| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PNFP | PNFP Common Stock | Award | $0 | +33K | +10.76% | $0.00 | 339K | Feb 28, 2023 | Direct | F1, F2 |
| transaction | PNFP | PNFP Common Stock | Tax liability | -$972K | -13K | -3.82% | $74.93 | 326K | Feb 28, 2023 | Direct | F3 |
| transaction | PNFP | PNFP Common Stock | Sale | -$1.76M | -23.9K | -7.34% | $73.38 | 302K | Mar 1, 2023 | Direct | F3, F4 |
| transaction | PNFP | PNFP Common Stock | Sale | -$17K | -230 | -0.08% | $73.98 | 302K | Mar 1, 2023 | Direct | F3, F5 |
| holding | PNFP | PNFP Common Stock | 173K | Feb 28, 2023 | McCabe Family 2020 GST Exempt Trust | F6 | |||||
| holding | PNFP | PNFP Common Stock | 2.37K | Feb 28, 2023 | IRA-Spouse | ||||||
| holding | PNFP | PNFP Common Stock | 184 | Feb 28, 2023 | By Daughter | ||||||
| holding | PNFP | PNFP Common Stock | 2.65K | Feb 28, 2023 | By Spouse | ||||||
| holding | PNFP | PNFP Common Stock | 159 | Feb 28, 2023 | By Daughter | ||||||
| holding | PNFP | PNFP Common Stock | 31.1K | Feb 28, 2023 | 401K Plan | ||||||
| holding | PNFP | Depositary Shares | 20K | Feb 28, 2023 | Direct | F7 | |||||
| holding | PNFP | Depositary Shares | 10K | Feb 28, 2023 | By Spouse | F7 |
| Id | Content |
|---|---|
| F1 | On January 24, 2018, the reporting person was granted 55,113 performance units eligible to vest at target levels of performance(with vesting of more or less units possible based on actual performance) based on the extent to which certain ROATA metrics were met for 2018, 2019 and 2020 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, 2022 was not greater than 3.00%.Based upon the performance of Pinnacle Financial Partners, Inc.(the "Company") for 2018, 2019 and 2020 and the NPA ratio at December 31, 2022, as reflected in the Company's Annual Report on Form 10-K for 2022, the reporting person earned 32,962 performance units, which units vested and were settled in 32,962 shares of Company common stock. As described in footnote 3, a portion of those 32,962 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 $72.91 to $73.89. 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 $73.93 to $74.05. 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. |
| F6 | Represents shares transferred to the McCabe Family 2020 GST Exempt Trust over which the reporting person's spouse shares control |
| F7 | Each depositary share represents a 1/40th interest in a share of the Issuer's 6.75% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series B, no par value per share. Depositary shares purchased in an underwritten public offering. |