PNFP Reports 4Q23 Diluted EPS of $1.19, Diluted EPS of $1.68 Excluding FDIC Special Assessment and BOLI Restructuring Charges

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The reported decrease in net income per diluted common share by 32.4 percent for the quarter and a marginal decrease year-over-year suggests a significant quarterly performance dip for Pinnacle Financial Partners. However, the slight year-over-year decrease indicates stability when viewed on an annual basis. This mixed performance could be attributed to the restructuring of bank-owned life insurance (BOLI) and the FDIC special assessment, which are non-recurring expenses that impacted the quarterly results but may enhance future earnings potential.

It is important to note the growth in tangible book value and the total shareholder return of 20 percent, which are strong indicators of the company's underlying health and its ability to create value for shareholders despite a challenging banking environment. The firm's strategy to attract experienced bankers and its risk management system are cited as key drivers for its resilience and market share growth.

The restructuring of BOLI is a strategic move that is expected to yield approximately $10.5 million in non-taxable noninterest income in 2024. This decision, while incurring short-term costs, is projected to improve the firm's financials in the medium term. Additionally, the firm's accrual of $29.0 million for future FDIC payments reflects its exposure to industry-wide risks and the direct impact of external factors such as bank failures on its financials.

Investors should consider the firm's proactive approach to managing its insurance contracts and its commitment to meeting regulatory costs as positive signs of prudent financial management. However, they should also remain aware of the potential variability in the special FDIC assessment, which could impact future earnings.

The overall banking sector faced headwinds in 2023, as indicated by the CEO's statement. Pinnacle Financial Partners' ability to achieve balance sheet growth and market share expansion in such an environment is noteworthy. The strategic recruitment in growth markets like Jacksonville, Florida, suggests a forward-looking approach to regional expansion and could signal the firm's confidence in its business model and long-term growth trajectory.

The firm's performance must be contextualized within the broader economic conditions, including interest rate shifts and regional economic performance. The southeastern market's relative strength may provide a buffer against broader economic challenges, potentially benefiting the firm's performance in the coming quarters.

01/16/2024 - 04:45 PM

NASHVILLE, Tenn.--(BUSINESS WIRE)-- Pinnacle Financial Partners, Inc. (Nasdaq/NGS: PNFP) reported net income per diluted common share of $1.19 for the quarter ended Dec. 31, 2023, compared to net income per diluted common share of $1.76 for the quarter ended Dec. 31, 2022, a decrease of 32.4 percent. Net income per diluted common share was $7.14 for the year ended Dec. 31, 2023, compared to $7.17 for the year ended Dec. 31, 2022, a decrease of 0.4 percent.

After considering the adjustments noted in the table below for the three months ended Dec. 31, 2023 and 2022, net income per diluted common share was $1.68, compared to $1.76 for the three months ended Dec. 31, 2022. Net income per diluted common share adjusted for the items noted in the table below was $6.99 for the year ended Dec. 31, 2023, compared to $7.17 for the year ended Dec. 31, 2022.

	Three Months Ended						Years Ended
	December 31, 2023		September 30, 2023		December 31, 2022		December 31, 2023			December 31, 2022
Diluted earnings per common share	$	1.19	$	1.69	$	1.76	$	7.14		$	7.17
Net of tax adjustments ⁽¹⁾:
Investment losses on sales of securities, net ⁽³⁾		—		0.10		—		0.20			—
Gain on sale of fixed assets as a result of sale-leaseback transaction		—		—		—		(0.84	)		—
Loss on BOLI restructuring ⁽²⁾		0.21		—		—		0.21			—
ORE expense ⁽³⁾		—		—		—		—			—
FDIC special assessment		0.28		—		—		0.28			—
Diluted earnings per common share after adjustments	$	1.68	$	1.79	$	1.76	$	6.99		$	7.17

^(1): Adjustments include tax effect calculated using a blended statutory rate of 25.00 percent for 2023.
^(2): Loss on BOLI restructuring is not tax effected.
^(3): Impact of net investment gains in the fourth quarter of 2023 and ORE expense in all periods presented were minimal.

During the fourth quarter of 2023, the firm restructured and surrendered approximately $740.0 million of bank owned life insurance contracts (BOLI) held by various insurance carriers. The restructuring is expected to increase the future yields of the underlying insurance contracts. Pursuant to the restructuring, the firm incurred approximately $7.2 million in restructuring charges and surrender penalties and $9.1 million in income taxes and penalties. The increased yield is expected to be fully phased in by mid-year 2024 and should result in an increase in non-taxable noninterest income of approximately $10.5 million in 2024.

Additionally, the firm accrued approximately $29.0 million for future payments to the FDIC pursuant to a special insurance assessment to recover losses incurred by the Deposit Insurance Fund associated with two bank failures which occurred in the spring of 2023. The firm expects to remit the amount in eight quarterly installments beginning in June of 2024. The FDIC has announced that the special assessment amount and payment periods could change if actual losses to the Deposit Insurance Fund from these failures are different from estimated losses.

"There is no doubt that 2023 presented a very difficult operating environment for banks," said M. Terry Turner, Pinnacle's president and chief executive officer. "But 2023 was actually a great year for our firm resulting in year-over-year tangible book value growth of 14.8 percent and a total shareholder return of 20 percent. The challenging environment allowed us to showcase two critical drivers of our unique ability to create long-term shareholder value. First, our extraordinary ability to attract experienced bankers from the larger regional and national competitors, coupled with a differentiated service model, enabled us to reliably take market share and grow our balance sheet volumes even when market conditions would have otherwise limited growth opportunities. Second, our risk management systems, though generally unseen by most investors, provide critical discipline that contributed to very strong growth in a year when many of our peers failed to grow. These two drivers, in particular, enabled us to stay on course as opposed to deploying an extensive cost reduction plan which risks both revenue generation momentum as well as the cultural foundation of the firm.

"With that in mind, we successfully recruited several experienced bankers in Jacksonville, Florida during the fourth quarter of 2023 building on the success we are experiencing in other market extensions like Atlanta and Washington, D.C. These bankers will provide the core leadership for what we believe will be a strong franchise in one of Florida’s finest banking markets. Due to the relative strength of our southeastern markets and the competitive advantage we possess over the large regional and national competitors, I remain excited about the ongoing opportunities that exist for our firm as we enter 2024."

BALANCE SHEET GROWTH AND LIQUIDITY:

Total assets at Dec. 31, 2023 were $48.0 billion, an increase of approximately $6.0 billion from Dec. 31, 2022 and $436.1 million from Sept. 30, 2023, reflecting a year-over-year increase of 14.3 percent and a linked-quarter annualized increase of 3.7 percent. A further analysis of select balance sheet trends follows:

	Balances at				Linked-Quarter Annualized % Change	Balances at		Year-over-Year % Change
(dollars in thousands)	Dec. 31, 2023		Sept. 30, 2023		Linked-Quarter Annualized % Change	Dec. 31, 2022		Year-over-Year % Change
Loans	$	32,676,091	$	31,943,284	9.2%	$	29,041,605	12.5%
Securities		7,323,887		6,882,276	25.7%		6,637,920	10.3%
Other interest-earning assets		2,673,235		3,512,452	(95.6)%		1,485,339	80.0%
Total interest-earning assets	$	42,673,213	$	42,338,012	3.2%	$	37,164,864	14.8%

Core deposits:
Noninterest-bearing deposits	$	7,906,502	$	8,324,325	(20.1)%	$	9,812,744	(19.4)%
Interest-bearing core deposits⁽¹⁾		25,832,415		25,282,458	8.7%		21,488,333	20.2%
Noncore deposits and other funding⁽²⁾		7,573,489		7,420,341	8.3%		4,743,562	59.7%
Total funding	$	41,312,406	$	41,027,124	2.8%	$	36,044,639	14.6%

^(1):	Interest-bearing core deposits are interest-bearing deposits, money market accounts, time deposits less than $250,000 including reciprocating time and money market deposits.
^(2):	Noncore deposits and other funding consists of time deposits greater than $250,000, securities sold under agreements to repurchase, public funds, brokered deposits, FHLB advances and subordinated debt.

Approximately 63 percent of fourth quarter 2023 loan growth was related to commercial and industrial and owner-occupied commercial real estate categories, two segments the firm intends to continue emphasizing for the foreseeable future.
On-balance sheet liquidity, defined as cash and cash equivalents plus unpledged securities, remained strong, totaling $6.9 billion as of Dec. 31, 2023, representing a $448 million decrease from the on-balance sheet liquidity level of $7.4 billion as of Sept. 30, 2023.
Available-for-sale investment securities increased by $454 million during the fourth quarter of 2023 which is primarily due to a $301 million increase in the fair value of the underlying securities.

"We grew loans 12.5 percent, core deposits 7.8 percent, and we hired 107 new revenue producers, showcasing our ability to reliably and responsibly grow during 2023," Turner said. "With no further decline in the net interest margin in the fourth quarter, it appears we may be at or near the bottom for net interest margin. Consequently, the combination of our balance sheet growth and our ongoing pricing emphasis should enable us to reliably grow net interest income in 2024."

PRE-TAX, PRE-PROVISION NET REVENUE (PPNR) GROWTH:

Pre-tax, pre-provision net revenues (PPNR) for the three months and year ended Dec. 31, 2023 were $145.2 million and $807.6 million, respectively, a decrease of 27.3 percent and an increase of 5.5 percent, respectively from the three months and year ended Dec. 31, 2022.

	Three months ended							Years ended
	December 31,							December 31,
(dollars in thousands)	2023			2022		% change		2023			2022			% change
Revenues:
Net interest income	$	317,252		$	319,460	(0.7	)%	$	1,262,118		$	1,129,293		11.8	%
Noninterest income		79,088			82,321	(3.9	)%		433,253			416,124		4.1	%
Total revenues		396,340			401,781	(1.4	)%		1,695,371			1,545,417		9.7	%
Noninterest expense		251,168			202,047	24.3	%		887,769			779,999		13.8	%
Pre-tax, pre-provision net revenue (PPNR)		145,172			199,734	(27.3	)%		807,602			765,418		5.5	%
Adjustments:
Investment losses (gains) on sales of securities, net		(14	)		—	NM			19,674			(156	)	NM
Gain on the sale of fixed assets as a result of sale leaseback		—			—	NM			(85,692	)		—		NM
Loss on BOLI restructuring		7,166			—	NM			7,166			—		NM
ORE expense (benefit)		125			179	(30.2	)%		315			280		12.5	%
FDIC special assessment		29,000			—	NM			29,000			—		NM
Adjusted PPNR	$	181,449		$	199,913	(9.2	)%	$	778,065		$	765,542		1.6	%

Revenue per fully diluted common share was $5.16 for the fourth quarter of 2023, compared to $5.35 for the third quarter of 2023 and $5.27 for the fourth quarter of 2022, a decline of 2.1 percent year-over-year. Excluding investment gains on sales of securities and the loss on the BOLI restructuring, revenue per fully diluted share for the fourth quarter of 2023 was $5.25 compared to $5.27 for the fourth quarter of 2022.
Net interest income for the quarter ended Dec. 31, 2023 was $317.3 million, compared to $317.2 million for the third quarter of 2023 and $319.5 million for the fourth quarter of 2022, a year-over-year decline of 0.7 percent.
Noninterest income for the quarter ended Dec. 31, 2023 was $79.1 million, compared to $90.8 million for the third quarter of 2023 and $82.3 million for the fourth quarter of 2022, a year-over-year decrease of 3.9 percent. Noninterest income results for the fourth quarter of 2023 were negatively impacted by the BOLI restructuring charges of $7.2 million noted above. Excluding the BOLI restructuring charges, year-over-year noninterest income would have increased by 4.8 percent between the fourth quarter of 2023 and the fourth quarter of 2022.
- Wealth management revenues, which include investment, trust and insurance services, were $23.5 million for the fourth quarter of 2023, compared to $22.8 million for the third quarter of 2023 and $20.2 million for the fourth quarter of 2022, a year-over-year increase of 16.2 percent.
- Gain on the sale of fixed assets was $102,000 for the quarter ended Dec. 31, 2023, compared to $87,000 and $32,000, respectively, for the quarters ended Sept. 30, 2023 and Dec. 31, 2022. Gain on the sale of fixed assets was $86.0 million for the year ended Dec. 31, 2023, compared to $457,000 for the year ended Dec. 31, 2022. The year ended Dec. 31, 2023 included a gain on the sale of fixed assets as a result of the previously announced sale-leaseback transaction completed in the second quarter of 2023 of $85.7 million.
- Net gains on the sale of investment securities were $14,000 for the quarter ended Dec. 31, 2023, compared to $9.7 million in net losses for the quarter ended Sept. 30, 2023. There were no net gains or losses on the sale of investment securities for the quarter ended Dec. 31, 2022.
- Income from the firm's investment in BHG was $14.4 million for the fourth quarter 2023, compared to $25.0 million for the third quarter of 2023 and $21.0 million for the fourth quarter of 2022, a year-over-year decline of 31.3 percent. The firm estimated that BHG's overall impact to Pinnacle's earnings per diluted common share for the year ended Dec. 31, 2023 amounted to $0.61, down from $1.27 for the comparable period in 2022, in each case after considering reasonable funding costs to support the investment. BHG's impact on Pinnacle's earnings declined from 17.7 percent of Pinnacle's 2022 total diluted earnings per common share to 8.5 percent of Pinnacle's 2023 total diluted earnings per common share.
  - BHG's loan originations decreased to $786 million in the fourth quarter 2023 compared to $1.0 billion in the third quarter of 2023 and $1.1 billion in the fourth quarter of 2022.
  - Loans sold to BHG's community bank partners were approximately $446 million in the fourth quarter 2023 compared to approximately $435 million in the third quarter of 2023 and $600 million in the fourth quarter of 2022. BHG also sold $50 million in loans to private investors and closed an asset backed security facility with $300 million in loans during the fourth quarter of 2023 compared to $564 million in the third quarter of 2023 and $504 million in the fourth quarter of 2022.
  - BHG increased its reserves for on-balance sheet loan losses to $302.6 million, or 9.33 percent of loans held for investment at Dec. 31, 2023, compared to 6.44 percent at Sept. 30, 2023. The increase reflects BHG's adoption for lifetime credit losses associated with its implementation of the current expected credit loss (CECL) methodology on Oct. 1, 2023.
    - The negative impact of the CECL adoption to Pinnacle's equity as of Oct. 1, 2023 was $35.0 million net of tax.
  - BHG also decreased its accrual for losses attributable to loan substitutions and prepayments for loans previously sold through its community bank auction platform to $356.6 million, or 5.39 percent of the loans that have been previously sold and were unpaid, at Dec. 31, 2023 compared to 5.46 percent at Sept. 30, 2023.
Noninterest expense for the quarter ended Dec. 31, 2023 was $251.2 million, compared to $213.2 million in the third quarter of 2023 and $202.0 million in the fourth quarter of 2022, reflecting a year-over-year increase of 24.3 percent. Noninterest expense results for the fourth quarter of 2023 were negatively impacted by the $29.0 million FDIC special assessment. Excluding the FDIC special assessment, year-over-year noninterest expenses would have increased by 10.0 percent between the fourth quarter of 2023 and the fourth quarter of 2022.
- Salaries and employee benefits were $133.3 million in the fourth quarter of 2023, compared to $130.3 million in the third quarter of 2023 and $131.8 million in the fourth quarter of 2022, reflecting a year-over-year increase of 1.2 percent. The increase in salaries and employee benefits expense, on a linked-quarter basis, of approximately $3.0 million was due to the increase in the costs related to increased headcount and additional expense for the firm's annual cash and equity incentive plans. Full-time equivalent associates increased to 3,357.0 at Dec. 31, 2023 from 3,241.5 at Dec. 31, 2022, a year-over-year increase of 3.6 percent.
- Equipment and occupancy costs were $38.0 million in the fourth quarter of 2023, compared to $36.9 million in the third quarter of 2023 and $29.3 million in the fourth quarter of 2022, reflecting a year-over-year increase of 29.6 percent. Contributing to the year-over-year increase is the impact of increased rent expense from the sale leaseback transaction completed in the second quarter of 2023.
- Noninterest expense categories, other than those specifically noted above, were $50.8 million in the fourth quarter of 2023, compared to $46.0 million in the third quarter of 2023 and $40.9 million in the fourth quarter of 2022, reflecting a year-over-year increase of 24.2 percent.

"Continued increases in short-term rates, quantitative tightening and an inverted yield curve made for a difficult operating environment in 2023," said Harold R. Carpenter, Pinnacle's chief financial officer. "As we enter 2024, we find ourselves much more optimistic about the macro environment, particularly around the prospects of a 'soft landing', lower levels of inflation and the anticipated direction of interest rates. Even though many issues remain, including a stubborn inverted yield curve, we believe we will have the opportunity to manage our balance sheet to produce stronger earnings in 2024 than in 2023.

"As anticipated, BHG's results for the fourth quarter of 2023 declined from those in the third quarter. Income related to BHG was down 41 percent in 2023 compared to 2022. During the fourth quarter of 2023, BHG implemented several initiatives aimed at increasing earnings in future periods, including eliminating several business lines with reduction of corresponding personnel costs. As a result, BHG’s total operating expense decreased between the fourth and third quarters of 2023 by 16 percent. Charges related to these matters in the fourth quarter of 2023 were $4.0 million compared to charges in the third quarter of 2023 of $10 million.

"Pinnacle's incentive expenses did increase slightly in the fourth quarter from the amounts in the third quarter as we finalized our performance incentive calculations for 2023. Our performance in 2023 resulted in an award under our annual cash incentive plan to participants of approximately 62 percent of each participants’ target award. The payout was below target because the firm's revenue and EPS were less than originally targeted. Our annual cash bonus plan award amounted to approximately $46.3 million for 2023 which reflects a savings in 2023 of approximately $30.0 million compared to what the firm would have incurred had we paid participants at target."

SOUNDNESS AND PROFITABILITY:

	Three months ended						Year ended
	December 31, 2023		September 30, 2023		December 31, 2022		December 31, 2023		December 31, 2022
Net interest margin	3.06	%	3.06	%	3.60	%	3.18	%	3.29	%
Efficiency ratio	63.37	%	52.26	%	50.29	%	52.36	%	50.47	%
Return on average assets	0.76	%	1.08	%	1.29	%	1.19	%	1.37	%
Return on average tangible common equity (TCE)	9.53	%	13.43	%	15.95	%	14.78	%	16.65	%

	As of
	December 31, 2023			September 30, 2023			December 31, 2022
Shareholders' equity to total assets		12.6	%		12.3	%		13.2	%
Average loan to deposit ratio		84.05	%		82.80	%		83.10	%
Uninsured/uncollateralized deposits to total deposits		31.32	%		28.89	%		39.21	%
Tangible common equity to tangible assets		8.6	%		8.2	%		8.5	%
Book value per common share	$	75.80		$	73.23		$	69.35
Tangible book value per common share	$	51.38		$	48.78		$	44.74
Annualized net loan charge-offs to avg. loans ⁽¹⁾		0.17	%		0.23	%		0.17	%
Nonperforming assets to total loans, ORE and other nonperforming assets (NPAs)		0.27	%		0.14	%		0.16	%
Classified asset ratio (Pinnacle Bank) ⁽²⁾		5.20	%		4.60	%		2.40	%
Allowance for credit losses (ACL) to total loans		1.08	%		1.08	%		1.04	%

^(1):	Annualized net loan charge-offs to average loans ratios are computed by annualizing quarterly net loan charge-offs and dividing the result by average loans for the quarter.
^(2):	Classified assets as a percentage of Tier 1 capital plus allowance for credit losses.

Net interest margin was 3.06 percent for the fourth quarter of 2023, compared to 3.06 percent for the third quarter of 2023 and 3.60 percent for the fourth quarter of 2022. Net interest margin decreased to 3.18 percent for the year ended Dec. 31, 2023, compared to 3.29 percent for the year ended Dec. 31, 2022.
Provision for credit losses was $16.3 million in the fourth quarter of 2023, compared to $26.8 million in the third quarter of 2023 and $24.8 million in the fourth quarter of 2022. Net charge-offs were $13.5 million for the quarter ended Dec. 31, 2023, compared to $18.1 million for the quarter ended Sept. 30, 2023 and $11.7 million for the quarter ended Dec. 31, 2022. Annualized net charge-offs for the fourth quarter of 2023 were 0.17 percent.
The effective tax rate for the fourth quarter of 2023 was 26.3 percent inclusive of BOLI restructuring taxes and penalties of $9.1 million.
Nonperforming assets were $86.6 million at Dec. 31, 2023, compared to $46.0 million at Sept. 30, 2023 and $46.1 million at Dec. 31, 2022. The ratio of the allowance for credit losses to nonperforming loans at Dec. 31, 2023 was 429.0 percent, compared to 806.0 percent at Sept. 30, 2023 and 788.8 percent at Dec. 31, 2022.
- Although at Dec. 31, 2023, the ratio of nonperforming assets to total loans and ORE was near historically low levels at 0.27 percent, the ratio did increase during the fourth quarter due primarily to the downgrade of a $40.2 million loan to a company headquartered in Middle Tennessee which owns facilities that are leased to healthcare operators around the country. The firm believes that this borrower is addressing the weaknesses identified in a prudent manner and believes no further action on this loan is required at this time.
Classified assets were $251.3 million at Dec. 31, 2023, compared to $218.9 million at Sept. 30, 2023 and $104.2 at Dec. 31, 2022.

"We are obviously pleased that our net interest margin held at 3.06 percent during the fourth quarter of 2023 and was essentially flat with the third quarter," Carpenter said. "Another positive for the quarter was the increase in tangible book value per common share, which was $51.38 at Dec. 31, 2023, an increase of 14.8 percent over the $44.74 at Dec. 31, 2022. As you know, increasing our tangible book value per common share remains an important priority for our firm’s leadership.

"Lastly, net charge-offs to average loans for the fourth quarter of 2023 decreased during the quarter to 0.17 percent from 0.23 percent in the prior quarter. Our credit officers continue to work our loan portfolio looking for weaknesses and engaging borrowers where circumstances warrant. We are pleased with the performance of our loan portfolio thus far with our credit metrics continuing to reflect a loan portfolio that has performed well thus far through the challenging operating environment we have experienced."

BOARD OF DIRECTORS DECLARES DIVIDENDS

On Jan. 16, 2024, Pinnacle Financial's Board of Directors approved a quarterly cash dividend of $0.22 per common share to be paid on Feb. 23, 2024 to common shareholders of record as of the close of business on Feb. 2, 2024. Additionally, the Board of Directors approved a quarterly cash dividend of approximately $3.8 million, or $16.88 per share (or $0.422 per depositary share), on Pinnacle Financial's 6.75 percent Series B Non-Cumulative Perpetual Preferred Stock payable on Mar. 1, 2024 to shareholders of record at the close of business on Feb. 15, 2024. The amount and timing of any future dividend payments to both preferred and common shareholders will be subject to the approval of Pinnacle's Board of Directors.

WEBCAST AND CONFERENCE CALL INFORMATION

Pinnacle will host a webcast and conference call at 8:30 a.m. CST on Jan. 17, 2024, to discuss fourth quarter 2023 results and other matters. To access the call for audio only, please call 1-877-209-7255. For the presentation and streaming audio, please access the webcast on the investor relations page of Pinnacle's website at www.pnfp.com.

For those unable to participate in the webcast, it will be archived on the investor relations page of Pinnacle's website at www.pnfp.com for 90 days following the presentation.

Pinnacle Financial Partners provides a full range of banking, investment, trust, mortgage and insurance products and services designed for businesses and their owners and individuals interested in a comprehensive relationship with their financial institution. The firm is the No. 1 and fastest growing bank in the Nashville-Murfreesboro-Franklin MSA according to 2023 deposit data from the FDIC, and is listed by Forbes as No. 27 among Americas Best Banks, higher than any other bank headquartered in Tennessee, North Carolina, South Carolina and Georgia. Pinnacle also earned a spot on the 2023 list of 100 Best Companies to Work For® in the U.S., its seventh consecutive appearance and was recognized by American Banker as one of America's Best Banks to Work For 11 years in a row and No. 1 among banks with more than $10 billion in assets in 2023.

Pinnacle owns a 49 percent interest in BHG Financial, which provides innovative, hassle-free financial solutions to healthcare practitioners and other professionals. Great Place to Work and FORTUNE have listed BHG as a best workplace in multiple categories since 2016.

The firm began operations in a single location in downtown Nashville, TN in October 2000 and has since grown to approximately $48.0 billion in assets as of Dec. 31, 2023. As the second-largest bank holding company headquartered in Tennessee, Pinnacle operates in 17 primarily urban markets across the Southeast.

Additional information concerning Pinnacle, which is included in the Nasdaq Financial-100 Index, can be accessed at www.pnfp.com.

Forward-Looking Statements

All statements, other than statements of historical fact, included in this press release, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The words "expect," "anticipate," "intend," "may," "should," "plan," "believe," "seek," "estimate" and similar expressions are intended to identify such forward-looking statements, but other statements not based on historical information may also be considered forward-looking statements. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause the actual results to differ materially from the statements, including, but not limited to: (i) deterioration in the financial condition of borrowers of Pinnacle Bank and its subsidiaries or BHG, including as a result of the negative impact of inflationary pressures and challenging economic conditions on our and BHG's customers and their businesses, resulting in significant increases in loan losses and provisions for those losses and, in the case of BHG, substitutions; (ii) fluctuations or differences in interest rates on loans or deposits from those that Pinnacle Financial is modeling or anticipating, including as a result of Pinnacle Bank's inability to better match deposit rates with the changes in the short-term rate environment, or that affect the yield curve; (iii) the sale of investment securities in a loss position before their value recovers, including as a result of asset liability management strategies or in response to liquidity needs; (iv) adverse conditions in the national or local economies including in Pinnacle Financial's markets throughout the Southeast region of the United States, particularly in commercial and residential real estate markets; (v) the inability of Pinnacle Financial, or entities in which it has significant investments, like BHG, to maintain the long-term historical growth rate of its, or such entities', loan portfolio; (vi) the ability to grow and retain low-cost core deposits and retain large, uninsured deposits, including during times when Pinnacle Bank is seeking to limit the rates it pays on deposits or uncertainty exists in the financial services sector; (vii) changes in loan underwriting, credit review or loss reserve policies associated with economic conditions, examination conclusions, or regulatory developments; (viii) effectiveness of Pinnacle Financial's asset management activities in improving, resolving or liquidating lower-quality assets; (ix) the impact of competition with other financial institutions, including pricing pressures and the resulting impact on Pinnacle Financial’s results, including as a result of the negative impact to net interest margin from rising deposit and other funding costs; (x) the results of regulatory examinations of Pinnacle Financial, Pinnacle Bank or BHG, or companies with whom they do business; (xi) BHG's ability to profitably grow its business and successfully execute on its business plans; (xii) risks of expansion into new geographic or product markets; (xiii) any matter that would cause Pinnacle Financial to conclude that there was impairment of any asset, including goodwill or other intangible assets; (xiv) the ineffectiveness of Pinnacle Bank's hedging strategies, or the unexpected counterparty failure or hedge failure of the underlying hedges; (xv) reduced ability to attract additional financial advisors (or failure of such advisors to cause their clients to switch to Pinnacle Bank), to retain financial advisors (including as a result of the competitive environment for associates) or otherwise to attract customers from other financial institutions; (xvi) deterioration in the valuation of other real estate owned and increased expenses associated therewith; (xvii) inability to comply with regulatory capital requirements, including those resulting from changes to capital calculation methodologies, required capital maintenance levels or regulatory requests or directives, particularly if Pinnacle Bank's level of applicable commercial real estate loans were to exceed percentage levels of total capital in guidelines recommended by its regulators; (xviii) approval of the declaration of any dividend by Pinnacle Financial's board of directors; (xix) the vulnerability of Pinnacle Bank's network and online banking portals, and the systems of parties with whom Pinnacle Bank contracts, to unauthorized access, computer viruses, phishing schemes, spam attacks, human error, natural disasters, power loss and other security breaches; (xx) the possibility of increased compliance and operational costs as a result of increased regulatory oversight (including by the Consumer Financial Protection Bureau), including oversight of companies in which Pinnacle Financial or Pinnacle Bank have significant investments, like BHG, and the development of additional banking products for Pinnacle Bank's corporate and consumer clients; (xi) Pinnacle Financial's ability to identify potential candidates for, consummate, and achieve synergies from, potential future acquisitions; (xii) difficulties and delays in integrating acquired businesses or fully realizing costs savings and other benefits from acquisitions; (xxiii) the risks associated with Pinnacle Bank being a minority investor in BHG, including the risk that the owners of a majority of the equity interests in BHG decide to sell the company or all or a portion of their ownership interests in BHG (triggering a similar sale by Pinnacle Bank); (xxiv) changes in state and federal legislation, regulations or policies applicable to banks and other financial service providers, like BHG, including regulatory or legislative developments; (xxv) fluctuations in the valuations of Pinnacle Financial's equity investments and the ultimate success of such investments; (xxvi) the availability of and access to capital; (xxvii) adverse results (including costs, fines, reputational harm, inability to obtain necessary approvals and/or other negative effects) from current or future litigation, regulatory examinations or other legal and/or regulatory actions involving Pinnacle Financial, Pinnacle Bank or BHG; and (xxviii) general competitive, economic, political and market conditions. Additional factors which could affect the forward looking statements can be found in Pinnacle Financial's Annual Report on Form 10-K for the year ended December 31, 2022, and subsequently filed Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC and available on the SEC's website at http://www.sec.gov. Pinnacle Financial disclaims any obligation to update or revise any forward-looking statements contained in this press release, which speak only as of the date hereof, whether as a result of new information, future events or otherwise.

Non-GAAP Financial Matters

This release contains certain non-GAAP financial measures, including, without limitation, total revenues, net income to common shareholders, earnings per diluted common share, revenue per diluted common share, PPNR, efficiency ratio, noninterest expense, noninterest income and the ratio of noninterest expense to average assets, excluding in certain instances the impact of expenses related to other real estate owned, gains or losses on sale of investment securities, gains associated with the sale-leaseback transaction completed in the second quarter of 2023, losses on the restructuring of certain BOLI contracts, a charge related to the FDIC special assessment and other matters for the accounting periods presented. This release may also contain certain other non-GAAP capital ratios and performance measures that exclude the impact of goodwill and core deposit intangibles associated with Pinnacle Financial's acquisitions of BNC, Avenue Bank, Magna Bank, CapitalMark Bank & Trust, Mid-America Bancshares, Inc., Cavalry Bancorp, Inc. and other acquisitions which collectively are less material to the non-GAAP measure as well as the impact of Pinnacle Financial's Series B Preferred Stock. The presentation of the non-GAAP financial information is not intended to be considered in isolation or as a substitute for any measure prepared in accordance with GAAP. Because non-GAAP financial measures presented in this release are not measurements determined in accordance with GAAP and are susceptible to varying calculations, these non-GAAP financial measures, as presented, may not be comparable to other similarly titled measures presented by other companies.

Pinnacle Financial believes that these non-GAAP financial measures facilitate making period-to-period comparisons and are meaningful indications of its operating performance. In addition, because intangible assets such as goodwill and the core deposit intangible, and the other items excluded each vary extensively from company to company, Pinnacle Financial believes that the presentation of this information allows investors to more easily compare Pinnacle Financial's results to the results of other companies. Pinnacle Financial's management utilizes this non-GAAP financial information to compare Pinnacle Financial's operating performance for 2023 versus certain periods in 2022 and to internally prepared projections.


PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS – UNAUDITED

*(dollars in thousands, except for share and per share data)*	December 31, 2023			September 30, 2023			December 31, 2022
*ASSETS*
Cash and noninterest-bearing due from banks	$	228,620		$	279,652		$	268,649
Restricted cash		86,873			17,356			31,447
Interest-bearing due from banks		1,914,856			2,855,094			877,286
Cash and cash equivalents		2,230,349			3,152,102			1,177,382
Securities purchased with agreement to resell		558,009			500,000			513,276
Securities available-for-sale, at fair value		4,317,530			3,863,697			3,558,870
Securities held-to-maturity (fair value of $2.8 billion, $2.6 billion and $2.7 billion, net of allowance for credit losses of $1.7 million, $1.7 million and $1.6 million at Dec. 31, 2023, Sept. 30, 2023 and Dec. 31, 2022, respectively)		3,006,357			3,018,579			3,079,050
Consumer loans held-for-sale		104,217			119,489			42,237
Commercial loans held-for-sale		9,280			20,513			21,093
Loans		32,676,091			31,943,284			29,041,605
Less allowance for credit losses		(353,055	)		(346,192	)		(300,665	)
Loans, net		32,323,036			31,597,092			28,740,940
Premises and equipment, net		256,877			252,669			327,885
Equity method investment		445,223			480,996			443,185
Accrued interest receivable		217,491			177,390			161,182
Goodwill		1,846,973			1,846,973			1,846,973
Core deposits and other intangible assets		27,465			29,216			34,555
Other real estate owned		3,937			2,555			7,952
Other assets		2,613,139			2,462,519			2,015,441
Total assets	$	47,959,883		$	47,523,790		$	41,970,021
*LIABILITIES AND SHAREHOLDERS' EQUITY*
Deposits:
Noninterest-bearing	$	7,906,502		$	8,324,325		$	9,812,744
Interest-bearing		11,365,349			10,852,086			7,884,605
Savings and money market accounts		14,427,206			14,306,359			13,774,534
Time		4,840,753			4,813,039			3,489,355
Total deposits		38,539,810			38,295,809			34,961,238
Securities sold under agreements to repurchase		209,489			195,999			194,910
Federal Home Loan Bank advances		2,138,169			2,110,598			464,436
Subordinated debt and other borrowings		424,938			424,718			424,055
Accrued interest payable		66,967			67,442			19,478
Other liabilities		544,722			591,583			386,512
Total liabilities		41,924,095			41,686,149			36,450,629
Preferred stock, no par value, 10.0 million shares authorized; 225,000 shares non-cumulative perpetual preferred stock, Series B, liquidation preference $225.0 million, issued and outstanding at Dec. 31, 2023, Sept. 30, 2023 and Dec. 31, 2022, respectively		217,126			217,126			217,126
Common stock, par value $1.00; 180.0 million shares authorized; 76.8 million, 76.8 million and 76.5 million shares issued and outstanding at Dec. 31, 2023, Sept. 30, 2023 and Dec. 31, 2022, respectively		76,767			76,753			76,454
Additional paid-in capital		3,109,493			3,097,702			3,074,867
Retained earnings		2,784,927			2,745,934			2,341,706
Accumulated other comprehensive loss, net of taxes		(152,525	)		(299,874	)		(190,761	)
Total shareholders' equity		6,035,788			5,837,641			5,519,392
Total liabilities and shareholders' equity	$	47,959,883		$	47,523,790		$	41,970,021
This information is preliminary and based on company data available at the time of the presentation.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME – UNAUDITED
*(dollars in thousands, except for share and per share data)*	Three months ended									Year ended
	December 31, 2023			September 30, 2023			December 31, 2022			December 31, 2023			December 31, 2022
Interest income:
Loans, including fees	$	530,604		$	508,963		$	387,328		$	1,950,365		$	1,182,492
Securities
Taxable		42,458			36,525			25,086			140,308			67,063
Tax-exempt		25,035			24,185			22,770			97,625			81,522
Federal funds sold and other		46,699			57,621			15,994			165,070			42,858
Total interest income		644,796			627,294			451,178			2,353,368			1,373,935
Interest expense:
Deposits		297,556			280,305			120,499			983,118			204,119
Securities sold under agreements to repurchase		1,295			1,071			474			3,744			794
FHLB advances and other borrowings		28,693			28,676			10,745			104,388			39,729
Total interest expense		327,544			310,052			131,718			1,091,250			244,642
Net interest income		317,252			317,242			319,460			1,262,118			1,129,293
Provision for credit losses		16,314			26,826			24,805			93,596			67,925
Net interest income after provision for credit losses		300,938			290,416			294,655			1,168,522			1,061,368
Noninterest income:
Service charges on deposit accounts		12,660			12,665			11,123			49,223			44,675
Investment services		13,410			13,253			11,765			52,432			46,441
Insurance sales commissions		3,072			2,882			2,668			13,670			12,186
Gains (losses) on mortgage loans sold, net		879			2,012			(65	)		6,511			7,268
Investment gains (losses) on sales, net		14			(9,727	)		—			(19,674	)		156
Trust fees		6,987			6,640			5,767			26,683			23,511
Income from equity method investment		14,432			24,967			21,005			85,402			145,466
Gain on sale of fixed assets		102			87			32			86,048			457
Other noninterest income		27,532			38,018			30,026			132,958			135,964
Total noninterest income		79,088			90,797			82,321			433,253			416,124
Noninterest expense:
Salaries and employee benefits		133,333			130,344			131,802			531,828			510,175
Equipment and occupancy		38,021			36,900			29,329			138,980			109,672
Other real estate, net		125			33			179			315			280
Marketing and other business development		6,829			5,479			7,579			23,914			21,073
Postage and supplies		2,840			2,621			2,682			11,143			10,168
Amortization of intangibles		1,751			1,765			1,937			7,090			7,810
Other noninterest expense		68,269			36,091			28,539			174,499			120,821
Total noninterest expense		251,168			213,233			202,047			887,769			779,999
Income before income taxes		128,858			167,980			174,929			714,006			697,493
Income tax expense		33,879			35,377			37,082			151,854			136,751
Net income		94,979			132,603			137,847			562,152			560,742
Preferred stock dividends		(3,798	)		(3,798	)		(3,798	)		(15,192	)		(15,192	)
Net income available to common shareholders	$	91,181		$	128,805		$	134,049		$	546,960		$	545,550
*Per share information:*
Basic net income per common share	$	1.20		$	1.69		$	1.77		$	7.20		$	7.20
Diluted net income per common share	$	1.19		$	1.69		$	1.76		$	7.14		$	7.17
Weighted average common shares outstanding:
Basic		76,068,016			76,044,182			75,771,828			76,016,370			75,735,404
Diluted		76,823,991			76,201,916			76,198,411			76,647,543			76,133,865
This information is preliminary and based on company data available at the time of the presentation.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
*(Unaudited)*

(dollars and shares in thousands)	Preferred Stock Amount		Common Stock					Additional Paid- in Capital			Retained Earnings			Accumulated Other Comp. Income (Loss), net			Total Shareholders' Equity
	Preferred Stock Amount		Shares		Amounts			Additional Paid- in Capital			Retained Earnings			Accumulated Other Comp. Income (Loss), net			Total Shareholders' Equity
Balance at December 31, 2021	$	217,126	76,143		$	76,143		$	3,045,802		$	1,864,350		$	107,186		$	5,310,607
Exercise of employee common stock options & related tax benefits		—	16			16			312			—			—			328
Preferred dividends paid ($67.52 per share)		—	—			—			—			(15,192	)		—			(15,192	)
Common dividends paid ($0.88 per share)		—	—			—			—			(68,194	)		—			(68,194	)
Issuance of restricted common shares, net of forfeitures		—	203			203			(203	)		—			—			—
Restricted shares withheld for taxes & related tax benefits		—	(51	)		(51	)		(4,991	)		—			—			(5,042	)
Issuance of common stock pursuant to restricted stock unit (RSU) and performance stock unit (PSU) agreements, net of shares withheld for taxes & related tax benefits		—	143			143			(5,605	)		—			—			(5,462	)
Compensation expense for restricted shares & performance stock units		—	—			—			39,552			—			—			39,552
Net income		—	—			—			—			560,742			—			560,742
Other comprehensive loss		—	—			—			—			—			(297,947	)		(297,947	)
Balance at December 31, 2022	$	217,126	76,454		$	76,454		$	3,074,867		$	2,341,706		$	(190,761	)	$	5,519,392

Balance at December 31, 2022	$	217,126	76,454		$	76,454		$	3,074,867		$	2,341,706		$	(190,761	)	$	5,519,392
Cumulative change due to accounting pronouncement		—	—			—			—			(35,002	)		—			(35,002	)
Exercise of employee common stock options & related tax benefits		—	40			40			931			—			—			971
Preferred dividends paid ($67.52 per share)		—	—			—			—			(15,192	)		—			(15,192	)
Common dividends paid ($0.88 per share)		—	—			—			—			(68,737	)		—			(68,737	)
Issuance of restricted common shares, net of forfeitures		—	235			235			(235	)		—			—			—
Restricted shares withheld for taxes & related tax benefits		—	(59	)		(59	)		(4,127	)		—			—			(4,186	)
Issuance of common stock pursuant to RSU and PSU agreements, net of shares withheld for taxes & related tax benefits		—	97			97			(3,822	)		—			—			(3,725	)
Compensation expense for restricted shares & performance stock units		—	—			—			41,879			—			—			41,879
Net income		—	—			—			—			562,152			—			562,152
Other comprehensive income		—	—			—			—			—			38,236			38,236
Balance at December 31, 2023	$	217,126	76,767		$	76,767		$	3,109,493		$	2,784,927		$	(152,525	)	$	6,035,788

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED

*(dollars in thousands)*	December			September		June		March		December		September
*(dollars in thousands)*	2023			2023		2023		2023		2022		2022
Balance sheet data, at quarter end:
Commercial and industrial loans	$	11,666,691		11,307,611		10,983,911		10,723,327		10,241,362		9,748,994
Commercial real estate - owner occupied loans		4,044,896		3,944,616		3,845,359		3,686,796		3,587,257		3,426,271
Commercial real estate - investment loans		5,929,595		5,957,426		5,682,652		5,556,484		5,277,454		5,122,127
Commercial real estate - multifamily and other loans		1,605,899		1,490,184		1,488,236		1,331,249		1,265,165		1,042,854
Consumer real estate - mortgage loans		4,851,531		4,768,780		4,692,673		4,531,285		4,435,046		4,271,913
Construction and land development loans		4,041,081		3,942,143		3,904,774		3,909,024		3,679,498		3,548,970
Consumer and other loans		536,398		532,524		555,685		559,706		555,823		550,565
Total loans		32,676,091		31,943,284		31,153,290		30,297,871		29,041,605		27,711,694
Allowance for credit losses		(353,055	)	(346,192	)	(337,459	)	(313,841	)	(300,665	)	(288,088	)
Securities		7,323,887		6,882,276		6,623,457		6,878,831		6,637,920		6,481,018
Total assets		47,959,883		47,523,790		46,875,982		45,119,587		41,970,021		41,000,118
Noninterest-bearing deposits		7,906,502		8,324,325		8,436,799		9,018,439		9,812,744		10,567,873
Total deposits		38,539,810		38,295,809		37,722,661		36,178,553		34,961,238		33,690,049
Securities sold under agreements to repurchase		209,489		195,999		163,774		149,777		194,910		190,554
FHLB advances		2,138,169		2,110,598		2,200,917		2,166,508		464,436		889,248
Subordinated debt and other borrowings		424,938		424,718		424,497		424,276		424,055		423,834
Total shareholders' equity		6,035,788		5,837,641		5,843,759		5,684,128		5,519,392		5,342,112
Balance sheet data, quarterly averages:
Total loans	$	32,371,506		31,529,854		30,882,205		29,633,640		28,402,197		27,021,031
Securities		6,967,488		6,801,285		6,722,247		6,765,126		6,537,262		6,542,026
Federal funds sold and other		3,615,908		4,292,956		3,350,705		2,100,757		1,828,588		2,600,978
Total earning assets		42,954,902		42,624,095		40,955,157		38,499,523		36,768,047		36,164,035
Total assets		47,668,519		47,266,199		45,411,961		42,983,854		41,324,251		40,464,649
Noninterest-bearing deposits		8,342,572		8,515,733		8,599,781		9,332,317		10,486,233		10,926,069
Total deposits		38,515,560		38,078,665		36,355,859		35,291,775		34,177,281		33,108,415
Securities sold under agreements to repurchase		202,601		184,681		162,429		219,082		199,610		215,646
FHLB advances		2,112,809		2,132,638		2,352,045		1,130,356		701,813		1,010,865
Subordinated debt and other borrowings		426,999		426,855		426,712		426,564		427,503		426,267
Total shareholders' equity		5,889,075		5,898,196		5,782,239		5,605,604		5,433,274		5,403,244
Statement of operations data, for the three months ended:
Interest income	$	644,796		627,294		575,239		506,039		451,178		371,764
Interest expense		327,544		310,052		259,846		193,808		131,718		65,980
Net interest income		317,252		317,242		315,393		312,231		319,460		305,784
Provision for credit losses		16,314		26,826		31,689		18,767		24,805		27,493
Net interest income after provision for credit losses		300,938		290,416		283,704		293,464		294,655		278,291
Noninterest income		79,088		90,797		173,839		89,529		82,321		104,805
Noninterest expense		251,168		213,233		211,641		211,727		202,047		199,253
Income before income taxes		128,858		167,980		245,902		171,266		174,929		183,843
Income tax expense		33,879		35,377		48,603		33,995		37,082		35,185
Net income		94,979		132,603		197,299		137,271		137,847		148,658
Preferred stock dividends		(3,798	)	(3,798	)	(3,798	)	(3,798	)	(3,798	)	(3,798	)
Net income available to common shareholders	$	91,181		128,805		193,501		133,473		134,049		144,860
Profitability and other ratios:
Return on avg. assets ⁽¹⁾		0.76	%	1.08	%	1.71	%	1.26	%	1.29	%	1.42	%
Return on avg. equity ⁽¹⁾		6.14	%	8.66	%	13.42	%	9.66	%	9.79	%	10.64	%
Return on avg. common equity⁽¹⁾		6.38	%	9.00	%	13.95	%	10.05	%	10.20	%	11.08	%
Return on avg. tangible common equity ⁽¹⁾		9.53	%	13.43	%	21.06	%	15.43	%	15.95	%	17.40	%
Common stock dividend payout ratio ⁽¹⁴⁾		12.26	%	11.35	%	11.04	%	12.07	%	12.26	%	12.34	%
Net interest margin⁽²⁾		3.06	%	3.06	%	3.20	%	3.40	%	3.60	%	3.47	%
Noninterest income to total revenue ⁽³⁾		19.95	%	22.25	%	35.53	%	22.28	%	20.49	%	25.53	%
Noninterest income to avg. assets ⁽¹⁾		0.66	%	0.76	%	1.54	%	0.84	%	0.79	%	1.03	%
Noninterest exp. to avg. assets ⁽¹⁾		2.09	%	1.79	%	1.87	%	2.00	%	1.94	%	1.95	%
Efficiency ratio ⁽⁴⁾		63.37	%	52.26	%	43.26	%	52.70	%	50.29	%	48.53	%
Avg. loans to avg. deposits		84.05	%	82.80	%	84.94	%	83.97	%	83.10	%	81.61	%
Securities to total assets		15.27	%	14.48	%	14.13	%	15.25	%	15.82	%	15.81	%
This information is preliminary and based on company data available at the time of the presentation.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
ANALYSIS OF INTEREST INCOME AND EXPENSE, RATES AND YIELDS-UNAUDITED

(dollars in thousands)	*Three months ended*						*Three months ended*
(dollars in thousands)	*December 31, 2023*						*December 31, 2022*
	Average Balances		*Interest*		Rates/ Yields		Average Balances		*Interest*		Rates/ Yields
*Interest-earning assets*
Loans^{(1) (2)}	$	32,371,506	$	530,604	6.62	%	$	28,402,197	$	387,328	5.54	%
Securities
Taxable		3,801,278		42,458	4.43	%		3,421,072		25,086	2.91	%
Tax-exempt ⁽²⁾		3,166,210		25,035	3.74	%		3,116,190		22,770	3.49	%
Interest-bearing due from banks		2,876,213		39,761	5.48	%		1,117,468		10,626	3.77	%
Resell agreements		507,368		3,216	2.51	%		521,787		3,432	2.61	%
Federal funds sold		—		—	—	%		—		—	—	%
Other		232,327		3,722	6.36	%		189,333		1,936	4.06	%
Total interest-earning assets		42,954,902	$	644,796	6.09	%		36,768,047	$	451,178	5.02	%
*Nonearning assets*
Intangible assets		1,875,546						1,881,597
Other nonearning assets		2,838,071						2,674,607
Total assets	$	47,668,519					$	41,324,251

*Interest-bearing liabilities*
Interest-bearing deposits:
Interest checking		10,821,528		106,368	3.90	%		7,262,128		36,808	2.01	%
Savings and money market		14,455,770		137,330	3.77	%		13,337,326		68,677	2.04	%
Time		4,895,690		53,858	4.36	%		3,091,594		15,014	1.93	%
Total interest-bearing deposits		30,172,988		297,556	3.91	%		23,691,048		120,499	2.02	%
Securities sold under agreements to repurchase		202,601		1,295	2.54	%		199,610		474	0.94	%
Federal Home Loan Bank advances		2,112,809		22,674	4.26	%		701,813		5,380	3.04	%
Subordinated debt and other borrowings		426,999		6,019	5.59	%		427,503		5,365	4.98	%
Total interest-bearing liabilities		32,915,397		327,544	3.95	%		25,019,974		131,718	2.09	%
*Noninterest-bearing deposits*		8,342,572		—	—			10,486,233		—	—
Total deposits and interest-bearing liabilities		41,257,969	$	327,544	3.15	%		35,506,207	$	131,718	1.47	%
Other liabilities		521,475						384,770
*Shareholders' equity*		5,889,075						5,433,274
Total liabilities and shareholders' equity	$	47,668,519					$	41,324,251
*Net* *interest* *income*			$	317,252					$	319,460
Net interest spread ⁽³⁾					2.14	%					2.93	%
Net interest margin ⁽⁴⁾					3.06	%					3.60	%

(1) Average balances of nonperforming loans are included in the above amounts.
(2) Yields computed on tax-exempt instruments on a tax equivalent basis and included $14.5 million of taxable equivalent income for the three months ended December 31, 2023 compared to $14.1 million for the three months ended December 31, 2022. The tax-exempt benefit has been reduced by the projected impact of tax-exempt income that will be disallowed pursuant to IRS Regulations as of and for the then current period presented.
(3) Yields realized on interest-bearing assets less the rates paid on interest-bearing liabilities. The net interest spread calculation excludes the impact of demand deposits. Had the impact of demand deposits been included, the net interest spread for the three months ended December 31, 2023 would have been 2.94% compared to a net interest spread of 3.55% for the three months ended December 31, 2022.
(4) Net interest margin is the result of annualized net interest income calculated on a tax equivalent basis divided by average interest-earning assets for the period.

This information is preliminary and based on company data available at the time of the presentation.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
ANALYSIS OF INTEREST INCOME AND EXPENSE, RATES AND YIELDS-UNAUDITED

(dollars in thousands)	*Year ended*						*Year ended*
(dollars in thousands)	*December 31, 2023*						*December 31, 2022*
	Average Balances		*Interest*		Rates/ Yields		Average Balances		*Interest*		Rates/ Yields
*Interest-earning assets*
Loans^{(1) (2)}	$	31,112,968	$	1,950,365	6.36	%	$	26,182,102	$	1,182,492	4.62	%
Securities
Taxable		3,562,527		140,308	3.94	%		3,405,346		67,063	1.97	%
Tax-exempt ⁽²⁾		3,252,030		97,625	3.58	%		3,013,505		81,522	3.26	%
Interest-bearing due from banks		2,611,506		140,036	5.36	%		1,815,251		23,206	1.28	%
Resell agreements		508,190		13,176	2.59	%		1,010,443		14,106	1.40	%
Federal funds sold		—		—	—	%		—		—	—	%
Other		227,147		11,858	5.22	%		181,824		5,546	3.05	%
Total interest-earning assets		41,274,368	$	2,353,368	5.82	%		35,608,471	$	1,373,935	3.98	%
*Nonearning assets*
Intangible assets		1,878,204						1,877,870
Other nonearning assets		2,696,900						2,324,564
Total assets	$	45,849,472					$	39,810,905

*Interest-bearing liabilities*
Interest-bearing deposits:
Interest checking		9,565,965		333,631	3.49	%		6,737,026		63,549	0.94	%
Savings and money market		14,162,523		473,327	3.34	%		12,695,974		112,218	0.88	%
Time		4,606,756		176,160	3.82	%		2,478,629		28,352	1.14	%
Total interest-bearing deposits		28,335,244		983,118	3.47	%		21,911,629		204,119	0.93	%
Securities sold under agreements to repurchase		192,132		3,744	1.95	%		203,082		794	0.39	%
Federal Home Loan Bank advances		1,935,204		80,958	4.18	%		923,964		20,848	2.26	%
Subordinated debt and other borrowings		426,784		23,430	5.49	%		429,169		18,881	4.40	%
Total interest-bearing liabilities		30,889,364		1,091,250	3.53	%		23,467,844		244,642	1.04	%
*Noninterest-bearing deposits*		8,736,843		—	—			10,674,249		—	—
Total deposits and interest-bearing liabilities		39,626,207	$	1,091,250	2.75	%		34,142,093	$	244,642	0.72	%
Other liabilities		428,348						297,409
*Shareholders' equity*		5,794,917						5,371,403
Total liabilities and shareholders' equity	$	45,849,472					$	39,810,905
*Net* *interest* *income*			$	1,262,118					$	1,129,293
Net interest spread ⁽³⁾					2.29	%					2.94	%
Net interest margin ⁽⁴⁾					3.18	%					3.29	%

(1) Average balances of nonperforming loans are included in the above amounts.
(2) Yields computed on tax-exempt instruments on a tax equivalent basis and included $48.5 million of taxable equivalent income for the year ended December 31, 2023 compared to $43.0 million for the year ended December 31, 2022. The tax-exempt benefit has been reduced by the projected impact of tax-exempt income that will be disallowed pursuant to IRS Regulations as of and for the then current period presented.
(3) Yields realized on interest-bearing assets less the rates paid on interest-bearing liabilities. The net interest spread calculation excludes the impact of demand deposits. Had the impact of demand deposits been included, the net interest spread for the year ended December 31, 2023 would have been 3.07% compared to a net interest spread of 3.26% for the year ended December 31, 2022.
(4) Net interest margin is the result of annualized net interest income calculated on a tax equivalent basis divided by average interest-earning assets for the period.

This information is preliminary and based on company data available at the time of the presentation.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED

*(dollars in thousands)*	December			September		June		March		December		September
*(dollars in thousands)*	2023			2023		2023		2023		2022		2022
Asset quality information and ratios:
Nonperforming assets:
Nonaccrual loans	$	82,288		42,950		44,289		36,988		38,116		34,115
ORE and other nonperforming assets (NPAs)		4,347		3,019		3,105		7,802		7,952		7,787
Total nonperforming assets	$	86,635		45,969		47,394		44,790		46,068		41,902
Past due loans over 90 days and still accruing interest	$	6,004		4,969		5,257		5,284		4,406		6,757
Accruing purchase credit deteriorated loans	$	6,501		7,010		7,415		7,684		8,060		8,759
Net loan charge-offs	$	13,451		18,093		9,771		7,291		11,729		10,983
Allowance for credit losses to nonaccrual loans		429.0	%	806.0	%	762.0	%	848.5	%	788.8	%	844.5	%
As a percentage of total loans:
Past due accruing loans over 30 days		0.23	%	0.16	%	0.14	%	0.14	%	0.15	%	0.13	%
Potential problem loans		0.39	%	0.42	%	0.32	%	0.22	%	0.19	%	0.21	%
Allowance for credit losses		1.08	%	1.08	%	1.08	%	1.04	%	1.04	%	1.04	%
Nonperforming assets to total loans, ORE and other NPAs		0.27	%	0.14	%	0.15	%	0.15	%	0.16	%	0.15	%
Classified asset ratio (Pinnacle Bank) ⁽⁶⁾		5.2	%	4.6	%	3.3	%	2.7	%	2.4	%	2.6	%
Annualized net loan charge-offs to avg. loans ⁽⁵⁾		0.17	%	0.23	%	0.13	%	0.10	%	0.17	%	0.16	%

Interest rates and yields:
Loans		6.62	%	6.50	%	6.30	%	6.00	%	5.54	%	4.73	%
Securities		4.12	%	3.81	%	3.66	%	3.47	%	3.19	%	2.66	%
Total earning assets		6.09	%	5.95	%	5.74	%	5.45	%	5.02	%	4.20	%
Total deposits, including non-interest bearing		3.07	%	2.92	%	2.52	%	2.03	%	1.40	%	0.66	%
Securities sold under agreements to repurchase		2.54	%	2.30	%	1.93	%	1.10	%	0.94	%	0.34	%
FHLB advances		4.26	%	4.22	%	4.20	%	3.94	%	3.04	%	2.26	%
Subordinated debt and other borrowings		5.59	%	5.54	%	5.44	%	5.38	%	4.98	%	4.51	%
Total deposits and interest-bearing liabilities		3.15	%	3.01	%	2.65	%	2.12	%	1.47	%	0.75	%

Capital and other ratios ⁽⁶⁾:
Pinnacle Financial ratios:
Shareholders' equity to total assets		12.6	%	12.3	%	12.5	%	12.6	%	13.2	%	13.0	%
Common equity Tier one		10.3	%	10.3	%	10.2	%	9.9	%	10.0	%	10.0	%
Tier one risk-based		10.8	%	10.9	%	10.8	%	10.5	%	10.5	%	10.7	%
Total risk-based		12.7	%	12.8	%	12.7	%	12.4	%	12.4	%	12.6	%
Leverage		9.4	%	9.4	%	9.5	%	9.6	%	9.7	%	9.7	%
Tangible common equity to tangible assets		8.6	%	8.2	%	8.3	%	8.3	%	8.5	%	8.3	%
Pinnacle Bank ratios:
Common equity Tier one		11.1	%	11.2	%	11.1	%	10.8	%	10.9	%	11.1	%
Tier one risk-based		11.1	%	11.2	%	11.1	%	10.8	%	10.9	%	11.1	%
Total risk-based		12.0	%	12.0	%	11.9	%	11.6	%	11.6	%	11.8	%
Leverage		9.7	%	9.7	%	9.8	%	9.9	%	10.1	%	10.1	%
Construction and land development loans as a percentage of total capital ⁽¹⁷⁾		84.2	%	83.1	%	84.5	%	88.5	%	85.9	%	85.4	%
Non-owner occupied commercial real estate and multi-family as a percentage of total capital ⁽¹⁷⁾		259.0	%	256.4	%	256.7	%	261.1	%	249.6	%	244.0	%

This information is preliminary and based on company data available at the time of the presentation.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED

*(dollars in thousands, except per share data)*	December			September		June		March		December		September
*(dollars in thousands, except per share data)*	2023			2023		2023		2023		2022		2022

Per share data:
Earnings per common share – basic	$	1.20		1.69		2.55		1.76		1.77		1.91
Earnings per common share - basic, excluding non-GAAP adjustments	$	1.70		1.79		1.80		1.76		1.77		1.91
Earnings per common share – diluted	$	1.19		1.69		2.54		1.76		1.76		1.91
Earnings per common share - diluted, excluding non-GAAP adjustments	$	1.68		1.79		1.79		1.76		1.76		1.91
Common dividends per share	$	0.22		0.22		0.22		0.22		0.22		0.22
Book value per common share at quarter end ⁽⁷⁾	$	75.80		73.23		73.32		71.24		69.35		67.07
Tangible book value per common share at quarter end ⁽⁷⁾	$	51.38		48.78		48.85		46.75		44.74		42.44
Revenue per diluted common share	$	5.16		5.35		6.43		5.28		5.27		5.40
Revenue per diluted common share, excluding non-GAAP adjustments	$	5.25		5.48		5.43		5.28		5.27		5.40

Investor information:
Closing sales price of common stock on last trading day of quarter	$	87.22		67.04		56.65		55.16		73.40		81.10
High closing sales price of common stock during quarter	$	89.34		75.95		57.93		82.79		87.81		87.66
Low closing sales price of common stock during quarter	$	60.77		56.41		46.17		52.51		70.74		68.68

Closing sales price of depositary shares on last trading day of quarter	$	22.60		22.70		23.75		24.15		25.35		25.33
High closing sales price of depositary shares during quarter	$	23.65		23.85		24.90		25.71		25.60		26.23
Low closing sales price of depositary shares during quarter	$	21.00		21.54		19.95		20.77		23.11		24.76

Other information:
Residential mortgage loan sales:
Gross loans sold	$	142,556		198,247		192,948		120,146		134,514		181,139
Gross fees ⁽⁸⁾	$	3,191		4,350		4,133		2,795		3,149		3,189
Gross fees as a percentage of loans originated		2.24	%	2.19	%	2.14	%	2.33	%	2.34	%	1.76	%
Net gain (loss) on residential mortgage loans sold	$	879		2,012		1,567		2,053		(65	)	1,117
Investment gains (losses) on sales of securities, net ⁽¹³⁾	$	14		(9,727	)	(9,961	)	—		—		217
Brokerage account assets, at quarter end ⁽⁹⁾	$	9,810,457		9,041,716		9,007,230		8,634,339		8,049,125		7,220,405
Trust account managed assets, at quarter end	$	5,530,495		5,047,128		5,084,592		4,855,951		4,560,752		4,162,639
Core deposits ⁽¹⁰⁾	$	33,738,917		33,606,783		32,780,767		32,054,111		31,301,077		30,748,817
Core deposits to total funding ⁽¹⁰⁾		81.7	%	81.9	%	80.9	%	82.4	%	86.8	%	87.4	%
Risk-weighted assets	$	40,205,295		39,527,086		38,853,588		38,117,659		36,216,901		35,281,315
Number of offices		128		128		127		126		123		120
Total core deposits per office	$	263,585		262,553		258,116		254,398		254,480		256,240
Total assets per full-time equivalent employee	$	14,287		14,274		14,166		13,750		12,948		12,875
Annualized revenues per full-time equivalent employee	$	468.4		486.2		593.0		496.5		491.8		511.5
Annualized expenses per full-time equivalent employee	$	296.8		254.1		256.5		261.7		247.3		248.2
Number of employees (full-time equivalent)		3,357.0		3,329.5		3,309.0		3,281.5		3,241.5		3,184.5
Associate retention rate ⁽¹¹⁾		94.2	%	93.6	%	94.1	%	93.8	%	93.8	%	93.6	%

This information is preliminary and based on company data available at the time of the presentation.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
	Three months ended							Year ended
**(dollars in thousands, except per share data)**	December			September		December		December		December
**(dollars in thousands, except per share data)**	2023			2023		2022		2023		2022

Net interest income	$	317,252		317,242		319,460		1,262,118		1,129,293

Noninterest income		79,088		90,797		82,321		433,253		416,124
Total revenues		396,340		408,039		401,781		1,695,371		1,545,417
Less: Investment losses (gains) on sales of securities, net		(14	)	9,727		—		19,674		(156	)
Gain on sale of fixed assets as a result of sale-leaseback transaction		—		—		—		(85,692	)	—
Loss on BOLI restructuring		7,166		—		—		7,166		—
Total revenues excluding the impact of adjustments noted above	$	403,492		417,766		401,781		1,636,519		1,545,261

Noninterest expense	$	251,168		213,233		202,047		887,769		779,999
Less: ORE expense (benefit)		125		33		179		315		280
FDIC special assessment		29,000		—		—		29,000		—
Noninterest expense excluding the impact of adjustments noted above	$	222,043		213,200		201,868		858,454		779,719

Pre-tax income	$	128,858		167,980		174,929		714,006		697,493
Provision for credit losses		16,314		26,826		24,805		93,596		67,925
Pre-tax pre-provision net revenue		145,172		194,806		199,734		807,602		765,418
Less: Adjustments noted above		36,277		9,760		179		(29,537	)	124
Adjusted pre-tax pre-provision net revenue ⁽¹²⁾	$	181,449		204,566		199,913		778,065		765,542

Noninterest income	$	79,088		90,797		82,321		433,253		416,124
Less: Adjustments noted above		7,152		9,727		—		(58,852	)	(156	)
Noninterest income excluding the impact of adjustments noted above	$	86,240		100,524		82,321		374,401		415,968

Efficiency ratio ⁽⁴⁾		63.37	%	52.26	%	50.29	%	52.36	%	50.47	%
Adjustments noted above		(8.34	)%	(1.23	)%	(0.05	)%	0.10	%	(0.01	)%
Efficiency ratio excluding adjustments noted above ⁽⁴⁾		55.03	%	51.03	%	50.24	%	52.46	%	50.46	%

Total average assets	$	47,668,519		47,266,199		41,324,251		45,849,472		39,810,905

Noninterest income to average assets ⁽¹⁾		0.66	%	0.76	%	0.79	%	0.94	%	1.05	%
Less: Adjustments noted above		0.06	%	0.08	%	—	%	(0.12	)%	(0.01	)%
Noninterest income (excluding adjustments noted above) to average assets ⁽¹⁾		0.72	%	0.84	%	0.79	%	0.82	%	1.04	%

Noninterest expense to average assets ⁽¹⁾		2.09	%	1.79	%	1.94	%	1.94	%	1.96	%
Adjustments as noted above		(0.24	)%	—	%	—	%	(0.07	)%	—	%
Noninterest expense (excluding adjustments noted above) to average assets ⁽¹⁾		1.85	%	1.79	%	1.94	%	1.87	%	1.96	%

This information is preliminary and based on company data available at the time of the presentation.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
	Three months ended
(dollars in thousands, except per share data)	December			September		June		March		December		September
(dollars in thousands, except per share data)	2023			2023		2023		2023		2022		2022
Net income available to common shareholders	$	91,181		128,805		193,501		133,473		134,049		144,860
Less:
Investment (gains) losses on sales of securities, net		(14	)	9,727		9,961		—		—		(217	)
Gain on sale of fixed assets as a result of sale-leaseback transaction		—		—		(85,692	)	—		—		—
Loss on BOLI restructuring		16,252		—		—		—		—		—
ORE expense (benefit)		125		33		58		99		179		(90	)
FDIC special assessment		29,000		—		—		—		—		—
Tax effect on above noted adjustments⁽¹⁶⁾		(7,278	)	(2,440	)	18,918		(25	)	(47	)	80
Net income available to common shareholders excluding adjustments noted above	$	129,266		136,125		136,746		133,547		134,181		144,633

Basic earnings per common share	$	1.20		1.69		2.55		1.76		1.77		1.91
Less:
Investment (gains) losses on sales of securities, net		—		0.13		0.13		—		—		—
Gain on sale of fixed assets as a result of sale-leaseback transaction		—		—		(1.13	)	—		—		—
Loss on BOLI restructuring		0.21		—		—		—		—		—
ORE expense (benefit)		—		—		—		—		—		—
FDIC special assessment		0.38		—		—		—		—		—
Tax effect on above noted adjustments ⁽¹⁶⁾		(0.10	)	(0.03	)	0.25		—		—		—
Basic earnings per common share excluding adjustments noted above	$	1.70		1.79		1.80		1.76		1.77		1.91

Diluted earnings per common share	$	1.19		1.69		2.54		1.76		1.76		1.91
Less:
Investment (gains) losses on sales of securities, net		—		0.13		0.13		—		—		—
Gain on sale of fixed assets as a result of sale-leaseback transaction		—		—		(1.13	)	—		—		—
Loss on BOLI restructuring		0.21		—		—		—		—		—
ORE expense (benefit)		—		—		—		—		—		—
FDIC special assessment		0.38		—		—		—		—		—
Tax effect on above noted adjustments ⁽¹⁶⁾		(0.09	)	(0.03	)	0.25		—		—		—
Diluted earnings per common share excluding the adjustments noted above	$	1.68		1.79		1.80		1.76		1.76		1.90

Revenue per diluted common share	$	5.16		5.35		6.43		5.28		5.27		5.40
Adjustments due to revenue-impacting items as noted above		0.09		0.13		(1.00	)	—		—		—
Revenue per diluted common share excluding adjustments due to revenue-impacting items as noted above	$	5.25		5.48		5.43		5.28		5.27		5.40

Book value per common share at quarter end ⁽⁷⁾	$	75.80		73.23		73.32		71.24		69.35		67.07
Adjustment due to goodwill, core deposit and other intangible assets		(24.42	)	(24.45	)	(24.47	)	(24.49	)	(24.61	)	(24.63	)
Tangible book value per common share at quarter end ⁽⁷⁾	$	51.38		48.78		48.85		46.75		44.74		42.44

Equity method investment ⁽¹⁵⁾
Fee income from BHG, net of amortization	$	14,432		24,967		26,924		19,079		21,005		41,341
Funding cost to support investment		5,803		6,546		6,005		5,768		5,438		4,680
Pre-tax impact of BHG		8,629		18,421		20,919		13,311		15,567		36,661
Income tax expense at statutory rates ⁽¹⁶⁾		2,157		4,605		5,230		3,328		4,069		9,583
Earnings attributable to BHG	$	6,472		13,816		15,689		9,983		11,498		27,078

Basic earnings per common share attributable to BHG	$	0.09		0.18		0.21		0.13		0.15		0.36
Diluted earnings per common share attributable to BHG	$	0.08		0.18		0.21		0.13		0.15		0.36

This information is preliminary and based on company data available at the time of the presentation.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
	Year ended
(dollars in thousands, except per share data)	December 31,
(dollars in thousands, except per share data)	2023			2022
Net income available to common shareholders	$	546,960		545,550
Less:
Investment losses on sales of securities, net		19,674		(156	)
Gain on sale of fixed assets as a result of sale-leaseback transaction		(85,692	)	—
Loss on BOLI restructuring		16,252		—
ORE expense		315		280
FDIC special assessment		29,000		—
Tax effect on above noted adjustments ⁽¹⁶⁾		9,176		(32	)
Net income available to common shareholders excluding adjustments noted above	$	535,685		545,642

Basic earnings per common share	$	7.20		7.20
Less:
Investment losses on sales of securities, net		0.26		—
Gain on sale of fixed assets as a result of sale-leaseback transaction		(1.12	)	—
Loss on BOLI restructuring		0.21		—
ORE expense		—		—
FDIC special assessment		0.38		—
Tax effect on above noted adjustments⁽¹⁶⁾		0.12		—
Basic earnings per common share excluding adjustments noted above	$	7.05		7.20

Diluted earnings per common share		7.14		7.17
Less:
Investment losses on sales of securities, net		0.26		—
Gain on sale of fixed assets as a result of sale-leaseback transaction		(1.12	)	—
Loss on BOLI restructuring		0.21		—
ORE expense		—		—
FDIC special assessment		0.38		—
Tax effect on above noted adjustments⁽¹⁶⁾		0.12		—
Diluted earnings per common share excluding the adjustments noted above	$	6.99		7.17

Revenue per diluted common share	$	22.12		20.30
Adjustments due to revenue-impacting items as noted above		(0.77	)	—
Revenue per diluted common share excluding adjustments due to revenue-impacting items noted above	$	21.35		20.30

Equity method investment ⁽¹⁵⁾
Fee income from BHG, net of amortization	$	85,402		145,466
Funding cost to support investment		23,430		14,671
Pre-tax impact of BHG		61,972		130,795
Income tax expense at statutory rates ⁽¹⁶⁾		15,493		34,190
Earnings attributable to BHG	$	46,479		96,605

Basic earnings per common share attributable to BHG	$	0.61		1.28
Diluted earnings per common share attributable to BHG	$	0.61		1.27

This information is preliminary and based on company data available at the time of the presentation.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
	Three months ended							Year ended
**(dollars in thousands, except per share data)**	December			September		December		December			December
**(dollars in thousands, except per share data)**	2023			2023		2022		2023			2022

Return on average assets ⁽¹⁾		0.76	%	1.08	%	1.29	%		1.19	%	1.37	%
Adjustments as noted above		0.32	%	0.06	%	—	%		(0.02	)%	—	%
Return on average assets excluding adjustments noted above ⁽¹⁾		1.08	%	1.14	%	1.29	%		1.17	%	1.37	%

Tangible assets:
Total assets	$	47,959,883		47,523,790		41,970,021		$	47,959,883		41,970,021
Less: Goodwill		(1,846,973	)	(1,846,973	)	(1,846,973	)		(1,846,973	)	(1,846,973	)
Core deposit and other intangible assets		(27,465	)	(29,216	)	(34,555	)		(27,465	)	(34,555	)
Net tangible assets	$	46,085,445		45,647,601		40,088,493		$	46,085,445		40,088,493

Tangible common equity:
Total shareholders' equity	$	6,035,788		5,837,641		5,519,392		$	6,035,788		5,519,392
Less: Preferred shareholders' equity		(217,126	)	(217,126	)	(217,126	)		(217,126	)	(217,126	)
Total common shareholders' equity		5,818,662		5,620,515		5,302,266			5,818,662		5,302,266
Less: Goodwill		(1,846,973	)	(1,846,973	)	(1,846,973	)		(1,846,973	)	(1,846,973	)
Core deposit and other intangible assets		(27,465	)	(29,216	)	(34,555	)		(27,465	)	(34,555	)
Net tangible common equity	$	3,944,224		3,744,326		3,420,738		$	3,944,224		3,420,738

Ratio of tangible common equity to tangible assets		8.56	%	8.20	%	8.53	%		8.56	%	8.53	%

Average tangible assets:
Average assets	$	47,668,519		47,266,199		41,324,251		$	45,849,472		39,810,905
Less: Average goodwill		(1,846,973	)	(1,846,973	)	(1,846,471	)		(1,846,973	)	(1,843,708	)
Average core deposit and other intangible assets		(28,573	)	(30,367	)	(35,126	)		(31,231	)	(34,162	)
Net average tangible assets	$	45,792,973		45,388,859		39,442,654		$	43,971,268		37,933,035

Return on average assets ⁽¹⁾		0.76	%	1.08	%	1.29	%		1.19	%	1.37	%
Adjustment due to goodwill, core deposit and other intangible assets		0.03	%	0.04	%	0.06	%		0.05	%	0.07	%
Return on average tangible assets ⁽¹⁾		0.79	%	1.13	%	1.35	%		1.24	%	1.44	%
Adjustments as noted above		0.33	%	0.06	%	—	%		(0.02	)%	—	%
Return on average tangible assets excluding adjustments noted above ⁽¹⁾		1.12	%	1.19	%	1.35	%		1.22	%	1.44	%

Average tangible common equity:
Average shareholders' equity	$	5,889,075		5,898,196		5,433,274		$	5,794,917		5,371,403
Less: Average preferred equity		(217,126	)	(217,126	)	(217,126	)		(217,126	)	(217,126	)
Average common equity		5,671,949		5,681,070		5,216,148			5,577,791		5,154,277
Less: Average goodwill		(1,846,973	)	(1,846,973	)	(1,846,471	)		(1,846,973	)	(1,843,708	)
Average core deposit and other intangible assets		(28,573	)	(30,367	)	(35,126	)		(31,231	)	(34,162	)
Net average tangible common equity	$	3,796,403		3,803,730		3,334,551		$	3,699,587		3,276,407

Return on average equity⁽¹⁾		6.14	%	8.66	%	9.79	%		9.44	%	10.16	%
Adjustment due to average preferred shareholders' equity		0.24	%	0.34	%	0.41	%		0.37	%	0.43	%
Return on average common equity ⁽¹⁾		6.38	%	9.00	%	10.20	%		9.81	%	10.58	%
Adjustment due to goodwill, core deposit and other intangible assets		3.15	%	4.44	%	5.75	%		4.97	%	6.07	%
Return on average tangible common equity ⁽¹⁾		9.53	%	13.43	%	15.95	%		14.78	%	16.65	%
Adjustments as noted above		3.98	%	0.76	%	0.01	%		(0.30	)%	—	%
Return on average tangible common equity excluding adjustments noted above ⁽¹⁾		13.51	%	14.20	%	15.96	%		14.48	%	16.65	%

This information is preliminary and based on company data available at the time of the presentation.

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED

1. Ratios are presented on an annualized basis.

2. Net interest margin is the result of net interest income on a tax equivalent basis divided by average interest earning assets.

3. Total revenue is equal to the sum of net interest income and noninterest income.

4. Efficiency ratios are calculated by dividing noninterest expense by the sum of net interest income and noninterest income.

5. Annualized net loan charge-offs to average loans ratios are computed by annualizing quarter-to-date net loan charge-offs and dividing the result by average loans for the quarter-to-date period.

6. Capital ratios are calculated using regulatory reporting regulations enacted for such period and are defined as follows:

Equity to total assets – End of period total shareholders' equity as a percentage of end of period assets.

Tangible common equity to tangible assets - End of period total shareholders' equity less end of period preferred stock, goodwill, core deposit and other intangibles as a percentage of end of period assets less end of period goodwill, core deposit and other intangibles.

Leverage – Tier I capital (pursuant to risk-based capital guidelines) as a percentage of adjusted average assets.

Tier I risk-based – Tier I capital (pursuant to risk-based capital guidelines) as a percentage of total risk-weighted assets.

Total risk-based – Total capital (pursuant to risk-based capital guidelines) as a percentage of total risk-weighted assets.

Classified asset - Classified assets as a percentage of Tier 1 capital plus allowance for credit losses.

Tier I common equity to risk weighted assets - Tier 1 capital (pursuant to risk-based capital guidelines) less the amount of any preferred stock or subordinated indebtedness that is considered as a component of Tier 1 capital as a percentage of total risk-weighted assets.

7. Book value per common share computed by dividing total common shareholders' equity by common shares outstanding. Tangible book value per common share computed by dividing total common shareholders' equity, less goodwill, core deposit and other intangibles by common shares outstanding.

8. Amounts are included in the statement of income in "Gains on mortgage loans sold, net", net of commissions paid on such amounts.

9. At fair value, based on information obtained from Pinnacle's third party broker/dealer for non-FDIC insured financial products and services.

10. Core deposits include all transaction deposit accounts, money market and savings accounts and all certificates of deposit issued in a denomination of less than $250,000. The ratio noted above represents total core deposits divided by total funding, which includes total deposits, FHLB advances, securities sold under agreements to repurchase, subordinated indebtedness and all other interest-bearing liabilities.

11. Associate retention rate is computed by dividing the number of associates employed at quarter end less the number of associates that have resigned in the last 12 months by the number of associates employed at quarter end.

12. Adjusted pre-tax, pre-provision net revenue excludes the impact of ORE expenses and income, investment gains and losses on sales of securities, gain on sale of fixed assets as a result of the sale-leaseback transaction and the impact of BOLI restructuring.

13. Represents investment gains (losses) on sales and impairments, net occurring as a result of gains or losses incurred as the result of a change in management's intention to sell a bond prior to the recovery of its amortized cost basis.

14. The dividend payout ratio is calculated as the sum of the annualized dividend rate for dividends paid on common shares divided by the trailing 12-months fully diluted earnings per common share as of the dividend declaration date.

15. Earnings from equity method investment includes the impact of the funding costs of the overall franchise calculated using the firm's subordinated and other borrowing rates. Income tax expense is calculated using statutory tax rates.

16. Adjustment includes tax effect calculated using a blended statutory rate of 25.00 percent for 2023. For periods prior to 2023, tax effect calculated using a blended statutory rate of 26.14 percent. Loss on BOLI restructuring is not tax effected.

17. Calculated using the same guidelines as are used in the Federal Financial Institutions Examination Council's Uniform Bank Performance Report.

pnfp-earnings

View source version on businesswire.com: https://www.businesswire.com/news/home/20240116690173/en/

MEDIA CONTACT: Joe Bass, 615-743-8219

FINANCIAL CONTACT: Harold Carpenter, 615-744-3742

WEBSITE: www.pnfp.com

Source: Pinnacle Financial Partners, Inc.

FAQ

What is the ticker symbol for Pinnacle Financial Partners, Inc.?

The ticker symbol for Pinnacle Financial Partners, Inc. is PNFP.

What was the net income per diluted common share for the quarter ended Dec. 31, 2023?

The net income per diluted common share for the quarter ended Dec. 31, 2023, was $1.19.

What were the adjustments to net income per diluted common share for the three months ended Dec. 31, 2023?

The adjustments included tax effect, investment losses on sales of securities, gain on sale of fixed assets, loss on BOLI restructuring, ORE expense, and FDIC special assessment.

What was the impact of the restructuring of bank-owned life insurance contracts?

The restructuring is expected to increase the future yields of the underlying insurance contracts, with an expected increase in non-taxable noninterest income of approximately $10.5 million in 2024.

What were the future payments accrued to the FDIC?

The firm accrued approximately $29.0 million for future payments to the FDIC pursuant to a special insurance assessment to recover losses incurred by the Deposit Insurance Fund associated with two bank failures.

PNFP Reports 4Q23 Diluted EPS of $1.19, Diluted EPS of $1.68 Excluding FDIC Special Assessment and BOLI Restructuring Charges

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What is the ticker symbol for Pinnacle Financial Partners, Inc.?

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What was the impact of the restructuring of bank-owned life insurance contracts?

What were the future payments accrued to the FDIC?

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PNFP Reports 4Q23 Diluted EPS of $1.19, Diluted EPS of $1.68 Excluding FDIC Special Assessment and BOLI Restructuring Charges

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What is the ticker symbol for Pinnacle Financial Partners, Inc.?

What was the net income per diluted common share for the quarter ended Dec. 31, 2023?

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What was the impact of the restructuring of bank-owned life insurance contracts?

What were the future payments accrued to the FDIC?

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