Prospectus summary

This summary highlights selected information contained in this prospectus. This summary does not contain all the information that you should consider before investing in our common stock. You should read the entire prospectus carefully, including the “Risk factors,” “Cautionary note regarding forward-looking statements” and “Management’s discussion and analysis of financial condition and results of operations” sections, the historical financial statements and the accompanying notes included in this prospectus.

Overview

We are a bank holding company, headquartered in Nashville, Tennessee. Our wholly-owned bank subsidiary, FirstBank, is the third largest Tennessee-headquartered bank, based on total assets. FirstBank provides a comprehensive suite of commercial and consumer banking services to clients in select markets in Tennessee, North Alabama and North Georgia. Our footprint includes 45 full-service bank branches serving the Tennessee metropolitan markets of Nashville, Chattanooga, Knoxville, Memphis, Jackson, and Huntsville (AL) in addition to 12 community markets. FirstBank also provides mortgage banking services utilizing its bank branch network and mortgage banking offices strategically located throughout the southeastern United States in addition to a national internet delivery channel. As of June 30, 2016, we had total assets of $2.9 billion, total loans of $2.1 billion, deposits of $2.5 billion, and shareholder’s equity of $266 million.

Throughout our history, we have steadfastly maintained a community banking approach of personalized relationship-based service. As we have grown, maintaining this relationship-based approach utilizing local, talented and experienced bankers in each market has been an integral component of our success. Our bankers leverage their local knowledge and relationships to deliver timely solutions to our clients. We empower these bankers by giving them local decision making authority complemented by appropriate risk oversight. In our experience, business owners and operators prefer to deal with decision makers and our banking model is built to place the decision maker as close to the client as possible. We have designed our operations, technology, and centralized risk oversight processes to specifically support our operating model. We deploy this operating model universally in each of our markets, regardless of size. We believe we have a competitive advantage in our markets versus both smaller community banks, larger regional and national banks. Our robust offering of products, services and capabilities differentiates us from community banks and our significant local market knowledge, client service level and the speed with which we are able to make decisions and deliver our services to customers differentiate us from larger regional and national banks.

We seek to leverage our operating model by focusing on profitable growth opportunities across our footprint, consisting of both high-growth metropolitan markets and stable community markets. As a result, we are able to strategically deploy our capital across our markets to take advantage of the opportunities with the greatest certainty of profitable growth and the highest returns.

Our operating model is executed by a talented management team lead by our Chief Executive Officer, Christopher Holmes. Mr. Holmes, a 24-year banking veteran originally from Lexington, Tennessee, joined the Bank in 2010 as Chief Banking Officer and was named Chief Executive Officer in 2013. Mr. Holmes has an extensive background in both metropolitan and community banking gained from his time at several larger public financial institutions. Mr. Holmes has assembled a highly effective management team, blending members that have a long history with FirstBank and members that have significant banking experience at other in-market banks. This leadership team offers us a fresh perspective and implemented a new strategic plan in 2012 that called for significant incremental investments in the Nashville, Tennessee market.

Our execution of the plan has driven balanced, profitable growth by increasing our presence in the high-growth Nashville market while maintaining our strong presence in community markets and providing a replicable model for additional metropolitan market growth.

Our team has delivered strong financial results under our strategic plan, as evidenced by consistent improvement in our tax-adjusted return on average assets, net interest margin, core and noninterest bearing deposit balances, and loan balances. We believe that these strong results validate our operating model and strategies and position us for continued profitable growth and improved efficiencies.

Tax-adjusted ROAA (%)		Fully tax equivalent net interest margin (%)

Note: Our tax-adjusted return on average assets includes a pro forma provision for federal income taxes using a combined effective income tax rate of 33.76%, 35.37%, 35.63%, 35.08% and 37.39% for the years ended December 31, 2012, 2013, 2014 and 2015 and the six months ended June 30, 2016, respectively. Our net interest margin is shown on a tax-equivalent basis. Core deposits and net interest margin on a tax equivalent basis are non-GAAP financial measures. See our reconciliation of non-GAAP financial measures to their most directly comparable GAAP financial measures under the caption “Selected historical consolidated financial data: GAAP reconciliation and management explanation of non-GAAP financial measures.”

Our history

Originally chartered in 1906, we are one of the longest continually operating banks in Tennessee. While our deep community roots go back over 100 years, our growth trajectory changed in 1984 when Tennessee businessman James W. Ayers, our Chairman and sole shareholder, acquired Farmers State Bank with an associate. In 1988, we purchased the assets of First National Bank of Lexington, Tennessee and changed our name to FirstBank, forming the foundation of our current franchise. In 1990, Mr. Ayers became the sole shareholder and has remained our sole owner since that time. Under Mr. Ayers’ ownership, we have grown from a community bank with only $14 million in assets in 1984 to the third largest bank headquartered in Tennessee, based on total assets.

From 1984 to 2001, we operated as a rural community bank growing organically and through small acquisitions in community markets in West Tennessee. In 2001, our strategy evolved from serving purely community markets to include a modest presence in metropolitan markets, expanding our reach and enhancing our growth. We entered Nashville and Memphis in 2001 by opening a branch in each of those markets. In 2004 and 2008, we opened our first branches in Knoxville and Chattanooga, respectively. Although we experienced some growth in each metropolitan market, it did not become a major strategic focus until we implemented our current metropolitan growth strategy in the Nashville metropolitan statistical area (MSA) in 2012. The successful implementation of this strategy has resulted in 73% deposit growth in the Nashville MSA from December 31, 2012 to June 30, 2016, making it our largest market with 42% of our loans held for investment and 31% of our total deposits, as of June 30, 2016. As a result of this evolution, we now operate a balanced business model that serves a diverse customer base in both metropolitan and community markets.

On September 18, 2015, we completed our acquisition of Northwest Georgia Bank, a 110-year old institution with six branches, serving clients in the Chattanooga MSA. Including the effects of purchase accounting adjustments, we acquired net assets with a fair value of $272 million which includes a bargain purchase gain of $2.8 million, loans with a fair value of $79 million and deposits with a fair value of $246 million. We believe that this acquisition will accelerate our already planned expansion in Chattanooga by significantly augmenting our client base, increasing our brand awareness and providing us with the scale to attract leading bankers to further enhance our market penetration and profitable growth. In connection with the acquisition, we merged two of our existing FirstBank branches into NWGB branches in May 2016.

Our services

We are dedicated to serving the banking needs of businesses, professionals and individuals in our metropolitan and community markets through our community banking approach of personalized, relationship-based service. We deliver a wide range of banking products and services tailored to meet the needs of our clients across our footprint. Through the Bank, we offer a broad range of lending products to our clients, which includes businesses with up to $250 million in annual revenues, business owners, real estate investors and consumers. Our commercial lending products include working capital lines of credit, equipment loans, owner-occupied and non-owner-occupied real estate construction loans, “mini-perm” real estate term loans, and cash flow loans to a diversified mix of clients, including small and medium sized businesses. Our consumer lending products include first and second mortgage loans, home equity lines of credit and consumer installment loans to purchase cars, boats and other recreational vehicles. We also offer a full range of transaction and interest bearing depository products and services to meet the demands of each segment within our client base.

We offer a wide range of residential mortgage products and services through mortgage offices strategically located throughout the southeastern United States and through our internet delivery channel. We also offer smaller community banks and mortgage companies a host of diverse, third-party mortgage services. Our goal is to sell all of the mortgage loans our mortgage banking segment originates to Ginnie Mae, Fannie Mae, Freddie Mac or, to a lesser extent, an array of private national mortgage investors. We sold approximately $2.7 billion of the $2.8 billion of mortgage loans that we originated in 2015. In 2014, we expanded our mortgage business by beginning to service loans that we originate, or acquire through our third party origination contracts, and that we sell in the secondary markets in an effort to capture additional revenue and create cross-selling opportunities for our banking products. As of June 30, 2016, we serviced approximately $4.0 billion of residential mortgage loans.

Our markets

Our market area is the southeastern United States, centered around Tennessee, and includes portions of North Alabama and North Georgia. The market area has attractive economic, population, and household income growth statistics that provide a favorable business environment. We believe that the strong economic growth in our market area has created a favorable operating environment for us.

Tennessee has no individual income tax and it has a favorable business climate, as evidenced by the following:

The following tables show our deposit market share ranking among all banks and community banks (which we define as banks with less than $15 billion in assets) in Tennessee as of June 30, 2015. Of the 10 largest banks in the state based on total deposits, 7 are national or regional banks, which we believe provides us with significant opportunities to gain market share from these banks.

Top 10 banks in Tennessee

Top 10 banks under $15bn assets in Tennessee

Note: Market data sourced from SNL Financial and gives pro forma effect to any acquisitions announced as of August 26, 2016 as if they occurred on June 30, 2015; total assets as of June 30, 2016.

Our six metropolitan markets.

We currently operate in the six metropolitan markets listed below.

Nashville is the largest MSA in Tennessee, our largest market and one of the fastest growing cities in the U.S., with a booming cultural scene, vibrant healthcare industry, established music and entertainment industry, and 24 universities and colleges. Nashville has experienced 37% population growth from 2000 to 2015, and its population is expected to double in the next 20 years. Between 2010 and 2015, Nashville’s job growth of 18.1% was 10 percentage points higher than that of the U.S. Nashville’s diverse economy and strong business community are major attractions for corporations and professionals. Nashville was ranked as the national leader in advanced industry job growth by the Brookings Institute in August 2016. Nashville was ranked #2 in KPMG’s April 2014 listing of the Most Attractive Mid-Sized Cities for Business and #5 on Forbes’ May 2015 listing of the Best Big Cities for Jobs. We believe that these positive trends will continue, providing us with ample opportunity for future growth in the Nashville MSA.

Memphis is the 2^nd largest MSA in Tennessee. It has a diversified business base and the busiest cargo airport in North America. Memphis is headquarters to 240 companies employing over 91,000 people, including Fortune

500 companies AutoZone, International Paper and FedEx, which alone employs over 32,000 people in Memphis. Memphis benefits from 10 million tourists visiting annually, which generated approximately $3 billion for the local economy during 2014. In 2015, Memphis was named a Top 25 Best City for Jobs by Glassdoor, a leading online job search community.

Knoxville is the 3^rd largest MSA in Tennessee. It has 120 automotive component manufacturers in the area, which provide approximately 13,000 jobs. The University of Tennessee is located in Knoxville, generating over $1.5 billion in income annually and supporting in excess of 30,000 jobs during 2014. The tourism industry is beginning to grow and Knoxville is taking its place alongside Chattanooga and Asheville, N.C. as a destination city in the Southern Appalachian Mountains. Knoxville was ranked by Forbes in 2015 as the second most affordable city in the United States and is currently experiencing accelerated employment growth.

Chattanooga is the 4^th largest MSA in Tennessee. It has a diverse economy with over 28,000 businesses that employ over 260,000 people and generate an estimated $41 billion in annual sales. Chattanooga has experienced population growth of 11% between 2000 and 2010 and is expected to experience 20% population growth by 2021. Chattanooga was recently ranked #4 on Wallethub’s Best Cities to Start a Business list and was named a Best to Invest city by Site Selection magazine.

Jackson is the 6^th largest MSA in Tennessee and is the 2^nd largest city in West Tennessee following Memphis. Given a high-quality workforce, favorable tax environment and efficient logistical foundation, Jackson has developed into a leading industrial and distribution center in the state of Tennessee, with particular strength in manufacturing. Employers such as Berry Plastics, Delta Faucets, Gerdau, Kellogg’s, LyondellBassell Industries, Owens Corning and Stanley Black & Decker have established meaningful operations in the Jackson area. Further aiding the bright economic future of the region is a diverse complex of six accredited higher educational institutions and two state-of-the-art technical and professional training vocational schools. Jackson also enjoys a vibrant cultural community, with symphony concerts, blues fests, and community theater, as well as minor league professional baseball and a host of collegiate and local athletic organizations.

Huntsville has one of the strongest technology economies in the nation, with over 300 companies performing sophisticated government, commercial and university research. Huntsville has a high concentration of engineers and Ph.D.’s and has a number of major government programs, including NASA and the U.S. Army, including the Redstone Arsenal, which contains a government and contractor work force that employs approximately 40,000. Huntsville also has one of the highest concentrations of Inc. 500 companies and a number of offices of Fortune 500 companies.

Our community markets.

We are a leading bank in Tennessee’s community markets. These community markets continue to offer us opportunities to profitably grow our market share. The table below shows our presence, as of June 30, 2015, in community markets where we have over $60 million in deposits.

Top FirstBank community markets

Note: Market data sourced from SNL Financial and gives pro forma effect to any acquisitions announced as of July 22, 2016 as if they occurred on June 30, 2015

Market characteristics and mix.

Metropolitan markets.     Our metropolitan markets are characterized by attractive demographics and strong economies and offer substantial opportunity for future growth. Our metropolitan markets collectively have approximately $108 billion of total deposits and a total population in excess of 5.2 million people, with a projected weighted average annual population growth rate of 4.9% through 2021 according to SNL Financial, as compared to a national average of 3.7%. We compete in these markets with national and regional banks that currently have the largest market share positions and with community banks primarily focused only on a particular geographic area or business niche. We believe we are well positioned to grow our market penetration among our target clients of small to medium sized businesses and the consumer base working and living in these metropolitan markets. In our experience, such clients demand the product sophistication of a larger bank, but prefer the customer service, relationship focus and local connectivity of a community bank. We believe that our size, product suite and operating model offer us a competitive advantage in these markets versus our smaller competitors, many of which are focused only on specific counties or industries. Our operating model driven by local talent with strong community ties and local authority serves as a key competitive advantage over our larger competitors. We believe that, as a result, we are well positioned to leverage our existing franchise to expand our market share in our metropolitan markets.

Community markets.    Our community markets tend to be more stable throughout various economic cycles, with primarily retail and small business customer opportunities and more limited competition. This leads to an attractive profitability profile and smaller ticket, more granular loan and deposit portfolios. We increased our deposits in our community markets by 5% from 2012 through the first half of 2016. Our community markets are standalone markets and not suburbs of larger markets. We primarily compete in these markets with community banks that have less than $1 billion in total assets. We compete effectively against these smaller community banks by providing a broader and more sophisticated set of products and capabilities while still maintaining our local service model. These markets are being deemphasized by national and regional banks. As a result, we are often the employer of choice for talented bankers in these communities. We believe that our operating model and long-term success in these markets positions us well for continued growth in our existing community markets and to take advantage of attractive opportunities in other community markets.

Market mix.    The charts below show our branch, loan and deposit mix between our metropolitan and community markets as of June 30, 2016.

Branches:		Loans Held for Investment:		Total deposits:

Our competitive strengths

We believe the following strengths provide us with competitive advantages over other banks in our markets and provide us with the necessary foundation to successfully execute our growth strategies.

Depth and experience of senior management team.    We have a deep and experienced senior management team. The team, as evidenced by the leaders of our banking markets and mortgage segment highlighted below, combines long histories at FirstBank with significant market and industry knowledge gained from employment with other successful banks.

Christopher Holmes: President and Chief Executive Officer.    Mr. Holmes has served as President of FirstBank since 2012 and as President and Chief Executive Officer since 2013. Originally from Lexington, Tennessee, Mr. Holmes has a background in both rural communities and urban metro centers that is uniquely suited for leadership at FirstBank. As President and Chief Executive Officer, he is responsible for leading and managing all facets of the bank’s operations, including establishing its long-term goals, strategies and corporate vision. Prior to joining FirstBank in 2010 as Chief Banking Officer, Mr. Holmes served as the Director of Corporate Financial Services and the Chief Retail Banking Officer for Greenville, S.C.-based The South Financial Group. Previously, he worked for 20 years in the Memphis market, first as a certified public accountant with Ernst & Young and then in several management positions for National Bank of Commerce (which was acquired by SunTrust) and Trustmark National Bank.

James Gordon: Chief Financial Officer.    Mr. Gordon was appointed as our Chief Financial Officer in January 2016. Prior to joining us, Mr. Gordon was a Partner at Horne LLP from 2011 to 2016. Horne LLP served as our independent accounting firm before our appointment of RSM US LLP as our independent auditor in 2015 and Mr. Gordon served as our lead audit partner while at Horne. Before joining Horne, Mr. Gordon served as CFO of The South Financial Group, a large publicly traded bank holding company headquartered in Greenville, SC, from 2007 to 2010. In his capacity as CFO of The South Financial Group, his primary responsibilities included overseeing all of the accounting, financial, investor relations and related functions as well as the Mortgage, SBA Lending and Information Technology divisions. Previously, he was the Chief Risk Officer for Union Planters from 2002 to 2004, Chief Accounting Officer for National Bank of Commerce for 2004 and as Partner with PricewaterhouseCoopers and BDO.

Wilburn (Wib) Evans: President, FirstBank Ventures.    As President of FirstBank Ventures, Mr. Evans has overall responsibility for our mortgage banking business and investment services, including strategies for fee income businesses. Mr. Evans joined FirstBank in 1987 as Chief Financial Officer, a position that he held for almost 10 years before being promoted to Executive Vice President in 1996 and later to Chief Operating Officer. Prior to joining FirstBank, Mr. Evans worked as a certified public accountant with BDO.

Allen Oakley: Middle and East Tennessee Regional President.    In his role, Mr. Oakley oversees the banking operations in Middle and East Tennessee and plays an important role in achieving strategic growth goals for the region. Mr. Oakley has more than 33 years of banking experience, mostly in the Tennessee market. Prior to joining FirstBank in 2012, Mr. Oakley served for 5 years as Executive Vice President and Middle Tennessee Manager of the Corporate, Commercial, and Public and Institutional Groups of Regions Bank. Prior to that role, Mr. Oakley worked for SunTrust as Managing Director for the Corporate and Investment Banking Division from the late 1990’s to 2006.

David Burden: West Tennessee Regional President.    In his role as the West Tennessee Regional President, Mr. Burden has authority over banking operations in Memphis, Huntsville, and West Tennessee, which includes most of our leading market share legacy markets. Mr. Burden has more than 15 years of experience at FirstBank and 30 years in banking. Before joining FirstBank, Mr. Burden held the positions of senior vice president and senior lending officer for Union Planters Bank and First American Bank. Early in his career, he served as a federal regulator for 4 years.

In addition to our senior management team, our market leaders have an average of over 28 years of experience and an average tenure of 15 years with us. We believe that we also have significant depth in our overall management in lending, credit administration, finance, operations and information technology.

Strong growth coupled with profitability.    We have delivered attractive growth and returns since the implementation of our strategic plan designed to leverage our competitive advantages in both metropolitan and community markets in 2012. Our execution of the plan has delivered strong growth, primarily from our Nashville metropolitan strategy and mortgage expansion, coupled with positive returns from our legacy community markets.

Ability to recruit and retain talented people.    The success of our operating model, which depends on local knowledge and decision making, is directly related to our ability to attract and retain talented bankers in each of our markets. We strive to attract and retain these bankers by fostering an entrepreneurial environment, empowering them with local authority and providing them with sufficient infrastructure and resources to support their growth while also providing management with appropriate oversight. We believe that our family culture built around respect, teamwork and empowerment makes us attractive for talented bankers and associates across our geographic footprint. We pride ourselves on being a great place to work, which is evidenced by our recognition as a Top Workplace for 2015 by The Tennessean, Nashville’s principal newspaper. In the Nashville market alone, we have added 15 new bankers since 2012, including the current President of our Middle and East Tennessee region, Allen Oakley, a 32-year banking veteran.

Scalable, decentralized operating model.    We operate each of our markets as individual markets, with an experienced market leader in charge of each market. Each of our market leaders and bankers is empowered to make local decisions up to specified limits set by the Bank’s board of directors and our senior management team based on experience and track record. We believe that the delivery by our bankers of in-market client decisions, coupled with strong, centralized risk and credit support, allows us to best serve our clients. This operating model has been proven successful in our existing markets and we believe it is highly replicable and scalable. We have a robust infrastructure bolstered by our recent conversion to a new core processing system in the second quarter of 2016, that can support our model as we grow in existing and new markets either organically or through opportunistic acquisitions.

Disciplined and deliberate risk management.    Risk management is a cornerstone of our culture and is emphasized throughout every area of the organization. Our decentralized operating model is balanced by individual lending authorities based on demonstrated experience and expertise. Larger credit decisions involve credit officers and/or senior management. We have invested in technology to monitor all credits, ensuring compliance with our policies. We strive for a balanced loan portfolio taking into consideration borrower and industry concentrations. Our risk management strategy also includes rigorous systems and processes to monitor liquidity, interest rate, operations and compliance risk.

Preferred acquirer.    We have a strong record of adding value through acquisitions and have completed seven bank and two mortgage company acquisitions under our current ownership. Our acquisition of Northwest Georgia Bank is the most recent example of an attractive strategic and financial transaction. Our key operational associates have integration experience with FirstBank and other institutions. We are a disciplined acquirer focused on opportunities that meet our internal return targets, maintain or enhance our earnings per share and add to our strong core deposit franchise. Our long-term personal relationships with many of the bank owners and CEOs in our markets lead to a natural dialogue when they choose to explore a sale of their company. Additionally, we believe that our size and ability to operate effectively in both community and metropolitan markets make us an attractive option to smaller banks seeking an acquirer.

Our business strategy

We believe there are significant growth opportunities across our footprint. Our competitive strengths position us to take advantage of these opportunities to deliver strong growth and attractive returns by focusing on the following core strategies.

Enhance market penetration in metropolitan markets.    In recent years, we have successfully grown our franchise in the Nashville MSA by executing our metropolitan growth strategy. The strategy is centered on the following: recruiting the best bankers and empowering them with local authority; developing branch density; building brand awareness and growing our business and consumer banking presence; and expanding our product offering and capabilities. These strategies coupled with our personalized, relationship-based client service have contributed significantly to our success. Additionally, we believe that our scale, resources and sophisticated range of products provides us with a competitive advantage over the smaller community banks in the Nashville MSA and our other MSAs. As a result of these competitive advantages and growth strategies, the Nashville MSA has become our largest market. With approximately a 1.6% market share, based on deposits as of June 30, 2015, we are still in the early stage of executing our Nashville growth strategy and intend to continue to efficiently increase our market penetration. The following charts show our significant growth in the Nashville MSA since 2012.

Nashville loans ($ in millions)		Nashville deposits ($ in millions)		Nashville bankers (#)

Note: The loan and deposit charts reflect our loans, noninterest bearing deposits and core deposits in our Nashville market as of the end of each period. The banker chart reflects the total number of our bankers in our Nashville market as of the end of each period.

Based on market and competitive similarities, we believe our growth strategies are transferable to our other metropolitan markets. We intend to implement these strategies with an initial focus on the Chattanooga MSA. Our acquisition of Northwest Georgia Bank will accelerate our growth in Chattanooga and, we believe, will give us the necessary scale to enhance operating leverage and drive profitability in that market.

Pursue opportunistic acquisitions.    While most of our growth has been organic, we have completed nine acquisitions under our current ownership, including our recent acquisition of Northwest Georgia Bank. We pursue acquisition opportunities that meet our internal return targets, enhance market penetration, and possess strong core deposits. We believe that numerous small to mid-sized banks or branch networks will be available for acquisition in metropolitan and community markets throughout Tennessee as well as in attractive contiguous markets in the coming years due to industry trends, such as scale and operational challenges, regulatory pressure, management succession issues and shareholder liquidity needs. In Tennessee alone, there are approximately 150 banks with total assets of less than $1 billion. We believe that we are positioned as a natural consolidator because of our financial strength, reputation and operating model.

Improve efficiency by leveraging technology and consolidating operations.    We have invested significantly in our bankers, infrastructure and technology in recent years, including our conversion to a new core processing system in the second quarter of 2016, which we believe has created a scalable platform that will support future growth across all of our markets. Our bankers and branches, especially in the Nashville MSA, continue to scale in size and we believe there is capacity to grow our business without adding significantly to our branch network. We plan to continue to invest, as needed, in our technology and business infrastructure to support our future growth and increase operating efficiencies. We intend to leverage these investments to consolidate and centralize our operations and support functions while protecting our decentralized client service model.

Seize opportunities to expand noninterest income.    While our primary focus is on capturing opportunities in our core banking business, we have successfully seized opportunities to grow our noninterest income by providing our people with the flexibility to take advantage of market opportunities. As part of our strategic focus to grow our noninterest income, we have significantly expanded our mortgage business by hiring experienced loan officers, implementing our consumer direct internet delivery channel in 2014 and offering our mortgage clients the personalized attention that is the cornerstone of our Bank. As a result, our mortgage banking income has grown from $19.0 million in annual revenues in 2012 to $70.2 million in annual revenues in 2015 and has already generated $54.6 million in revenues during the first half of 2016. We have also successfully expanded our fee-based businesses to include more robust treasury management and investment services. We intend to continue emphasizing these business lines, which we believe will serve as strong customer acquisition channels and provide us with a range of cross-selling opportunities, while making our business stronger and more profitable.

Our corporate information

Our principal executive office is located at 211 Commerce Street, Suite 300, Nashville, Tennessee 37201, and our telephone number is (615) 313-0080. Through FirstBank, we maintain an Internet website at www.firstbankonline.com. The information contained on or accessible from our website does not constitute a part of this prospectus and is not incorporated by reference herein.

The offering

The following summary of the offering contains basic information about the offering and our common stock and is not intended to be complete. It does not contain all the information that may be important to you. For a more complete understanding of our common stock, please refer to the section of this prospectus entitled “Description of our capital stock.”

Summary historical consolidated financial data

The following tables set forth (i) our summary historical condensed consolidated financial data as of and for six months ended June 30, 2016 and 2015, (ii) our summary consolidated financial data as of and for the years ended December 31, 2015, 2014 and 2013, (iii) other data as of and for the periods indicated and (iv) certain pro forma information to reflect our conversion from a subchapter S Corporation to a C Corporation in connection with this offering as if it had occurred at the beginning of each period. The summary historical consolidated financial data as of and for the years ended December 31, 2015, 2014 and 2013 have been derived from, and qualified by reference to, the Company’s audited financial statements included elsewhere in this prospectus and should be read in conjunction with those consolidated financial statements and notes thereto. The summary historical consolidated financial data as of and for the six months ended June 30, 2016 and 2015 have been derived from our unaudited interim consolidated financial statements included elsewhere in this prospectus. The summary historical consolidated financial data reflects the 100-for-one stock split that was effectuated prior to this offering. As such, all share and per share amounts have been retroactively adjusted to reflect the stock split for all periods presented and are based on 17,180,000 shares of our common stock outstanding as of June 30, 2016 and 2015 and December 31, 2015, 2014 and 2013 after giving effect to such stock split.

The following summary historical consolidated financial data of the Company should be read in conjunction with, and are qualified by reference to, “Management’s discussion and analysis of financial condition and results of operations” and the consolidated financial statements and notes thereto included elsewhere in this prospectus. Our historical results for any prior period are not necessarily indicative of results to be expected in any future period.

GAAP reconciliation and management explanation of non-GAAP financial measures

We identify certain of the financial measures discussed in our summary historical consolidated financial data as being “non-GAAP financial measures.” In accordance with the SEC’s rules, we classify a financial measure as being a non-GAAP financial measure if that financial measure excludes or includes amounts, or is subject to adjustments that have the effect of excluding or including amounts, that are included or excluded, as the case may be, in the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles as in effect from time to time in the United States in our statements of income, balance sheets or statements of cash flows.

Net interest income (tax-equivalent basis), net interest margin (tax-equivalent basis) and efficiency ratios (tax-equivalent basis) include the effects of taxable-equivalent adjustments using a combined federal and state income tax rate of 39.225% to increase tax-exempt interest income to a tax-equivalent basis.

The non-GAAP financial measures that we discuss in our summary historical consolidated financial data should not be considered in isolation or as a substitute for the most directly comparable or other financial measures calculated in accordance with GAAP. Moreover, the manner in which we calculate the non-GAAP financial measures that we discuss in our summary historical consolidated financial data may differ from that of other companies reporting measures with similar names. You should understand how such other banking organizations calculate their financial measures similar or with names similar to the non-GAAP financial measures we have discussed in our summary historical consolidated financial data when comparing such non-GAAP financial measures. The following reconciliation table provides a more detailed analysis of these non-GAAP financial measures

Tax-equivalent net interest income and net interest margin

Net Interest Income on a tax-equivalent basis is a non-GAAP measure that adjusts for the tax-favored status of net interest income from loans and investments. We believe this measure to be the preferred industry measurement of net interest income and it enhances comparability of net interest income arising from taxable and tax-exempt sources. The most directly comparable financial measure calculated in accordance with GAAP is our net interest income.

Net interest margin on a tax-equivalent basis is net interest income on a tax-equivalent basis divided by average interest-earning assets on a tax-equivalent basis. The most directly comparable financial measure calculated in accordance with GAAP is net interest margin.

The following table presents, as of the dates set forth below, net interest income on a tax-equivalent basis compared with net interest income and presents net interest margin on a tax-equivalent basis compared with net interest margin:

Tax-equivalent efficiency ratio

The efficiency ratio on a tax-equivalent basis is a non-GAAP measure that provides a measure of productivity in the banking industry. This ratio is calculated to measure the cost of generating one dollar of revenue. That is, the ratio is designed to reflect the percentage of one dollar which must be expended to generate that dollar of revenue. We calculate this ratio by dividing noninterest expense by the sum of net interest income on a tax-equivalent basis and noninterest income, excluding gains (losses) on sales of investment securities.

The following table presents, as of the dates set forth below, the calculation of our efficiency ratio on a tax-equivalent basis.