EX-99.1 2 a4q24pnfpearningsrelease.htm EX-99.1 Document

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

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

NASHVILLE, TN, Jan. 21, 2025 - Pinnacle Financial Partners, Inc. (Nasdaq/NGS: PNFP) reported net income per diluted common share of $1.91 for the quarter ended Dec. 31, 2024, compared to net income per diluted common share of $1.19 for the quarter ended Dec. 31, 2023, an increase of approximately 60.5 percent. Net income per diluted common share was $5.96 for the year ended Dec. 31, 2024, compared to $7.14 for the year ended Dec. 31, 2023, a decrease of approximately 16.5 percent.
After considering the adjustments noted in the table below, net income per diluted common share was $1.90 for the three months ended Dec. 31, 2024, compared to $1.68 for the three months ended Dec. 31, 2023, an increase of 13.1 percent, and compared to $1.86 for the three months ended Sept. 30, 2024, an annualized linked-quarter growth rate of 8.6 percent. Net income per diluted common share adjusted for the items noted in the table below was $6.89 for the year ended Dec. 31, 2024, compared to $6.99 for the year ended Dec. 31, 2023.
Three months ended Year ended
Dec. 31, 2024Sept. 30, 2024Dec. 31, 2023Dec. 31, 2024Dec. 31, 2023
Diluted earnings per common share$1.91 $1.86 $1.19 $5.96 $7.14 
Adjustments, net of tax (1):
Investment losses (gains) on sales of securities, net(0.01)— — 0.70 0.20 
Gain on sale of fixed assets as a result of sale-leaseback transaction— — — — (0.84)
Loss on BOLI restructuring— — 0.21 — — 0.21 
Recognition of mortgage servicing asset— — — (0.12)— 
FDIC special assessment — — 0.28 — 0.07 0.28 
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives— — — 0.28 — 
Diluted earnings per common share after adjustments$1.90 $1.86 $1.68 $6.89 $6.99 
(1): Adjustments include tax effect calculated using a marginal tax rate of 25.00 percent for all periods presented.

"Balance sheet growth during the fourth quarter was remarkable, with loan growth of 13.7 percent and deposit growth of 18.4 percent, linked-quarter annualized," said M. Terry Turner, Pinnacle's president and chief executive officer. "Additionally, our focus on being a great place to work continues to benefit our firm and shareholders in terms of our unique ability to attract talent. Our fourth quarter recruiting was again extremely robust, with 35 new revenue producers added, for the purpose of fueling our ongoing growth. In total, we recruited 161 revenue producers during 2024 compared to 107 in 2023, a 50.5 percent increase. We are looking for similar results in 2025.
"We are also pleased to report diluted earnings per share of $1.91 for the fourth quarter. In this declining rate environment, we successfully lowered our average cost of deposits by 34 basis points during the fourth quarter, offsetting the 33 basis point decline in average loan yields. Consequently, we were able to maintain our net interest margin quarter over quarter and grow net interest income by $12.3 million, a 14.0 percent linked-quarter annualized growth rate.
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"So not only do we continue to produce outsized growth in the current cycle, but we also continue making significant investments in people and market extensions that we expect to benefit our shareholders well into the future."

BALANCE SHEET GROWTH AND LIQUIDITY:

Total assets at Dec. 31, 2024, were $52.6 billion, an increase of approximately $1.9 billion from Sept. 30, 2024, and $4.6 billion from Dec. 31, 2023, reflecting a linked-quarter annualized increase of 14.9 percent and a year-over-year increase of 9.7 percent. A further analysis of select balance sheet trends follows:
Balances at Linked-Quarter
Annualized
% Change		Balances atYear-over-Year
% Change
(dollars in thousands)Dec. 31, 2024Sept. 30, 2024Dec. 31, 2023
Loans$35,485,776 $34,308,310 13.7%$32,676,091 8.6%
Securities8,381,2688,293,2414.2%7,323,88714.4%
Other interest-earning assets3,377,381 2,810,283 80.7%2,673,235 26.3%
Total interest-earning assets$47,244,425 $45,411,834 16.1%$42,673,213 10.7%
Core deposits:
Noninterest-bearing deposits$8,170,448 $8,229,394 (2.9)%$7,906,502 3.3%
Interest-bearing core deposits(1)
29,876,45627,535,24634.0%25,832,415 15.7%
Noncore deposits and other funding(2)
7,326,2877,972,199(32.4)%7,573,489 (3.3)%
Total funding $45,373,191 $43,736,839 15.0%$41,312,406 9.8%
(1): Interest-bearing core deposits are interest-bearing deposits, money market accounts and time deposits less than $250,000 including reciprocating time and money market deposits.
(2): Noncore deposits and other funding consists of time deposits greater than $250,000, securities sold under agreements to repurchase, public funds, brokered deposits, FHLB advances and subordinated debt.

"As we noted in our third quarter earnings release, we were optimistic loan growth would accelerate during the fourth quarter," Turner said. "Ultimately, the fourth quarter was one of our strongest quarters ever for loan and deposit growth, with loan growth of $1.2 billion and deposit growth of $1.9 billion.
"For most of our history, we have been viewed as one of the strongest organic loan growers among small and mid-cap banks. And now, our ongoing investments in organic deposit growth strategies like adding new branch locations and extending into new markets, building new industry verticals for segments that are typically net providers of funds, and hiring bankers that have strong depositor followings are yielding outsized deposit growth as well."

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

Pre-tax, pre-provision net revenues (PPNR) for the three months and year ended Dec. 31, 2024, were $213.4 million and $701.8 million, respectively, compared to $145.2 million and $807.6 million recognized in the three months and year ended Dec. 31, 2023, respectively.
Three months ended Year ended
Dec. 31,Dec. 31,
(dollars in thousands)20242023 % change20242023% change
Revenues:
Net interest income$363,790 $317,252 14.7 %$1,365,590 $1,262,118 8.2 %
Noninterest income111,545 79,088 41.0 %371,178 433,253 (14.3)%
Total revenues475,335 396,340 19.9 %1,736,768 1,695,371 2.4 %
Noninterest expense261,897 251,168 4.3 %1,034,970 887,769 16.6 %
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Three months ended Year ended
Dec. 31,Dec. 31,
(dollars in thousands)20242023 % change20242023% change
Pre-tax, pre-provision net revenue (PPNR)213,438 145,172 47.0 %701,798 807,602 (13.1)%
Adjustments:
Investment losses (gains) on sales of securities, net(249)(14)>100.0%71,854 19,674 >100%
Gain on the sale of fixed assets as a result of sale leaseback— — NM— (85,692)(100.0)%
Loss on BOLI restructuring— 7,166 (100.0)%— 7,166 (100.0)%
Recognition of mortgage servicing asset— — NM(11,812)— 100.0 %
ORE expense 58 125 (53.6)%220 315 (30.2)%
FDIC special assessment— 29,000 (100.0)%7,250 29,000 (>100.0%)
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives— — NM28,400 — 100.0 %
Adjusted PPNR$213,247 $181,449 17.5 %$797,710 $778,065 2.5 %

Three months endedYear ended
Dec. 31, 2024Sept. 30, 2024Dec. 31, 2023Dec. 31, 2024Dec. 31, 2023
Net interest margin3.22 %3.22 %3.06 %3.16 %3.18 %
Efficiency ratio55.10 %55.56 %63.37 %59.59 %52.36 %
Return on average assets1.15 %1.15 %0.76 %0.93 %1.19 %
Return on average tangible common equity (TCE)13.58 %13.61 %9.53 %11.12 %14.78 %
Average loan to deposit ratio83.92 %84.99 %84.05 %84.64 %83.93 %

Net interest income for the fourth quarter of 2024 was $363.8 million, compared to $351.5 million for the third quarter of 2024 and $317.3 million for the fourth quarter of 2023, a year-over-year growth rate of 14.7 percent. Net interest margin was 3.22 percent for the fourth quarter of 2024, compared to 3.22 percent for the third quarter of 2024 and 3.06 percent for the fourth quarter of 2023.
Noninterest income for the fourth quarter of 2024 was $111.5 million, compared to $115.2 million for the third quarter of 2024 and $79.1 million for the fourth quarter of 2023.
Three months ended Linked-quarter Annualized % ChangeThree months endedYr-over-Yr
% Change
(dollars in thousands)Dec. 31, 2024Sept. 30, 2024Dec. 31, 2023
Noninterest income$111,545 $115,242 (12.8)%$79,088 41.0 %
Less:
Investment losses (gains) on sales of securities, net(249)— 100.0 %(14)>100.0%
Loss on BOLI restructuring— — NM7,166 (100.0)%
Adjusted noninterest income$111,296 $115,242 (13.7)%$86,240 29.1 %

•Wealth management revenues, which include investment, trust and insurance services, were $31.2 million for the fourth quarter of 2024, compared to $29.5 million for the third quarter of 2024 and $23.5 million for the fourth quarter of 2023, a year-over-year increase of 33.1 percent. The increase in wealth management revenues was attributable to several factors but primarily is the result of an increase in capacity, with more revenue producers across the firm, but particularly in the areas of the firm's most recent strategic market expansions.
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•Income from the firm's investment in Banker's Healthcare Group (BHG) was $12.1 million for the fourth quarter of 2024, compared to $16.4 million for the third quarter of 2024 and $14.4 million for the fourth quarter of 2023, a year-over-year decline of 16.4 percent.
◦BHG's loan originations were $1.2 billion in the fourth quarter of 2024, compared to $989 million in the third quarter of 2024 and $786 million in the fourth quarter of 2023.
◦Loans sold to BHG's community bank partners were approximately $505 million in the fourth quarter of 2024, compared to approximately $521 million in the third quarter of 2024 and $446 million in the fourth quarter of 2023.
◦BHG reserves for on-balance sheet loan losses were $240 million, or 9.3 percent of loans held for investment at Dec. 31, 2024, compared to 9.1 percent at Sept. 30, 2024, and 9.3 percent at Dec. 31, 2023.
◦At Dec. 31, 2024, BHG increased its accrual for estimated losses attributable to loan substitutions and prepayments to $531 million, or 7.1 percent of the unpaid balances on loans that were previously purchased by BHG's community bank network, compared to 6.2 percent at Sept. 30, 2024 and 5.4 percent at Dec. 31, 2023.
•Other noninterest income was $50.4 million for the quarter ended Dec. 31, 2024, an increase of $1.8 million from the third quarter of 2024 and $22.9 million from the fourth quarter of 2023. Fourth quarter 2024 other noninterest income was positively impacted by gains on leases, fair value adjustment to our mortgage servicing asset and customer swap revenues when compared to third quarter 2024.

Noninterest expense for the fourth quarter of 2024 was $261.9 million, compared to $259.3 million for the third quarter of 2024 and $251.2 million for the fourth quarter of 2023.
Three months ended Linked-quarter Annualized % ChangeThree months endedYr-over-Yr
% Change
(dollars in thousands)Dec. 31, 2024Sept. 30, 2024Dec. 31, 2023
Noninterest expense $261,897 $259,319 4.0 %$251,168 4.3 %
Less:
ORE expense58 56 14.3 %125 (53.6)%
FDIC special assessment— — NM29,000 (100.0)%
Adjusted noninterest expense$261,839 $259,263 4.0 %$222,043 17.9 %

•Salaries and employee benefits were $164.7 million in the fourth quarter of 2024, compared to $160.2 million in the third quarter of 2024 and $133.3 million in the fourth quarter of 2023, reflecting a year-over-year increase of 23.5 percent.
◦Full-time equivalent associates increased to 3,565.5 at Dec. 31, 2024 from 3,516.5 at Sept. 30, 2024 and 3,357.0 at Dec. 31, 2023, a year-over-year increase of 6.2 percent.
◦Cash incentive costs in the fourth quarter of 2024 were approximately $3.1 million higher than the third quarter of 2024 due to increasing the accrual for the annual cash incentive plan to a higher payout percentage than was anticipated at Sept. 30, 2024, and $14.7 million higher than the amounts recorded in the fourth quarter of 2023. An increased number of personnel and an elevated payout percentage for 2024 compared to 2023 were the primary reasons for the year-over-year increase.
•Equipment and occupancy costs were $42.8 million in the fourth quarter of 2024, compared to $42.6 million in the third quarter of 2024, reflecting an increase of 0.5 percent. Those costs were $38.0 million in the fourth quarter of 2023, resulting in a year-over-year increase of 12.5 percent.
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•Marketing and other business development costs were $8.2 million in the fourth quarter of 2024, compared to $5.6 million in the third quarter of 2024, reflecting an increase of 45.9 percent. Those costs were $6.8 million in the fourth quarter of 2023, resulting in a year-over-year increase of 19.6 percent. Comparing the fourth quarter of 2024 to the third quarter of 2024 and the fourth quarter of 2023, several factors contributed to the increase of marketing and business development costs, including increases in both client and associate engagement expenses, primarily as a result of our increased headcount and market expansion.
•Noninterest expense categories, other than those specifically noted above, were $46.3 million in the fourth quarter of 2024, compared to $50.9 million in the third quarter of 2024, reflecting a decrease of 9.1 percent. Those costs were $73.0 million in the fourth quarter of 2023, resulting in a year-over-year decrease of 36.6 percent. Several factors contributed to the decrease in other noninterest expense in the fourth quarter of 2024 compared to both the third quarter of 2024 and fourth quarter of 2023, including lower accruals relating to both state tax obligations and other professional fees.

"One of our goals for 2024 was to advance our total revenue performance with balance sheet growth and robust fee initiatives," said Harold R. Carpenter, Pinnacle’s chief financial officer. "We are reporting $475.3 million in total revenues for the fourth quarter of 2024, compared to $396.4 in total revenues for the fourth quarter of 2023, an increase of approximately 19.9 percent. As we look to 2025, we are optimistic that the effects of a steeper yield curve should positively impact our results. We also have increasing confidence that our experienced bankers and advantaged markets will continue to allow us to attract clients to our firm at an accelerated pace. Both bode well for our ability to continue the rapid growth of our revenue base in 2025. We are also keenly focused on loan and deposit pricing as we enter 2025. Since the last Fed rate cut in September 2024, through January 16, 2025, our loan beta performance is approximately 45 percent which is being outpaced by our deposit beta performance of approximately 58 percent. This is outstanding work by our relationship managers, in my opinion.
"As to expenses, total expenses for 2024 were approximately $1.0 billion, or $999.1 million after excluding adjustments noted elsewhere in this release, which is consistent with our outlook as of the end of last quarter. Contributing to our increased expense levels for the fourth quarter was an increased accrual at a higher payout percentage for our cash incentive plan, which stands at an approximate payout of 98.0 percent of target awards."

CAPITAL, SOUNDNESS AND TAXES:
As of
Dec. 31, 2024Sept. 30, 2024Dec. 31, 2023
Shareholders' equity to total assets12.2 %12.5 %12.6 %
Tangible common equity to tangible assets8.6 %8.7 %8.6 %
Book value per common share$80.46 $79.33 $75.80 
Tangible book value per common share$56.24 $55.12 $51.38 
Annualized net loan charge-offs to avg. loans (1)
0.24 %0.21 %0.17 %
Nonperforming assets to total loans, ORE and other nonperforming assets (NPAs)0.42 %0.35 %0.27 %
Classified asset ratio (Pinnacle Bank) (2)
3.79 %3.92 %5.22 %
Construction and land development loans as a percentage of total capital (3)
70.50 %68.20 %84.20 %
Construction and land development, non-owner occupied commercial real estate and multi-family loans as a percentage of total capital (3)
242.20 %243.30 %259.00 %
Allowance for credit losses (ACL) to total loans 1.17 %1.14 %1.08 %
(1): Annualized net loan charge-offs to average loans ratios are computed by annualizing quarterly net loan charge-offs and dividing the result by average loans for the quarter.
(2): Classified assets as a percentage of Tier 1 capital plus allowance for credit losses.
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(3): Calculated using the same guidelines as are used in the Federal Financial Institutions Examination Council's Uniform Bank Performance Report.

During the fourth quarter of 2024, and to facilitate the orderly transition of BHG’s decision to exit its Small Business Administration (SBA) loan program, Pinnacle Bank acquired approximately $24.0 million in SBA loans from BHG for $10.0 million. Pinnacle assigned $14.1 million in reserves for these loans in its allowance for credit losses. Approximately $13.6 million of these loans are on nonaccrual status as of Dec. 31, 2024. The transaction increased Pinnacle’s ratio of allowance for credit losses to total loans by approximately 0.04 basis points and the ratio of nonaccrual loans to total loans by approximately 0.04 basis points during the fourth quarter.
Additionally, the effective tax rate for the fourth quarter of 2024 decreased to 17.7 percent. This was primarily the result of reductions in tax reserves for uncertain tax positions that have been resolved.

BOARD OF DIRECTORS INCREASES COMMON DIVIDENDS

On Jan. 21, 2025, Pinnacle Financial's Board of Directors increased its quarterly cash dividend to $0.24 per common share to be paid on Feb. 28, 2025 to common shareholders of record as of the close of business on Feb. 7, 2025. Additionally, the Board of Directors approved a quarterly cash dividend of approximately $3.8 million, or $16.88 per share (or $0.422 per depositary share), on Pinnacle Financial's 6.75 percent Series B Non-Cumulative Perpetual Preferred Stock payable on March 1, 2025 to shareholders of record at the close of business on Feb. 14, 2025. The amount and timing of any future dividend payments to both preferred and common shareholders will be subject to the approval of Pinnacle's Board of Directors.

WEBCAST AND CONFERENCE CALL INFORMATION

Pinnacle will host a webcast and conference call at 8:30 a.m. CT on Jan. 22, 2025, to discuss fourth quarter 2024 results and other matters. To access the call for audio only, please call 1-877-209-7255. For the presentation and streaming audio, please access the webcast on the investor relations page of Pinnacle's website at www.pnfp.com.
For those unable to participate in the webcast, it will be archived on the investor relations page of Pinnacle's website at www.pnfp.com for 90 days following the presentation.
Pinnacle Financial Partners provides a full range of banking, investment, trust, mortgage and insurance products and services designed for businesses and their owners and individuals interested in a comprehensive relationship with their financial institution. The firm is the No. 1 and fastest growing bank in the Nashville-Murfreesboro-Franklin MSA, according to June 30, 2024 deposit data from the FDIC. Pinnacle is No. 11 on the 2024 list of 100 Best Companies to Work For® in the U.S., its eighth consecutive appearance and was recognized by American Banker as one of America's Best Banks to Work For 11 years in a row and No. 1 among banks with more than $10 billion in assets in 2023.
Pinnacle Bank owns a 49 percent interest in Bankers Healthcare Group (BHG), which provides innovative, hassle-free financial solutions to healthcare practitioners and other professionals. Great Place to Work and FORTUNE ranked BHG No. 4 on its 2021 list of Best Workplaces in New York State in the small/medium business category.
The firm began operations in a single location in downtown Nashville, TN in October 2000 and has since grown to approximately $52.6 billion in assets as of Dec. 31, 2024. As the second-largest bank holding company in Tennessee, Pinnacle operates in several primarily urban markets across the Southeast.
Additional information concerning Pinnacle, which is included in the Nasdaq Financial-100 Index, can be accessed at www.pnfp.com.
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6

Forward-Looking Statements
All statements, other than statements of historical fact, included in this press release, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The words "expect," "anticipate," "intend," "may," "should," "plan," "looking for," "believe," "seek," "estimate" and similar expressions are intended to identify such forward-looking statements, but other statements not based on historical information may also be considered forward-looking statements. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause the actual results to differ materially from the statements, including, but not limited to: (i) deterioration in the financial condition of borrowers of Pinnacle Bank and its subsidiaries or BHG, including as a result of persistent elevated interest rates, the negative impact of inflationary pressures and challenging economic conditions on our and BHG's customers and their businesses, resulting in significant increases in loan losses and provisions for those losses and, in the case of BHG, substitutions; (ii) fluctuations or differences in interest rates on loans or deposits from those that Pinnacle Financial is modeling or anticipating, including as a result of Pinnacle Bank's inability to better match deposit rates with the changes in the short-term rate environment, or that affect the yield curve; (iii) the sale of investment securities in a loss position before their value recovers, including as a result of asset liability management strategies or in response to liquidity needs; (iv) adverse conditions in the national or local economies including in Pinnacle Financial's markets throughout the Southeast region of the United States, particularly in commercial and residential real estate markets; (v) the inability of Pinnacle Financial, or entities in which it has significant investments, like BHG, to maintain the long-term historical growth rate of its, or such entities', loan portfolio; (vi) the ability to grow and retain low-cost core deposits and retain large, uninsured deposits, including during times when Pinnacle Bank is seeking to limit the rates it pays on deposits or uncertainty exists in the financial services sector; (vii) changes in loan underwriting, credit review or loss reserve policies associated with economic conditions, examination conclusions, or regulatory developments; (viii) effectiveness of Pinnacle Financial's asset management activities in improving, resolving or liquidating lower-quality assets; (ix) the impact of competition with other financial institutions, including pricing pressures and the resulting impact on Pinnacle Financial’s results, including as a result of the negative impact to net interest margin from elevated deposit and other funding costs; (x) the results of regulatory examinations of Pinnacle Financial, Pinnacle Bank or BHG, or companies with whom they do business; (xi) BHG's ability to profitably grow its business and successfully execute on its business plans; (xii) risks of expansion into new geographic or product markets; (xiii) any matter that would cause Pinnacle Financial to conclude that there was impairment of any asset, including goodwill or other intangible assets; (xiv) the ineffectiveness of Pinnacle Bank's hedging strategies, or the unexpected counterparty failure or hedge failure of the underlying hedges; (xv) reduced ability to attract additional financial advisors (or failure of such advisors to cause their clients to switch to Pinnacle Bank), to retain financial advisors (including as a result of the competitive environment for associates) or otherwise to attract customers from other financial institutions; (xvi) deterioration in the valuation of other real estate owned and increased expenses associated therewith; (xvii) inability to comply with regulatory capital requirements, including those resulting from changes to capital calculation methodologies, required capital maintenance levels or regulatory requests or directives, particularly if Pinnacle Bank's level of applicable commercial real estate loans were to exceed percentage levels of total capital in guidelines recommended by its regulators; (xviii) approval of the declaration of any dividend by Pinnacle Financial's board of directors; (xix) the vulnerability of Pinnacle Bank's network and online banking portals, and the systems of parties with whom Pinnacle Bank contracts, to unauthorized access, computer viruses, phishing schemes, spam or ransomware attacks, human error, natural disasters, power loss and other security breaches; (xx) the possibility of increased compliance and operational costs as a result of increased regulatory oversight (including by the Consumer Financial Protection Bureau), including oversight of companies in which Pinnacle Financial or Pinnacle Bank have significant investments, like BHG, and the development of additional banking products for Pinnacle Bank's corporate and consumer clients; (xxi) Pinnacle Financial's ability to identify potential candidates for, consummate, and achieve synergies from, potential future acquisitions; (xxii) difficulties and delays in integrating acquired businesses or fully realizing costs savings and other benefits from acquisitions; (xxiii) the risks associated with Pinnacle Bank being a minority investor in BHG, including the risk that the owners of a majority of the equity interests in BHG decide to sell the company or all or a portion of their ownership interests in BHG (triggering a similar sale by Pinnacle Bank); (xxiv) changes in state and federal legislation, regulations or policies applicable to banks and other financial service providers, like BHG, including regulatory or legislative developments; (xxv) fluctuations in the valuations of Pinnacle Financial's equity investments and the ultimate success of such investments; (xxvi) the availability of and access to capital; (xxvii) adverse results (including costs, fines, reputational harm, inability to obtain necessary approvals and/or other negative effects) from current or future litigation, regulatory examinations or other legal and/or regulatory actions involving Pinnacle Financial, Pinnacle Bank or BHG; and (xxviii) general competitive, economic, political and market conditions. Additional factors which could affect the forward looking statements can be found in Pinnacle Financial's Annual Report on Form 10-K for the year ended December 31, 2023, and subsequently filed Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC and available on the SEC's website at http://www.sec.gov. Pinnacle Financial disclaims any obligation to update or revise any forward-looking statements contained in this press release, which speak only as of the date hereof, whether as a result of new information, future events or otherwise.

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Non-GAAP Financial Matters
This release contains certain non-GAAP financial measures, including, without limitation, total revenues, net income to common shareholders, earnings per diluted common share, revenue per diluted common share, PPNR, efficiency ratio, noninterest expense, noninterest income and the ratio of noninterest expense to average assets, excluding in certain instances the impact of expenses related to other real estate owned, gains or losses on sale of investment securities, gains associated with the sale-leaseback transaction completed in the second quarter of 2023, losses on the restructuring of certain bank owned life insurance (BOLI) contracts, charges related to the FDIC special assessment, income associated with the recognition of a mortgage servicing asset in the first quarter of 2024, fees related to terminating an agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives in the second quarter of 2024 and other matters for the accounting periods presented. This release may also contain certain other non-GAAP capital ratios and performance measures that exclude the impact of goodwill and core deposit intangibles associated with Pinnacle Financial's acquisitions of BNC, Avenue Bank, Magna Bank, CapitalMark Bank & Trust, Mid-America Bancshares, Inc., Cavalry Bancorp, Inc. and other acquisitions which collectively are less material to the non-GAAP measure as well as the impact of Pinnacle Financial's Series B Preferred Stock. The presentation of the non-GAAP financial information is not intended to be considered in isolation or as a substitute for any measure prepared in accordance with GAAP. Because non-GAAP financial measures presented in this release are not measurements determined in accordance with GAAP and are susceptible to varying calculations, these non-GAAP financial measures, as presented, may not be comparable to other similarly titled measures presented by other companies.

Pinnacle Financial believes that these non-GAAP financial measures facilitate making period-to-period comparisons and are meaningful indications of its operating performance. In addition, because intangible assets such as goodwill and the core deposit intangible, and the other items excluded each vary extensively from company to company, Pinnacle Financial believes that the presentation of this information allows investors to more easily compare Pinnacle Financial's results to the results of other companies. Pinnacle Financial's management utilizes this non-GAAP financial information to compare Pinnacle Financial's operating performance for 2024 versus certain periods in 2023 and to internally prepared projections.

8

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS – UNAUDITED
(dollars in thousands, except for share and per share data)Dec. 31, 2024Sept. 30, 2024Dec. 31, 2023
ASSETS
Cash and noninterest-bearing due from banks$320,320 $276,578 $228,620 
Restricted cash93,645 193,758 86,873 
Interest-bearing due from banks3,021,960 2,362,828 1,914,856 
Cash and cash equivalents3,435,925 2,833,164 2,230,349 
Securities purchased with agreement to resell66,449 66,480 558,009 
Securities available-for-sale, at fair value5,582,369 5,390,988 4,317,530 
Securities held-to-maturity (fair value of $2.6 billion, $2.7 billion and $2.8 billion, net of allowance for credit losses of $1.7 million, $1.7 million, and $1.7 million at Dec. 31, 2024, Sept. 30, 2024 and Dec. 31, 2023, respectively)2,798,899 2,902,253 3,006,357 
Consumer loans held-for-sale175,627 178,600 104,217 
Commercial loans held-for-sale19,700 8,617 9,280 
Loans35,485,776 34,308,310 32,676,091 
Less allowance for credit losses(414,494)(391,534)(353,055)
Loans, net35,071,282 33,916,776 32,323,036 
Premises and equipment, net311,277 295,348 256,877 
Equity method investment436,707 424,637 445,223 
Accrued interest receivable214,080 226,178 217,491 
Goodwill1,849,260 1,846,973 1,846,973 
Core deposits and other intangible assets21,423 22,755 27,465 
Other real estate owned1,278 750 3,937 
Other assets2,605,173 2,588,369 2,613,139 
Total assets$52,589,449 $50,701,888 $47,959,883 
LIABILITIES AND SHAREHOLDERS' EQUITY 
Deposits: 
Noninterest-bearing$8,170,448 $8,229,394 $7,906,502 
Interest-bearing14,125,194 12,615,993 11,365,349 
Savings and money market accounts16,197,397 15,188,270 14,427,206 
Time4,349,953 4,921,231 4,840,753 
Total deposits42,842,992 40,954,888 38,539,810 
Securities sold under agreements to repurchase230,244 209,956 209,489 
Federal Home Loan Bank advances1,874,134 2,146,395 2,138,169 
Subordinated debt and other borrowings425,821 425,600 424,938 
Accrued interest payable55,619 59,285 66,967 
Other liabilities728,758 561,506 544,722 
Total liabilities46,157,568 44,357,630 41,924,095 
Preferred stock, no par value, 10.0 million shares authorized; 225,000 shares non-cumulative perpetual preferred stock, Series B, liquidation preference $225.0 million, issued and outstanding at Dec. 31, 2024, Sept. 30, 2024 and Dec. 31, 2023, respectively217,126 217,126 217,126 
Common stock, par value $1.00; 180.0 million shares authorized; 77.2 million, 77.2 million and 76.8 million shares issued and outstanding at Dec. 31, 2024, Sept. 30, 2024 and Dec. 31, 2023, respectively.77,242 77,232 76,767 
Additional paid-in capital3,129,680 3,120,842 3,109,493 
Retained earnings3,175,777 3,045,571 2,784,927 
Accumulated other comprehensive loss, net of taxes(167,944)(116,513)(152,525)
Total shareholders' equity6,431,881 6,344,258 6,035,788 
Total liabilities and shareholders' equity$52,589,449 $50,701,888 $47,959,883 
This information is preliminary and based on company data available at the time of the presentation.

9

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME – UNAUDITED
(dollars in thousands, except for share and per share data)Three months endedYear ended
 Dec. 31, 2024Sept. 30, 2024Dec. 31, 2023Dec. 31, 2024Dec. 31, 2023
Interest income:
Loans, including fees$557,716 $570,489 $530,604 $2,221,063 $1,950,365 
Securities
Taxable58,842 65,776 42,458 220,666 140,308 
Tax-exempt24,947 23,860 25,035 97,779 97,625 
Federal funds sold and other42,855 34,740 46,699 158,590 165,070 
Total interest income684,360 694,865 644,796 2,698,098 2,353,368 
Interest expense:
Deposits287,511 310,527 297,556 1,203,455 983,118 
Securities sold under agreements to repurchase1,182 1,495 1,295 5,392 3,744 
FHLB advances and other borrowings31,877 31,339 28,693 123,661 104,388 
Total interest expense320,570 343,361 327,544 1,332,508 1,091,250 
Net interest income363,790 351,504 317,252 1,365,590 1,262,118 
Provision for credit losses29,652 26,281 16,314 120,589 93,596 
Net interest income after provision for credit losses334,138 325,223 300,938 1,245,001 1,168,522 
Noninterest income:
Service charges on deposit accounts15,175 16,217 12,660 59,394 49,223 
Investment services19,233 17,868 13,410 67,572 52,432 
Insurance sales commissions2,900 3,286 3,072 13,753 13,670 
Gains on mortgage loans sold, net2,344 2,643 879 11,136 6,511 
Investment gains (losses) on sales of securities, net249 — 14 (71,854)(19,674)
Trust fees9,098 8,383 6,987 33,219 26,683 
Income from equity method investment12,070 16,379 14,432 63,172 85,402 
Gain on sale of fixed assets 38 1,837 102 2,258 86,048 
Other noninterest income50,438 48,629 27,532 192,528 132,958 
Total noninterest income111,545 115,242 79,088 371,178 433,253 
Noninterest expense:
Salaries and employee benefits164,670 160,234 133,333 621,031 531,828 
Equipment and occupancy42,756 42,564 38,021 166,002 138,980 
Other real estate, net58 56 125 220 315 
Marketing and other business development8,168 5,599 6,829 26,668 23,914 
Postage and supplies3,178 2,965 2,840 12,049 11,143 
Amortization of intangibles1,544 1,558 1,751 6,254 7,090 
Other noninterest expense41,523 46,343 68,269 202,746 174,499 
Total noninterest expense261,897 259,319 251,168 1,034,970 887,769 
Income before income taxes183,786 181,146 128,858 581,209 714,006 
Income tax expense 32,527 34,455 33,879 106,153 151,854 
Net income151,259 146,691 94,979 475,056 562,152 
Preferred stock dividends(3,798)(3,798)(3,798)(15,192)(15,192)
Net income available to common shareholders$147,461 $142,893 $91,181 $459,864 $546,960 
Per share information:
Basic net income per common share$1.93 $1.87 $1.20 $6.01 $7.20 
Diluted net income per common share$1.91 $1.86 $1.19 $5.96 $7.14 
Weighted average common shares outstanding:
Basic76,537,040 76,520,599 76,068,016 76,460,926 76,016,370 
Diluted77,384,742 76,765,586 76,823,991 77,131,330 76,647,543 
This information is preliminary and based on company data available at the time of the presentation.
10

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

(dollars and shares in thousands)Preferred
Stock
 Amount		Common StockAdditional Paid-in CapitalRetained EarningsAccumulated Other Comp. Income (Loss), netTotal Shareholders' Equity
 SharesAmounts
Balance at December 31, 2022$217,126 76,454 $76,454 $3,074,867 $2,341,706 $(190,761)$5,519,392 
Cumulative change due to accounting pronouncement— — — — (35,002)— (35,002)
Exercise of employee common stock options & related tax benefits— 40 40 931 — — 971 
Preferred dividends paid ($67.52 per share)— — — — (15,192)— (15,192)
Common dividends paid ($0.88 per share)— — — — (68,737)(68,737)
Issuance of restricted common shares— 269 269 (269)— — — 
Forfeiture of restricted common shares— (34)(34)34 — — — 
Restricted shares withheld for taxes & related tax benefits— (59)(59)(4,127)— — (4,186)
Issuance of common stock pursuant to restricted stock unit (RSU) and performance stock unit (PSU) agreements, net of shares withheld for taxes & related tax benefits— 97 97 (3,822)— — (3,725)
Compensation expense for restricted shares & performance stock units— — — 41,879 — — 41,879 
Net income— — — — 562,152 — 562,152 
Other comprehensive gain— — — — — 38,236 38,236 
Balance at December 31, 2023$217,126 76,767 $76,767 $3,109,493 $2,784,927 $(152,525)$6,035,788 
Balance at December 31, 2023$217,126 76,767 $76,767 $3,109,493 $2,784,927 $(152,525)$6,035,788 
Preferred dividends paid ($67.52 per share)— — — — (15,192)— (15,192)
Common dividends paid ($0.88 per share)— — — — (69,014)— (69,014)
Issuance of restricted common shares— 262 262 (262)— — — 
Forfeiture of restricted common shares— (30)(30)30 — — — 
Restricted shares withheld for taxes & related tax benefits— (68)(68)(5,774)— — (5,842)
Issuance of common stock pursuant to RSU and PSU agreements, net of shares withheld for taxes & related tax benefits— 311 311 (14,741)— — (14,430)
Compensation expense for restricted shares & performance stock units— — — 40,934 — — 40,934 
Net income— — — — 475,056 — 475,056 
Other comprehensive loss— — — — — (15,419)(15,419)
Balance at December 31, 2024$217,126 77,242 $77,242 $3,129,680 $3,175,777 $(167,944)$6,431,881 


11

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
(dollars in thousands)DecemberSeptemberJuneMarchDecemberSeptember
202420242024202420232023
Balance sheet data, at quarter end:
Commercial and industrial loans$13,815,817 12,986,865 12,328,622 11,893,198 11,666,691 11,307,611 
Commercial real estate - owner occupied loans4,388,531 4,264,743 4,217,351 4,044,973 4,044,896 3,944,616 
Commercial real estate - investment loans5,931,420 5,919,235 5,998,326 6,138,711 5,929,595 5,957,426 
Commercial real estate - multifamily and other loans2,198,698 2,213,153 2,185,858 1,924,931 1,605,899 1,490,184 
Consumer real estate  - mortgage loans4,914,482 4,907,766 4,874,846 4,828,416 4,851,531 4,768,780 
Construction and land development loans3,699,321 3,486,504 3,621,563 3,818,334 4,041,081 3,942,143 
Consumer and other loans537,507 530,044 542,584 514,310 536,398 532,524 
Total loans35,485,776 34,308,310 33,769,150 33,162,873 32,676,091 31,943,284 
Allowance for credit losses(414,494)(391,534)(381,601)(371,337)(353,055)(346,192)
Securities8,381,268 8,293,241 7,882,891 7,371,847 7,323,887 6,882,276 
Total assets52,589,449 50,701,888 49,366,969 48,894,196 47,959,883 47,523,790 
Noninterest-bearing deposits8,170,448 8,229,394 7,932,882 7,958,739 7,906,502 8,324,325 
Total deposits42,842,992 40,954,888 39,770,380 39,402,025 38,539,810 38,295,809 
Securities sold under agreements to repurchase230,244 209,956 220,885 201,418 209,489 195,999 
FHLB advances1,874,134 2,146,395 2,110,885 2,116,417 2,138,169 2,110,598 
Subordinated debt and other borrowings425,821 425,600 425,380 425,159 424,938 424,718 
Total shareholders' equity6,431,881 6,344,258 6,174,668 6,103,851 6,035,788 5,837,641 
Balance sheet data, quarterly averages:
Total loans$34,980,900 34,081,759 33,516,804 33,041,954 32,371,506 31,529,854 
Securities8,268,583 8,176,250 7,322,588 7,307,201 6,967,488 6,801,285 
Federal funds sold and other3,153,751 2,601,267 3,268,307 3,274,062 3,615,908 4,292,956 
Total earning assets46,403,234 44,859,276 44,107,699 43,623,217 42,954,902 42,624,095 
Total assets51,166,643 49,535,543 48,754,091 48,311,260 47,668,519 47,266,199 
Noninterest-bearing deposits8,380,760 8,077,655 8,000,159 7,962,217 8,342,572 8,515,733 
Total deposits41,682,341 40,101,199 39,453,828 38,995,709 38,515,560 38,078,665 
Securities sold under agreements to repurchase223,162 230,340 213,252 210,888 202,601 184,681 
FHLB advances2,006,736 2,128,793 2,106,786 2,214,489 2,112,809 2,132,638 
Subordinated debt and other borrowings427,503 427,380 427,256 428,281 426,999 426,855 
Total shareholders' equity6,405,867 6,265,710 6,138,722 6,082,616 5,889,075 5,898,196 
Statement of operations data, for the three months ended:
Interest income$684,360 694,865 668,390 650,483 644,796 627,294 
Interest expense320,570 343,361 336,128 332,449 327,544 310,052 
Net interest income363,790 351,504 332,262 318,034 317,252 317,242 
Provision for credit losses29,652 26,281 30,159 34,497 16,314 26,826 
Net interest income after provision for credit losses334,138 325,223 302,103 283,537 300,938 290,416 
Noninterest income111,545 115,242 34,288 110,103 79,088 90,797 
Noninterest expense261,897 259,319 271,389 242,365 251,168 213,233 
Income before income taxes183,786 181,146 65,002 151,275 128,858 167,980 
Income tax expense32,527 34,455 11,840 27,331 33,879 35,377 
Net income151,259 146,691 53,162 123,944 94,979 132,603 
Preferred stock dividends(3,798)(3,798)(3,798)(3,798)(3,798)(3,798)
Net income available to common shareholders$147,461 142,893 49,364 120,146 91,181 128,805 
Profitability and other ratios:
Return on avg. assets (1)
1.15 %1.15 %0.41 %1.00 %0.76 %1.08 %
Return on avg. equity (1)
9.16 %9.07 %3.23 %7.94 %6.14 %8.66 %
 Return on avg. common equity (1)
9.48 %9.40 %3.35 %8.24 %6.38 %9.00 %
Return on avg. tangible common equity (1)
13.58 %13.61 %4.90 %12.11 %9.53 %13.43 %
Common stock dividend payout ratio (14)
14.72 %16.73 %17.29 %12.59 %12.26 %11.35 %
Net interest margin (2)
3.22 %3.22 %3.14 %3.04 %3.06 %3.06 %
Noninterest income to total revenue (3)
23.47 %24.69 %9.35 %25.72 %19.95 %22.25 %
Noninterest income to avg. assets (1)
0.87 %0.93 %0.28 %0.92 %0.66 %0.76 %
Noninterest exp. to avg. assets (1)
2.04 %2.08 %2.24 %2.02 %2.09 %1.79 %
Efficiency ratio (4)
55.10 %55.56 %74.04 %56.61 %63.37 %52.26 %
Avg. loans to avg. deposits
83.92 %84.99 %84.95 %84.73 %84.05 %82.80 %
Securities to total assets
15.94 %16.36 %15.97 %15.08 %15.27 %14.48 %
This information is preliminary and based on company data available at the time of the presentation.

12

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
ANALYSIS OF INTEREST INCOME AND EXPENSE, RATES AND YIELDS-UNAUDITED
(dollars in thousands)Three months endedThree months ended
December 31, 2024December 31, 2023
 Average BalancesInterestRates/ YieldsAverage BalancesInterestRates/ Yields
Interest-earning assets
Loans (1) (2)
$34,980,900 $557,716 6.42 %$32,371,506 $530,604 6.62 %
Securities
Taxable4,953,134 58,842 4.73 %3,801,278 42,458 4.43 %
Tax-exempt (2)
3,315,449 24,947 3.58 %3,166,210 25,035 3.74 %
Interest-bearing due from banks2,819,891 36,135 5.10 %2,876,213 39,761 5.48 %
Resell agreements75,583 1,697 8.93 %507,368 3,216 2.51 %
Federal funds sold— — — %— — — %
Other258,277 5,023 7.74 %232,327 3,722 6.36 %
Total interest-earning assets46,403,234 $684,360 5.97 %42,954,902 $644,796 6.09 %
Nonearning assets
Intangible assets1,870,051 1,875,546 
Other nonearning assets2,893,358 2,838,071 
Total assets$51,166,643 $47,668,519 
Interest-bearing liabilities
Interest-bearing deposits:
Interest checking13,162,542 113,704 3.44 %10,821,528 106,368 3.90 %
Savings and money market15,654,866 125,760 3.20 %14,455,770 137,330 3.77 %
Time4,484,173 48,047 4.26 %4,895,690 53,858 4.36 %
Total interest-bearing deposits33,301,581 287,511 3.43 %30,172,988 297,556 3.91 %
Securities sold under agreements to repurchase223,162 1,182 2.11 %202,601 1,295 2.54 %
Federal Home Loan Bank advances2,006,736 23,159 4.59 %2,112,809 22,674 4.26 %
Subordinated debt and other borrowings427,503 8,718 8.11 %426,999 6,019 5.59 %
Total interest-bearing liabilities35,958,982 320,570 3.55 %32,915,397 327,544 3.95 %
Noninterest-bearing deposits8,380,760 — — 8,342,572 — — 
Total deposits and interest-bearing liabilities44,339,742 $320,570 2.88 %41,257,969 $327,544 3.15 %
Other liabilities421,034 521,475 
Shareholders' equity 6,405,867 5,889,075 
Total liabilities and shareholders' equity$51,166,643 $47,668,519 
Net  interest  income 
$363,790 $317,252 
Net interest spread (3)
2.42 %2.14 %
Net interest margin (4)
3.22 %3.06 %
(1) Average balances of nonperforming loans are included in the above amounts.
(2) Yields computed on tax-exempt instruments on a tax equivalent basis and included $12.1 million of taxable equivalent income for the three months ended Dec. 31, 2024 compared to $14.5 million for the three months ended Dec. 31, 2023. The tax-exempt benefit has been reduced by the projected impact of tax-exempt income that will be disallowed pursuant to IRS Regulations as of and for the then current period presented.
(3) Yields realized on interest-bearing assets less the rates paid on interest-bearing liabilities. The net interest spread calculation excludes the impact of demand deposits. Had the impact of demand deposits been included, the net interest spread for the three months ended Dec. 31, 2024 would have been 3.09% compared to a net interest spread of 2.94% for the three months ended Dec. 31, 2023.
(4) Net interest margin is the result of annualized net interest income calculated on a tax equivalent basis divided by average interest-earning assets for the period.
This information is preliminary and based on company data available at the time of the presentation.  

13

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
ANALYSIS OF INTEREST INCOME AND EXPENSE, RATES AND YIELDS-UNAUDITED
(dollars in thousands)Year endedYear ended
December 31, 2024December 31, 2023
 Average BalancesInterestRates/ YieldsAverage BalancesInterestRates/ Yields
Interest-earning assets
Loans (1) (2)
$33,908,775 $2,221,063 6.64 %$31,112,968 $1,950,365 6.36 %
Securities
Taxable4,487,037 220,666 4.92 %3,562,527 140,308 3.94 %
Tax-exempt (2)
3,284,099 97,779 3.55 %3,252,030 97,625 3.58 %
Interest-bearing due from banks2,533,184 132,199 5.22 %2,611,506 140,036 5.36 %
Resell agreements285,356 10,669 3.74 %508,190 13,176 2.59 %
Federal funds sold— — — %— — — %
Other 254,731 15,722 6.17 %227,147 11,858 5.22 %
Total interest-earning assets44,753,182 $2,698,098 6.14 %41,274,368 $2,353,368 5.82 %
Nonearning assets
Intangible assets1,871,723 1,878,204 
Other nonearning assets2,821,948 2,696,900 
Total assets$49,446,853 $45,849,472 
Interest-bearing liabilities
Interest-bearing deposits:
Interest checking12,309,946 465,862 3.78 %9,565,965 333,631 3.49 %
Savings and money market14,928,631 530,100 3.55 %14,162,523 473,327 3.34 %
Time4,720,595 207,493 4.40 %4,606,756 176,160 3.82 %
Total interest-bearing deposits31,959,172 1,203,455 3.77 %28,335,244 983,118 3.47 %
Securities sold under agreements to repurchase219,451 5,392 2.46 %192,132 3,744 1.95 %
Federal Home Loan Bank advances2,113,947 96,602 4.57 %1,935,204 80,958 4.18 %
Subordinated debt and other borrowings427,604 27,059 6.33 %426,784 23,430 5.49 %
Total interest-bearing liabilities34,720,174 1,332,508 3.84 %30,889,364 1,091,250 3.53 %
Noninterest-bearing deposits8,103,652 — — 8,736,843 — — 
Total deposits and interest-bearing liabilities42,823,826 $1,332,508 3.11 %39,626,207 $1,091,250 2.75 %
Other liabilities399,183 428,348 
Shareholders' equity 6,223,844 5,794,917 
Total liabilities and shareholders' equity$49,446,853 $45,849,472 
Net  interest  income 
$1,365,590 $1,262,118 
Net interest spread (3)
2.30 %2.29 %
Net interest margin (4)
3.16 %3.18 %
(1) Average balances of nonperforming loans are included in the above amounts.
(2) Yields computed on tax-exempt instruments on a tax equivalent basis and included $47.7 million of taxable equivalent income for the year ended Dec. 31, 2024 compared to $48.5 million for the year ended Dec. 31, 2023. The tax-exempt benefit has been reduced by the projected impact of tax-exempt income that will be disallowed pursuant to IRS Regulations as of and for the then current period presented.
(3) Yields realized on interest-bearing assets less the rates paid on interest-bearing liabilities. The net interest spread calculation excludes the impact of demand deposits. Had the impact of demand deposits been included, the net interest spread for the year ended Dec. 31, 2024 would have been 3.02% compared to a net interest spread of 3.07% for the year ended Dec. 31, 2023.
(4) Net interest margin is the result of annualized net interest income calculated on a tax equivalent basis divided by average interest-earning assets for the period.
This information is preliminary and based on company data available at the time of the presentation.

14

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
(dollars in thousands)DecemberSeptemberJuneMarchDecemberSeptember
202420242024202420232023
Asset quality information and ratios:
Nonperforming assets:
Nonaccrual loans$147,825 119,293 97,649 108,325 82,288 42,950 
ORE and other nonperforming assets (NPAs)
1,280 823 2,760 2,766 4,347 3,019 
Total nonperforming assets$149,105 120,116 100,409 111,091 86,635 45,969 
Past due loans over 90 days and still accruing interest$3,515 3,611 4,057 5,273 6,004 4,969 
Accruing purchase credit deteriorated loans$13,877 5,715 6,021 6,222 6,501 7,010 
Net loan charge-offs$20,807 18,348 22,895 16,215 13,451 18,093 
Allowance for credit losses to nonaccrual loans280.4 %328.2 %390.8 %342.8 %429.0 %806.0 %
As a percentage of total loans:
Past due accruing loans over 30 days0.15 %0.16 %0.16 %0.17 %0.23 %0.16 %
Potential problem loans
0.13 %0.14 %0.18 %0.28 %0.39 %0.42 %
Allowance for credit losses 1.17 %1.14 %1.13 %1.12 %1.08 %1.08 %
Nonperforming assets to total loans, ORE and other NPAs0.42 %0.35 %0.30 %0.33 %0.27 %0.14 %
    Classified asset ratio (Pinnacle Bank) (6)
3.8 %3.9 %4.0 %4.9 %5.2 %4.6 %
Annualized net loan charge-offs to avg. loans (5)
0.24 %0.21 %0.27 %0.20 %0.17 %0.23 %
Interest rates and yields:
Loans6.42 %6.75 %6.71 %6.67 %6.62 %6.50 %
Securities4.27 %4.58 %4.43 %4.06 %4.12 %3.81 %
Total earning assets5.97 %6.27 %6.20 %6.11 %6.09 %5.95 %
Total deposits, including non-interest bearing2.74 %3.08 %3.10 %3.10 %3.07 %2.92 %
Securities sold under agreements to repurchase2.11 %2.58 %2.48 %2.67 %2.54 %2.30 %
FHLB advances4.59 %4.66 %4.66 %4.38 %4.26 %4.22 %
Subordinated debt and other borrowings8.11 %5.97 %5.62 %5.60 %5.59 %5.54 %
Total deposits and interest-bearing liabilities2.88 %3.19 %3.20 %3.20 %3.15 %3.01 %
Capital and other ratios (6):
Pinnacle Financial ratios:
Shareholders' equity to total assets12.2 %12.5 %12.5 %12.5 %12.6 %12.3 %
Common equity Tier one10.8 %10.8 %10.7 %10.4 %10.3 %10.3 %
Tier one risk-based11.3 %11.4 %11.2 %10.9 %10.8 %10.9 %
Total risk-based13.1 %13.2 %13.2 %12.9 %12.7 %12.8 %
Leverage9.6 %9.6 %9.5 %9.5 %9.4 %9.4 %
Tangible common equity to tangible assets8.6 %8.7 %8.6 %8.5 %8.6 %8.2 %
Pinnacle Bank ratios:
Common equity Tier one11.6 %11.7 %11.5 %11.3 %11.1 %11.2 %
Tier one risk-based11.6 %11.7 %11.5 %11.3 %11.1 %11.2 %
Total risk-based12.5 %12.6 %12.5 %12.2 %12.0 %12.0 %
Leverage9.8 %9.8 %9.7 %9.7 %9.7 %9.7 %
Construction and land development loans
as a percentage of total capital (17)
70.5 %68.2 %72.9 %77.5 %84.2 %83.1 %
Non-owner occupied commercial real estate and
multi-family as a percentage of total capital (17)
242.2 %243.3 %254.0 %258.0 %259.0 %256.4 %
This information is preliminary and based on company data available at the time of the presentation.

15

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
(dollars in thousands, except per share data)DecemberSeptemberJuneMarchDecemberSeptember
202420242024202420232023
Per share data:
Earnings per common share – basic$1.93 1.87 0.65 1.58 1.20 1.69 
Earnings per common share - basic, excluding non-GAAP adjustments$1.92 1.87 1.63 1.54 1.70 1.79 
Earnings per common share – diluted$1.91 1.86 0.64 1.57 1.19 1.69 
Earnings per common share - diluted, excluding non-GAAP adjustments$1.90 1.86 1.63 1.53 1.68 1.79 
Common dividends per share$0.22 0.22 0.22 0.22 0.22 0.22 
Book value per common share at quarter end (7)
$80.46 79.33 77.15 76.23 75.80 73.23 
Tangible book value per common share at quarter end (7)
$56.24 55.12 52.92 51.98 51.38 48.78 
Revenue per diluted common share$6.14 6.08 4.78 5.60 5.16 5.35 
Revenue per diluted common share, excluding non-GAAP adjustments$6.14 6.08 5.72 5.45 5.25 5.48 
Investor information:
Closing sales price of common stock on last trading day of quarter$114.39 97.97 80.04 85.88 87.22 67.04 
High closing sales price of common stock during quarter$129.87 100.56 84.70 91.82 89.34 75.95 
Low closing sales price of common stock during quarter$92.95 76.97 74.62 79.26 60.77 56.41 
Closing sales price of depositary shares on last trading day of quarter$24.23 24.39 23.25 23.62 22.60 22.70 
High closing sales price of depositary shares during quarter$25.02 24.50 23.85 24.44 23.65 23.85 
Low closing sales price of depositary shares during quarter$24.23 23.25 22.93 22.71 21.00 21.54 
Other information:
Residential mortgage loan sales:
Gross loans sold$185,707 209,144 217,080 148,576 142,556 198,247 
Gross fees (8)
$4,360 4,974 5,368 3,540 3,191 4,350 
Gross fees as a percentage of loans originated2.35 %2.38 %2.47 %2.38 %2.24 %2.19 %
Net gain on residential mortgage loans sold$2,344 2,643 3,270 2,879 879 2,012 
Investment gains (losses) on sales of securities, net (13)
$249 — (72,103)— 14 (9,727)
Brokerage account assets, at quarter end (9)
$13,086,359 12,791,337 11,917,578 10,756,108 9,810,457 9,041,716 
Trust account managed assets, at quarter end$7,061,868 6,830,323 6,443,916 6,297,887 5,530,495 5,047,128 
Core deposits (10)
$38,046,904 35,764,640 34,957,827 34,638,610 33,738,917 33,606,783 
Core deposits to total funding (10)
83.9 %81.8 %82.2 %82.2 %81.7 %81.9 %
Risk-weighted assets$41,976,450 40,530,585 39,983,191 40,531,311 40,205,295 39,527,086 
Number of offices 137 136 135 128 128 128 
Total core deposits per office$277,715 262,975 258,947 270,614 263,585 262,553 
Total assets per full-time equivalent employee$14,750 14,418 14,231 14,438 14,287 14,274 
Annualized revenues per full-time equivalent employee$530.4 528.0 425.0 508.5 468.4 486.2 
Annualized expenses per full-time equivalent employee$292.2 293.4 314.6 287.8 296.8 254.1 
Number of employees (full-time equivalent)3,565.5 3,516.5 3,469.0 3,386.5 3,357.0 3,329.5 
Associate retention rate (11)
94.5 %94.6 %94.4 %94.2 %94.2 %93.6 %
This information is preliminary and based on company data available at the time of the presentation.


16

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
Three months ended
Year ended
(dollars in thousands, except per share data)
DecemberSeptemberDecemberDecemberDecember
20242024202320242023
Net interest income$363,790351,504317,2521,365,5901,262,118
Noninterest income111,545115,24279,088371,178433,253
Total revenues475,335466,746396,3401,736,7681,695,371
Less: Investment losses (gains) on sales of securities, net(249)—(14)71,85419,674
Gain on sale of fixed assets as a result of sale-leaseback transaction————(85,692)
Loss on BOLI restructuring——7,166—7,166
Recognition of mortgage servicing asset———(11,812)—
Total revenues excluding the impact of adjustments noted above$475,086466,746403,4921,796,8101,636,519
Noninterest expense$261,897259,319251,1681,034,970887,769
Less: ORE expense5856125220315
FDIC special assessment——29,0007,25029,000
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives———28,400—
Noninterest expense excluding the impact of adjustments noted above$261,839259,263222,043999,100858,454
Pre-tax income$183,786181,146128,858581,209714,006
Provision for credit losses29,65226,28116,314120,58993,596
Pre-tax pre-provision net revenue213,438207,427145,172701,798807,602
Less: Adjustments noted above(191)5636,27795,912(29,537)
Adjusted pre-tax pre-provision net revenue (12)
$213,247207,483181,449797,710778,065
Noninterest income$111,545115,24279,088371,178433,253
Less: Adjustments noted above(249)—7,15260,042(58,852)
Noninterest income excluding the impact of adjustments noted above$111,296115,24286,240431,220374,401
Efficiency ratio (4)
55.10 %55.56 %63.37 %59.59 %52.36 %
Adjustments noted above0.01 %(0.01)%(8.34)%(3.99)%0.10 %
Efficiency ratio excluding adjustments noted above (4)
55.11 %55.55 %55.03 %55.60 %52.46 %
Total average assets$51,166,64349,535,54347,668,51949,446,85345,849,472
Noninterest income to average assets (1)
0.87 %0.93 %0.66 %0.75 %0.94 %
Less: Adjustments noted above— %— %0.06 %0.12 %(0.12)%
Noninterest income (excluding adjustments noted above) to average assets (1)
0.87 %0.93 %0.72 %0.87 %0.82 %
Noninterest expense to average assets (1)
2.04 %2.08 %2.09 %2.09 %1.94 %
Adjustments as noted above— %— %(0.24)%(0.07)%(0.07)%
Noninterest expense (excluding adjustments noted above) to average assets (1)
2.04 %2.08 %1.85 %2.02 %1.87 %
This information is preliminary and based on company data available at the time of the presentation.
17


PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
Three months ended
(dollars in thousands, except per share data)DecemberSeptemberJuneMarchDecemberSeptember
202420242024202420232023
Net income available to common shareholders$147,461 142,893 49,364 120,146 91,181 128,805 
Investment (gains) losses on sales of securities, net(249)— 72,103 — (14)9,727 
Loss on BOLI restructuring— — — — 16,252 — 
ORE expense58 56 22 84 125 33 
FDIC special assessment— — — 7,250 29,000 — 
Recognition of mortgage servicing asset— — — (11,812)— — 
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives— — 28,400 — — — 
Tax effect on above noted adjustments (16)
48 (14)(25,131)1,120 (7,278)(2,440)
Net income available to common shareholders excluding adjustments noted above $147,318 142,935 124,758 116,788 129,266 136,125 
Basic earnings per common share$1.93 1.87 0.65 1.58 1.20 1.69 
Less:
Investment (gains) losses on sales of securities, net(0.01)— 0.94 — — 0.13 
Loss on BOLI restructuring— — — — 0.21 — 
ORE expense— — — — — — 
FDIC special assessment— — — 0.10 0.38 — 
Recognition of mortgage servicing asset— — — (0.15)— — 
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives— — 0.37 — — — 
Tax effect on above noted adjustments (16)
— — (0.33)0.01 (0.10)(0.03)
Basic earnings per common share excluding adjustments noted above$1.92 1.87 1.63 1.54 1.70 1.79 
Diluted earnings per common share$1.91 1.86 0.64 1.57 1.19 1.69 
Less:
Investment (gains) losses on sales of securities, net(0.01)— 0.94 — — 0.13 
Gain on sale of fixed assets as a result of sale-leaseback transaction— — — — — — 
Loss on BOLI restructuring— — — 0.10 0.21 — 
ORE expense— — — — — — 
FDIC special assessment— — — — 0.38 — 
Recognition of mortgage servicing asset— — — (0.15)— — 
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives— — 0.37 — — — 
Tax effect on above noted adjustments (16)
(0.32)0.01 (0.09)(0.03)
Diluted earnings per common share excluding the adjustments noted above$1.90 1.86 1.63 1.53 1.68 1.79 
Revenue per diluted common share$6.14 6.08 4.78 5.60 5.16 5.35 
Adjustments due to revenue-impacting items as noted above— — 0.94 (0.15)0.09 0.13 
Revenue per diluted common share excluding adjustments due to revenue-impacting items as noted above$6.14 6.08 5.72 5.45 5.25 5.48 
Book value per common share at quarter end (7)
$80.46 79.33 77.15 76.23 75.80 73.23 
Adjustment due to goodwill, core deposit and other intangible assets(24.22)(24.21)(24.23)(24.25)(24.42)(24.45)
Tangible book value per common share at quarter end (7)
$56.24 55.12 52.92 51.98 51.38 48.78 
Equity method investment (15)
Fee income from BHG, net of amortization$12,070 16,379 18,688 16,035 14,432 24,967 
Funding cost to support investment4,869 5,762 5,704 5,974 5,803 6,546 
Pre-tax impact of BHG7,201 10,617 12,984 10,061 8,629 18,421 
Income tax expense at statutory rates (16)
1,800 2,654 3,246 2,515 2,157 4,605 
Earnings attributable to BHG$5,401 7,963 9,738 7,546 6,472 13,816 
Basic earnings per common share attributable to BHG$0.07 0.10 0.13 0.10 0.09 0.18 
Diluted earnings per common share attributable to BHG$0.07 0.10 0.13 0.10 0.08 0.18 
This information is preliminary and based on company data available at the time of the presentation.

18

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
Year ended
(dollars in thousands, except per share data)December 31,
20242023
Net income available to common shareholders$459,864 546,960 
Investment losses on sales of securities, net71,854 19,674 
Gain on sale of fixed assets as a result of sale-leaseback transaction— (85,692)
Loss on BOLI restructuring— 16,252 
ORE expense 220 315 
FDIC special assessment7,250 29,000 
Recognition of mortgage servicing asset (11,812)— 
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives28,400 — 
Tax effect on adjustments noted above (16)
(23,978)9,176 
Net income available to common shareholders excluding adjustments noted above $531,798 535,685 
Basic earnings per common share$6.01 7.20 
Less:
Investment losses on sales of securities, net0.94 0.26 
Gain on sale of fixed assets as a result of sale-leaseback transaction— (1.12)
Loss on BOLI restructuring— 0.21 
ORE expense— — 
FDIC special assessment0.10 0.38 
Recognition of mortgage servicing asset(0.15)— 
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives0.37 — 
Tax effect on above noted adjustments (16)
(0.31)0.12 
Basic earnings per common share excluding adjustments noted above$6.96 7.05 
Diluted earnings per common share5.96 7.14 
Less:
Investment losses on sales of securities, net0.93 0.26 
Gain on sale of fixed assets as a result of sale-leaseback transaction— (1.12)
Loss on BOLI restructuring— 0.21 
ORE expense— — 
FDIC special assessment0.09 0.38 
Recognition of mortgage servicing asset(0.15)— 
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives0.37 — 
Tax effect on above noted adjustments (16)
(0.31)0.12 
Diluted earnings per common share excluding the adjustments noted above$6.89 6.99 
Revenue per diluted common share$22.52 22.12 
Adjustments due to revenue-impacting items as noted above0.78 (0.77)
Revenue per diluted common share excluding adjustments due to revenue-impacting items noted above$23.30 21.35 
Equity method investment (15)
Fee income from BHG, net of amortization$63,172 85,402 
Funding cost to support investment19,777 23,430 
Pre-tax impact of BHG43,395 61,972 
Income tax expense at statutory rates (16)
10,849 15,493 
Earnings attributable to BHG$32,546 46,479 
Basic earnings per common share attributable to BHG$0.43 0.61 
Diluted earnings per common share attributable to BHG$0.42 0.61 
This information is preliminary and based on company data available at the time of the presentation.

19

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
Three months ended
Year ended
(dollars in thousands, except per share data)
DecemberSeptemberDecemberDecemberDecember
20242024202320242023
Return on average assets (1)
1.15 %1.15 %0.76 %0.93 %1.19 %
Adjustments as noted above— %— %0.32 %0.15 %(0.02)%
Return on average assets excluding adjustments noted above (1)
1.15 %1.15 %1.08 %1.08 %1.17 %
Tangible assets:
Total assets$52,589,44950,701,88847,959,883$52,589,44947,959,883
Less:   Goodwill(1,849,260)(1,846,973)(1,846,973)(1,849,260)(1,846,973)
Core deposit and other intangible assets(21,423)(22,755)(27,465)(21,423)(27,465)
Net tangible assets$50,718,76648,832,16046,085,445$50,718,76646,085,445
Tangible common equity:
Total shareholders' equity$6,431,8816,344,2586,035,788$6,431,8816,035,788
Less: Preferred shareholders' equity(217,126)(217,126)(217,126)(217,126)(217,126)
Total common shareholders' equity6,214,7556,127,1325,818,6626,214,7555,818,662
Less: Goodwill(1,849,260)(1,846,973)(1,846,973)(1,849,260)(1,846,973)
Core deposit and other intangible assets(21,423)(22,755)(27,465)(21,423)(27,465)
Net tangible common equity$4,344,0724,257,4043,944,224$4,344,0723,944,224
Ratio of tangible common equity to tangible assets8.57 %8.72 %8.56 %8.57 %8.56 %
Average tangible assets:
Average assets$51,166,64349,535,54347,668,519$49,446,85345,849,472
Less: Average goodwill(1,846,998)(1,846,973)(1,846,973)(1,846,979)(1,846,973)
Average core deposit and other intangible assets(23,054)(23,746)(28,573)(24,744)(31,231)
Net average tangible assets$49,296,59147,664,82445,792,973$47,575,13043,971,268
Return on average assets (1)
1.15 %1.15 %0.76 %0.93 %1.19 %
Adjustment due to goodwill, core deposit and other intangible assets0.04 %0.04 %0.03 %0.04 %0.05 %
Return on average tangible assets (1)
1.19 %1.19 %0.79 %0.97 %1.24 %
Adjustments as noted above— %— %0.33 %0.15 %(0.02)%
Return on average tangible assets excluding adjustments noted above (1)
1.19 %1.19 %1.12 %1.12 %1.22 %
Average tangible common equity:
Average shareholders' equity$6,405,8676,265,7105,889,075$6,223,8445,794,917
Less: Average preferred equity(217,126)(217,126)(217,126)(217,126)(217,126)
Average common equity6,188,7416,048,5845,671,9496,006,7185,577,791
Less:   Average goodwill(1,846,998)(1,846,973)(1,846,973)(1,846,979)(1,846,973)
Average core deposit and other intangible assets(23,054)(23,746)(28,573)(24,744)(31,231)
Net average tangible common equity$4,318,6894,177,8653,796,403$4,134,9953,699,587
Return on average equity (1)
9.16 %9.07 %6.14 %7.39 %9.44 %
Adjustment due to average preferred shareholders' equity0.32 %0.33 %0.24 %0.27 %0.37 %
Return on average common equity (1)
9.48 %9.40 %6.38 %7.66 %9.81 %
Adjustment due to goodwill, core deposit and other intangible assets4.10 %4.21 %3.15 %3.46 %4.97 %
Return on average tangible common equity (1)
13.58 %13.61 %9.53 %11.12 %14.78 %
Adjustments as noted above(0.01)%— %3.98 %1.74 %(0.30)%
Return on average tangible common equity excluding adjustments noted above (1)
13.57 %13.61 %13.51 %12.86 %14.48 %
This information is preliminary and based on company data available at the time of the presentation.

20

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
 
1. Ratios are presented on an annualized basis.
2. Net interest margin is the result of net interest income on a tax equivalent basis divided by average interest earning assets.
3. Total revenue is equal to the sum of net interest income and noninterest income.
4. Efficiency ratios are calculated by dividing noninterest expense by the sum of net interest income and noninterest income.
5. Annualized net loan charge-offs to average loans ratios are computed by annualizing quarter-to-date net loan charge-offs and dividing the result by average loans for the quarter-to-date period.
6. Capital ratios are calculated using regulatory reporting regulations enacted for such period and are defined as follows:
Equity to total assets – End of period total shareholders' equity as a percentage of end of period assets.
Tangible common equity to tangible assets - End of period total shareholders' equity less end of period preferred stock, goodwill, core deposit and other intangibles as a percentage of end of period assets less end of period goodwill, core deposit and other intangibles.
Leverage – Tier I capital (pursuant to risk-based capital guidelines) as a percentage of adjusted average assets.
Tier I risk-based – Tier I capital (pursuant to risk-based capital guidelines) as a percentage of total risk-weighted assets.
Total risk-based – Total capital (pursuant to risk-based capital guidelines) as a percentage of total risk-weighted assets.
Classified asset - Classified assets as a percentage of Tier 1 capital plus allowance for credit losses.
Tier I common equity to risk weighted assets - Tier 1 capital (pursuant to risk-based capital guidelines) less the amount of any preferred stock or subordinated indebtedness that is considered as a component of Tier 1 capital as a percentage of total risk-weighted assets.
7. Book value per common share computed by dividing total common shareholders' equity by common shares outstanding. Tangible book value per common share computed by dividing total common shareholders' equity, less goodwill, core deposit and other intangibles by common shares outstanding.
8. Amounts are included in the statement of income in "Gains on mortgage loans sold, net", net of commissions paid on such amounts.
9. At fair value, based on information obtained from Pinnacle's third party broker/dealer for non-FDIC insured financial products and services.
10. Core deposits include all transaction deposit accounts, money market and savings accounts and all certificates of deposit issued in a denomination of less than $250,000. The ratio noted above represents total core deposits divided by total funding, which includes total deposits, FHLB advances, securities sold under agreements to repurchase, subordinated indebtedness and all other interest-bearing liabilities.
11. Associate retention rate is computed by dividing the number of associates employed at quarter end less the number of associates that have resigned in the last 12 months by the number of associates employed at quarter end.
12. Adjusted pre-tax, pre-provision net revenue excludes the impact of ORE expenses and income, investment gains and losses on sales of securities, the impact of BOLI restructuring, the impact of the FDIC special assessment, the recognition of the mortgage servicing asset and fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives.
13. Represents investment gains (losses) on sales and impairments, net occurring as a result of gains or losses incurred as the result of a change in management's intention to sell a bond prior to the recovery of its amortized cost basis.
14. The dividend payout ratio is calculated as the sum of the annualized dividend rate for dividends paid on common shares divided by the trailing 12-months fully diluted earnings per common share as of the dividend declaration date.
15. Earnings from equity method investment includes the impact of the funding costs of the overall franchise calculated using the firm's subordinated and other borrowing rates. Income tax expense is calculated using statutory tax rates.
16. Tax effect calculated using the blended statutory rate of 25.00 percent for all periods in 2024 and 2023.
17. Calculated using the same guidelines as are used in the Federal Financial Institutions Examination Council's Uniform Bank Performance Report.

21