The option provided for vesting in five equal annual installments beginning on April 30, 2016 The option provided for vesting in five equal annual installments beginning on July 1, 2016. The option provided for vesting in five equal annual installments beginning on October 1, 2016. Pursuant to the Merger Agreement, at the Effective Time, the option, which provided for vesting in five equal annual installments beginning on October 1, 2016, was converted into the right to receive the Merger Consideration in respect of each "Net Share," defined as the number of shares determined by dividing (a) the product of (1) the excess, if any, of $30.13 over the per share exercise price of the option multiplied by (2) the number of shares underlying the option, by (b) $30.13. Pursuant to the Merger Agreement, at the Effective Time, the option, which provided for vesting in five equal annual installments beginning on January 1, 2017, was converted into the right to receive the Merger Consideration in respect of each Net Share. Pursuant to the Merger Agreement, at the Effective Time, the option, which provided for vesting in five equal annual installments beginning on April 1, 2017, was converted into the right to receive the Merger Consideration in respect of each Net Share. Pursuant to the Merger Agreement, at the Effective Time, the option, which provided for vesting in five equal annual installments beginning on July 1, 2017, was converted into the right to receive the Merger Consideration in respect of each Net Share. Pursuant to the Merger Agreement, at the Effective Time, the option, which provided for vesting in five equal annual installments beginning on October 1, 2017, was converted into the right to receive the Merger Consideration in respect of each Net Share. Pursuant to the Merger Agreement, at the Effective Time, the option, which provided for vesting in five equal annual installments beginning on January 1, 2018, was converted into the right to receive the Merger Consideration in respect of each Net Share. Pursuant to the Merger Agreement, at the Effective Time, the option, which provided for vesting in five equal annual installments beginning on April 15, 2018, was converted into the right to receive the Merger Consideration in respect of each Net Share. Pursuant to the Merger Agreement, at the Effective Time, the option, which provided for vesting in five equal annual installments beginning on July 15, 2018, was converted into the right to receive the Merger Consideration in respect of each Net Share. Pursuant to the Merger Agreement, at the Effective Time, the option, which provided for vesting in five equal annual installments beginning on October 15, 2018, was converted into the right to receive the Merger Consideration in respect of each Net Share. Pursuant to the Merger Agreement, at the Effective Time, the option, which provided for vesting in five equal annual installments beginning on January 15, 2019, was converted into the right to receive the Merger Consideration in respect of each Net Share. Pursuant to the Merger Agreement, at the Effective Time, the option, which provided for vesting in three equal annual installments beginning on April 16, 2019, was converted into the right to receive the Merger Consideration in respect of each Net Share. Pursuant to the Merger Agreement, at the Effective Time, the option, which provided for vesting in three equal annual installments beginning on July 16, 2019, was converted into the right to receive the Merger Consideration in respect of each Net Share. Pursuant to the Merger Agreement, at the Effective Time, the option, which provided for vesting in three equal annual installments beginning on October 15, 2019, was converted into the right to receive the Merger Consideration in respect of each Net Share. Pursuant to the Merger Agreement, at the Effective Time, the option, which provided for vesting in three equal annual installments beginning on January 15, 2020, was converted into the right to receive the Merger Consideration in respect of each Net Share. /s/ Mandy Garland, Attorney-in-Fact 2020-08-18