AGREEMENT AND PLAN OF MERGER by and among FRANKLIN FINANCIAL NETWORK, INC., FB FINANCIAL CORPORATION and PAISLEY ACQUISITION CORPORATION Dated as of January 21, 2020Agreement and Plan of Merger • 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”).
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).
