EX-99.1 2 a3q25pnfpearningsrelease.htm EX-99.1 Document

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

PNFP REPORTS 3Q25 DILUTED EPS OF $2.19, OR $2.27 EXCLUDING MERGER-RELATED EXPENSES
Core deposits, revenues and diluted EPS all up double-digit percentages year-over-year

NASHVILLE, TN, October 15, 2025 - Pinnacle Financial Partners, Inc. (Nasdaq/NGS: PNFP) reported net income per diluted common share of $2.19 for the quarter ended Sept. 30, 2025, compared to net income per diluted common share of $1.86 for the quarter ended Sept. 30, 2024, an increase of approximately 17.7 percent. Net income per diluted common share was $5.96 for the nine months ended Sept. 30, 2025, compared to net income per diluted common share of $4.08 for the nine months ended Sept. 30, 2024, an increase of approximately 46.1 percent.
After considering the adjustments noted in the table below, net income per diluted common share was $2.27 for the three months ended Sept. 30, 2025, compared to $1.86 for the three months ended Sept. 30, 2024, an increase of 22.0 percent. Net income per diluted common share, adjusted for the items noted in the table below, was $6.16 for the nine months ended Sept. 30, 2025, compared to net income per diluted common share of $5.02 for the nine months ended Sept. 30, 2024, an increase of approximately 22.7 percent.
Three months ended Nine months ended
September 30, 2025June 30, 2025September 30, 2024September 30, 2025September 30, 2024
Diluted earnings per common share$2.19 $2.00 $1.86 $5.96 $4.08 
Adjustments, net of tax (1):
Investment losses on sales of securities, net— — — 0.12 0.71 
Recognition of mortgage servicing asset— — — — (0.12)
FDIC special assessment — — — — — 0.07 
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives— — — — 0.28 
Merger-related expenses0.08 — — 0.08 — 
Diluted earnings per common share after adjustments$2.27 $2.00 $1.86 $6.16 $5.02 
Numbers may not foot due to rounding.
(1): Adjustments include tax effect calculated using a marginal tax rate of 25.00 percent for all periods presented.

"Our proven approach to producing outsized total shareholder returns for the last 25 years, and the principal thesis for our pending merger with Synovus, centers on our perennial ability to engage our associates and create raving fans among clients," said M. Terry Turner, Pinnacle's president and chief executive officer. "With the single highest net promoter score among U.S. banks, according to Crisil Coalition Greenwich, our flywheel continued to accelerate in the third quarter of 2025.
"On a linked-quarter annualized basis, third quarter revenues increased 31.5 percent, diluted earnings per share increased 38.0 percent, adjusted diluted earnings per share increased 54.0 percent, noninterest-bearing deposits increased 14.5 percent, core deposits increased 10.6 percent and total loans increased 8.9 percent.
1

"Hiring momentum also continued to be strong post merger announcement, as we have hired 35 revenue producers during the third quarter, which was virtually identical to the 2025 quarterly run rate in the two previous quarters," Turner said. "Additionally, associate retention in the third quarter was a remarkable 93 percent and exactly matched that over the last 12 months."

BALANCE SHEET GROWTH AND LIQUIDITY:

Total assets at Sept. 30, 2025, were $56.0 billion, an increase of approximately $1.2 billion from June 30, 2025, and $5.3 billion from Sept. 30, 2024, reflecting a linked-quarter annualized increase of 8.5 percent and a year-over-year increase of 10.4 percent. A further analysis of select balance sheet trends follows:
Balances at Linked-Quarter
Annualized
% Change		Balances atYear-over-Year
% Change
(dollars in thousands)September 30, 2025June 30,
 2025		September 30, 2024
Loans$37,932,613 $37,105,164 8.9%$34,308,310 10.6%
Securities9,056,608 9,066,651 (0.4)%8,293,241 9.2%
Other interest-earning assets3,228,993 2,923,964 41.7%2,810,283 14.9%
Total interest-earning assets$50,218,214 $49,095,779 9.1%$45,411,834 10.6%
Core deposits:
Noninterest-bearing deposits$8,952,978 $8,640,759 14.5%$8,229,394 8.8%
Interest-bearing core deposits(1)
31,860,709 31,120,278 9.5%27,535,246 15.7%
Noncore deposits and other funding(2)
7,442,496 7,698,394 (13.3)%7,972,199 (6.6)%
Total funding $48,256,183 $47,459,431 6.7%$43,736,839 10.3%
(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.

"Loan growth was again one of the highlights for the third quarter," said Harold R. Carpenter, Pinnacle’s chief financial officer. "The growth in our commercial and industrial segment continued to outpace our other loan segments as it was up 17.9 percent linked-quarter annualized. Additionally, given we are below our long-term concentration thresholds for construction and land development, we reengaged with borrowers in that segment a few quarters ago and expect to see net growth in construction lending in the coming quarters which will also support our loan growth as we head into 2026.
"Deposits increased by $727.9 million in the third quarter of 2025 from the second quarter. Importantly, our noninterest-bearing deposits increased by $312.2 million in the third quarter. Noninterest-bearing deposits are up $782.5 million year-to-date, or about 12.8 percent annualized. This is largely based on success with our treasury management and specialty deposit capabilities, momentum we expect to carry over after we combine with Synovus."

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

Pre-tax, pre-provision net revenues (PPNR) for the three and nine months ended Sept. 30, 2025, were $241.7 million and $647.6 million, respectively, compared to $207.4 million and $488.4 million, respectively, recognized in the three and nine months ended Sept. 30, 2024. As noted in the table below, adjusted PPNR for the three and nine months ended Sept. 30, 2025, were $249.5 million and $668.2 million, respectively, compared to $207.5 million and $584.5 million, respectively, recognized in the three and nine months ended Sept. 30, 2024, an increase of 20.3 percent and 14.3 percent, respectively.
2

Three months ended Nine months ended
September 30,September 30,
(dollars in thousands)20252024 % change20252024% change
Revenues:
Net interest income$396,865 $351,504 12.9 %$1,140,826 $1,001,800 13.9 %
Noninterest income147,938 115,242 28.4 %371,821 259,633 43.2 %
Total revenues544,803 466,746 16.7 %1,512,647 1,261,433 19.9 %
Noninterest expense303,139 259,319 16.9 %865,072 773,073 11.9 %
Pre-tax, pre-provision net revenue 241,664 207,427 16.5 %647,575 488,360 32.6 %
Adjustments:
Investment losses on sales of securities, net— — NA12,512 72,103 (82.6)%
Recognition of mortgage servicing asset— — NA— (11,812)(100.0)%
ORE expense 146 56 >100.0%341 162 >100.0%
FDIC special assessment— — NA— 7,250 (100.0)%
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives— — NA— 28,400 (100.0)%
Merger-related expenses7,727 — 100.0 %7,727 — 100.0 %
Adjusted pre-tax, pre-provision net revenue$249,537 $207,483 20.3 %$668,155 $584,463 14.3 %

Three months endedNine months ended
September 30, 2025June 30,
2025		September 30, 2024September 30, 2025September 30, 2024
Net interest margin3.26 %3.23 %3.22 %3.24 %3.14 %
Efficiency ratio55.64 %56.72 %55.56 %57.19 %61.29 %
Return on average assets (1)
1.22 %1.15 %1.15 %1.14 %0.85 %
Return on average tangible common equity (TCE) (1)
14.49 %13.75 %13.61 %13.60 %10.24 %
Average loan to deposit ratio82.88 %83.57 %84.99 %83.40 %84.89 %

Net interest income for the third quarter of 2025 was $396.9 million, compared to $351.5 million for the third quarter of 2024, a year-over-year growth rate of 12.9 percent. Net interest margin was 3.26 percent for the third quarter of 2025, compared to 3.22 percent for the third quarter of 2024.
Total revenues for the third quarter of 2025 were $544.8 million, compared to $466.7 million for the third quarter of 2024, a year-over-year increase of 16.7 percent.
Three months endedLinked-quarter Annualized % ChangeThree months ended Yr-over-Yr
% Change
(dollars in thousands)September 30, 2025June 30,
2025		September 30,
2024
Net interest income$396,865 $379,533 18.3 %$351,504 12.9 %
Noninterest income147,938 125,457 71.7 %115,242 28.4 %
Total revenues$544,803 $504,990 31.5 %$466,746 16.7 %

•Wealth management revenues, which include investment, trust and insurance services, were $38.2 million for the third quarter of 2025, compared to $29.5 million for the third quarter of 2024, a year-over-year increase of 29.5 percent. The increase in wealth management revenues is primarily attributable to an increase in capacity. Pinnacle continues to hire more revenue producers across the firm, particularly in the areas of the firm's most recent market expansions, further showcasing the power of its differentiated model in markets where we have not previously operated.
•Income from the firm's investment in Banker's Healthcare Group (BHG) was $40.6 million for the third quarter of 2025, compared to $16.4 million for the third quarter of 2024, a year-over-year increase of 148.0 percent.
3

◦BHG's loan originations were $1.7 billion in the third quarter of 2025, compared to $1.5 billion in the second quarter of 2025 and $989 million in the third quarter of 2024.
◦Loans sold to BHG's community bank partners were approximately $561 million in the third quarter of 2025, compared to $614 million in the second quarter of 2025 and $521 million in the third quarter of 2024.
◦BHG reserves for on-balance sheet loan losses were $336 million, or 11.2 percent of loans held for investment at Sept. 30, 2025, compared to 10.5 percent at June 30, 2025, and 9.1 percent at Sept. 30, 2024.
◦At Sept. 30, 2025, BHG increased its accrual for estimated losses attributable to loan substitutions and prepayments to $644 million, or 7.9 percent of the unpaid balances on loans that were previously purchased by BHG's community bank network, compared to 7.8 percent at June 30, 2025 and 6.2 percent at Sept. 30, 2024.
•Noninterest income categories, other than those specifically noted above, contributed $69.1 million for the quarter ended Sept. 30, 2025, a decrease of $244,000 from the third quarter of 2024. Increases in service charges on deposit accounts were largely offset by declines in gains on mortgage loans sold in the comparable periods.

Noninterest expense for the third quarter of 2025 was $303.1 million, compared to $259.3 million for the third quarter of 2024. As noted in the table below, adjusted noninterest expense for the third quarter of 2025 was $295.3 million, compared to $259.3 million for the third quarter of 2024.
Three months ended Linked-quarter Annualized % ChangeThree months endedYr-over-yr % Change
(dollars in thousands)September 30, 2025June 30,
2025		September 30,
2024
Noninterest expense $303,139 $286,446 23.3 %$259,319 16.9 %
Less:
ORE expense146 137 26.3 %56 >100.0%
Merger-related expenses7,727 — 100.0 %— 100.0 %
Adjusted noninterest expense$295,266 $286,309 12.5 %$259,263 13.9 %

•Salaries and employee benefits were $187.0 million in the third quarter of 2025, compared to $160.2 million in the third quarter of 2024, reflecting a year-over-year increase of 16.7 percent.
◦Cash incentive costs in the third quarter of 2025 totaling $34.5 million were approximately $1.0 million higher than the second quarter of 2025. The increase in cash incentive costs was largely due to an increase in the estimated payout for anticipated incentive awards. The second quarter 2025 accrual assumed a 115 percent of target payout for 2025, compared to a third quarter 2025 accrual that assumes a 125 percent of target payout for 2025, again reflecting the extraordinary growth in revenue and EPS in the third quarter and forecast for the remainder of the year.
•Equipment and occupancy costs were $48.9 million in the third quarter of 2025, compared to $42.6 million in the third quarter of 2024, resulting in a year-over-year increase of 14.9 percent. This increase was primarily attributable to the opening of 10 new full-service locations throughout the Company's footprint since Jan. 1, 2024 and the relocation of the Company's corporate headquarters to a new location in downtown Nashville during the first quarter of 2025.
•Merger-related expenses for the quarter were $7.7 million and represent costs associated with our pending merger with Synovus.

"Revenue growth in the third quarter was exceptional and a further indication of how fast our flywheel continues to turn," Carpenter said. "Third quarter revenues amounted to approximately $544.8 million, which was a 16.7 percent increase over the
4

same period last year. Loan growth was the primary driver as net interest income was 12.9 percent greater in the third quarter of 2025 than the same quarter last year. As anticipated, our net interest margin expanded in the third quarter, and we expect continued expansion in the fourth quarter. We attribute margin expansion, in part, to our deliberate focus on managing our funding costs even as we grow earning assets. Additionally, we anticipate two additional Federal funds rate decreases during the fourth quarter of 2025 which, we believe, will also provide additional opportunities to expand our net interest margin as we enter 2026.
"Noninterest income growth was another highlight for the quarter. Obviously, BHG contributed significantly to our fee growth in the third quarter. BHG is having an exceptional year, as pipelines continue to be robust while credit costs remain contained. Additionally, we continue to experience quarter-over-quarter growth in several key core banking fee categories, including commercial deposit charges and wealth management fees. As to noninterest expense, we increased our incentive accrual for our 2025 associate cash incentives to an anticipated maximum payout of 125 percent of target, as we believe we will exceed our revenue and earnings per share targets, which will warrant the maximum award level."

CAPITAL AND SOUNDNESS:
As of
September 30, 2025December 31, 2024September 30, 2024
Shareholders' equity to total assets12.3 %12.2 %12.5 %
Tangible common equity to tangible assets8.8 %8.6 %8.7 %
Book value per common share$85.60 $80.46 $79.33 
Tangible book value per common share$61.53 $56.24 $55.12 
Annualized net loan charge-offs to avg. loans (1)
0.18 %0.24 %0.21 %
Nonperforming assets to total loans, ORE and other nonperforming assets (NPAs)0.41 %0.42 %0.35 %
Classified asset ratio (Pinnacle Bank) (2)
4.16 %3.79 %3.92 %
Construction and land development loans as a percentage of total capital (3)
59.60 %70.50 %68.20 %
Construction and land development, non-owner occupied commercial real estate and multi-family loans as a percentage of total capital (3)
218.10 %242.20 %243.30 %
Allowance for credit losses (ACL) to total loans 1.15 %1.17 %1.14 %
(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.
(3): Calculated using the same guidelines as are used in the Federal Financial Institutions Examination Council's Uniform Bank Performance Report.

"Third quarter soundness metrics all remain strong," Carpenter said. "All of the critical credit measures that we routinely monitor are in acceptable ranges for our operating model, and we expect these measures to remain consistent for the remainder of
this year. Even with the consistent growth this year, our capital ratios have remained constant. Our tangible equity ratio increased to 8.8 percent at Sept. 30, 2025 while our common equity tier one risk-based capital ratio stood at 10.8 percent, again basically unchanged for the year, even with meaningful asset growth. Consistent with our obsession with producing outsized financial results, our tangible book value per share of $61.53 at Sept. 30, 2025, increased 19.3 percent linked-quarter annualized."


5

PINNACLE AND SYNOVUS MERGER UPDATE:
Pinnacle reported strong progress on its merger with Synovus. The necessary regulatory applications were filed on August 25, 2025, and Pinnacle continues to believe that it will receive all necessary regulatory approvals in time to close the merger early in the first quarter of 2026.
Pinnacle continues to estimate cost savings from the merger of $250 million on a fully phased-in basis. Importantly, both companies believe the continued strong revenue momentum experienced in the third quarter only increases their confidence that the transaction will produce major revenue gains for the combined firm.
The power of the Pinnacle business model will be readily achievable throughout the combined company and management of both companies is committed to its prompt and effective implementation. The companies reiterated that earnings projections do not include incremental revenue opportunities but anticipate that future earnings will benefit substantially from realization of these identified revenue initiatives.

WEBCAST AND CONFERENCE CALL INFORMATION

Pinnacle will host a webcast and conference call at 8:30 a.m. CT on October 16, 2025, to discuss third quarter 2025 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 investors.pnfp.com.
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 bank in the Nashville-Murfreesboro-Franklin MSA, according to 2025 deposit data from the FDIC. Pinnacle is No. 9 on FORTUNE magazine’s 2025 list of 100 Best Companies to Work For® in the U.S., its ninth consecutive appearance and was recognized by American Banker as one of America’s Best Banks to Work For 12 years in a row and No. 1 among banks with more than $10 billion in assets in 2024.
The firm began operations in a single location in downtown Nashville, TN in October 2000 and has since grown to approximately $56.0 billion in assets as of Sept. 30, 2025. As the second-largest bank holding company headquartered 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.
###

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," "aim," "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 impact of U.S. and global economic conditions, trade policies and tensions, including changes in, or the imposition of, tariffs and/or trade barriers and the economic impacts, volatility and uncertainty resulting therefrom, and geopolitical instability; (iv) 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; (v) 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
6

estate markets; (vi) 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; (vii) 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; (viii) risks associated with a prolonged shutdown of the United States federal government, including adverse effects on the national or local economies and adverse effects resulting from a shutdown of the U.S. Small Business Administration's SBA loan program; (ix) a merger or acquisition, like Pinnacle Financial's proposed merger with Synovus Financial Corp. (“Synovus”); (x) changes in loan underwriting, credit review or loss reserve policies associated with economic conditions, examination conclusions, or regulatory developments; (xi) effectiveness of Pinnacle Financial's asset management activities in improving, resolving or liquidating lower-quality assets; (xii) 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; (xiii) the results of regulatory examinations of Pinnacle Financial, Pinnacle Bank or BHG, or companies with whom they do business; (xiv) BHG's ability to profitably grow its business and successfully execute on its business plans; (xv) risks of expansion into new geographic or product markets; (xvi) the risk that the cost savings and synergies from Pinnacle Financial’s proposed merger with Synovus may not be fully realized or may take longer than anticipated to be realized; (xvii) disruption to Synovus’ business and to Pinnacle Financial’s business as a result of the announcement and pendency of the proposed merger; (xviii) the risk that the integration of Pinnacle Financial’s and Synovus’ respective businesses and operations will be materially delayed or will be more costly or difficult than expected, including as a result of unexpected factors or events; (xix) the failure to obtain the necessary approvals of the proposed merger by the shareholders of Synovus or Pinnacle Financial; (xx) the amount of the costs, fees, expenses and charges related to the proposed merger; (xxi) the ability by each of Synovus and Pinnacle Financial to obtain required governmental approvals of the proposed transaction on the timeline expected, or at all, and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company after the closing of the proposed transaction or adversely affect the expected benefits of the proposed transaction; (xxii) reputational risk and the reaction of Pinnacle Financial’s and Synovus’ customers, suppliers, employees or other business partners to the proposed merger; (xxiii) the failure of the closing conditions in the merger agreement related to the proposed merger to be satisfied, or any unexpected delay in closing the proposed merger or the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement; (xxiv) the dilution caused by the issuance of shares of the common stock of the company resulting from the proposed merger of Pinnacle Financial and Synovus; (xxv) the possibility that the proposed merger may be more expensive to complete than anticipated, including as a result of unexpected factors or events; (xxvi) risks related to management and oversight of the expanded business and operations of the combined company following the closing of the proposed merger; (xxvii) the possibility the combined company resulting from the proposed merger is subject to additional regulatory requirements as a result of the proposed merger or expansion of the resulting company’s business operations following the proposed merger; (xxviii) the outcome of any legal or regulatory proceedings or governmental inquiries or investigations that may be currently pending or later instituted against Synovus, Pinnacle Financial or the combined company resulting from the proposed merger; (xxix) general competitive, economic, political and market conditions and other factors that may affect future results of Synovus and Pinnacle Financial including changes in asset quality and credit risk; the inability to sustain revenue and earnings growth; changes in interest rates and capital markets; inflation; customer borrowing, repayment, investment and deposit practices; the impact, extent and timing of technological changes; and capital management activities; (xxx) any matter that would cause Pinnacle Financial to conclude that there was impairment of any asset, including goodwill or other intangible assets; (xxxi) the ineffectiveness of Pinnacle Bank's hedging strategies, or the unexpected counterparty failure or hedge failure of the underlying hedges; (xxxii) 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; (xxxiii) deterioration in the valuation of other real estate owned and increased expenses associated therewith; (xxxiv) 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; (xxxv) approval of the declaration of any dividend by Pinnacle Financial's board of directors; (xxxvi) 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; (xxxvii) 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; (xxxviii) Pinnacle Financial's ability to identify potential candidates for, consummate, and achieve synergies from, potential future acquisitions; (xxxix) difficulties and delays in integrating acquired businesses or fully realizing costs savings and other benefits from acquisitions; (xl) 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); (xli) changes in or interpretations of state and federal legislation, regulations or policies applicable to banks and other financial service providers, like BHG, including regulatory or legislative developments; (xlii) fluctuations in the valuations of Pinnacle Financial's equity investments and the ultimate success of such investments; (xliii) the availability of and access to capital; (xliv) 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 (xlv) 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, 2024, and
7

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.

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, 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, merger-related expenses incurred in connection with our proposed combination with Synovus 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 2025 versus certain periods in 2024 and to internally prepared projections.

Important Information About the Merger and Where to Find It

Steel Newco Inc. (“Newco”) filed a registration statement on Form S-4 (File No. 333-289866) with the SEC on August 26, 2025, and an amendment on September 29, 2025, to register the shares of Newco common stock that will be issued to Pinnacle shareholders and Synovus shareholders in connection with the proposed transaction. The registration statement includes a joint proxy statement of Pinnacle and Synovus that also constitutes a prospectus of Newco. The registration statement was declared effective on September 30, 2025. Newco filed a prospectus on September 30, 2025, and Pinnacle and Synovus each filed a definitive proxy statement on September 30, 2025. Pinnacle and Synovus each commenced mailing of the definitive joint proxy statement/prospectus to their respective shareholders on or about September 30, 2025. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT AND DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS (AND ANY OTHER DOCUMENTS THAT HAVE BEEN OR MAY BE FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS) BECAUSE SUCH DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION REGARDING THE PROPOSED TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of these documents and other documents filed with the SEC by Pinnacle, Synovus or Newco through the website maintained by the SEC at http://www.sec.gov or by contacting the investor relations department of Pinnacle or Synovus at:

Pinnacle Financial Partners, Inc.    Synovus Financial Corp.
21 Platform Way South        33 West 14th Street
Nashville, TN 37203        Columbus, GA 31901
Attention: Investor Relations        Attention: Investor Relations
Investor.Relations@pnfp.com    InvestorRelations@Synovus.com
(615) 743-8219            (701)641-6500

Before making any voting or investment decision, investors and security holders of Pinnacle and Synovus are urged to read carefully the entire registration statement and definitive joint proxy statement/prospectus, including any amendments thereto, because they contain important information about the proposed transaction. Free copies of these documents may be obtained as described above.


8

Participants in Solicitation
Pinnacle and Synovus and their respective directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from Pinnacle’s shareholders and Synovus’ shareholders in respect of the proposed transaction under the rules of the SEC. Information regarding Pinnacle’s directors and executive officers is available in Pinnacle’s proxy statement for its 2025 annual meeting of shareholders, filed with the SEC on March 3, 2025 (and available at https://www.sec.gov/ix?doc=/Archives/edgar/data/1115055/000111505525000063/pnfp-20250303.htm) (the “Pinnacle 2025 Proxy”), under the headings “Environmental, Social and Corporate Governance,” “Proposal 1 Election of Directors,” “Information About Our Executive Officers,” “Executive Compensation,” “Security Ownership of Certain Beneficial Owners and Management,” and “Certain Relationships and Related Transactions,” and in Pinnacle’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on February 25, 2025 (and available at https://www.sec.gov/ix?doc=/Archives/edgar/data/1115055/000111505525000042/pnfp-20241231.htm), and in other documents subsequently filed by Pinnacle with the SEC, which can be obtained free of charge through the website maintained by the SEC at http://www.sec.gov. Any changes in the holdings of Pinnacle’s securities by Pinnacle’s directors or executive officers from the amounts described in the Pinnacle 2025 Proxy have been or will be reflected on Initial Statements of Beneficial Ownership of Securities on Form 3 or on Statements of Change in Ownership on Form 4 filed with the SEC subsequent to the filing date of the Pinnacle 2025 Proxy and are available at the SEC’s website at www.sec.gov. Additional information regarding the interests of such participants is included in the definitive joint proxy statement/prospectus and will be included in other relevant materials to be filed with the SEC. Information regarding Synovus’ directors and executive officers is available in Synovus’ proxy statement for its 2025 annual meeting of shareholders, filed with the SEC on March 12, 2025 (and available at https://www.sec.gov/ix?doc=/Archives/edgar/data/0000018349/000001834925000057/syn-20250312.htm) (the “Synovus 2025 Proxy”), under the headings “Corporate Governance and Board Matters,” “Director Compensation,” “Proposal 1 Election of Directors,” “Executive Officers,” “Stock Ownership of Directors and Named Executive Officers,” “Executive Compensation,” “Compensation and Human Capital Committee Report,” “Summary Compensation Table,” and “Certain Relationships and Related Transactions,” and in Synovus’ Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on February 21, 2025 (and available at https://www.sec.gov/ix?doc=/Archives/edgar/data/0000018349/000001834925000049/syn-20241231.htm), and in other documents subsequently filed by Synovus with the SEC, which can be obtained free of charge through the website maintained by the SEC at http://www.sec.gov. Any changes in the holdings of Synovus’ securities by Synovus’ directors or executive officers from the amounts described in the Synovus 2025 Proxy have been or will be reflected on Initial Statements of Beneficial Ownership of Securities on Form 3 or on Statements of Change in Ownership on Form 4 filed with the SEC subsequent to the filing date of the Synovus 2025 Proxy and are available at the SEC’s website at www.sec.gov.

No Offer or Solicitation
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

9

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS – UNAUDITED
(dollars in thousands, except for share and per share data)Sept. 30, 2025Dec. 31, 2024Sept. 30, 2024
ASSETS
Cash and noninterest-bearing due from banks$295,133 $320,320 $276,578 
Restricted cash128,830 93,645 193,758 
Interest-bearing due from banks2,841,647 3,021,960 2,362,828 
Cash and cash equivalents3,265,610 3,435,925 2,833,164 
Securities purchased with agreement to resell83,120 66,449 66,480 
Securities available-for-sale, at fair value6,411,806 5,582,369 5,390,988 
Securities held-to-maturity (fair value of $2.4 billion, $2.6 billion and $2.7 billion, net of allowance for credit losses of $1.7 million, $1.7 million, and $1.7 million at Sept. 30, 2025, Dec. 31, 2024, and Sept. 30, 2024, respectively)2,644,802 2,798,899 2,902,253 
Consumer loans held-for-sale163,129 175,627 178,600 
Commercial loans held-for-sale12,267 19,700 8,617 
Loans37,932,613 35,485,776 34,308,310 
Less allowance for credit losses(434,450)(414,494)(391,534)
Loans, net37,498,163 35,071,282 33,916,776 
Premises and equipment, net337,552 311,277 295,348 
Equity method investment389,109 436,707 424,637 
Accrued interest receivable218,647 214,080 226,178 
Goodwill1,848,904 1,849,260 1,846,973 
Core deposits and other intangible assets18,108 21,423 22,755 
Other real estate owned5,129 1,278 750 
Other assets3,067,203 2,605,173 2,588,369 
Total assets$55,963,549 $52,589,449 $50,701,888 
LIABILITIES AND SHAREHOLDERS' EQUITY 
Deposits: 
Noninterest-bearing$8,952,978 $8,170,448 $8,229,394 
Interest-bearing15,031,854 14,125,194 12,615,993 
Savings and money market accounts17,097,698 16,197,397 15,188,270 
Time4,644,594 4,349,953 4,921,231 
Total deposits45,727,124 42,842,992 40,954,888 
Securities sold under agreements to repurchase325,573 230,244 209,956 
Federal Home Loan Bank advances1,777,003 1,874,134 2,146,395 
Subordinated debt and other borrowings426,483 425,821 425,600 
Accrued interest payable48,484 55,619 59,285 
Other liabilities802,690 728,758 561,506 
Total liabilities49,107,357 46,157,568 44,357,630 
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 Sept. 30, 2025, Dec. 31, 2024, and Sept. 30, 2024, respectively217,126 217,126 217,126 
Common stock, par value $1.00; 180.0 million shares authorized; 77.6 million, 77.2 million and 77.2 million shares issued and outstanding at Sept. 30, 2025, Dec. 31, 2024, and Sept. 30, 2024, respectively77,558 77,242 77,232 
Additional paid-in capital3,141,416 3,129,680 3,120,842 
Retained earnings3,579,862 3,175,777 3,045,571 
Accumulated other comprehensive loss, net of taxes(159,770)(167,944)(116,513)
Total shareholders' equity6,856,192 6,431,881 6,344,258 
Total liabilities and shareholders' equity$55,963,549 $52,589,449 $50,701,888 
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 INCOME – UNAUDITED
(dollars in thousands, except for share and per share data)Three months endedNine months ended
 Sept. 30, 2025June 30, 2025Sept. 30, 2024Sept. 30, 2025Sept. 30, 2024
Interest income:
Loans, including fees$588,131 $568,857 $570,489 $1,704,356 $1,663,347 
Securities
Taxable67,158 66,989 65,776 196,000 161,824 
Tax-exempt27,646 27,104 23,860 79,980 72,832 
Federal funds sold and other38,312 31,820 34,740 103,841 115,735 
Total interest income721,247 694,770 694,865 2,084,177 2,013,738 
Interest expense:
Deposits294,164 284,614 310,527 852,171 915,944 
Securities sold under agreements to repurchase1,423 1,222 1,495 3,671 4,210 
FHLB advances and other borrowings28,795 29,401 31,339 87,509 91,784 
Total interest expense324,382 315,237 343,361 943,351 1,011,938 
Net interest income396,865 379,533 351,504 1,140,826 1,001,800 
Provision for credit losses31,939 24,245 26,281 73,144 90,937 
Net interest income after provision for credit losses364,926 355,288 325,223 1,067,682 910,863 
Noninterest income:
Service charges on deposit accounts18,290 17,092 16,217 52,410 44,219 
Investment services23,910 19,324 17,868 62,051 48,339 
Insurance sales commissions4,016 3,693 3,286 12,383 10,853 
Gains on mortgage loans sold, net1,828 1,965 2,643 6,300 8,792 
Investment losses on sales of securities, net— — — (12,512)(72,103)
Trust fees10,316 9,280 8,383 28,936 24,121 
Income from equity method investment40,614 26,027 16,379 87,046 51,102 
Gain on sale of fixed assets — 202 1,837 412 2,220 
Other noninterest income48,964 47,874 48,629 134,795 142,090 
Total noninterest income147,938 125,457 115,242 371,821 259,633 
Noninterest expense:
Salaries and employee benefits187,001 181,246 160,234 540,336 456,361 
Equipment and occupancy48,910 48,043 42,564 143,133 123,246 
Other real estate, net146 137 56 341 162 
Marketing and other business development7,902 8,772 5,599 25,340 18,500 
Postage and supplies3,401 3,192 2,965 9,963 8,871 
Amortization of intangibles1,398 1,400 1,558 4,215 4,710 
Merger-related expenses7,727 — — 7,727 — 
Other noninterest expense46,654 43,656 46,343 134,017 161,223 
Total noninterest expense303,139 286,446 259,319 865,072 773,073 
Income before income taxes209,725 194,299 181,146 574,431 397,423 
Income tax expense 36,589 35,759 34,455 102,347 73,626 
Net income173,136 158,540 146,691 472,084 323,797 
Preferred stock dividends(3,798)(3,798)(3,798)(11,394)(11,394)
Net income available to common shareholders$169,338 $154,742 $142,893 $460,690 $312,403 
11

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME – UNAUDITED
(dollars in thousands, except for share and per share data)Three months endedNine months ended
 Sept. 30, 2025June 30, 2025Sept. 30, 2024Sept. 30, 2025Sept. 30, 2024
Per share information:
Basic net income per common share$2.20 $2.01 $1.87 $6.00 $4.09 
Diluted net income per common share$2.19 $2.00 $1.86 $5.96 $4.08 
Weighted average common shares outstanding:
Basic76,904,045 76,891,035 76,520,599 76,841,192 76,435,370 
Diluted77,310,293 77,277,054 76,765,586 77,242,533 76,606,329 
This information is preliminary and based on company data available at the time of the presentation.
12

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, 2023$217,126 76,767 $76,767 $3,109,493 $2,784,927 $(152,525)$6,035,788 
Preferred dividends paid ($50.64 per share)— — — — (11,394)— (11,394)
Common dividends paid ($0.66 per share)— — — — (51,759)— (51,759)
Issuance of restricted common shares— 240 240 (240)— — — 
Forfeiture of restricted common shares— (25)(25)25 — — — 
Restricted shares withheld for taxes & related tax benefits— (61)(61)(5,100)— — (5,161)
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— 311 311 (14,741)— — (14,430)
Compensation expense for restricted shares, RSUs and PSUs— — — 31,405 — — 31,405 
Net income— — — — 323,797 — 323,797 
Other comprehensive gain— — — — — 36,012 36,012 
Balance at September 30, 2024$217,126 77,232 $77,232 $3,120,842 $3,045,571 $(116,513)$6,344,258 
Balance at December 31, 2024$217,126 77,242 $77,242 $3,129,680 $3,175,777 $(167,944)$6,431,881 
Preferred dividends paid ($50.64 per share)— — — — (11,394)— (11,394)
Common dividends paid ($0.72 per share)— — — — (56,605)— (56,605)
Issuance of restricted common shares— 189 189 (189)— — — 
Forfeiture of restricted common shares— (30)(30)30 — — — 
Restricted shares withheld for taxes & related tax benefits— (63)(63)(7,061)— — (7,124)
Issuance of common stock pursuant to RSU and PSU agreements, net of shares withheld for taxes & related tax benefits— 220 220 (13,571)— — (13,351)
Compensation expense for restricted shares, RSUs and PSUs— — — 32,527 — — 32,527 
Net income— — — — 472,084 — 472,084 
Other comprehensive gain— — — — — 8,174 8,174 
Balance at September 30, 2025$217,126 77,558 $77,558 $3,141,416 $3,579,862 $(159,770)$6,856,192 
This information is preliminary and based on company data available at the time of the presentation.


13

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
(dollars in thousands)SeptemberJuneMarchDecemberSeptemberJune
202520252025202420242024
Balance sheet data, at quarter end:
Commercial and industrial loans$15,570,921 14,905,306 14,131,312 13,815,817 12,986,865 12,328,622 
Commercial real estate - owner occupied loans4,904,462 4,744,806 4,594,376 4,388,531 4,264,743 4,217,351 
Commercial real estate - investment loans5,803,851 5,891,694 5,977,583 5,931,420 5,919,235 5,998,326 
Commercial real estate - multifamily and other loans2,284,438 2,393,696 2,360,515 2,198,698 2,213,153 2,185,858 
Consumer real estate  - mortgage loans5,373,110 5,163,761 4,977,358 4,914,482 4,907,766 4,874,846 
Construction and land development loans3,389,451 3,412,060 3,525,860 3,699,321 3,486,504 3,621,563 
Consumer and other loans606,380 593,841 569,742 537,507 530,044 542,584 
Total loans37,932,613 37,105,164 36,136,746 35,485,776 34,308,310 33,769,150 
Allowance for credit losses(434,450)(422,125)(417,462)(414,494)(391,534)(381,601)
Securities9,056,608 9,066,651 8,718,794 8,381,268 8,293,241 7,882,891 
Total assets55,963,549 54,801,451 54,254,804 52,589,449 50,701,888 49,366,969 
Noninterest-bearing deposits8,952,978 8,640,759 8,507,351 8,170,448 8,229,394 7,932,882 
Total deposits45,727,124 44,999,244 44,479,463 42,842,992 40,954,888 39,770,380 
Securities sold under agreements to repurchase325,573 258,454 263,993 230,244 209,956 220,885 
FHLB advances1,777,003 1,775,470 1,886,011 1,874,134 2,146,395 2,110,885 
Subordinated debt and other borrowings426,483 426,263 426,042 425,821 425,600 425,380 
Total shareholders' equity6,856,192 6,637,237 6,543,142 6,431,881 6,344,258 6,174,668 
Balance sheet data, quarterly averages:
Total loans$37,693,158 36,967,754 36,041,530 34,980,900 34,081,759 33,516,804 
Securities9,025,752 8,986,542 8,679,934 8,268,583 8,176,250 7,322,588 
Federal funds sold and other3,360,273 2,854,113 2,958,593 3,153,751 2,601,267 3,268,307 
Total earning assets50,079,183 48,808,409 47,680,057 46,403,234 44,859,276 44,107,699 
Total assets55,213,879 53,824,500 52,525,831 51,166,643 49,535,543 48,754,091 
Noninterest-bearing deposits8,873,147 8,486,681 8,206,751 8,380,760 8,077,655 8,000,159 
Total deposits45,479,133 44,233,628 43,018,951 41,682,341 40,101,199 39,453,828 
Securities sold under agreements to repurchase287,465 255,662 230,745 223,162 230,340 213,252 
FHLB advances1,774,237 1,838,449 1,877,596 2,006,736 2,128,793 2,106,786 
Subordinated debt and other borrowings433,472 427,805 427,624 427,503 427,380 427,256 
Total shareholders' equity6,721,569 6,601,662 6,515,904 6,405,867 6,265,710 6,138,722 
Statement of operations data, for the three months ended:
Interest income$721,247 694,770 668,160 684,360 694,865 668,390 
Interest expense324,382 315,237 303,732 320,570 343,361 336,128 
Net interest income396,865 379,533 364,428 363,790 351,504 332,262 
Provision for credit losses31,939 24,245 16,960 29,652 26,281 30,159 
Net interest income after provision for credit losses364,926 355,288 347,468 334,138 325,223 302,103 
Noninterest income147,938 125,457 98,426 111,545 115,242 34,288 
Noninterest expense303,139 286,446 275,487 261,897 259,319 271,389 
Income before income taxes209,725 194,299 170,407 183,786 181,146 65,002 
Income tax expense36,589 35,759 29,999 32,527 34,455 11,840 
Net income173,136 158,540 140,408 151,259 146,691 53,162 
Preferred stock dividends(3,798)(3,798)(3,798)(3,798)(3,798)(3,798)
Net income available to common shareholders$169,338 154,742 136,610 147,461 142,893 49,364 
Profitability and other ratios:
Return on avg. assets (1)
1.22 %1.15 %1.05 %1.15 %1.15 %0.41 %
Return on avg. equity (1)
10.00 %9.40 %8.50 %9.16 %9.07 %3.23 %
 Return on avg. common equity (1)
10.33 %9.72 %8.80 %9.48 %9.40 %3.35 %
Return on avg. tangible common equity (1)
14.49 %13.75 %12.51 %13.58 %13.61 %4.90 %
Common stock dividend payout ratio (14)
12.20 %12.73 %15.53 %14.72 %16.73 %17.29 %
Net interest margin (2)
3.26 %3.23 %3.21 %3.22 %3.22 %3.14 %
Noninterest income to total revenue (3)
27.15 %24.84 %21.27 %23.47 %24.69 %9.35 %
Noninterest income to avg. assets (1)
1.06 %0.93 %0.76 %0.87 %0.93 %0.28 %
Noninterest exp. to avg. assets (1)
2.18 %2.13 %2.13 %2.04 %2.08 %2.24 %
Efficiency ratio (4)
55.64 %56.72 %59.52 %55.10 %55.56 %74.04 %
Avg. loans to avg. deposits
82.88 %83.57 %83.78 %83.92 %84.99 %84.95 %
Securities to total assets
16.18 %16.54 %16.07 %15.94 %16.36 %15.97 %
This information is preliminary and based on company data available at the time of the presentation.

14

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
ANALYSIS OF INTEREST INCOME AND EXPENSE, RATES AND YIELDS-UNAUDITED
(dollars in thousands)Three months endedThree months ended
September 30, 2025September 30, 2024
 Average BalancesInterestRates/ YieldsAverage BalancesInterestRates/ Yields
Interest-earning assets
Loans (1) (2)
$37,693,158 $588,131 6.29 %$34,081,759 $570,489 6.75 %
Securities
Taxable5,677,951 67,158 4.69 %4,979,091 65,776 5.26 %
Tax-exempt (2)
3,347,801 27,646 3.92 %3,197,159 23,860 3.54 %
Interest-bearing due from banks3,021,458 33,150 4.35 %2,294,128 29,705 5.15 %
Resell agreements82,879 1,953 9.35 %50,504 1,473 11.60 %
Federal funds sold— — — %— — — %
Other255,936 3,209 4.97 %256,635 3,562 5.52 %
Total interest-earning assets50,079,183 $721,247 5.83 %44,859,276 $694,865 6.27 %
Nonearning assets
Intangible assets1,867,889 1,870,719 
Other nonearning assets3,266,807 2,805,548 
Total assets$55,213,879 $49,535,543 
Interest-bearing liabilities
Interest-bearing deposits:
Interest checking14,612,028 119,097 3.23 %12,372,313 120,645 3.88 %
Savings and money market17,201,547 129,392 2.98 %14,784,857 135,189 3.64 %
Time4,792,411 45,675 3.78 %4,866,374 54,693 4.47 %
Total interest-bearing deposits36,605,986 294,164 3.19 %32,023,544 310,527 3.86 %
Securities sold under agreements to repurchase287,465 1,423 1.96 %230,340 1,495 2.58 %
Federal Home Loan Bank advances1,774,237 20,614 4.61 %2,128,793 24,929 4.66 %
Subordinated debt and other borrowings433,472 8,181 7.49 %427,380 6,410 5.97 %
Total interest-bearing liabilities39,101,160 324,382 3.29 %34,810,057 343,361 3.92 %
Noninterest-bearing deposits8,873,147 — — 8,077,655 — — 
Total deposits and interest-bearing liabilities47,974,307 $324,382 2.68 %42,887,712 $343,361 3.19 %
Other liabilities518,003 382,121 
Shareholders' equity 6,721,569 6,265,710 
Total liabilities and shareholders' equity$55,213,879 $49,535,543 
Net  interest  income 
$396,865 $351,504 
Net interest spread (3)
2.54 %2.34 %
Net interest margin (4)
3.26 %3.22 %
(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 $15.2 million of taxable equivalent income for the three months ended Sept. 30, 2025 compared to $12.0 million for the three months ended Sept. 30, 2024. 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 Sept. 30, 2025 would have been 3.15% compared to a net interest spread of 3.08% for the three months ended Sept. 30, 2024.
(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.  

15

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
ANALYSIS OF INTEREST INCOME AND EXPENSE, RATES AND YIELDS-UNAUDITED
(dollars in thousands)Nine months endedNine months ended
September 30, 2025September 30, 2024
 Average BalancesInterestRates/ YieldsAverage BalancesInterestRates/ Yields
Interest-earning assets
Loans (1) (2)
$36,906,864 $1,704,356 6.27 %$33,548,791 $1,663,347 6.71 %
Securities
Taxable5,579,562 196,000 4.70 %4,330,537 161,824 4.99 %
Tax-exempt (2)
3,319,114 79,980 3.85 %3,273,572 72,832 3.54 %
Interest-bearing due from banks2,731,560 88,493 4.33 %2,436,917 96,065 5.27 %
Resell agreements72,978 5,704 10.45 %355,791 8,972 3.37 %
Federal funds sold— — — %— — — %
Other 254,579 9,644 5.07 %253,540 10,698 5.64 %
Total interest-earning assets48,864,657 $2,084,177 5.82 %44,199,148 $2,013,738 6.19 %
Nonearning assets
Intangible assets1,869,145 1,872,285 
Other nonearning assets3,130,781 2,797,971 
Total assets$53,864,583 $48,869,404 
Interest-bearing liabilities
Interest-bearing deposits:
Interest checking14,324,756 345,541 3.23 %12,020,703 352,158 3.91 %
Savings and money market16,790,760 372,643 2.97 %14,684,785 404,340 3.68 %
Time4,612,765 133,987 3.88 %4,799,977 159,446 4.44 %
Total interest-bearing deposits35,728,281 852,171 3.19 %31,505,465 915,944 3.88 %
Securities sold under agreements to repurchase258,165 3,671 1.90 %218,205 4,210 2.58 %
Federal Home Loan Bank advances1,829,716 63,210 4.62 %2,149,945 73,443 4.56 %
Subordinated debt and other borrowings429,655 24,299 7.56 %427,638 18,341 5.73 %
Total interest-bearing liabilities38,245,817 943,351 3.30 %34,301,253 1,011,938 3.94 %
Noninterest-bearing deposits8,524,634 — — 8,013,578 — — 
Total deposits and interest-bearing liabilities46,770,451 $943,351 2.70 %42,314,831 $1,011,938 3.19 %
Other liabilities480,334 391,847 
Shareholders' equity 6,613,798 6,162,726 
Total liabilities and shareholders' equity$53,864,583 $48,869,404 
Net  interest  income 
$1,140,826 $1,001,800 
Net interest spread (3)
2.52 %2.25 %
Net interest margin (4)
3.24 %3.14 %
(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 $41.6 million of taxable equivalent income for the nine months ended Sept. 30, 2025 compared to $35.6 million for the nine months ended Sept. 30, 2024. 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 nine months ended Sept. 30, 2025 would have been 3.12% compared to a net interest spread of 3.00% for the nine months ended Sept. 30, 2024.
(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.

16

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
(dollars in thousands)SeptemberJuneMarchDecemberSeptemberJune
202520252025202420242024
Asset quality information and ratios:
Nonperforming assets:
Nonaccrual loans$149,683 157,170 171,570 147,825 119,293 97,649 
ORE and other nonperforming assets (NPAs)
5,210 4,835 3,656 1,280 823 2,760 
Total nonperforming assets$154,893 162,005 175,226 149,105 120,116 100,409 
Past due loans over 90 days and still accruing interest$2,632 4,652 4,337 3,515 3,611 4,057 
Accruing purchase credit deteriorated loans$9,564 10,344 12,215 13,877 5,715 6,021 
Net loan charge-offs$16,788 18,737 13,992 20,807 18,348 22,895 
Allowance for credit losses to nonaccrual loans290.2 %268.6 %243.3 %280.4 %328.2 %390.8 %
As a percentage of total loans:
Past due accruing loans over 30 days0.17 %0.14 %0.14 %0.15 %0.16 %0.16 %
Potential problem loans
0.20 %0.12 %0.15 %0.13 %0.14 %0.18 %
Allowance for credit losses 1.15 %1.14 %1.16 %1.17 %1.14 %1.13 %
Nonperforming assets to total loans, ORE and other NPAs0.41 %0.44 %0.48 %0.42 %0.35 %0.30 %
    Classified asset ratio (Pinnacle Bank) (6)
4.2 %3.9 %4.4 %3.8 %3.9 %4.0 %
Annualized net loan charge-offs to avg. loans (5)
0.18 %0.20 %0.16 %0.24 %0.21 %0.27 %
Interest rates and yields:
Loans6.29 %6.26 %6.24 %6.42 %6.75 %6.71 %
Securities4.41 %4.44 %4.30 %4.27 %4.58 %4.43 %
Total earning assets5.83 %5.82 %5.79 %5.97 %6.27 %6.20 %
Total deposits, including non-interest bearing2.57 %2.58 %2.58 %2.74 %3.08 %3.10 %
Securities sold under agreements to repurchase1.96 %1.92 %1.80 %2.11 %2.58 %2.48 %
FHLB advances4.61 %4.65 %4.59 %4.59 %4.66 %4.66 %
Subordinated debt and other borrowings7.49 %7.57 %7.63 %8.11 %5.97 %5.62 %
Total deposits and interest-bearing liabilities2.68 %2.70 %2.70 %2.88 %3.19 %3.20 %
Capital and other ratios (6):
Pinnacle Financial ratios:
Shareholders' equity to total assets12.3 %12.1 %12.1 %12.2 %12.5 %12.5 %
Common equity Tier one10.8 %10.7 %10.7 %10.8 %10.8 %10.7 %
Tier one risk-based11.3 %11.2 %11.2 %11.3 %11.4 %11.2 %
Total risk-based12.9 %13.0 %13.0 %13.1 %13.2 %13.2 %
Leverage9.6 %9.5 %9.5 %9.6 %9.6 %9.5 %
Tangible common equity to tangible assets8.8 %8.6 %8.5 %8.6 %8.7 %8.6 %
Pinnacle Bank ratios:
Common equity Tier one11.5 %11.5 %11.5 %11.6 %11.7 %11.5 %
Tier one risk-based11.5 %11.5 %11.5 %11.6 %11.7 %11.5 %
Total risk-based12.5 %12.4 %12.4 %12.5 %12.6 %12.5 %
Leverage9.8 %9.7 %9.7 %9.8 %9.8 %9.7 %
Construction and land development loans
as a percentage of total capital (17)
59.6 %61.8 %65.6 %70.5 %68.2 %72.9 %
Non-owner occupied commercial real estate and
multi-family as a percentage of total capital (17)
218.1 %228.6 %236.4 %242.2 %243.3 %254.0 %
This information is preliminary and based on company data available at the time of the presentation.

17

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
(dollars in thousands, except per share data)SeptemberJuneMarchDecemberSeptemberJune
202520252025202420242024
Per share data:
Earnings per common share – basic$2.20 2.01 1.78 1.93 1.87 0.65 
Earnings per common share - basic, excluding non-GAAP adjustments$2.28 2.01 1.90 1.92 1.87 1.63 
Earnings per common share – diluted$2.19 2.00 1.77 1.91 1.86 0.64 
Earnings per common share - diluted, excluding non-GAAP adjustments$2.27 2.00 1.90 1.90 1.86 1.63 
Common dividends per share$0.24 0.24 0.24 0.22 0.22 0.22 
Book value per common share at quarter end (7)
$85.60 82.79 81.57 80.46 79.33 77.15 
Tangible book value per common share at quarter end (7)
$61.53 58.70 57.47 56.24 55.12 52.92 
Revenue per diluted common share$7.05 6.53 6.01 6.14 6.08 4.78 
Revenue per diluted common share, excluding non-GAAP adjustments$7.05 6.53 6.18 6.14 6.08 5.72 
Investor information:
Closing sales price of common stock on last trading day of quarter$93.79 110.41 106.04 114.39 97.97 80.04 
High closing sales price of common stock during quarter$119.63 111.51 126.15 129.87 100.56 84.70 
Low closing sales price of common stock during quarter$86.13 87.19 99.42 92.95 76.97 74.62 
Closing sales price of depositary shares on last trading day of quarter$25.14 23.91 24.10 24.23 24.39 23.25 
High closing sales price of depositary shares during quarter$25.48 24.56 25.25 25.02 24.50 23.85 
Low closing sales price of depositary shares during quarter$24.08 23.76 24.10 24.23 23.25 22.93 
Other information:
Residential mortgage loan sales:
Gross loans sold$168,935 192,859 145,645 185,707 209,144 217,080 
Gross fees (8)
$4,424 4,068 3,761 4,360 4,974 5,368 
Gross fees as a percentage of loans originated2.62 %2.11 %2.58 %2.35 %2.38 %2.47 %
Net gain on residential mortgage loans sold$1,828 1,965 2,507 2,344 2,643 3,270 
Investment gains (losses) on sales of securities, net (13)
$— — (12,512)249 — (72,103)
Brokerage account assets, at quarter end (9)
$15,653,343 14,665,349 13,324,592 13,086,359 12,791,337 11,917,578 
Trust account managed assets, at quarter end$8,233,933 7,664,867 7,293,630 7,061,868 6,830,323 6,443,916 
Core deposits (10)
$40,813,687 39,761,037 40,012,999 38,046,904 35,764,640 34,957,827 
Core deposits to total funding (10)
84.6 %83.8 %85.0 %83.9 %81.8 %82.2 %
Risk-weighted assets$45,571,307 44,413,507 43,210,918 41,976,450 40,530,585 39,983,191 
Number of offices 138 137 136 137 136 135 
Total core deposits per office$295,751 290,227 294,213 277,715 262,975 258,947 
Total assets per full-time equivalent employee$15,301 15,109 15,092 14,750 14,418 14,231 
Annualized revenues per full-time equivalent employee$591.0 558.5 522.2 530.4 528.0 425.0 
Annualized expenses per full-time equivalent employee$328.8 316.8 310.8 292.2 293.4 314.6 
Number of employees (full-time equivalent)3,657.5 3,627.0 3,595.0 3,565.5 3,516.5 3,469.0 
Associate retention rate (11)
93.0 %93.4 %94.3 %94.5 %94.6 %94.4 %
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
Three months ended
Nine months ended
(dollars in thousands, except per share data)
SeptemberJuneSeptemberSeptemberSeptember
20252025202420252024
Net interest income$396,865379,533351,5041,140,8261,001,800
Noninterest income147,938125,457115,242371,821259,633
Total revenues544,803504,990466,7461,512,6471,261,433
Less: Investment losses on sales of securities, net———12,51272,103
Recognition of mortgage servicing asset————(11,812)
Total revenues excluding the impact of adjustments noted above$544,803504,990466,7461,525,1591,321,724
Noninterest expense$303,139286,446259,319865,072773,073
Less: ORE expense14613756341162
FDIC special assessment————7,250
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives————28,400
Merger-related expenses7,727——7,727—
Noninterest expense excluding the impact of adjustments noted above$295,266286,309259,263857,004737,261
Pre-tax income$209,725194,299181,146574,431397,423
Provision for credit losses31,93924,24526,28173,14490,937
Pre-tax pre-provision net revenue241,664218,544207,427647,575488,360
Less: Adjustments noted above7,8731375620,58096,103
Adjusted pre-tax pre-provision net revenue (12)
$249,537218,681207,483668,155584,463
Noninterest income$147,938125,457115,242371,821259,633
Less: Adjustments noted above———12,51260,291
Noninterest income excluding the impact of adjustments noted above$147,938125,457115,242384,333319,924
Efficiency ratio (4)
55.64 %56.72 %55.56 %57.19 %61.29 %
Less: Adjustments noted above(1.44)%(0.03)%(0.01)%(1.00)%(5.51)%
Efficiency ratio excluding adjustments noted above (4)
54.20 %56.70 %55.55 %56.19 %55.78 %
Total average assets$55,213,87953,824,50049,535,54353,864,58348,869,404
Noninterest income to average assets (1)
1.06 %0.93 %0.93 %0.92 %0.71 %
Less: Adjustments noted above— %— %— %0.03 %0.16 %
Noninterest income (excluding adjustments noted above) to average assets (1)
1.06 %0.93 %0.93 %0.95 %0.87 %
Noninterest expense to average assets (1)
2.18 %2.13 %2.08 %2.15 %2.11 %
Less: Adjustments as noted above(0.06)%— %— %(0.02)%(0.09)%
Noninterest expense (excluding adjustments noted above) to average assets (1)
2.12 %2.13 %2.08 %2.13 %2.02 %
This information is preliminary and based on company data available at the time of the presentation. Numbers may not foot due to rounding.
19


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)SeptemberJuneMarchDecemberSeptemberJune
202520252025202420242024
Net income available to common shareholders$169,338 154,742 136,610 147,461 142,893 49,364 
Investment (gains) losses on sales of securities, net— — 12,512 (249)— 72,103 
Gain on sale of fixed assets as a result of sale-leaseback transaction— — — — — — 
Loss on BOLI restructuring— — — — — — 
ORE expense146 137 58 58 56 22 
FDIC special assessment— — — — — — 
Recognition of mortgage servicing asset— — — — — — 
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives— — — — — 28,400 
Merger-related expenses7,727 — — — — — 
Tax effect on above noted adjustments (16)
(1,968)(34)(3,143)48 (14)(25,131)
Net income available to common shareholders excluding adjustments noted above $175,243 154,844 146,037 147,318 142,935 124,758 
Basic earnings per common share$2.20 2.01 1.78 1.93 1.87 0.65 
Less:
Investment (gains) losses on sales of securities, net— — 0.16 (0.01)— 0.94 
ORE expense— — — — — — 
FDIC special assessment— — — — — — 
Recognition of mortgage servicing asset— — — — — — 
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives— — — — — 0.37 
Merger-related expenses0.10 — — — — — 
Tax effect on above noted adjustments (16)
(0.02)— (0.04)— — (0.33)
Basic earnings per common share excluding adjustments noted above$2.28 2.01 1.90 1.92 1.87 1.63 
Diluted earnings per common share$2.19 2.00 1.77 1.91 1.86 0.64 
Less:
Investment (gains) losses on sales of securities, net— — 0.16 (0.01)— 0.94 
ORE expense— — — — — — 
FDIC special assessment— — — — — — 
Recognition of mortgage servicing asset— — — — — — 
Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives— — — — — 0.37 
Merger-related expenses0.10 — — — — — 
Tax effect on above noted adjustments (16)
(0.02)— (0.04)— (0.32)
Diluted earnings per common share excluding the adjustments noted above$2.27 2.00 1.90 1.90 1.86 1.63 
Revenue per diluted common share$7.05 6.53 6.01 6.14 6.08 4.78 
Adjustments due to revenue-impacting items as noted above— — 0.16 — — 0.94 
Revenue per diluted common share excluding adjustments due to revenue-impacting items as noted above$7.05 6.53 6.18 6.14 6.08 5.72 
Book value per common share at quarter end (7)
$85.60 82.79 81.57 80.46 79.33 77.15 
Adjustment due to goodwill, core deposit and other intangible assets(24.07)(24.09)(24.10)(24.22)(24.21)(24.23)
Tangible book value per common share at quarter end (7)
$61.53 58.70 57.47 56.24 55.12 52.92 
Equity method investment (15)
Fee income from BHG, net of amortization$40,614 26,027 20,405 12,070 16,379 18,688 
Funding cost to support investment5,079 5,205 5,515 4,869 5,762 5,704 
Pre-tax impact of BHG35,535 20,822 14,890 7,201 10,617 12,984 
Income tax expense at statutory rates (16)
8,884 5,206 3,723 1,800 2,654 3,246 
Earnings attributable to BHG$26,651 15,617 11,168 5,401 7,963 9,738 
Basic earnings per common share attributable to BHG$0.35 0.20 0.15 0.07 0.10 0.13 
Diluted earnings per common share attributable to BHG$0.34 0.20 0.15 0.07 0.10 0.13 
This information is preliminary and based on company data available at the time of the presentation. Numbers may not foot due to rounding.

20

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
Nine months ended
(dollars in thousands, except per share data)September 30,
20252024
Net income available to common shareholders$460,690 312,403 
Investment losses on sales of securities, net12,512 72,103 
ORE expense 341 162 
FDIC special assessment— 7,250 
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 
Merger-related expenses7,727 — 
Tax effect on adjustments noted above (16)
(5,145)(24,026)
Net income available to common shareholders excluding adjustments noted above $476,125 384,480 
Basic earnings per common share$6.00 4.09 
Less:
Investment losses on sales of securities, net0.16 0.94 
ORE expense— — 
FDIC special assessment— 0.09 
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 
Merger-related expenses0.10 — 
Tax effect on above noted adjustments (16)
(0.06)(0.31)
Basic earnings per common share excluding adjustments noted above$6.20 5.03 
Diluted earnings per common share5.96 4.08 
Less:
Investment losses on sales of securities, net0.16 0.94 
ORE expense— — 
FDIC special assessment— 0.09 
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 
Merger-related expenses0.10 — 
Tax effect on above noted adjustments (16)
(0.08)(0.31)
Diluted earnings per common share excluding the adjustments noted above$6.16 5.02 
Revenue per diluted common share$19.58 16.47 
Adjustments due to revenue-impacting items as noted above0.17 0.78 
Revenue per diluted common share excluding adjustments due to revenue-impacting items noted above$19.75 17.25 
Equity method investment (15)
Fee income from BHG, net of amortization$87,046 51,102 
Funding cost to support investment15,799 17,345 
Pre-tax impact of BHG71,247 33,757 
Income tax expense at statutory rates (16)
17,812 8,439 
Earnings attributable to BHG$53,435 25,318 
Basic earnings per common share attributable to BHG$0.70 0.33 
Diluted earnings per common share attributable to BHG$0.69 0.33 
This information is preliminary and based on company data available at the time of the presentation.

21

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED
Three months ended
Nine months ended
(dollars in thousands, except per share data)
SeptemberJuneSeptemberSeptemberSeptember
20252025202420252024
Return on average assets (1)
1.22 %1.15 %1.15 %1.14 %0.85 %
Adjustments as noted above0.04 %— %— %0.04 %0.20 %
Return on average assets excluding adjustments noted above (1)
1.26 %1.15 %1.15 %1.18 %1.05 %
Tangible assets:
Total assets$55,963,54954,801,45150,701,888$55,963,54950,701,888
Less:   Goodwill(1,848,904)(1,848,904)(1,846,973)(1,848,904)(1,846,973)
Core deposit and other intangible assets(18,108)(19,506)(22,755)(18,108)(22,755)
Net tangible assets$54,096,53752,933,04148,832,160$54,096,53748,832,160
Tangible common equity:
Total shareholders' equity$6,856,1926,637,2376,344,258$6,856,1926,344,258
Less: Preferred shareholders' equity(217,126)(217,126)(217,126)(217,126)(217,126)
Total common shareholders' equity6,639,0666,420,1116,127,1326,639,0666,127,132
Less: Goodwill(1,848,904)(1,848,904)(1,846,973)(1,848,904)(1,846,973)
Core deposit and other intangible assets(18,108)(19,506)(22,755)(18,108)(22,755)
Net tangible common equity$4,772,0544,551,7014,257,404$4,772,0544,257,404
Ratio of tangible common equity to tangible assets8.82 %8.60 %8.72 %8.82 %8.72 %
Average tangible assets:
Average assets$55,213,87953,824,50049,535,543$53,864,58348,869,404
Less: Average goodwill(1,848,904)(1,849,255)(1,846,973)(1,849,139)(1,846,973)
Average core deposit and other intangible assets(18,985)(20,150)(23,746)(20,006)(25,312)
Net average tangible assets$53,345,99051,955,09547,664,824$51,995,43846,997,119
Return on average assets (1)
1.22 %1.15 %1.15 %1.14 %0.85 %
Adjustment due to goodwill, core deposit and other intangible assets0.04 %0.04 %0.04 %0.04 %0.04 %
Return on average tangible assets (1)
1.26 %1.19 %1.19 %1.18 %0.89 %
Adjustments as noted above0.04 %— %— %0.04 %0.20 %
Return on average tangible assets excluding adjustments noted above (1)
1.30 %1.20 %1.19 %1.22 %1.09 %
Average tangible common equity:
Average shareholders' equity$6,721,5696,601,6626,265,710$6,613,7986,162,726
Less: Average preferred equity(217,126)(217,126)(217,126)(217,126)(217,126)
Average common equity6,504,4436,384,5366,048,5846,396,6725,945,600
Less:   Average goodwill(1,848,904)(1,849,255)(1,846,973)(1,849,139)(1,846,973)
Average core deposit and other intangible assets(18,985)(20,150)(23,746)(20,006)(25,312)
Net average tangible common equity$4,636,5544,515,1314,177,865$4,527,5274,073,315
Return on average equity (1)
10.00 %9.40 %9.07 %9.31 %6.77 %
Adjustment due to average preferred shareholders' equity0.33 %0.32 %0.33 %0.32 %0.25 %
Return on average common equity (1)
10.33 %9.72 %9.40 %9.63 %7.02 %
Adjustment due to goodwill, core deposit and other intangible assets4.16 %4.02 %4.21 %3.97 %3.22 %
Return on average tangible common equity (1)
14.49 %13.75 %13.61 %13.60 %10.24 %
Adjustments as noted above0.51 %0.01 %— %0.46 %2.37 %
Return on average tangible common equity excluding adjustments noted above (1)
15.00 %13.76 %13.61 %14.06 %12.61 %
This information is preliminary and based on company data available at the time of the presentation. Numbers may not foot due to rounding.

22

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 the FDIC special assessment, the recognition of the mortgage servicing asset, fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives and merger expenses.
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.
17. Calculated using the same guidelines as are used in the Federal Financial Institutions Examination Council's Uniform Bank Performance Report.

23