SecProbe.io

September 13, 2018
Nack Paek
Chairman and Chief Executive Officer
MetroCity Bankshares, Inc.
5114 Buford Highway
Doraville, GA 30340
Re:MetroCity Bankshares, Inc.
Draft Registration Statement on Form S-1
Submitted on August 17, 2018
CIK No. 0001747068
Dear Mr. Paek:
            We have reviewed your draft registration statement and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may better
understand your disclosure.
            Please respond to this letter by providing the requested information and either submitting
an amended draft registration statement or publicly filing your registration statement on
EDGAR.  If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.
            After reviewing the information you provide in response to these comments and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Form S-1 filed August 17, 2018
General
1.Please supplementally provide us with copies of all written communications, as defined in
Rule 405 under the Securities Act, that you, or anyone authorized to do so on your behalf,
present to potential investors in reliance on Section 5(d) of the Securities Act, whether or
not they retain copies of the communications.
Residential Mortgage Lending, page 4
2.Please expand your discussion here, and elsewhere in your filing when you discuss your

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September 13, 2018
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residential mortgage lending underwriting practices, to describe the specific aspects of
your product make the residential mortgage loan "non-conforming."  We note that you
indicate that you generally make loans with a low LTV, so please describe the factors that
makes your product non-conforming.
Business, Key Investment Highlights, page 85
3.Please describe the source that determined that these eight banks make up your ethnic peer
group.
Business, Key Investment Highlights, Credit Quality, page 87
4.It appears your credit quality metrics excluding the impact of your auto loan pools meet
the definition of a non-GAAP financial measure.  Please revise to disclose the information
required by Rule 100(a) of Regulation G and Item 10(e)(1)(i) of Regulation S-K.
Business, Our Strategic Focus, Growing Sources of Recurring Noninterest Income, page 88
5.Please tell us how the structuring of your loan sales impacts the recognition and
measurement of the gain on sale.  Please provide us the calculation of the gain on sale
when a sale is structured with higher servicing income and the calculation of the gain on
sale when a sale is structured with higher upfront premium to show the impact of your
structuring on the gain on sale calculation.
6.You disclose that you deliberately structure your residential mortgage loan pool sales to
maximize servicing income at the expense of lower upfront premiums in order to grow
your recurring revenue stream, making your returns more predictable and less reliant on
gain on sale revenue.  Please tell us how you considered whether the benefits of servicing
are significantly above an amount that would fairly compensate a substitute service
provider, should one be required and that the transferred portion meets the definition of a
participating interest.  Refer to ASC 860-50-55-4 for guidance.
Business, Our Strategic Focus, Deposit Gathering, page 89
7.We note that on page F-53 it appears that your brokered time deposits went from 1.2% of
your total deposits in 2016 to 7.6% of your total deposits in 2017.  Please include a
discussion in this section regarding how brokered deposits fit into your deposit gathering
business strategy.  In addition, please add a risk factor that includes a discussion of the
risks associated with increasing the reliance on brokered deposits as a source of your
deposit base.
Employment Agreements with Named Executive Officers, page 124
8.Please include in a future filing as exhibits the employment agreements that you have
entered into with each of Messrs. Paeck, Tan, and Kim.  Refer to Item 601(b)(10)(iii).

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Nack Paek
MetroCity Bankshares, Inc.
September 13, 2018
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Note 3 - Loans and Allowance for Loan Losses, page F-13
9.Please revise your disclosure made in accordance with ASC 310-10-50-11B(g) and (h) for
all periods presented to separately present amounts related to loans acquired with
deteriorated credit quality determined under ASC 310-30.  Refer to ASC 310-10-50-11C
for guidance.
Note 8 - Fair Value, page F-23
10.It appears that your reconciliation of assets and liabilities measured at fair value on a
recurring basis using significant unobservable inputs (Level 3) does not include
obligations of U.S. Government entities and agencies which are recurring Level 3 fair
value measurements as noted on page F-21.  Please revise your disclosure for all periods
presented to include all recurring fair value measurements categorized within Level 3 of
the fair value hierarchy or tell us why they are not included.
Note 1 — Summary of Significant Accounting Policies, Loans Held for Sale, page F-40
11.You disclose that a portion of the premium on the sale of SBA loans is recognized as
gain on sales of loans at the time of the sale and the remaining portion of the premium
related to the unsold principal of the SBA loans is deferred and amortized over the
remaining life of the loans as an adjustment to yield.  Please tell us the accounting
guidance that supports your policy to defer a portion of the gain on sale.  Additionally,
please tell us how you considered the guidance in ASC 860-20-25-6 that indicates that it is
not appropriate for a transferor to defer any portion of a gain or loss resulting from the
sale of a financial asset.
            You may contact Michael Volley, Staff Accountant at (202) 551-3437 or John Nolan,
Senior Assistant Chief Accountant at (202) 551-3492 if you have questions regarding comments
on the financial statements and related matters.  Please contact Eric Envall, Staff Attorney at
(202) 551-3234 or Pamela Long, Assistant Director at (202) 551-3765 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Financial Services