PNFPP / Pinnacle Financial Partners, Inc. - Preferred Stock - Документы SEC, Годовой отчет, Доверенное заявление

Pinnacle Financial Partners, Inc. — Привилегированные акции
US ˙ NasdaqGS ˙ US72346Q3020

Основная статистика
LEI 54930098EZ8JMSAZGS24
CIK 1115055
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Pinnacle Financial Partners, Inc. - Preferred Stock
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
August 28, 2025 EX-99.1

Building The Southeast Growth Champion August 2025 Forward-Looking Statements Forward-Looking Statements This communication contains statements that constitute “forward-looking statements” within the meaning of, and subject to the protections of, Sec

Exhibit 99.1 Building The Southeast Growth Champion August 2025 Forward-Looking Statements Forward-Looking Statements This communication contains statements that constitute “forward-looking statements” within the meaning of, and subject to the protections of, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements ot

August 28, 2025 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2025 (August 27, 2025)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2025 (August 27, 2025) PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of i

August 28, 2025 EX-99.1

Building The Southeast Growth Champion August 2025 Forward-Looking Statements Forward-Looking Statements This communication contains statements that constitute “forward-looking statements” within the meaning of, and subject to the protections of, Sec

Exhibit 99.1 Building The Southeast Growth Champion August 2025 Forward-Looking Statements Forward-Looking Statements This communication contains statements that constitute “forward-looking statements” within the meaning of, and subject to the protections of, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements ot

August 28, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2025 (August 27, 2025)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2025 (August 27, 2025) PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of i

August 21, 2025 425

PINNACLE FINANCIAL PARTNERS AND SYNOVUS ANNOUNCE EXECUTIVE LEADERSHIP TEAM FOR COMBINED COMPANY

Filed by: Pinnacle Financial Partners, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Companies: Pinnacle Financial Partners, Inc. Commission File No. 000-31225 Synovus Financial Corp. Commission File No. 001-10312 Date: August 21, 2025 The following joint press release wa

August 12, 2025 425

Filed by: Pinnacle Financial Partners, Inc.

Filed by: Pinnacle Financial Partners, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Companies: Pinnacle Financial Partners, Inc. Commission File No. 000-31225 Synovus Financial Corp. Commission File No. 001-10312 Date: August 11, 2025 The following social media posts wer

August 7, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Number

July 31, 2025 425

Filed by: Pinnacle Financial Partners, Inc.

Filed by: Pinnacle Financial Partners, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Companies: Pinnacle Financial Partners, Inc. Synovus Financial Corp. Commission File No. 000-31225 Date: July 31, 2025 The following joint video recording of the Pinnacle and Synovus chie

July 25, 2025 425

“Over the last 25 years, we have attracted extraordinary talent to a bank that closely partners with its clients, developing ‘raving fans’ and delivering industry-leading growth. We are pleased to join forces with Synovus in a combination that priori

Filed by: Pinnacle Financial Partners, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Companies: Pinnacle Financial Partners, Inc. Commission File No. 000-31225 Synovus Financial Corp. Commission File No. 001-10312 Date: July 24, 2025 The following fact sheet was made avai

July 25, 2025 425

Filed by: Pinnacle Financial Partners, Inc.

Filed by: Pinnacle Financial Partners, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Companies: Pinnacle Financial Partners, Inc. Commission File No. 000-31225 Synovus Financial Corp. Commission File No. 001-10312 Date: July 24, 2025 The following associates FAQ was made

July 25, 2025 425

Filed by: Pinnacle Financial Partners, Inc.

Filed by: Pinnacle Financial Partners, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Companies: Pinnacle Financial Partners, Inc. Commission File No. 000-31225 Synovus Financial Corp. Commission File No. 001-10312 Date: July 24, 2025 The following letter to associates was

July 25, 2025 425

Filed by: Pinnacle Financial Partners, Inc.

Filed by: Pinnacle Financial Partners, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Companies: Pinnacle Financial Partners, Inc. Commission File No. 000-31225 Synovus Financial Corp. Commission File No. 001-10312 Date: July 24, 2025 The following statements were made ava

July 25, 2025 425

Filed by: Pinnacle Financial Partners, Inc.

Filed by: Pinnacle Financial Partners, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Companies: Pinnacle Financial Partners, Inc. Commission File No. 000-31225 Synovus Financial Corp. Commission File No. 001-10312 Date: July 24, 2025 The following client letter was made a

July 25, 2025 425

Filed by: Pinnacle Financial Partners, Inc.

Filed by: Pinnacle Financial Partners, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Companies: Pinnacle Financial Partners, Inc. Commission File No. 000-31225 Synovus Financial Corp. Commission File No. 001-10312 Date: July 24, 2025 The following online statement was mad

July 25, 2025 425

Filed by: Pinnacle Financial Partners, Inc.

Filed by: Pinnacle Financial Partners, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Companies: Pinnacle Financial Partners, Inc. Commission File No. 000-31225 Synovus Financial Corp. Commission File No. 001-10312 Date: July 25, 2025 The following Pinnacle employee town h

July 25, 2025 425

Pinnacle-Synovus Merger Conference Call July 24, 2025 5:30pm ET

Filed by: Pinnacle Financial Partners, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Companies: Pinnacle Financial Partners, Inc. Commission File No. 000-31225 Synovus Financial Corp. Commission File No. 001-10312 Date: July 25, 2025 The following transcript of the joint

July 25, 2025 425

Filed by: Pinnacle Financial Partners, Inc.

Filed by: Pinnacle Financial Partners, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Companies: Pinnacle Financial Partners, Inc. Commission File No. 000-31225 Synovus Financial Corp. Commission File No. 001-10312 Date: July 24, 2025 The following LinkedIn Post was made a

July 25, 2025 EX-2.1

Agreement and Plan of Merger, dated as of July 24, 2025, by and among Pinnacle Financial Partners, Inc., Synovus Financial Corp. and Steel Newco Inc., incorporated herein by reference to Exhibit 2.1 to the Company's Current Report on 8-K filed with the SEC on July 25, 2025.

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among SYNOVUS FINANCIAL CORP., PINNACLE FINANCIAL PARTNERS, INC. and STEEL NEWCO INC. Dated as of July 24, 2025 TABLE OF CONTENTS ARTICLE I GOVERNANCE OF NEWCO 1 1.1 Governance of Newco 1 ARTICLE II THE MERGER 2 2.1 Merger 2 2.2 Time and Place of Closing 2 2.3 Effective Time 2 2.4 Conversion of Common Stock 3 2.5 Cancellation of Newco Common Stock 4

July 25, 2025 425

Filed by: Pinnacle Financial Partners, Inc.

Filed by: Pinnacle Financial Partners, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Companies: Pinnacle Financial Partners, Inc. Commission File No. 000-31225 Synovus Financial Corp. Commission File No. 001-10312 Date: July 24, 2025 The following letter to community part

July 25, 2025 EX-10.2

Letter Agreement, dated July 24, 2025, by and between Pinnacle Financial Partners, Inc. and Robert A. McCabe, Jr., incorporated herein by reference to Exhibit 10.2 to the Company's Current Report on 8-K filed with the SEC on July 25, 2025.

Exhibit 10.2 July 24, 2025 Robert A. McCabe, Jr. (at the address on file with Pinnacle) Dear Rob: This letter (this “Letter Agreement”) memorializes our recent discussions and agreement concerning your expected positions with Steel Newco Inc. (the “Company”), and, during the Initial Term (as defined below), Pinnacle Bank (the “Bank”), following the completion of the merger (the “Merger”) contempla

July 25, 2025 EX-10.1

s, Inc. and M. Terry Turner, incorporated herein by reference to Exhibit

Exhibit 10.1 July 24, 2025 M. Terry Turner (at the address on file with Pinnacle) Dear Terry: This letter (this “Letter Agreement”) memorializes our recent discussions and agreement concerning your expected positions with Steel Newco Inc. (the “Company”), and, during the Initial Term (as defined below), Pinnacle Bank (the “Bank”), following the completion of the merger (the “Merger”) contemplated

July 25, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2025 ( July 24, 2025) PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of inco

July 25, 2025 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2025 ( July 24, 2025)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2025 ( July 24, 2025) PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of inco

July 25, 2025 425

Filed by: Pinnacle Financial Partners, Inc.

Filed by: Pinnacle Financial Partners, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Companies: Pinnacle Financial Partners, Inc. Commission File No. 000-31225 Synovus Financial Corp. Commission File No. 001-10312 Date: July 24, 2025 The following letter was made availabl

July 24, 2025 EX-99.1

Pinnacle Financial Partners and Synovus to Combine to Create the Southeast Growth Champion Builds Fastest-Growing, Highest-Return Regional Bank Positioned to Remain Employer of Choice, with Industry-Leading Customer Service and Deep Roots in Local Co

Exhibit 99.1 Pinnacle Financial Partners and Synovus to Combine to Create the Southeast Growth Champion Builds Fastest-Growing, Highest-Return Regional Bank Positioned to Remain Employer of Choice, with Industry-Leading Customer Service and Deep Roots in Local Communities Complete Alignment on Strategy, Leadership, Brand and Operating Model to Continue Long Track Record of Profitable Growth Compel

July 24, 2025 EX-99.2

Pinnacle and Synovus to Combine: Building The Southeast Growth Champion July 24, 2025 Forward‐Looking Statements 2 Forward‐Looking Statements This communication contains statements that constitute “forward‐looking statements” within the meaning of, a

Exhibit 99.2 Pinnacle and Synovus to Combine: Building The Southeast Growth Champion July 24, 2025 Forward‐Looking Statements 2 Forward‐Looking Statements This communication contains statements that constitute “forward‐looking statements” within the meaning of, and subject to the protections of, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act o

July 24, 2025 EX-99.2

Pinnacle and Synovus to Combine: Building The Southeast Growth Champion July 24, 2025 Forward‐Looking Statements 2 Forward‐Looking Statements This communication contains statements that constitute “forward‐looking statements” within the meaning of, a

Exhibit 99.2 Pinnacle and Synovus to Combine: Building The Southeast Growth Champion July 24, 2025 Forward‐Looking Statements 2 Forward‐Looking Statements This communication contains statements that constitute “forward‐looking statements” within the meaning of, and subject to the protections of, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act o

July 24, 2025 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2025 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Commi

July 24, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2025 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Commi

July 24, 2025 EX-99.1

Pinnacle Financial Partners and Synovus to Combine to Create the Southeast Growth Champion Builds Fastest-Growing, Highest-Return Regional Bank Positioned to Remain Employer of Choice, with Industry-Leading Customer Service and Deep Roots in Local Co

Exhibit 99.1 Pinnacle Financial Partners and Synovus to Combine to Create the Southeast Growth Champion Builds Fastest-Growing, Highest-Return Regional Bank Positioned to Remain Employer of Choice, with Industry-Leading Customer Service and Deep Roots in Local Communities Complete Alignment on Strategy, Leadership, Brand and Operating Model to Continue Long Track Record of Profitable Growth Compel

July 16, 2025 EX-99.1

PNFP REPORTS 2Q25 DILUTED EPS OF $2.00 Linked-quarter annualized growth for loans was 10.7%; Net interest margin increased to 3.23% in 2Q25

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

July 16, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2025 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Commi

June 26, 2025 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) O

May 9, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

May 9, 2025 EX-3.1

Amended and Restated Charter, as amended (restated for SEC filing purposes only.)*

Exhibit 3.1 (Restated for SEC filing purposes only) AMENDED AND RESTATED CHARTER OF PINNACLE FINANCIAL PARTNERS, INC. Under the authority of Section 48-20-101, et. al., of the Tennessee Business Corporation Act, as amended, the undersigned corporation adopts the following Amended and Restated Charter: Article 1. Name The name of the Corporation is: “Pinnacle Financial Partners, Inc.” Article 2. Ca

April 21, 2025 8-K

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2025 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 001-39309 62-1812853 (State or other jurisdiction of incorporation) (Comm

April 15, 2025 EX-99.1

PNFP REPORTS 1Q25 DILUTED EPS OF $1.77; ADJUSTED DILUTED EPS OF $1.90 Year-over-year loan growth was 9.0%

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

April 15, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2025 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Comm

April 11, 2025 EX-3.1

Articles of Amendment to the Amended and Restated Charter of Pinnacle Financial Partners, Inc., as amended, filed with the Secretary of State of the State of Tennessee effective April 7, 2025.

Exhibit 3.1 ARTICLES OF AMENDMENT TO THE AMENDED AND RESTATED CHARTER OF PINNACLE FINANCIAL PARTNERS, INC. In accordance with the provisions of Section 48-20-106 of the Tennessee Business Corporation Act, the undersigned corporation adopts the following Articles of Amendment (the "Articles of Amendment") to its Amended and Restated Charter, as previously amended (the "Charter"): 1. The name of the

April 11, 2025 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 7, 2025 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Commi

March 3, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

March 3, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

February 28, 2025 EX-10.1

Pinnacle Financial Partners, Inc. 202

Exhibit 10.1 PINNACLE FINANCIAL PARTNERS, INC. 2025 ANNUAL CASH INCENTIVE PLAN As approved by the Human Resources and Compensation Committee of the Board of Directors of Pinnacle Financial Partners, Inc. on February 25, 2025 PLAN OBJECTIVES: The overall objectives of the 2025 Annual Cash Incentive Plan (the “Plan”) are to: 1Motivate participants to achieve important corporate soundness thresholds

February 28, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2025 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (C

February 25, 2025 EX-99.1

Audited consolidated financial statements of Bankers Healthcare Group, LLC and Subsidiaries as of September 30, 2024 and September 30, 2023 and for each of the years in the three-year period ended September 30, 2024, the notes related thereto and the report of Crowe LLP, independent registered public accounting firm.

BANKERS HEALTHCARE GROUP, LLC AND SUBSIDIARIES (DOING BUSINESS AS BHG FINANCIAL) CONSOLIDATED FINANCIAL STATEMENTS September 30, 2024, 2023 and 2022 BANKERS HEALTHCARE GROUP, LLC AND SUBSIDIARIES Davie, Florida CONSOLIDATED FINANCIAL STATEMENTS September 30, 2024, 2023 and 2022 CONTENTS REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM .

February 25, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR o TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-31225 Pinnacle Financial Partn

February 25, 2025 EX-4.2

Description of the Company's Securities.*

Exhibit 4.2 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description sets forth certain material terms and provisions of Pinnacle Financial Partners, Inc.’s securities that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). As of the date of the Annual Report on Fo

February 25, 2025 EX-19.1

Pinnacle Financial Partners, Inc. Insider Trading Policy

Exhibit 19.1 Pinnacle Financial Partners, Inc. Insider Trading Policies and Procedures Insider Trading/Special Trading Policies and Procedures Directors and associates of Pinnacle Financial Partners, Inc. (together with its wholly-owned subsidiaries, “Pinnacle”) are permitted and encouraged to obtain an equity interest in Pinnacle, but never as a result of utilizing material, nonpublic information

February 25, 2025 EX-21.1

Subsidiaries of Pinnacle Financial Partners, Inc.

Exhibit 21.1 List of Subsidiaries Subsidiaries Jurisdiction or State of Incorporation Names Under Which Subsidiary Does Business (1) Pinnacle Bank (2) Tennessee PFP Title Company (3) Tennessee Pinnacle Community Development, Inc. (3) Tennessee Pinnacle Community Development SLP, Inc. (3) Tennessee PNFP Statutory Trust I (4) Connecticut PNFP Statutory Trust II (4) Delaware PNFP Statutory Trust III

January 24, 2025 EX-10.2

Form of Named Executive Officers 2025 Performance Unit Award Agreement

Exhibit 10.2 PINNACLE FINANCIAL PARTNERS, INC. NAMED EXECUTIVE OFFICERS 2025 PERFORMANCE UNIT AWARD AGREEMENT THIS PERFORMANCE UNIT AWARD AGREEMENT (the “Agreement”) is by and between Pinnacle Financial Partners, Inc., a Tennessee corporation (the “Company”), and (the “Grantee”). Capitalized terms used but not defined in this Agreement shall have the meaning ascribed to such terms in the Pinnacle

January 24, 2025 EX-10.1

Form of 2025 Restricted Share Unit Award Agreement

Exhibit 10.1 PINNACLE FINANCIAL PARTNERS, INC. 2025 RESTRICTED SHARE UNIT AWARD AGREEMENT THIS RESTRICTED SHARE UNIT AWARD AGREEMENT (the "Agreement") is by and between Pinnacle Financial Partners, Inc., a Tennessee corporation (the "Company"), and [] (the "Grantee"). Capitalized terms used but not defined in this Agreement shall have the meaning ascribed to such terms in the Pinnacle Financial Pa

January 24, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2025 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

January 21, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 21, 2025 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

January 21, 2025 EX-99.1

PNFP REPORTS 4Q24 DILUTED EPS OF $1.91; NET INTEREST MARGIN HELD AT 3.22 PERCENT Net interest income up 14.0 percent linked-quarter annualized; Quarterly common dividend increased to $0.24 per share

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

November 7, 2024 EX-10.1

Change of Control Agreement, effective as of July 16, 2024, by and among Pinnacle Bank, Pinnacle Financial Partners, Inc. and Charissa Sumerlin.

Exhibit 10.1 CHANGE OF CONTROL AGREEMENT THIS CHANGE OF CONTROL AGREEMENT (“Agreement”) is made as of the 16th day of July, 2024, by and among PINNACLE BANK (the “Bank”), a Tennessee state bank; PINNACLE FINANCIAL PARTNERS, INC., a bank holding company incorporated under the laws of the State of Tennessee (the “Company”) (collectively, the Bank and the Company are referred to hereinafter as the “E

November 7, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File N

October 16, 2024 EX-99.1

PNFP REPORTS 3Q24 DILUTED EPS OF $1.86 AND NET INTEREST MARGIN OF 3.22 PERCENT

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

October 16, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 15, 2024 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

August 7, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Number

July 18, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2024 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Commi

July 17, 2024 EX-99.1

PNFP REPORTS 2Q24 DILUTED EPS OF $0.64 AND NET INTEREST MARGIN OF 3.14 PERCENT Excluding impacts of capital optimization and balance sheet repositioning initiatives, diluted EPS of $1.63

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

July 17, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2024

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2024 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Commi

June 26, 2024 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) O

May 10, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

April 26, 2024 EX-10.1

Pinnacle Financial Partners, Inc. Second Amended and Restated 2018 Omnibus Equity Incentive Plan, incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on April 26, 2024.

Exhibit 10.1 PINNACLE FINANCIAL PARTNERS, INC. SECOND AMENDED AND RESTATED 2018 OMNIBUS EQUITY INCENTIVE PLAN SECTION 1. PURPOSE This plan shall be known as the "Pinnacle Financial Partners, Inc. Second Amended and Restated 2018 Omnibus Equity Incentive Plan" (the "Plan"). The purpose of the Plan is to promote the interests of Pinnacle Financial Partners, Inc., a Tennessee corporation (the "Compan

April 26, 2024 S-8

As Filed With the Securities and Exchange Commission on April 26, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 PINNACLE FINANCIAL PARTNER

As Filed With the Securities and Exchange Commission on April 26, 2024 Registration No.

April 26, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2024 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 001-39309 62-1812853 (State or other jurisdiction of incorporation) (Comm

April 26, 2024 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Pinnacle Financial Partners, Inc.

April 23, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 22, 2024 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Comm

April 23, 2024 EX-99.1

PNFP REPORTS 1Q24 DILUTED EPS OF $1.57 Total revenues increased 32.1 percent linked-quarter annualized and 6.6 percent year-over-year

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

March 11, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the app

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

March 11, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

February 27, 2024 EX-10.1

Pinnacle Financial Partners, Inc. 2024 Annual Cash Incentive Plan, incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on February 27, 2024.

Exhibit 10.1 PINNACLE FINANCIAL PARTNERS, INC. 2024 ANNUAL CASH INCENTIVE PLAN As approved by the Human Resources and Compensation Committee of the Board of Directors of Pinnacle Financial Partners, Inc. on February 20, 2024 PLAN OBJECTIVES: The overall objectives of the 2024 Annual Cash Incentive Plan (the “Plan”) are to: 1.Motivate participants to achieve important corporate soundness thresholds

February 27, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2024

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2024 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (C

February 26, 2024 EX-97.1

Amended and Restated Compensation Recovery Policy, effective October 17, 2023.

Exhibit 97.1 Pinnacle Financial Partners, Inc. Amended and Restated Compensation Recovery Policy 1. Purpose. The purpose of this Amended and Restated Compensation Recovery Policy of the Company (as amended from time to time, the “Policy”), dated as of October 17, 2023 (the “Adoption Date”) is to describe the circumstances in which current and former Executive Officers will be required to repay or

February 26, 2024 EX-4.2

Description of the Company's Securities.*

Exhibit 4.2 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description sets forth certain material terms and provisions of Pinnacle Financial Partners, Inc.’s securities that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). As of the date of the Annual Report on Fo

February 26, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR o TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-31225 Pinnacle Financial Partn

February 26, 2024 EX-99.1

Audited consolidated financial statements of Bankers Healthcare Group, LLC and Subsidiaries as of September 30, 2023 and September 30, 2022 and for each of the years in the three-year period ended September 30, 2023, the notes related thereto and the report of Crowe LLP, independent registered public accounting firm.

BANKERS HEALTHCARE GROUP, LLC AND SUBSIDIARIES (DOING BUSINESS AS BHG FINANCIAL) CONSOLIDATED FINANCIAL STATEMENTS September 30, 2023, 2022 and 2021 BANKERS HEALTHCARE GROUP, LLC AND SUBSIDIARIES Davie, Florida CONSOLIDATED FINANCIAL STATEMENTS September 30, 2023, 2022 and 2021 CONTENTS REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM .

February 26, 2024 EX-21.1

Subsidiaries of Pinnacle Financial Partners, Inc.

Exhibit 21.1 List of Subsidiaries Subsidiaries Jurisdiction or State of Incorporation Names Under Which Subsidiary Does Business (1) Pinnacle Bank (2) Tennessee PFP Title Company (3) Tennessee Pinnacle Community Development, Inc. (3) Tennessee Pinnacle Community Development SLP, Inc. (3) Tennessee PNFP Statutory Trust I (4) Connecticut PNFP Statutory Trust II (4) Delaware PNFP Statutory Trust III

February 13, 2024 SC 13G/A

PNFP / Pinnacle Financial Partners, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01703-pinnaclefinancialpar.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 15)* Name of issuer: Pinnacle Financial Partners Inc Title of Class of Securities: Common Stock CUSIP Number: 72346Q104 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropria

January 22, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 18, 2024 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

January 22, 2024 EX-10.1

Form of Named Executive Officers 2024 Restricted Stock Unit Award Agreement, incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on January 22, 2024.

Exhibit 10.1 PINNACLE FINANCIAL PARTNERS, INC. 2024 RESTRICTED SHARE UNIT AWARD AGREEMENT THIS RESTRICTED SHARE UNIT AWARD AGREEMENT (the "Agreement") is by and between Pinnacle Financial Partners, Inc., a Tennessee corporation (the "Company"), and (the "Grantee"). Capitalized terms used but not defined in this Agreement shall have the meaning ascribed to such terms in the Pinnacle Financial Partn

January 22, 2024 EX-10.2

Form of Named Executive Officers 2024 Performance Unit Award Agreement, incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on January 22, 2024.

Exhibit 10.2 PINNACLE FINANCIAL PARTNERS, INC. NAMED EXECUTIVE OFFICERS 2024 PERFORMANCE UNIT AWARD AGREEMENT THIS PERFORMANCE UNIT AWARD AGREEMENT (the “Agreement”) is by and between Pinnacle Financial Partners, Inc., a Tennessee corporation (the “Company”), and (the “Grantee”). Capitalized terms used but not defined in this Agreement shall have the meaning ascribed to such terms in the Pinnacle

January 16, 2024 EX-99.1

PNFP REPORTS 4Q23 DILUTED EPS OF $1.19, DILUTED EPS OF $1.68 EXCLUDING FDIC SPECIAL ASSESSMENT AND BOLI RESTRUCTURING CHARGES

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

January 16, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2024

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2024 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

November 29, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 23, 2023 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (C

November 3, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File N

October 17, 2023 EX-99.1

PNFP REPORTS 3Q23 DILUTED EPS OF $1.69, DILUTED EPS OF $1.79 EXCLUDING INVESTMENT LOSSES 3Q23 annualized linked-quarter, end-of-period loans and core deposits grew 10.1%

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

October 17, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2023 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

August 4, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Number

July 18, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 18, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 18, 2023 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Commi

July 18, 2023 EX-99.1

PNFP REPORTS DILUTED EPS OF $2.54, ROAA OF 1.71% AND ROATCE OF 21.06% FOR 2Q23 2Q23 annualized linked-quarter, end-of-period loans grew 11.3%, while deposits grew 17.1%

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

June 28, 2023 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) O

June 9, 2023 EX-FILING FEES

Calculation of Filing Fee Tables Form S-3 (Form Type) Pinnacle Financial Partners, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Pinnacle Financial Partners, Inc.

June 9, 2023 S-3ASR

As filed with the Securities and Exchange Commission on June 9, 2023

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on June 9, 2023 Registration No.

June 9, 2023 EX-25.1

securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to

Exhibit 25.1 securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) ☐ U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E

May 5, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

April 21, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2023 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Comm

April 18, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2023 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Comm

April 18, 2023 EX-99.1

PNFP REPORTS DILUTED EPS OF $1.76, ROAA OF 1.26% AND ROATCE OF 15.43% FOR 1Q23 1Q23 annualized linked-quarter, end-of-period loans grew 17.3%, while deposits grew 13.9%

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

April 7, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

March 9, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

March 9, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

March 6, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2023 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (C

March 6, 2023 EX-10.1

Pinnacle Financial Partners, Inc. 2023 Annual Cash Incentive Plan

Exhibit 10.1 PINNACLE FINANCIAL PARTNERS, INC. 2023 ANNUAL CASH INCENTIVE PLAN As approved by the Human Resources and Compensation Committee of the Board of Directors of Pinnacle Financial Partners, Inc. on February 28, 2023 PLAN OBJECTIVES: The overall objectives of the 2023 Annual Cash Incentive Plan (the “Plan”) are to: 1.Motivate participants to achieve important corporate soundness thresholds

February 28, 2023 EX-4.2

Description of the Company's Securities.*

Exhibit 4.2 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description sets forth certain material terms and provisions of Pinnacle Financial Partners, Inc.’s securities that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). As of the date of the Annual Report on Fo

February 28, 2023 EX-99.2

as of September 30, 2022 and September 30, 2021 and for each of the years in the two-year period ended September 30, 2022, the notes related thereto and the report of Crowe LLP, independent registered public accounting firm.

a2022bankershealthcaregr BANKERS HEALTHCARE GROUP, LLC AND SUBSIDIARIES (DOING BUSINESS AS BHG FINANCIAL) CONSOLIDATED FINANCIAL STATEMENTS September 30, 2022 and 2021 BANKERS HEALTHCARE GROUP, LLC AND SUBSIDIARIES Davie, Florida CONSOLIDATED FINANCIAL STATEMENTS September 30, 2022 and 2021 CONTENTS REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM .

February 28, 2023 EX-21.1

Subsidiaries of Pinnacle Financial Partners, Inc.

Exhibit 21.1 List of Subsidiaries Subsidiaries Jurisdiction or State of Incorporation Names Under Which Subsidiary Does Business (1) Pinnacle Bank (2) Tennessee PFP Title Company (3) Tennessee Pinnacle Community Development, Inc. (3) Tennessee Pinnacle Community Development SLP, Inc. (3) Tennessee PNFP Statutory Trust I (4) Connecticut PNFP Statutory Trust II (4) Delaware PNFP Statutory Trust III

February 28, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR o TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-31225 Pinnacle Financial Partn

February 28, 2023 EX-99.1

as of September 30, 2021 and September 30, 2020 and for each of the years in the two-year period ended September 30, 2021, the notes related thereto and the report of Crowe LLP, independent registered public accounting firm.

a2021bankershealthcaregr BANKERS HEALTHCARE GROUP, LLC AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS September 30, 2021 and 2020 BANKERS HEALTHCARE GROUP, LLC AND SUBSIDIARIES Davie, Florida CONSOLIDATED FINANCIAL STATEMENTS September 30, 2021 and 2020 CONTENTS REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM .

February 9, 2023 SC 13G/A

PNFP / Pinnacle Financial Partners Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 14)* Name of issuer: Pinnacle Financial Partners Inc. Title of Class of Securities: Common Stock CUSIP Number: 72346Q104 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedu

January 23, 2023 EX-10.2

fficers 2023 Performance Unit Award Agreement, incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on January 23, 2023.

Exhibit 10.2 PINNACLE FINANCIAL PARTNERS, INC. NAMED EXECUTIVE OFFICERS 2023 PERFORMANCE UNIT AWARD AGREEMENT THIS PERFORMANCE UNIT AWARD AGREEMENT (the “Agreement”) is by and between Pinnacle Financial Partners, Inc., a Tennessee corporation (the “Company”), and (the “Grantee”). Capitalized terms used but not defined in this Agreement shall have the meaning ascribed to such terms in the Pinnacle

January 23, 2023 EX-10.1

fficers 2023 Restricted Stock Unit Award Agreement, incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on January 23, 2023.

Exhibit 10.1 PINNACLE FINANCIAL PARTNERS, INC. 2023 RESTRICTED SHARE UNIT AWARD AGREEMENT THIS RESTRICTED SHARE UNIT AWARD AGREEMENT (the "Agreement") is by and between Pinnacle Financial Partners, Inc., a Tennessee corporation (the "Company"), and (the "Grantee"). Capitalized terms used but not defined in this Agreement shall have the meaning ascribed to such terms in the Pinnacle Financial Partn

January 23, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 19, 2023 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

January 18, 2023 EX-99.1

PNFP REPORTS DILUTED EPS OF $1.76, ROAA OF 1.29% AND ROATCE OF 15.95% FOR 4Q2022 4Q22 annualized linked-quarter loans grew 19.2%, while deposits grew 15.1%

EX-99.1 2 a4q22pnfpearningsrelease.htm EX-99.1 FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.pnfp.com PNFP REPORTS DILUTED EPS OF $1.76, ROAA OF 1.29% AND ROATCE OF 15.95% FOR 4Q2022 4Q22 annualized linked-quarter loans grew 19.2%, while deposits grew 15.1% NASHVILLE, TN, Jan. 17, 2023 - Pinnacle Financial Partners, Inc.

January 18, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2023 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

November 4, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File N

October 24, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2022 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

October 24, 2022 EX-3.1

Third Amended and Restated Bylaws of Pinnacle Financial Partners, Inc.

THIRD AMENDED AND RESTATED BYLAWS OF PINNACLE FINANCIAL PARTNERS, INC. ARTICLE ONE OFFICES 1.1Principal Office. The location of the principal office of the corporation in the State of Tennessee shall be in Davidson County, Tennessee. 1.2Other Offices. The corporation may, in addition to its principal office in the State of Tennessee, have offices at such other places, either within or without the

October 18, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2022 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

October 18, 2022 EX-99.1

PNFP REPORTS DILUTED EPS OF $1.91, ROAA OF 1.42% AND ROATCE OF 17.40% FOR 3Q2022 3Q22 annualized linked-quarter loan growth of 20.9% while core deposits grew 9.8%

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

August 5, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Number

July 19, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 19, 2022 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Commi

July 19, 2022 EX-99.1

PNFP REPORTS DILUTED EPS OF $1.86, ROAA OF 1.46% AND ROATCE OF 17.62% FOR 2Q2022 Annualized linked-quarter loan growth of 29.9% for 2Q2022, 31.9% exclusive of PPP paydowns

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

June 28, 2022 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) O

May 16, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2022 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Commis

May 6, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

April 22, 2022 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2022 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Comm

April 19, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2022 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Comm

April 19, 2022 EX-99.1

PNFP REPORTS DILUTED EPS OF $1.65, ROAA OF 1.32% AND ROATCE OF 15.63% FOR 1Q2022 Annualized linked-quarter loan growth of 18.5% for 1Q2022, 22.5% exclusive of PPP paydowns

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

March 7, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

March 7, 2022 DEF 14A

DID NOT DISCLOSE GENDER

PINNACLE FINANCIAL PARTNERS, INC. 150 Third Avenue South, Suite 900 Nashville, Tennessee 37201 (615) 744-3700 March 7, 2022 MESSAGE FROM THE PRESIDENT AND CEO Dear Shareholder: You are cordially invited to attend our annual meeting of shareholders, which will be held in our offices on the eighth floor of the Pinnacle at Symphony Place at 150 Third Avenue South, Nashville, Tennessee 37201, on Tuesd

February 28, 2022 EX-21.1

Subsidiaries of Pinnacle Financial Partners, Inc.

Exhibit 21.1 List of Subsidiaries Subsidiaries Jurisdiction or State of Incorporation Names Under Which Subsidiary Does Business (1) Pinnacle Bank (2) Tennessee PFP Title Company (3) Tennessee Pinnacle Community Development, Inc. (3) Tennessee Pinnacle Community Development SLP, Inc. (3) Tennessee PNFP Statutory Trust I (4) Connecticut PNFP Statutory Trust II (4) Delaware PNFP Statutory Trust III

February 28, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR o TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-31225 Pinnacle Financial Partn

February 25, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2022 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (C

February 25, 2022 EX-10.1

Pinnacle Financial Partners, Inc. 2022 Annual Cash Incentive Plan, incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on February 25, 2022.

Exhibit 10.1 PINNACLE FINANCIAL PARTNERS, INC. 2022 ANNUAL CASH INCENTIVE PLAN As approved by the Human Resources and Compensation Committee of Pinnacle Financial Partners, Inc. on February 22, 2022 PLAN OBJECTIVES: The overall objectives of the 2022 Annual Cash Incentive Plan (the ?Plan?) are to: 1.Motivate participants to achieve important corporate soundness thresholds and corporate pre-tax, pr

February 10, 2022 SC 13G/A

PNFP / Pinnacle Financial Partners Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 13)* Name of issuer: Pinnacle Financial Partners Inc. Title of Class of Securities: Common Stock CUSIP Number: 72346Q104 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedu

January 21, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 20, 2022 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

January 21, 2022 EX-10.2

Form of Named Executive Officers 2022 Performance Unit Award Agreement, incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K filed on January 21, 2022.

Exhibit 10.2 PINNACLE FINANCIAL PARTNERS, INC. NAMED EXECUTIVE OFFICERS 2022 PERFORMANCE UNIT AWARD AGREEMENT THIS PERFORMANCE UNIT AWARD AGREEMENT (the ?Agreement?) is by and between Pinnacle Financial Partners, Inc., a Tennessee corporation (the ?Company?), and (the ?Grantee?). Capitalized terms used but not defined in this Agreement shall have the meaning ascribed to such terms in the Pinnacle

January 21, 2022 EX-10.1

Form of 2022 Restricted Share Unit Agreement, incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on January 21, 2022.

Exhibit 10.1 PINNACLE FINANCIAL PARTNERS, INC. 2022 RESTRICTED SHARE UNIT AWARD AGREEMENT THIS RESTRICTED SHARE UNIT AWARD AGREEMENT (the "Agreement") is by and between Pinnacle Financial Partners, Inc., a Tennessee corporation (the "Company"), and (the "Grantee"). Capitalized terms used but not defined in this Agreement shall have the meaning ascribed to such terms in the Pinnacle Financial Partn

January 21, 2022 EX-10.3

Form of Named Executive Officers Special Performance Unit Award Agreement, incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K filed on January 21, 2022.

Exhibit 10.3 PINNACLE FINANCIAL PARTNERS, INC. NAMED EXECUTIVE OFFICER SPECIAL PERFORMANCE UNIT AWARD AGREEMENT THIS SPECIAL PERFORMANCE UNIT AWARD AGREEMENT (the ?Agreement?) is by and between Pinnacle Financial Partners, Inc., a Tennessee corporation (the ?Company?), and (the ?Grantee?). Capitalized terms used but not defined in this Agreement shall have the meaning ascribed to such terms in the

January 18, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 18, 2022 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

January 18, 2022 EX-99.1

PNFP REPORTS DILUTED EPS OF $1.71, ROAA OF 1.39% AND ROTCE OF 16.13% FOR 4Q2021 Year-over-year loan growth of 4.4%; excluding impact of PPP, loan growth was 11.7%

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

November 5, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File N

October 12, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2021 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

October 12, 2021 EX-99.1

PNFP REPORTS DILUTED EPS OF $1.75, ROAA OF 1.47% AND ROTCE OF 16.98% FOR 3Q2021 Linked quarter loan growth of 2.8% annualized, excluding impact of PPP, loan growth was 15.3% annualized

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

August 6, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Number

July 20, 2021 EX-99.1

PNFP REPORTS DILUTED EPS OF $1.69, ROAA OF 1.46% AND ROTCE OF 17.32% FOR 2Q2021 Net interest income grew 18.6% annualized and fee income grew 23.7% annualized

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

July 20, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2021 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Commi

June 28, 2021 11-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) O

June 25, 2021 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) O

May 7, 2021 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

April 22, 2021 S-8

- S-8

As Filed With the Securities and Exchange Commission on April 22, 2021 Registration No.

April 21, 2021 EX-10.1

Pinnacle Financial Partners, Inc. Amended and Restated 2018 Omnibus Equity Incentive Plan, incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on April 21, 2021.

Exhibit 10.1 PINNACLE FINANCIAL PARTNERS, INC. AMENDED AND RESTATED 2018 OMNIBUS EQUITY INCENTIVE PLAN SECTION 1. PURPOSE This plan shall be known as the "Pinnacle Financial Partners, Inc. Amended and Restated 2018 Omnibus Equity Incentive Plan" (the "Plan"). The purpose of the Plan is to promote the interests of Pinnacle Financial Partners, Inc., a Tennessee corporation (the "Company"), and its s

April 21, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2021 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Comm

April 20, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2021 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Comm

April 20, 2021 EX-99.1

PNFP REPORTS DILUTED EPS OF $1.61, ROAA OF 1.42% AND ROTCE OF 17.16% FOR 1Q2021 Compared to diluted EPS of $0.37, ROAA of 0.40% and ROTCE of 4.48% for 1Q20

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

March 18, 2021 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

March 11, 2021 DEFA14A

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

March 11, 2021 DEF 14A

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State

March 2, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 23, 2021 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (C

March 2, 2021 EX-10.1

Pinnacle Financial Partners, Inc. 2021 Annual Cash Incentive Plan

Exhibit 10.1 PINNACLE FINANCIAL PARTNERS, INC. 2021 ANNUAL CASH INCENTIVE PLAN As approved by the Human Resources and Compensation Committee of Pinnacle Financial Partners, Inc. on February 23, 2021 PLAN OBJECTIVES: The overall objectives of the 2021 Annual Cash Incentive Plan (the ?Plan?) are to: 1.Motivate participants to ensure that important corporate soundness thresholds and corporate revenue

February 26, 2021 EX-10.34

Second Amended and Restated Limited Liability Company Agreement of Bankers Healthcare Group, LLC, dated February 2, 2021, incorporated herein by reference to Exhibit 10.34 of the Company's Annual Report on Form 10-K for the year ended December 31, 2021 filed on February 26, 2021

Exhibit 10.34 BANKERS HEALTHCARE GROUP, LLC SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of February 2, 2021 THE UNITS ISSUED PURSUANT TO THIS SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. SUCH UNITS MAY NOT BE SOLD, TRANSFERRED, ASSIGN

February 26, 2021 EX-21.1

Subsidiaries of Pinnacle Financial Partners, Inc.

Exhibit 21.1 List of Subsidiaries Subsidiaries Jurisdiction or State of Incorporation Names Under Which Subsidiary Does Business (1) Pinnacle Bank (2) Tennessee PFP Title Company (3) Tennessee Pinnacle Community Development, Inc. (3) Tennessee Pinnacle Community Development SLP, Inc. (3) Tennessee PNFP Statutory Trust I (4) Connecticut PNFP Statutory Trust II (4) Delaware PNFP Statutory Trust III

February 26, 2021 EX-4.2

Description of the Company's Securities.*

Exhibit 4.2 DESCRIPTION OF REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description sets forth certain material terms and provisions of Pinnacle Financial Partners, Inc.?s securities that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?). As of the date of the Annual Report on Fo

February 26, 2021 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-31225 Pinnacle Financial Partn

February 10, 2021 SC 13G/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 12)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 12)* Name of issuer: Pinnacle Financial Partners Inc. Title of Class of Securities: Common Stock CUSIP Number: 72346Q104 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedu

February 3, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 2, 2021 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

January 27, 2021 EX-10.3

Form of Amendment to Named Executive Officers 2019 Performance Unit Award Agreement, incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed on January 27, 2021

Exhibit 10.3 FIRST AMENDMENT TO NAMED EXECUTIVE OFFICERS 2019 PERFORMANCE UNIT AWARD AGREEMENT This First Amendment (the “Amendment”) to the Named Executive Officers 2019 Performance Unit Award Agreement (the “Agreement”) by and between Pinnacle Financial Partners, Inc., a Tennessee corporation (the “Company”) and (the "Grantee") dated January , 2019, is effective this 21st day of January, 2021, a

January 27, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 21, 2021 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

January 27, 2021 EX-10.4

Form of Amendment to Named Executive Officers 2020 Performance Unit Award Agreement, incorporated by reference to Exhibit 10.4 of the Company’s Current Report on Form 8-K filed on January 27, 2021

PINNACLE FINANCIAL PARTNERS, INC. FIRST AMENDMENT TO NAMED EXECUTIVE OFFICERS 2020 PERFORMANCE UNIT AWARD AGREEMENT This First Amendment (the “Amendment”) to the Named Executive Officers 2020 Performance Unit Award Agreement (the “Agreement”) by and between Pinnacle Financial Partners, Inc., a Tennessee corporation (the “Company”) and (the "Grantee") dated January , 2020, is effective this 21st da

January 27, 2021 EX-10.1

Form of 2021 Restricted Share Unit Award Agreement, incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed on January 27, 2021

Exhibit 10.1 PINNACLE FINANCIAL PARTNERS, INC. 2021 RESTRICTED SHARE UNIT AWARD AGREEMENT THIS RESTRICTED SHARE UNIT AWARD AGREEMENT (the "Agreement") is by and between Pinnacle Financial Partners, Inc., a Tennessee corporation (the "Company"), and [ ] (the "Grantee"). Capitalized terms used but not defined in this Agreement shall have the meaning ascribed to such terms in the Pinnacle Financial P

January 27, 2021 EX-10.2

Form of Named Executive Officers 2021 Performance Unit Award Agreement, incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed on January 27, 2021

Exhibit 10.2 PINNACLE FINANCIAL PARTNERS, INC. NAMED EXECUTIVE OFFICERS 2021 PERFORMANCE UNIT AWARD AGREEMENT THIS PERFORMANCE UNIT AWARD AGREEMENT (the "Agreement") is by and between Pinnacle Financial Partners, Inc., a Tennessee corporation (the "Company"), and (the "Grantee"). Capitalized terms used but not defined in this Agreement shall have the meaning ascribed to such terms in the Pinnacle

January 19, 2021 EX-99.1

PNFP REPORTS DILUTED EPS OF $1.42, ROAA OF 1.24% AND ROTCE OF 15.37% FOR 4Q 2020 Excluding non-GAAP adjustments, 4Q20 diluted EPS was $1.58, ROAA was 1.38% and ROTCE was 17.11%

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

January 19, 2021 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 19, 2021 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

November 6, 2020 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File N

October 21, 2020 EX-99

PNFP REPORTS DILUTED EPS OF $1.42, ROAA OF 1.26% AND ROTCE OF 15.85% FOR 3Q 2020 Strong balance sheet with elevated capital and liquidity and sound asset quality metrics

EX-99 2 a2020q3exhibit991.htm EX-99.1 FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.pnfp.com PNFP REPORTS DILUTED EPS OF $1.42, ROAA OF 1.26% AND ROTCE OF 15.85% FOR 3Q 2020 Strong balance sheet with elevated capital and liquidity and sound asset quality metrics NASHVILLE, TN, Oct. 20, 2020 - Pinnacle Financial Partners,

October 21, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 20, 2020 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

August 17, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2020 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Com

August 11, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2020 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Com

August 11, 2020 EX-99.1

Second Quarter 2020 Update – August 11, 2020 Safe Harbor Statements Forward Looking Statements All statements, other than statements of historical fact, included in this presentation, are forward-looking statements within the meaning of the Private S

investorconferenceupdate Second Quarter 2020 Update – August 11, 2020 Safe Harbor Statements Forward Looking Statements All statements, other than statements of historical fact, included in this presentation, 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.

August 7, 2020 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Number

August 7, 2020 EX-3.1

Amended and Restated Charter, as amended (restated for SEC filing purposes only), incorporated herein by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 filed on August 7, 2020.

Exhibit 3.1 (Restated for SEC filing purposes only) AMENDED AND RESTATED CHARTER OF PINNACLE FINANCIAL PARTNERS, INC. Under the authority of Section 48-20-101, et. al., of the Tennessee Business Corporation Act, as amended, the undersigned corporation adopts the following Amended and Restated Charter: Article 1. Name The name of the Corporation is: “Pinnacle Financial Partners, Inc.” Article 2. Ca

July 22, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2020 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Commi

July 22, 2020 EX-99.1

PNFP REPORTS DILUTED EPS OF $0.83, ROAA OF 0.77% AND ROTCE OF 9.77% FOR 2Q 2020 Strong balance sheet with elevated capital and liquidity and sound asset quality metrics

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

June 26, 2020 11-K

- 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) O

June 11, 2020 EX-3.2

Articles of Amendment to the Amended and Restated Charter, as amended, of Pinnacle Financial Partners, Inc. increasing the authorized number of shares of Series B Preferred Stock, dated June 9, 2020, filed with the Secretary of State of the State of Tennessee on June 9, 2020

EX-3.2 Exhibit 3.2 ARTICLES OF AMENDMENT TO THE AMENDED AND RESTATED CHARTER OF PINNACLE FINANCIAL PARTNERS, INC. In accordance with the provisions of Sections 48-16-102 and 48-20-106 of the Tennessee Business Corporation Act, the undersigned corporation adopts the following Articles of Amendment (the “Articles of Amendment”) to its Amended and Restated Charter, as previously amended (the “Charter

June 11, 2020 EX-1.1

Underwriting Agreement, dated June 8, 2020, among the Company and Keefe, Bruyette & Woods, Inc., J.P. Morgan Securities LLC and Raymond James & Associates, Inc.

EX-1.1 Exhibit 1.1 Pinnacle Financial Partners, Inc. 3,480,000 Depositary Shares Each Representing a 1/40th Interest in a Share of 6.75% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series B UNDERWRITING AGREEMENT June 8, 2020 Keefe, Bruyette & Woods, Inc., 787 Seventh Avenue, New York, New York 10019 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Raymond James & As

June 11, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 8, 2020 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in its charter) Tennessee 000-31225 62-1812853 (State or Other Jurisdiction of Incorporation) (Co

June 9, 2020 424B5

CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered Proposed maximum offering price per unit Proposed maximum aggregate offering price Amount of registration fee(1) Depositary shares of Pinnacle

Form 424(b)(5) Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No.

June 3, 2020 8-A12B

Form 8-A

Form 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 PINNACLE FINANCIAL PARTNERS, INC.

June 3, 2020 EX-3.2

Articles of Amendment to the Amended and Restated Charter, as amended, of Pinnacle Financial Partners, Inc. establishing the Series B Preferred Stock, dated June 1, 2020, filed with the Secretary of State of the State of Tennessee on June 1, 2020 (incorporated herein by reference to Exhibit 3.2 of the Company’s Registration Statement on Form 8-A, filed June 3, 2020)

EX-3.2 Exhibit 3.2 ARTICLES OF AMENDMENT TO THE AMENDED AND RESTATED CHARTER OF PINNACLE FINANCIAL PARTNERS, INC. In accordance with the provisions of Sections 48-16-102 and 48-20-106 of the Tennessee Business Corporation Act, the undersigned corporation adopts the following Articles of Amendment (the “Articles of Amendment”) to its Amended and Restated Charter, as previously amended (the “Charter

June 3, 2020 EX-4.2

Specimen of Certificate representing the Series B Preferred Stock (incorporated herein by reference to Exhibit 4.2 of the Company’s Registration Statement on Form 8-A, filed June 3, 2020)

EX-4.2 Exhibit 4.2 PINNACLE FINANCIAL PARTNERS, INC. Incorporated under the laws of the State of Tennessee CERTIFICATE NUMBER PNFPP[●] 6.75% FIXED-RATE NON- CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES B [●] CUSIP 72346Q 203 SHARES This is to certify that Computershare Inc. and Computershare Trust Company, N.A., acting jointly as depositary, under the Depositary Agreement, dated as of June 3, 2020

June 3, 2020 EX-4.3

Deposit Agreement, dated June 3, 2020, by and among the Company, Computershare Inc. and Computershare Trust Company, N.A. acting jointly as the depositary, and the holders from time to time of the depositary receipts described therein (incorporated herein by reference to Exhibit 4.3 of the Company’s Registration Statement on Form 8-A, filed June 3, 2020)

EX-4.3 Exhibit 4.3 DEPOSIT AGREEMENT among PINNACLE FINANCIAL PARTNERS, INC., as Issuer and COMPUTERSHARE INC. AND COMPUTERSHARE TRUST COMPANY, N.A., jointly as Depositary and THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN Dated as of June 3, 2020 ARTICLE I DEFINED TERMS 1 Section 1.1. Definitions 1 ARTICLE II FORM OF RECEIPTS, DEPOSIT OF THE SERIES B PREFERRED STOCK, EX

June 3, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2020 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in its charter) Tennessee 000-31225 62-1812853 (State or Other Jurisdiction of Incorporation) (Co

June 1, 2020 EX-1.1

Underwriting Agreement, dated May 27, 2020, among Pinnacle Financial Partners, Inc. and Keefe, Bruyette & Woods, Inc., BofA Securities, Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and Raymond James & Associates, Inc., as representatives of the several underwriters named in Schedule I thereto.

EX-1.1 Exhibit 1.1 Pinnacle Financial Partners, Inc. 4,800,000 Depositary Shares Each Representing a 1/40th Interest in a Share of 6.75% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series B UNDERWRITING AGREEMENT May 27, 2020 Keefe, Bruyette & Woods, Inc., 787 Seventh Avenue, New York, New York 10019 BofA Securities, Inc. One Bryant Park New York, New York 10036 J.P. Morgan Securities LLC

June 1, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 27, 2020 PINNACLE FINANCIAL PARTNERS, Inc. (Exact name of registrant as specified in its charter) Tennessee 000-31225 62-1812853 (State or Other Jurisdiction of Incorporation) (Co

May 28, 2020 424B5

CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered Proposed maximum offering price per unit Proposed maximum aggregate offering price Amount of registration fee(1) Depositary shares of Pinnacle

Form 424(b)(5) Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No.

May 27, 2020 EX-4.10

Form of Indenture for Subordinated Indebtedness**

EX-4.10 Exhibit 4.10 PINNACLE FINANCIAL PARTNERS, INC. and , as Trustee SUBORDINATED INDENTURE Dated as of Providing for the Issuance of Subordinated Debt Securities CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 6.09 (a)(2) 6.09 (a)(3) N.A. (a)(4) N.A. (a)(5) 6.08 (b) 6.08 (c) N.A. 311(a) 6.13 (b) 6.13 (c) N.A. 312(a) 7.01 (b) 7.02 (c) 7.02 313(a) 7.03 (b)(2) 7.03

May 27, 2020 EX-4.9

Form of Indenture for Senior Indebtedness**

EX-4.9 Exhibit 4.9 PINNACLE FINANCIAL PARTNERS, INC. and , as Trustee SENIOR INDENTURE Dated as of Providing for the Issuance of Senior Debt Securities CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 6.09 (a)(2) 6.09 (a)(3) N.A. (a)(4) N.A. (a)(5) 6.08 (b) 6.08 (c) N.A. 311(a) 6.13 (b) 6.13 (c) N.A. 312(a) 7.01 (b) 7.02 (c) 7.02 313(a) 7.03 (b)(2) 7.03 (c) 7.03 (d) 7

May 27, 2020 FWP

PRICING TERM SHEET Pinnacle Financial Partners, Inc. 4,800,000 Depositary Shares, Each Representing a 1/40th Interest in a Share of 6.75% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series B Term Sheet Issuer: Pinnacle Financial Partners, In

FWP Filed Pursuant to Rule 433 Registration No. 333-238707 May 27, 2020 PRICING TERM SHEET Pinnacle Financial Partners, Inc. 4,800,000 Depositary Shares, Each Representing a 1/40th Interest in a Share of 6.75% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series B Term Sheet Issuer: Pinnacle Financial Partners, Inc. (the “Company”) Security: Depositary shares (“Depositary Shares”), each rep

May 27, 2020 424B5

SUBJECT TO COMPLETION DATED MAY 27, 2020

Form 424(b)(5) Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No.

May 27, 2020 S-3ASR

- FORM S-3ASR

Form S-3ASR Table of Contents As filed with the Securities and Exchange Commission on May 27, 2020 Registration No.

May 18, 2020 EX-99.1

First Quarter 2020 Update – May 18, 2020 M. TERRY TURNER, PRESIDENT AND CEO HAROLD R. CARPENTER, EVP AND CFO TIM HUESTIS, EVP AND CHIEF CREDIT OFFICER Safe Harbor Statements Forward Looking Statements All statements, other than statements of historic

a1q20investorconferenceu First Quarter 2020 Update – May 18, 2020 M. TERRY TURNER, PRESIDENT AND CEO HAROLD R. CARPENTER, EVP AND CFO TIM HUESTIS, EVP AND CHIEF CREDIT OFFICER Safe Harbor Statements Forward Looking Statements All statements, other than statements of historical fact, included in this presentation, are forward-looking statements within the meaning of the Private Securities Litigatio

May 18, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2020 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Commis

May 8, 2020 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

April 24, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 21, 2020 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Comm

April 24, 2020 EX-10.1

Seventh Amendment to Loan Agreement dated as of April 22, 2020 by and between U.S. Bank National Association and Pinnacle Financial Partners, Inc. incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on April 24, 2020.

Exhibit 10.1 Execution Copy SEVENTH AMENDMENT to LOAN AGREEMENT between U.S. BANK NATIONAL ASSOCIATION and PINNACLE FINANCIAL PARTNERS, INC. Seventh Amendment dated as of April 22, 2020 Sixth Amendment dated as of July 1, 2019 Fifth Amendment dated as of April 25, 2019 Fourth Amendment dated as of April 26, 2018 Third Amendment dated as of March 27, 2018 Second Amendment dated as of April 26, 2017

April 21, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2020 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Comm

April 21, 2020 EX-99.1

PNFP REPORTS DILUTED EPS OF $0.37, ROAA OF 0.40% AND ROTCE OF 4.48% FOR 1Q 2020 Excluding non-GAAP adjustments, 1Q 2020 diluted EPS was $0.39, ROAA was 0.42% and ROTCE was 4.71%

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

April 8, 2020 DEFA14A

PNFP / Pinnacle Financial Partners, Inc. DEFA14A - - DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

March 12, 2020 DEF 14A

Definitive Proxy Statement on Schedule 14A,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

March 12, 2020 DEFA14A

PNFP / Pinnacle Financial Partners, Inc. DEFA14A - - DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

March 9, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2020 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Commi

February 25, 2020 10-K

Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-31225 Pinnac

February 25, 2020 EX-4.2

Description of the Company's Securities.*

Exhibit 4.2 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description sets forth certain material terms and provisions of Pinnacle Financial Partners, Inc.’s securities that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). As of the date of the Annual Report on Fo

February 25, 2020 EX-21.1

Subsidiaries of Pinnacle Financial Partners, Inc.

Exhibit 21.1 List of Subsidiaries Subsidiaries Jurisdiction or State of Incorporation Names Under Which Subsidiary Does Business (1) Pinnacle Bank (2) Tennessee PFP Title Company (3) Tennessee Pinnacle Community Development Corporation (3) Tennessee PNFP Statutory Trust I (4) Connecticut PNFP Statutory Trust II (4) Delaware PNFP Statutory Trust III (4) Delaware PNFP Statutory Trust IV (4) Delaware

February 12, 2020 SC 13G/A

PNFP / Pinnacle Financial Partners, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 11)* Name of issuer: Pinnacle Financial Partners Inc Title of Class of Securities: Common Stock CUSIP Number: 72346Q104 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedul

January 24, 2020 EX-10.1

Form of Named Executive Officers 2020 Performance Unit Award Agreement, incorporated herein by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed on January 24, 2020.

PINNACLE FINANCIAL PARTNERS, INC. NAMED EXECUTIVE OFFICERS 2020 PERFORMANCE UNIT AWARD AGREEMENT THIS PERFORMANCE UNIT AWARD AGREEMENT (the "Agreement") is by and between Pinnacle Financial Partners, Inc., a Tennessee corporation (the "Company"), and (the "Grantee"). Capitalized terms used but not defined in this Agreement shall have the meaning ascribed to such terms in the Pinnacle Financial Par

January 24, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 21, 2020 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

January 24, 2020 EX-10.2

Pinnacle Financial Partners, Inc. 2020 Annual Cash Incentive Plan, incorporated herein by reference to Exhibit 10.2 of the Company's Current Report on Form 8-K filed on January 24, 2020.

PINNACLE FINANCIAL PARTNERS, INC. 2020 ANNUAL CASH INCENTIVE PLAN As approved by the Human Resources and Compensation Committee of Pinnacle Financial Partners, Inc. effective January 21, 2020 PLAN OBJECTIVES: The overall objectives of the 2020 Annual Cash Incentive Plan (the “Plan”) are to: 1.Motivate participants to ensure that important corporate soundness thresholds and corporate revenue and pr

January 22, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 21, 2020 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

January 22, 2020 EX-99.1

PNFP REPORTS DILUTED EPS OF $1.26, ROAA OF 1.38% AND ROTCE OF 15.41% FOR 4Q 2019 Excluding non-GAAP adjustments, 4Q19 diluted EPS was $1.27, ROAA was 1.39% and ROTCE was 15.49%

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

January 7, 2020 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 1, 2020 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Com

November 1, 2019 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File N

October 15, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 15, 2019 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Co

October 15, 2019 EX-99

PNFP REPORTS DILUTED EPS OF $1.44, ROAA OF 1.62% AND ROTCE OF 18.28% FOR 3Q 2019 Excluding non-GAAP adjustments, 3Q19 diluted EPS was $1.45, ROAA was 1.62% and ROTCE was 18.31%

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

September 11, 2019 EX-4.2

First Supplemental Indenture, dated as of September 11, 2019 between Pinnacle Financial Partners, Inc. and U.S. Bank National Association, as trustee, incorporated herein by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K, filed on September 11, 2019.

EX-4.2 Exhibit 4.2 PINNACLE FINANCIAL PARTNERS, INC. FIRST SUPPLEMENTAL INDENTURE Dated as of September 11, 2019 to the Indenture Dated as of September 11, 2019 4.125% Fixed to Floating Rate Subordinated Notes due 2029 U.S. BANK NATIONAL ASSOCIATION as Trustee TABLE OF CONTENTS ARTICLE 1 SCOPE OF FIRST SUPPLEMENTAL INDENTURE 1 Section 1.01 Scope 1 ARTICLE 2 DEFINITIONS 1 Definitions and Other Prov

September 11, 2019 EX-1.1

Underwriting Agreement, dated September 6, 2019, among Pinnacle Financial Partners, Inc. and Sandler O’Neill + Partners, L.P., as representative of the several underwriters named therein.

EX-1.1 Exhibit 1.1 $300,000,000 Pinnacle Financial Partners, Inc. 4.125% Fixed-to-Floating Rate Subordinated Notes due September 15, 2029 UNDERWRITING AGREEMENT September 6, 2019 Sandler O’Neill & Partners, L.P., as Representative of the Underwriters named in Schedule I hereto, 1251 Avenue of the Americas, 6th Floor, New York, New York 10020 Ladies and Gentlemen: Pinnacle Financial Partners, Inc.,

September 11, 2019 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2019 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (C

September 11, 2019 EX-4.1

Subordinated Indenture, dated as of September 11, 2019, between Pinnacle Financial Partners, Inc. and U.S. Bank National Association, as trustee, incorporated herein by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K, filed on September 11, 2019.

EX-4.1 Exhibit 4.1 PINNACLE FINANCIAL PARTNERS, INC. and U.S. BANK NATIONAL ASSOCIATION, as Trustee SUBORDINATED INDENTURE Dated as of September 11, 2019 Providing for the Issuance of Subordinated Debt Securities CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 6.09 (a)(2) 6.09 (a)(3) N.A. (a)(4) N.A. (a)(5) 6.08 (b) 6.08 (c) N.A. 311(a) 6.13 (b) 6.13 (c) N.A. 312(a)

September 10, 2019 424B5

CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered Proposed maximum offering price per unit Proposed maximum aggregate offering price Amount of registration fee(1) 4.125% Fixed-to-Floating Rate

Form 424(b)(5) Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No.

September 6, 2019 FWP

Pinnacle Financial Partners, Inc. 4.125% Fixed-to-Floating Rate Subordinated Notes due 2029 Term Sheet Issuer: Pinnacle Financial Partners, Inc. (the “Company”) Security: 4.125% Fixed-to-Floating Rate Subordinated Notes due 2029 (the “Notes”) Aggrega

FWP Free Writing Prospectus Filed pursuant to Rule 433 Supplementing the Preliminary Prospectus Supplement dated September 6, 2019 Registration No.

September 6, 2019 FWP

Subordinated Debt Offering Investor Presentation September 2019 Filed Pursuant to Rule 433 Registration No. 333-215654 September 6, 2019

FWP Subordinated Debt Offering Investor Presentation September 2019 Filed Pursuant to Rule 433 Registration No.

September 6, 2019 424B5

SUBJECT TO COMPLETION DATED SEPTEMBER 6, 2019

Form 424(b)(5) Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No.

August 2, 2019 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Number

August 2, 2019 EX-10.2

Sixth Amendment to Loan Agreement dated as of July 1, 2019 by and between U.S. Bank National Association and Pinnacle Financial Partners, Inc.

EXECUTION VERSION SIXTH AMENDMENT to LOAN AGREEMENT between U.S. BANK NATIONAL ASSOCIATION and PINNACLE FINANCIAL PARTNERS, INC. Sixth Amendment dated as of July 1, 2019 Fifth Amendment dated as of April 25, 2019 Fourth Amendment dated as of April 26, 2018 Third Amendment dated as of March 27, 2018 Second Amendment dated as of April 26, 2017 First Amendment dated as of March 27, 2017 Original Agre

July 16, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2019 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Commi

July 16, 2019 EX-99.1

PNFP REPORTS DILUTED EPS OF $1.31, ROAA OF 1.55% AND ROTCE OF 17.74% FOR 2Q 2019 Excluding non-GAAP adjustments, 2Q19 diluted EPS was $1.42, ROAA was 1.69% and ROTCE was 19.28%

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

June 19, 2019 11-K

PNFP / Pinnacle Financial Partners, Inc. 11-K - - 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) O

May 3, 2019 10-Q

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 or o TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

April 29, 2019 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2019 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Comm

April 29, 2019 EX-10.1

Fifth Amendment to Loan Agreement dated as of April 24, 2019 by and between U.S. Bank National Association and Pinnacle Financial Partners, Inc., incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on April 29, 2019.

EXECUTION VERSION FifTH AMENDMENT to LOAN AGREEMENT between U.S. BANK NATIONAL ASSOCIATION and PINNACLE FINANCIAL PARTNERS, INC. Fifth Amendment dated as of April 25, 2019 Fourth Amendment dated as of April 26, 2018 Third Amendment dated as of March 27, 2018 Second Amendment dated as of April 26, 2017 First Amendment dated as of March 27, 2017 Original Agreement dated as of March 29, 2016 FIFTH AM

April 22, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2019 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Comm

April 15, 2019 EX-99.1

PNFP REPORTS DILUTED EPS OF $1.22, ROAA OF 1.52% AND ROTCE OF 17.60% FOR 1Q 2019 Excluding gains and losses on investment securities transactions, diluted EPS of $1.24, ROAA of 1.54% and ROTCE of 17.87% for 1Q 2019

FOR IMMEDIATE RELEASE MEDIA CONTACT: Joe Bass, 615-743-8219 FINANCIAL CONTACT: Harold Carpenter, 615-744-3742 WEBSITE: www.

April 15, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2019 PINNACLE FINANCIAL PARTNERS, INC. (Exact name of registrant as specified in charter) Tennessee 000-31225 62-1812853 (State or other jurisdiction of incorporation) (Comm

March 7, 2019 DEFA14A

PNFP / Pinnacle Financial Partners, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

March 7, 2019 DEF 14A

Definitive Proxy Statement on Schedule 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

February 28, 2019 EX-21.1

Subsidiaries of Pinnacle Financial Partners, Inc.

Exhibit 21.1 List of Subsidiaries Subsidiaries Jurisdiction or State of Incorporation Names Under Which Subsidiary Does Business (1) Pinnacle Bank (2) Tennessee PFP Title Company (3) Tennessee Pinnacle Community Development Corporation (3) Tennessee PNFP Statutory Trust I (4) Connecticut PNFP Statutory Trust II (4) Delaware PNFP Statutory Trust III (4) Connecticut PNFP Statutory Trust IV (4) Delaw

February 28, 2019 10-K

Form 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-31225 , Inc.

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