FR Y-6 OMB Number 7100-0297 Approval expires September 30, 2018 Page 1 of 2

Board of Governors of the Federal Reserve System

Annual Report of Holding Companies-FR FEB 2 3 2016

By b Report at the close of business as of the end of fiscal year

This Report is required by law: Section 5(c)(1 )(A) of the Bank This report form is to be filed by all top-tier bank holding compaHolding Company Act (12 U.S.C. § 1844 (c)(1)(A)); Section 8(a) nies and top-tier savings and loan holding companies organized of the International Banking Act (12 U.S.C. § 3106(a)); Sections under U.S. law, and by any foreign banking organization that 11(a)(1), 25 and 25A of the Federal Reserve Act (12 U.S.C. does not meet the requirements of and is not treated as a qualify§§ 248(a)(1) , 602, and 611a) ; Section 211 .13(c) of Regulation K ing foreign banking organization under Section 211.23 of (12 C.F.R. § 211.13(c)); and Section 225.5(b) of Regulation Y (12 Regulation K (12 C.F.R. § 211.23). (See page one of the general C.F.R. § 225.5(b)) and section 10(c)(2)(H) of the Home Owners' instructions for more detail of who must file .) The Federal Loan Act. Return to the appropriate Federal Reserve Bank the Reserve may not conduct or sponsor, and an organization (or a original and the number of copies specified. person) is not required to respond to, an information collection

unless it displays a currently valid OMB control number.

NOTE: The Annual Report of Holding Companies must be signed by one director of the top-tier holding company. This individual should also be a senior official of the top-tier holding company. In the event that the top-tier holding company does not have an individual who is a senior official and is also a director, the chairman of the board must sign the report.

1, Ted Williams Name of the Holding Company Director and Official

President and CEO Title of the Holding Company Director and Official

attest that the Annual Report of Holding Companies (including the supporting attachments) for this report date has been prepared in conformance with the instructions issued by the Federal Reserve System and are true and correct to the best of my knowledge and belief.

With respect to information regarding individuals contained in this report, the Reporter certifies that it has the authority to provide this information to the Federal Reserve. The Reporter also certifies that it has the authority, on behalf of each individual, to consent or object to public release of information regarding that individual. The Federal Reserve may assume, in the absence of a request for confidential treatment submitted in accordance with the Board's "Rules Regarding Availability of Information," 12 C.FR. Part 261, that the Reporter filJJi. individual consent to public release of all details in the report concerning that individual.

Hrl ~ P~~C8) Signature of Holding Compan/ Director and Official

02/12/2016 Date of Signature

For holding companies not registered with the SECIndicate status of Annual Report to Shareholders:

0 is included with the FR Y-6 report [8J will be sent under separate cover D is not prepared

For Federal Reserve Bank Use Only

Date of Report (top-tier holding company's fiscal year-end) :

December 31, 2015 Month I Day I Year

N/A Reporter's Legal Entity Identifie r (LEI) (20-Character LEI Code}

Reporter's Name, Street, and Mailing Address TriStar Bancshares, Inc Legal Title of Holding Company

719 E College St (Mailing Address of the Holding Company) Street I P.O. Box

Dickson TN 37055 City State Zip Code

N /CA Physical Location (if different from mailing address)

Person to whom questions about this report should be directed: Sharon Ferrell EVP Name Title

615-326-0540 Area Code I Phone Number I Extension

615-326-0525 Area Code I FAX Number

sharon .ferrell@tristarbank.com E-mail Address

www.tristarbank.com Address (URL) for the Holding Company's web page

Does the reporter request confidential treatment for any portion of this submission?

D Yes Please identify the report items to which this request applies:

D In accordance with the instructions on pages GEN-2 and 3, a letter justifying the request is being provided .

D The information for which confidential treatment is sought is being submitted separately labeled "Confidential."

[8) No

Public reporting burden for this information collection is estimated to vary from 1.3 to 101 hours per response , wtth an average of 5.25 hours per response , including time to gather and maintain data in the required form and to review instructions and complete the information collection. Send comments regarding this burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden to: Secretary, Board of Governors of the Federal Reserve System, 20th and C Streets, NW, Washington, DC 20551 , and to the Office of Management and Budget, Paperwork Reduction Project (7100-0297), Washington, DC 20503.

12/2015

http:www.tristarbank.com

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Form FR Y-6

TRISTAR BANCSHARES, INC.

719 EAST COLLEGE STREET

DICKSON, TENNESSEE 37055

RSSD# 3442795

Fiscal Year Ending December 31, 2015

lnc01·porated in the state of Tennessee

REPORT ITEM

1: The bank holding company prepares an annual report for its shareholders.

2: Organizational chart TRISTAR

BANCSHARES,

INC. Dickson TN No LEI number

100%

T riStar Bank Dickson, TN ~!~~OLTKCJV90JZQR2S

Results : A li st of branches for your holdlng company: TRISTAR BANCSHARES, INC. (344 2795) of DICKSON, TN.

The data are as o f 12/ 31/201 5. Data reflects information that was received and processed through 01/07 / 2016.

Reconc!l!at!on and Verification Steps

1. In the Data Action column of each branch row, enter one or more of the actions speclned below.

2. Jr required, enter the date In the Effective Date colu mn.

W!2lll OK: If the branch Information is correct, enter 'OK' In the Data Action column.

Change: If the branch information is incorrect or incomplete, revise the data, enter 'Change' In the Data Action column and the date when this Information first became valld In the Effective Date column.

Close: If a branch llsted was sold or closed, en ter 'Close' in the Data Action column and the sale or closure date In the Effective Date column.

Delete: If a branch llsled was never owned by th is depository institution, enter 'Delete' in the Data Action column.

Add: If a reportable branch Is missing, Insert a row, add the branch data, and enter 'Add ' In the Data Action column and the opening or acquisition date In the Effective Date column.

lf printing this llst, you may need to adjust your page setup In MS Excel. Try using landscape orientation, page scaling, and/or legal sized paper.

Submission Procedure

When you are finished, send a saved copy to your FRB contact . See the detalled instructions on this site for more Information.

If you are e·malllng this to your FRB contact, put your Inst itution name, city and state in the subject llne of t·he e·mail.

Note:

To satisfy the FR Y·10 reporting requirements, you must also submit FR Y· lO Domestic Branch Schedules for each branch with a Data Action of Change, Close, Delete, or Add.

The FR Y-10 report may be submitted in a hardcopy format or via the FR Y·10 OnlJne application · https://y lOonline.federa lreserve.gov.

• FDIC UNINUM, Office Number, and ID_RSSD columns are for reference on ly. Verification orthese values Is not required .

Data Action Effective Date Branch Service Tvoe Branch ID RSso• Pooular Name Street Address Cltv State Zlo Code Countv Countrv FDIC UNINUM' ok Full Service {Head Office} 2871099 TRISTAR BANK 719 EAST CO LLEGE STREET DICKSON TN 370SS DICKSON UNITED STATES 80012 ok Full Service 3907061 CHARLOTIE BRANCH 3416 HIGHWAY 48 NORTH CHAR LOTIE TN 37036 DICKSON UN ITED STATES 485227

601 South James Campbell cha n'1e Full Service 2929785 COLUMBIA BRANCH Blvd COLU MBIA TN 38401 MAURY UNITED STATES 357338 o k Full Service 2110305 DICKSON BRANCH 143 HENSLEE DR IVE DICKSON TN 37055 DI CKSON UNITED STATES 259345 ok Full Service 3453072 POMO NA BRANCH 1901HIGHWAY46 SOUTH DICKSON TN 37055 DICKSON UNITED STATES 527045 ok Full Service 32943SO SPR ING Hill BRANCH 4930 MAIN STREET SPRING Hi l l TN 37174 WILLIAMSON UN ITED STATES 424697

Office Number• Head Office Head Office 10 RSsD• Comments 0 TRISTAR BANK 2B71099

3 TRISTAR BANK 2871099

5 TRISTAR BANK 2871099

2 TRISTAR BANK 287 1099 4 TRISTAR BANK 2871099

6 TR ISTAR BANK 2871099

http:https://ylOonline.federalreserve.gov

Current Sharholders with ownership, control or holdings

of 5% or more with power to vote as of fiscal year ending

1'21a11~~

Form FRY-6 TriStar Bancshares, Inc

Report Item 4: Insiders (1), (2), (3) (al (b) ©,and (4) (a) (b) ©

2 3a 3b 3c 4a 4b 4c Names & Principal Title & Position Title & Position Title & Position Percent.age of Percentage of List names of Address Occupation with Bank Holding with Subsidiaries Other Voting Shares in Voting Shares In other Companies City State if other than Company (include name Business Bank Subsidiaries (includes

Bank Holding of (include name Holding (include names partnerships) Company subsidiaries) of other Company of Sub&ldlarles) if 25% or more

business) of voting securities are held(llst names

of companies and Percentage of voting securities

held)

Ted Will iams NIA Director Director & President & CEO Williams Cattle-GP 9.24% NIA 25% Dickson. Tn, USA President and CEO (TriStar Bank) Willams Real Estate-GP 33%

Melissa Street NIA Director Director NIA 4.00% NIA NIA Dickson, Tn, USA (TriStar Bank)

Neil Headden NIA Executive Vice President Executive Vice President NIA 0.03% NIA NIA Franklin, TN, USA (TriStar Bank)

Sharon Ferrell NIA Executive Vice President Executive Vice President NIA 1.10% NIA NIA Cumb. Fee., TN, USA (TriStar Bank)

Stuart Speyer Manufacturing Company Director Director See Attached 14.07% NIA See Attached List Nashville, TN, USA Tennsco (TriStar Bank)

Jerry Smith Attorney at Law Director Director Jerry Smith Attorney at Law 6.10% NIA 100% Dickson, TN, USA Chairman (non-employee) (TriStar Bank) Owner

Linda P Hayes Retired Teacher Director Director N/A 5.73% NIA NIA Dickson. TN, USA (TriStar Bank)

D. Wilson Overton CPA Director Director D Wilson Overton CPA-owner 2.63% NIA 100% Dickson, Tn, USA (TriStar Bank) Donegan and Overton-GP 50%

Paul G. Summers Attorney al Law Director Director Summers Farm -GP 2.06% NIA 50% Nashville, TN, USA (TriStar Bank)

Kevin Smith Benefits Consultant Director Director See attached list 0.82% NIA See Attached List Dickson. Tn, USA (TriStar Bank)

Brian Ragan Attorney at Law Director Director See attached list 0.86% NIA See Attached List Dickson, TN, USA (TrlStar Bank)

Robby Harmon NIA Executive Vice President Executive Vice President NIA 1.10% NIA NIA Dickson. TN, USA (TriStar Bank)

Kevin Wilson NIA Executive Vice President Executive Vice President NIA 0.03% NIA NIA McEwen TN , USA (TriStar Bank)

Kevin Smith

Benefits Inc Morrison, Fuson, Smith , White , Benefits Inc Innovative Benefits Group LLC Weiss, Smith and White GP W&W Properties Smith Properties

Brian Ragan

Reynolds , Potter, Ragan & Vandivort RPRV Real Estate Partnership Ragan Brothers, a Tennessee GP Merchants of East Hills , a Tennessee GP

Stuart Speyer

Tennsco Corp Stuart Family Trust

President President Member Partner Partner Partner

Member GP GP GP

President Trustee

50% 25% 25%

33.30% 40%

33.30%

33.33% 25.00% 33.33% 30.00%

28.30% 100.00%

FR Y-6 Cover Page Report Item 2a: Organization Chart Report Item 2b: Domestic Branch Listing Report Item 3: Securities Holders Report Item 4: Insiders Report Item 4: Insiders (Cont'd)