| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PNFP | PNFP Common Stock | Award | $0 | +40.5K | +17.95% | $0.00 | 266K | Feb 25, 2025 | Direct | F1, F2 |
| transaction | PNFP | PNFP Common Stock | Tax liability | -$1.8M | -16K | -5.99% | $113.02 | 250K | Feb 25, 2025 | Direct | F3 |
| transaction | PNFP | PNFP Common Stock | Gift | $0 | -5.47K | -2.18% | $0.00 | 245K | Feb 26, 2025 | Direct | |
| transaction | PNFP | PNFP Common Stock | Sale | -$755K | -6.7K | -2.73% | $112.68 | 238K | Feb 26, 2025 | Direct | F4 |
| transaction | PNFP | PNFP Common Stock | Sale | -$375K | -3.3K | -1.38% | $113.60 | 235K | Feb 26, 2025 | Direct | F5 |
| holding | PNFP | PNFP Common Stock | 34.3K | Feb 25, 2025 | 401K | ||||||
| holding | PNFP | PNFP Common Stock | 22K | Feb 25, 2025 | IRA |
| Id | Content |
|---|---|
| F1 | On January 23, 2020, the reporting person was granted 70,583 performance units eligible to vest at target levels of performance (with vesting of more or less units possible based on the performance) of Pinnacle Financial Partners, Inc. (the "Company") against certain performance metrics compared to peers for 2020, 2021 and 2022 and so long as the ratio of Pinnacle Bank's nonperforming assets to its loans plus other real estate owned ("NPA ratio") at December 31, 2024 was not greater than 3.00%. Based upon the Company's performance for 2020, 2021 and 2022 and the NPA ratio at December 31, 2024, as reflected in the Company's Annual Report on Form 10-K for 2024, the reporting person earned 40,544 performance units, which units vested and were settled in 40,544 shares of Company common stock. As described in footnote 3, a portion of those 40,544 shares of common stock were retained by the Company to cover withholding taxes owed by the reporting person. |
| F2 | Performance units are settled in shares of common stock on a one-for-one basis. Accordingly, no purchase price was paid for the shares by the reporting person. |
| F3 | Represents shares retained by the Company to cover withholding taxes due upon the vesting of the performance units and issuance of the common shares described in footnote 1. |
| F4 | The price reported is a weighted average price. These shares were sold in multiple transactions at prices from $112.20 to $113.17. The reporting person undertakes to provide Pinnacle Financial Partners, Inc., any security holder of Pinnacle Financial Partners, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
| F5 | The price reported is a weighted average price. These shares were sold in multiple transactions at prices from $113.22 to $113.97. The reporting person undertakes to provide Pinnacle Financial Partners, Inc., any security holder of Pinnacle Financial Partners, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |