Charissa D. Sumerlin - 11 Mar 2025 Form 4 Insider Report for PINNACLE FINANCIAL PARTNERS INC (PNFP)

Signature
/s/ Charissa D. Sumerlin
Issuer symbol
PNFP
Transactions as of
11 Mar 2025
Net transactions value
-$4,076
Form type
4
Filing time
12 Mar 2025, 10:39:02 UTC
Previous filing
31 Jan 2025
Next filing
31 Dec 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PNFP PNFP Common Stock Award $0 +167 +8% $0.000000 2,260 11 Mar 2025 Direct F1, F2
transaction PNFP PNFP Common Stock Sale $4,076 -41 -1.8% $99.42 2,219 11 Mar 2025 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On January 20, 2022, the reporting person was granted 167 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 a performance period commencing January 1, 2022 and ended December 31, 2024 and so long as the average of the ratio of Pinnacle Bank's nonperforming assets to its loans plus other real estate owned (NPA ratio) at December 31, 2022, 2023 and 2024 was not greater than 3.00%. Based upon the performance of the Company for 2022, 2023 and 2024 and the average of the NPA ratio at December 31, 2022, 2023 and 2024, the reporting person earned 167 performance units, which units vested and were settled in shares of Company common stock.
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.