SmartFinancial Inc 2024年度报告

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule405 of the of the Securities Act.Yes☐No☒ Indicate by check mark if the Registrant is not required to file reports pursuant to Section13 or Section15(d)of the Exchange Act.Yes☐No☒ Indicate by check mark whether the Registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of 1934 duringthe preceding 12months (or for such shorter period that the Registrant was required to file such reports), and (2)has been subject to such filing requirements forthe past 90days.Yes☒No☐ Indicate by check whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of Regulation S-T(§ 232.405 of this chapter) during the preceding 12months (or for such shorter period that the Registrant was required to submit such files).Yes☒No☐ Indicate by check mark if disclosure of delinquent filers pursuant to Item405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not becontained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in PartIII of this Form10-K or anyamendment to this Form10-K.☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerginggrowth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and "emerging growth company" in Rule12b-2of the Exchange Act. If emerging growth company, indicate by check market if the registrant has elected not to use the extended transition period for complying with any new orrevised financial accounting standards provided pursuant to Section13(a)of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control overfinancial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.7262(b)) by the registered public accounting firm that prepared or issued its auditreport.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filingreflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by anyof the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the Registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).Yes☐No☒ As of June30, 2024, the aggregate market value of the registrant’s voting and non-voting common stock held by non-affiliates was approximately $369.8million.As of March 10, 2025, there were17,018,018shares outstanding of the registrant’s common stock, $1.00 par value. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s Proxy Statement for the Annual Meeting of Shareholders to be held on May 22, 2025, are incorporated by reference in PartIII of thisForm10-K. TABLE OF CONTENTS ItemNo.PageNo. PART I5 ITEM 1.BUSINESS5ITEM 1A.RISK FACTORS21ITEM 1B.UNRESOLVED STAFF COMMENTS34ITEM 1C.CYBERSECURITY34ITEM 2.PROPERTIES36ITEM 3.LEGAL PROCEEDINGS36ITEM 4.MINE SAFETY DISCLOSURES36 PART II36 ITEM 5.MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATEDSTOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITYSECURITIES36ITEM 6.RESERVED39ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIALCONDITION AND RESULTS OF OPERATIONS39ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKETRISK55ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA59ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ONACCOUNTING ANDFINANCIAL DISCLOSURE120ITEM 9A.CONTROLS AND PROCEDURES120ITEM 9B.OTHER INFORMATION121ITEM 9C.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THATPREVENT INSPECTIONS121 ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATEGOVERNANCE121ITEM 11.EXECUTIVE COMPENSATION121ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS ANDMANAGEMENT ANDRELATED STOCKHOLDER MATTERS121ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, ANDDIRECTOR INDEPENDENCE122ITEM 14.PRINCIPAL ACCOUNTANT FEES AND SERVICES122 FORWARD-LOOKING STATEMENTS SmartFinancial,Inc. (“SmartFinancial” or the “Company”) may, from time to time, make written ororal statements, including statements contained in this report and information incorporated byreference herein (including, without limitation, certain statements in “Management’s Discussion andAnalysis of Financial Condition and Results of Operations” in Item7), that constitute forward-looking statements within the meaning of Section27A of the Securities Act, as amended (the“Securities Act”) and Section21E of the Secu