1,950,000 Shares FRANKLIN FINANCIAL NETWORK, INC. (A Tennessee corporation) Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • November 21st, 2016 • Franklin Financial Network Inc. • State commercial banks • New York
FRANKLIN FINANCIAL NETWORK, INC. and U.S. BANK NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of March 31, 2016 Senior and Subordinated Debt SecuritiesIndenture • March 31st, 2016 • Franklin Financial Network Inc. • State commercial banks • New York
INDENTURE, dated as of March 31, 2016, between Franklin Financial Network, Inc., a Tennessee corporation (the “Company,” which term shall include any successors and assigns pursuant to the terms of this Indenture) having its principal executive office at 722 Columbia Avenue, Franklin, Tennessee 37064 and U.S. Bank National Association, as Trustee (herein called the “Trustee”).
TRIPLE NET OFFICE LEASE AGREEMENTTriple Net Office Lease Agreement • May 9th, 2019 • Franklin Financial Network Inc. • State commercial banks • Tennessee
THIS TRIPLE NET OFFICE LEASE AGREEMENT (this “Lease”) is made and entered into on this 6th day of May, 2019, by and between NOLENSVILLE REAL ESTATE PARTNERS, LLC, a Tennessee limited liability company, (“Landlord”), and FRANKLIN SYNERGY BANK, a Tennessee banking corporation (“Tenant”).
AGREEMENT AND PLAN OF MERGER by and among FRANKLIN FINANCIAL NETWORK, INC., FB FINANCIAL CORPORATION and PAISLEY ACQUISITION CORPORATION Dated as of January 21, 2020Merger Agreement • January 24th, 2020 • Franklin Financial Network Inc. • State commercial banks • Tennessee
AGREEMENT AND PLAN OF MERGER, dated as of January 21, 2020 (this “Agreement”), by and among Franklin Financial Network, Inc., a Tennessee corporation (the “Company”), FB Financial Corporation, a Tennessee corporation (“Parent”), and Paisley Acquisition Corporation, a Tennessee corporation and a direct, wholly owned Subsidiary of Parent (“Merger Sub”).
CONFIDENTIALITY, NON-COMPETITION AGREEMENT AND NON-SOLICITATION AGREEMENT FRANKLIN SYNERGY BANK CONFIDENTIALITY, NON-COMPETITION AGREEMENT AND NON- SOLICITATION AGREEMENT KEVIN A. HERRINGTONConfidentiality, Non-Competition, and Non-Solicitation Agreement • February 14th, 2014 • Franklin Financial Network Inc. • Tennessee
This Confidentiality, Non-Competition, and Non-Solicitation Agreement (this “Agreement”) is entered into as of this 29th day of January, 2014, between Franklin Synergy Bank (the “Bank”), a Tennessee banking corporation and Kevin A. Herrington (“Executive”).
FRANKLIN SYNERGY BANK EMPLOYMENT AGREEMENT DAVID J. MCDANIELEmployment Agreement • February 14th, 2014 • Franklin Financial Network Inc. • Tennessee
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of the 29TH day of January, 2014, between Franklin Synergy Bank, a Tennessee banking corporation (the “Bank”) and David J. McDaniel (“Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 16th, 2020 • Franklin Financial Network Inc. • State commercial banks • Tennessee
THIS EMPLOYMENT AGREEMENT (together with any amendments or other modifications and all exhibits and other attachments to it, this “Agreement”) by and between Franklin Synergy Bank, a Tennessee banking corporation (“FSB”) (herein FSB shall be collectively referred to as “EMPLOYER”), and Eddie A. Maynard, Jr. (“EXECUTIVE”), is dated as of August 28, 2019 (the “Effective Date”).
NON-COMPETE AND NON-SOLICITATION AGREEMENTNon-Compete and Non-Solicitation Agreement • March 16th, 2020 • Franklin Financial Network Inc. • State commercial banks • Tennessee
THIS NON-COMPETE AND NON-SOLICITATION AGREEMENT (together with any amendments or other modifications and all exhibits and/ or attachments herein referred to as this “Agreement”) is entered into by and between FRANKLIN SYNERGY BANK (“EMPLOYER”), and Eddie A. Maynard, Jr. (“EXECUTIVE”), as of this 28th day of August, 2019 (the “Effective Date”).
FRANKLIN SYNERGY BANK RETENTION BONUS AGREEMENTRetention Bonus Agreement • February 14th, 2014 • Franklin Financial Network Inc. • Tennessee
This Retention Bonus Agreement (the “Agreement”), entered into effective January 29, 2014, is by and between Dallas G. Caudle, Jr. (“Executive”) and Franklin Synergy Bank (“Company”), located in Franklin, Tennessee.
FORM OF VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • January 24th, 2020 • Franklin Financial Network Inc. • State commercial banks • Tennessee
This Voting and Support Agreement, dated as of January 21, 2020 (this “Agreement”), is by and between FB Financial Corporation, a Tennessee corporation (“Parent”), and the undersigned shareholder (the “Shareholder”) of Franklin Financial Network, Inc., a Tennessee corporation (the “Company”). Capitalized terms used herein but not defined shall have the meanings specified in the Merger Agreement (as defined below).
SECOND SUPPLEMENTAL INDENTURESecond Supplemental Indenture • August 18th, 2020 • Franklin Financial Network Inc. • State commercial banks • New York
THIS SECOND SUPPLEMENTAL INDENTURE dated as of August 14, 2020, is by and among U.S. Bank National Association, as Trustee (herein, together with its successors in interest, the “Trustee”), FB Financial Corporation, a Tennessee corporation (the “Successor Company”), and Franklin Financial Network, Inc., a Tennessee corporation (the “Company”), under the Indenture referred to below.
RETAIL LEASE AGREEMENT BY AND BETWEEN WESTHAVEN TOWN CENTER FUND I, LLC, A TENNESSEE LIMITED LIABILITY COMPANY (LANDLORD) AND FRANKLIN SYNERGY BANK, A TENNESSEE BANKING CORPORATION (TENANT) DATED AS OF December 21, 2011Retail Lease Agreement • February 14th, 2014 • Franklin Financial Network Inc. • Tennessee
WESTHAVEN PARTNERS, LLC, a Tennessee limited liability company (“Landlord”), agrees to lease to the Tenant set forth in the Schedule (“Tenant”), and Tenant accepts from Landlord the Premises described in the Schedule (the “Premises”) in consideration of the following mutual covenants and conditions:
OFFICE LEASE AGREEMENT Aspen Brook Village Cool Springs, Tennessee Franklin Financial Network, Inc. – Tenant Bank Branch PCC Investments II, LLC - LandlordOffice Lease Agreement • February 14th, 2014 • Franklin Financial Network Inc. • Tennessee
THIS LEASE AGREEMENT (the “Lease”) made and entered into as of May 11, 2007, by and between PCC Investments II, LLC, a Tennessee Limited Liability Company (“Landlord”), and Franklin Financial Network, Inc., a Tennessee corporation (“Tenant”).
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • March 19th, 2019 • Franklin Financial Network Inc. • State commercial banks • Tennessee
THIS CHANGE IN CONTROL AGREEMENT (the “Agreement”) is adopted this 21st day of April, 2015 by and between Franklin Synergy Bank, a Tennessee banking corporation located in Franklin, Tennessee (the “Company”), and Lisa A. Fletcher (the “Executive”).
FRANKLIN FINANCIAL NETWORK, INC. AWARD AGREEMENT FOR INCENTIVE STOCK OPTIONSIncentive Stock Option Agreement • February 14th, 2014 • Franklin Financial Network Inc. • Tennessee
THIS INCENTIVE STOCK OPTION AGREEMENT (this “Agreement”) is made as of the day of , 2013 (the “Date of Grant”), by and between Franklin Financial Network, Inc., a Tennessee corporation (“Corporation”) and ( the “Participant”) pursuant to the Franklin Financial Network, Inc. 2007 Omnibus Equity Incentive Plan (the “Plan”).
CONFIDENTIALITY, NON-COMPETITION AGREEMENT AND NON-SOLICITATION AGREEMENT FRANKLIN FINANCIAL NETWORK, INC. CONFIDENTIALITY, NON-COMPETITION AGREEMENT AND NON-SOLICITATION AGREEMENT SARAH MEYERROSEConfidentiality, Non-Competition, and Non-Solicitation Agreement • June 21st, 2016 • Franklin Financial Network Inc. • State commercial banks • Tennessee
This Confidentiality, Non-Competition, and Non-Solicitation Agreement (this “Agreement”) is entered into as of this 21st day of June, 2016, between Franklin Financial Network, Inc. (the “Company”), a Tennessee corporation and Sarah Meyerrose (“Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 14th, 2014 • Franklin Financial Network Inc. • Tennessee
This EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of September 25, 2008, by and between Franklin Synergy Bank (the “Employer”), and Jere Pewitt (the “Employee”).
EXHIBIT B Form of Commencement Agreement COMMENCEMENT AGREEMENTCommencement Agreement • August 10th, 2020 • Franklin Financial Network Inc. • State commercial banks
THIS COMMENCEMENT AGREEMENT ( this “Agreement”), made and entered into as of this 10Th day of April, 2020, is by and between NOLENSVILLE REAL ESTATE PARTNERS, LLC, a Tennessee limited liability company, (“Landlord”), and FRANKLIN SYNERGY BANK, a Tennessee banking corporation (“Tenant”).
Cancellation of Lease at 231 South Royal OaksCancellation of Lease • August 10th, 2020 • Franklin Financial Network Inc. • State commercial banks
Upon signing below, both Landlord and Tenant agree to terminate the lease at 231 South Royal Oaks in Franklin, Tennessee, dated August 28th, 2018, by and between South Royal Oaks Partners, LLC, a Tennessee limited liability company, (“Landlord”), and Franklin Synergy Bank, a Tennessee banking corporation (“Tenant”).
EXHIBIT B Form of Commencement Agreement COMMENCEMENT AGREEMENTCommencement Agreement • May 9th, 2019 • Franklin Financial Network Inc. • State commercial banks
THIS COMMENCEMENT AGREEMENT (this “Agreement”), made and entered into as of this 14th day of February, 2019, is by and between 204 9TH AVENUE PARTNERS, LLC, a Tennessee limited liability company, (“Landlord”), and FRANKLIN SYNERGY BANK, a Tennessee banking corporation (“Tenant”).
SEVERANCE AGREEMENT AND GENERAL RELEASESeverance Agreement • March 19th, 2019 • Franklin Financial Network Inc. • State commercial banks • Tennessee
This Severance Agreement and Mutual Release (“Severance Agreement”) is made by and between Sally Kimble, Executive Vice President, Chief Administrative Officer (hereinafter “Ms. Kimble”) and Franklin Synergy Bank, a Tennessee banking holding company corporation (hereinafter the “Bank”) (and Ms. Kimble and Bank sometimes hereinafter collectively referred to as the “Parties”).
FRANKLIN FINANCIAL NETWORK, INC. AWARD AGREEMENT FOR RESTRICTED STOCKAward Agreement for Restricted Stock • April 29th, 2014 • Franklin Financial Network Inc. • State commercial banks • Tennessee
THIS AWARD AGREEMENT (the “Agreement’) is made and entered into this day of , 2013 by and between Franklin Financial Network, Inc. (the “Corporation”), and (the “Participant”) pursuant to the Franklin Financial Network, Inc. 2007 Omnibus Equity Incentive Plan (the “Plan”). Capitalized terms used but not defined herein shall have the same meanings set forth in the Plan.
AGREEMENT AND PLAN OF REORGANIZATION AND BANK MERGER by and between and FRANKLIN FINANCIAL NETWORK, INC. and FRANKLIN SYNERGY BANKAgreement and Plan of Reorganization and Bank Merger • December 14th, 2015 • Franklin Financial Network Inc. • State commercial banks • Tennessee
THIS AGREEMENT AND PLAN OF REORGANIZATION AND BANK MERGER the “Agreement”) is made and entered into this 14th day of December, 2015, among Civic Bank & Trust, a Tennessee banking corporation (the “Bank”); Franklin Financial Network, Inc., a Tennessee corporation (“Buyer BHC”); and Franklin Synergy Bank, a Tennessee banking corporation (“Buyer Bank”).
FRANKLIN FINANCIAL NETWORK, INC. AWARD AGREEMENT FOR INCENTIVE STOCK OPTIONSIncentive Stock Option Agreement • April 29th, 2014 • Franklin Financial Network Inc. • State commercial banks • Tennessee
THIS INCENTIVE STOCK OPTION AGREEMENT (this “Agreement”) is made as of the day of , 201 (the “Date of Grant”), by and between Franklin Financial Network, Inc., a Tennessee corporation (“Corporation”) and ( the “Participant”) pursuant to the Franklin Financial Network, Inc. 2007 Omnibus Equity Incentive Plan (the “Plan”) [NOTE: Participant must be an employee of Corporation to be eligible to receive an ISO]
LEASE AGREEMENTLease Agreement • February 14th, 2014 • Franklin Financial Network Inc. • Tennessee
THIS LEASE AGREEMENT (sometimes herein this “Lease”) is made and entered into as of the 12th day of December, 2012, by and between FIRST FARMERS AND MERCHANTS BANK (“Landlord”), and FRANKLIN SYNERGY BANK (“Tenant”).
EXHIBIT B Form of Commencement Agreement COMMENCEMENT AGREEMENTCommencement Agreement • August 9th, 2017 • Franklin Financial Network Inc. • State commercial banks
THIS COMMENCEMENT AGREEMENT (this “Agreement”), made and entered into as of this 15th day of May, 2017, is by and between GATEWAY REAL ESTATE PARTNERS, LLC, a Tennessee limited liability company, (“Landlord”), and FRANKLIN SYNERGY BANK, a Tennessee banking corporation (“Tenant”).
FRANKLIN SYNERGY BANK EMPLOYMENT AGREEMENT SALLY E. BOWERSEmployment Agreement • February 14th, 2014 • Franklin Financial Network Inc. • Tennessee
THER EMPLOYMENT AGREEMENT (the “Agreement”) is made as of the 29TH day of January, 2014, between Franklin Synergy Bank, a Tennessee banking corporation (the “Bank”) and Sally E. Bowers (“Executive”).
EXHIBIT F Change in Monthly Rent Amount (due to completion of Parking Garage) AMENDMENTTriple Net Office Lease Agreement • March 15th, 2016 • Franklin Financial Network Inc. • State commercial banks
THIS AMENDMENT (this “Amendment”), made and entered into as of this 12th day of January, 2016, is by and between COLUMBIA AVENUE PARTNERS, LLC, a Tennessee limited liability company, (“Landlord”), and FRANKLIN SYNERGY BANK, a Tennessee banking corporation (“Tenant”).
EXHIBIT B Form of Commencement Agreement COMMENCEMENT AGREEMENTCommencement Agreement • May 9th, 2019 • Franklin Financial Network Inc. • State commercial banks
THIS COMMENCEMENT AGREEMENT (this “Agreement”), made and entered into as of this 29th day of November, 2018, is by and between SOUTH ROYAL OAKS PARTNERS, LLC, a Tennessee limited liability company, (“Landlord”), and FRANKLIN SYNERGY BANK, a Tennessee banking corporation (“Tenant”).
Severance Agreement and General ReleaseSeverance Agreement • August 10th, 2020 • Franklin Financial Network Inc. • State commercial banks • Tennessee
THIS SEVERANCE AGREEMENT AND GENERAL RELEASE (the “Agreement”) is entered into as of this 2nd day of April, 2020 (the “Effective Date”) by and between LISA FLETCHER (herein “Ms. Fletcher”), and FRANKLIN SYNERGY BANK, a Tennessee banking corporation (herein the “Bank”).
LEASE AGREEMENTLease Agreement • February 14th, 2014 • Franklin Financial Network Inc. • Tennessee
THIS LEASE is made and entered into as of the 17th day of October 2005, by and between Cherokee Equity Corporation, a Tennessee Corporation (the “Landlord”) and Banc Compliance Group LLC, a Tennessee Limited Liability Corporation and Constance Edwards and David Edwards, personally, (the “Tenant”).
MERCHANTS WALK SHOPPING CENTER LEASEShopping Center Lease • February 14th, 2014 • Franklin Financial Network Inc. • Tennessee
FRANKLIN FINANCIAL NETWORK, INC. LOCK-UP AGREEMENTLock-Up Agreement • January 24th, 2018 • Franklin Financial Network Inc. • State commercial banks • Tennessee
This LOCK-UP AGREEMENT (“Agreement”) is made as of the day of , 201 , by (“Holder”), in connection with his or its ownership of shares of Franklin Financial Network, Inc. (“Company”), a Tennessee corporation, the bank holding company of Franklin Synergy Bank (the “Bank”), a Tennessee banking corporation.
EMPLOYMENT AGREEMENTEmployment Agreement • February 14th, 2014 • Franklin Financial Network Inc. • Tennessee
This EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of May 29, 2008, by and between BCG Services, Inc. (the “Employer”), and Franklin Financial Network, Inc., a Tennessee corporation (the “Corporation”), and Connie Edwards (the “Employee”).
Severance Agreement and General ReleaseSeverance Agreement • May 9th, 2019 • Franklin Financial Network Inc. • State commercial banks • Tennessee
This Severance Agreement and Mutual Release (“Severance Agreement”) is made this 7th day of May, 2019 by and between Sally E. Bowers (hereinafter “Ms. Bowers”) and Franklin Synergy Bank, a Tennessee banking corporation (the “Bank”) (and Ms. Bowers and Bank sometimes hereinafter collectively referred to as the “Parties”).
