UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(mark one)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2023

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934

For the transition period from ____ to ____

Commission File Number: 001-39309

Pinnacle Financial Partners Inc.

, Inc.

(Exact name of registrant as specified in its charter)
Tennessee			62-1812853
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
150 Third Avenue South, Suite 900	Nashville,	TN	37201
(Address of principal executive offices)			(Zip Code)

(615) 744-3700

(Registrant's telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changes since last report)

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of Each Class	Trading Symbol	Name of Exchange on which Registered
Common Stock, par value $1.00	PNFP	The Nasdaq Stock Market LLC
Depositary Shares (each representing 1/40th interest in a share of 6.75% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series B)	PNFPP	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes ☒     No ☐    

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for shorter period that the registrant was required to submit such files).  Yes ☒     No ☐    

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of "large accelerated filer", "accelerated filer", "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.  (Check one):

Large Accelerated Filer ☒                            Accelerated Filer ☐    

Non-accelerated Filer  ☐                            Smaller reporting company ☐

(do not check if you are a smaller reporting company)                Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).     Yes ☐     No ☒    

As of October 31, 2023 there were 76,774,199 shares of common stock, $1.00 par value per share, issued and outstanding.

Pinnacle Financial Partners, Inc.

Report on Form 10-Q

September 30, 2023

TABLE OF CONTENTS	Page No.
PART I – Financial Information:	4
Item 1. Consolidated Financial Statements (Unaudited)	4
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	42
Item 3. Quantitative and Qualitative Disclosures about Market Risk	66
Item 4. Controls and Procedures	66
PART II – Other Information:	66
Item 1. Legal Proceedings	67
Item 1A. Risk Factors	67
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	67
Item 3. Defaults Upon Senior Securities	67
Item 4. Mine Safety Disclosures	67
Item 5. Other Information	67
Item 6. Exhibits	67
Signatures	69

2

FORWARD-LOOKING STATEMENTS

All statements, other than statements of historical fact, included in this report, 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," "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 the negative impact of inflationary pressures 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 Tennessee, North Carolina, South Carolina, Georgia, Alabama, Virginia and Kentucky, 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 rising deposit and other funding costs; (x) the results of regulatory examinations; (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 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; 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, 2022, 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 report, which speak only as of the date hereof, whether as a result of new information, future events or otherwise.

3

Item 1. Part I. Financial Information

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(dollars in thousands, except per share data)	September 30, 2023		December 31, 2022
ASSETS
Cash and noninterest-bearing due from banks	$	279,652	$	268,649
Restricted cash	17,356		31,447
Interest-bearing due from banks	2,855,094		877,286
Cash and cash equivalents	3,152,102		1,177,382
Securities purchased with agreement to resell	500,000		513,276
Securities available-for-sale, at fair value	3,863,697		3,558,870
Securities held-to-maturity (fair value of $2.6 billion and $2.7 billion, net of allowance for credit losses of $1.7 million and $1.6 million at Sept. 30, 2023 and Dec. 31, 2022, respectively)	3,018,579		3,079,050
Consumer loans held-for-sale	119,489		42,237
Commercial loans held-for-sale	20,513		21,093
Loans	31,943,284		29,041,605
Less allowance for credit losses	(346,192)		(300,665)
Loans, net	31,597,092		28,740,940
Premises and equipment, net	252,669		327,885
Equity method investment	480,996		443,185
Accrued interest receivable	177,390		161,182
Goodwill	1,846,973		1,846,973
Core deposits and other intangible assets	29,216		34,555
Other real estate owned	2,555		7,952
Other assets	2,462,519		2,015,441
Total assets	$	47,523,790	$	41,970,021
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Noninterest-bearing	$	8,324,325	$	9,812,744
Interest-bearing	10,852,086		7,884,605
Savings and money market accounts	14,306,359		13,774,534
Time	4,813,039		3,489,355
Total deposits	38,295,809		34,961,238
Securities sold under agreements to repurchase	195,999		194,910
Federal Home Loan Bank advances	2,110,598		464,436
Subordinated debt and other borrowings	424,718		424,055
Accrued interest payable	67,442		19,478
Other liabilities	591,583		386,512
Total liabilities	41,686,149		36,450,629
Shareholders' equity:
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, 2023 and Dec. 31, 2022, respectively	217,126		217,126
Common stock, par value $1.00; 180.0 million shares authorized; 76.8 million and 76.5 million shares issued and outstanding at Sept. 30, 2023 and Dec. 31, 2022, respectively	76,753		76,454
Additional paid-in capital	3,097,702		3,074,867
Retained earnings	2,745,934		2,341,706
Accumulated other comprehensive loss, net of taxes	(299,874)		(190,761)
Total shareholders' equity	5,837,641		5,519,392
Total liabilities and shareholders' equity	$	47,523,790	$	41,970,021

See accompanying notes to consolidated financial statements (unaudited).

4

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(dollars in thousands, except per share data)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Interest income:
Loans, including fees	$	508,963	$	315,935	$	1,419,761	$	795,164
Securities:
Taxable	36,525		18,204		97,850		41,977
Tax-exempt	24,185		21,408		72,590		58,752
Federal funds sold and other	57,621		16,217		118,371		26,864
Total interest income	627,294		371,764		1,708,572		922,757
Interest expense:
Deposits	280,305		55,189		685,562		83,620
Securities sold under agreements to repurchase	1,071		182		2,449		320
Federal Home Loan Bank advances and other borrowings	28,676		10,609		75,695		28,984
Total interest expense	310,052		65,980		763,706		112,924
Net interest income	317,242		305,784		944,866		809,833
Provision for credit losses	26,826		27,493		77,282		43,120
Net interest income after provision for credit losses	290,416		278,291		867,584		766,713
Noninterest income:
Service charges on deposit accounts	12,665		10,906		36,563		33,552
Investment services	13,253		10,780		39,022		34,676
Insurance sales commissions	2,882		2,928		10,598		9,518
Gain on mortgage loans sold, net	2,012		1,117		5,632		7,333
Investment gains (losses) on sales, net	(9,727)		217		(19,688)		156
Trust fees	6,640		5,706		19,696		17,744
Income from equity method investment	24,967		41,341		70,970		124,461
Gain on sale of fixed assets	87		227		85,946		425
Other noninterest income	38,018		31,583		105,426		105,938
Total noninterest income	90,797		104,805		354,165		333,803
Noninterest expense:
Salaries and employee benefits	130,344		129,910		398,495		378,373
Equipment and occupancy	36,900		27,886		100,959		80,343
Other real estate expense, net	33		(90)		190		101
Marketing and other business development	5,479		4,958		17,085		13,494
Postage and supplies	2,621		2,795		8,303		7,486
Amortization of intangibles	1,765		1,951		5,339		5,873
Other noninterest expense	36,091		31,843		106,230		92,282
Total noninterest expense	213,233		199,253		636,601		577,952
Income before income taxes	167,980		183,843		585,148		522,564
Income tax expense	35,377		35,185		117,975		99,669
Net income	132,603		148,658		467,173		422,895
Preferred stock dividends	(3,798)		(3,798)		(11,394)		(11,394)
Net income available to common shareholders	$	128,805	$	144,860	$	455,779	$	411,501
Per share information:
Basic net income per common share	$	1.69	$	1.91	$	6.00	$	5.43
Diluted net income per common share	$	1.69	$	1.91	$	5.99	$	5.42
Weighted average common shares outstanding:
Basic	76,044,182		75,761,930		75,998,965		75,723,129
Diluted	76,201,916		75,979,056		76,102,622		75,945,469

See accompanying notes to consolidated financial statements (unaudited).

5

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(dollars in thousands)	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Net income	$	132,603	$	148,658	$	467,173	$	422,895
Other comprehensive gain (loss), net of tax:
Change in fair value on available-for-sale securities, net of tax	(113,305)		(107,276)		(81,899)		(338,362)
Change in fair value of cash flow hedges, net of tax	(17,403)		—		(28,764)		—
Accretion of net unrealized gains on securities transferred from available-for-sale to held-to-maturity, net of tax	(1,597)		(1,327)		(5,999)		(3,902)
Net gain on cash flow hedges reclassified from other comprehensive income into net income, net of tax	(2,473)		(2,477)		(7,217)		(7,497)
Net loss (gain) on sale of investment securities reclassified from other comprehensive income into net income, net of tax	7,293		(160)		14,766		(115)
Total other comprehensive loss, net of tax	(127,485)		(111,240)		(109,113)		(349,876)
Total comprehensive income	$	5,118	$	37,418	$	358,060	$	73,019

See accompanying notes to consolidated financial statements (unaudited).

6

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(Unaudited)

(dollars and shares in thousands)	Preferred Stock  Amount		Common Stock			Additional Paid-in Capital		Retained Earnings		Accumulated Other Comp. Income (Loss), net		Total Shareholders' Equity
			Shares	Amounts
Balance at December 31, 2021	$	217,126	76,143	$	76,143	$	3,045,802	$	1,864,350	$	107,186	$	5,310,607
Exercise of employee common stock options & related tax benefits	—		6	6		124		—		—		130
Preferred dividends paid ($16.88 per share)	—		—	—		—		(3,798)		—		(3,798)
Common dividends paid ($0.22 per share)	—		—	—		—		(16,976)		—		(16,976)
Issuance of restricted common shares, net of forfeitures	—		158	158		(158)		—		—		—
Restricted shares withheld for taxes & related tax benefits	—		(35)	(35)		(3,736)		—		—		(3,771)
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	—		105	105		(5,566)		—		—		(5,461)
Compensation expense for restricted share awards, RSUs and PSUs	—		—	—		9,448		—		—		9,448
Net income	—		—	—		—		129,110		—		129,110
Other comprehensive loss	—		—	—		—		—		(138,339)		(138,339)
Balance at March 31, 2022	$	217,126	76,377	$	76,377	$	3,045,914	$	1,972,686	$	(31,153)	$	5,280,950
Exercise of employee common stock options & related tax benefits	—		8	8		185		—		—		193
Preferred dividends paid ($16.88 per share)	—		—	—		—		(3,798)		—		(3,798)
Common dividends paid ($0.22 per share)	—		—	—		—		(17,065)		—		(17,065)
Issuance of restricted common shares, net of forfeitures	—		8	8		(8)		—		—		—
Restricted shares withheld for taxes & related tax benefits	—		(8)	(8)		(623)		—		—		(631)
Compensation expense for restricted share awards, RSUs and PSUs	—		—	—		10,760		—		—		10,760
Net income	—		—	—		—		145,127		—		145,127
Other comprehensive loss	—		—	—		—		—		(100,297)		(100,297)
Balance at June 30, 2022	$	217,126	76,385	$	76,385	$	3,056,228	$	2,096,950	$	(131,450)	$	5,315,239
Exercise of employee stock options & related tax benefits	—		—	—		(45)		—		—		(45)
Preferred dividends paid ($16.88 per share)	—		—	—		—		(3,798)		—		(3,798)
Common dividends paid ($0.22 per share)	—		—	—		—		(17,074)		—		(17,074)
Issuance of restricted common shares, net of forfeitures	—		32	32		(32)		—		—		—
Restricted shares withheld for taxes & related tax benefits			(4)	(4)		(298)		—		—		(302)
Compensation expense for restricted shares & performance stock units	—		—	—		10,674		—		—		10,674
Net income	—		—	—		—		148,658		—		148,658
Other comprehensive loss	—		—	—		—		—		(111,240)		(111,240)
Balance at September 30, 2022	$	217,126	76,413	$	76,413	$	3,066,527	$	2,224,736	$	(242,690)	$	5,342,112

7

	Preferred Stock  Amount		Common Stock							Accumulated Other Comp. Income (Loss), net		Total Shareholders' Equity
			Shares	Amounts		Additional Paid-in Capital		Retained Earnings
Balance at December 31, 2022	$	217,126	76,454	$	76,454	$	3,074,867	$	2,341,706	$	(190,761)	$	5,519,392
Exercise of employee common stock options & related tax benefits	—		40	40		920		—		—		960
Preferred dividends paid ($16.88 per share)	—		—	—		—		(3,798)		—		(3,798)
Common dividends paid ($0.22 per share)	—		—	—		—		(17,173)		—		(17,173)
Issuance of restricted common shares, net of forfeitures	—		193	193		(193)		—		—		—
Restricted shares withheld for taxes & related tax benefits	—		(41)	(41)		(3,035)		—		—		(3,076)
Issuance of common stock pursuant to RSU and PSU agreements, net of shares withheld for taxes & related tax benefits	—		93	93		(3,738)		—		—		(3,645)
Compensation expense for restricted share awards, RSUs and PSUs	—		—	—		10,199		—		—		10,199
Net income	—		—	—		—		137,271		—		137,271
Other comprehensive income	—		—	—		—		—		43,998		43,998
Balance at March 31, 2023	$	217,126	76,739	$	76,739	$	3,079,020	$	2,458,006	$	(146,763)	$	5,684,128
Exercise of employee common stock options & related tax benefits	—		—	—		11		—		—		11
Preferred dividends paid ($16.88 per share)	—		—	—		—		(3,798)		—		(3,798)
Common dividends paid ($0.22 per share)	—		—	—		—		(17,192)		—		(17,192)
Issuance of restricted common shares, net of forfeitures	—		7	7		(7)		—		—		—
Restricted shares withheld for taxes & related tax benefits	—		(6)	(6)		(310)		—		—		(316)
Compensation expense for restricted share awards, RSUs and PSUs	—		—	—		9,253		—		—		9,253
Net income	—		—	—		—		197,299		—		197,299
Other comprehensive loss	—		—	—		—		—		(25,626)		(25,626)
Balance at June 30, 2023	$	217,126	76,740	$	76,740	$	3,087,967	$	2,634,315	$	(172,389)	$	5,843,759
Preferred dividends paid ($16.88 per share)	—		—	—		—		(3,798)		—		(3,798)
Common dividends paid ($0.22 per share)	—		—	—		—		(17,186)		—		(17,186)
Issuance of restricted common shares, net of forfeitures	—		19	19		(19)		—		—		—
Restricted shares withheld for taxes & related tax benefits	—		(6)	(6)		(367)		—		—		(373)
Compensation expense for restricted shares & performance stock units	—		—	—		10,121		—		—		10,121
Net income	—		—	—		—		132,603		—		132,603
Other comprehensive loss	—		—	—		—		—		(127,485)		(127,485)
Balance at September 30, 2023	$	217,126	76,753	$	76,753	$	3,097,702	$	2,745,934	$	(299,874)	$	5,837,641

See accompanying notes to consolidated financial statements (unaudited).

8

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(dollars in thousands)	Nine months ended September 30,
	2023		2022
Operating activities:
Net income	$	467,173	$	422,895
Adjustments to reconcile net income to net cash provided by operating activities:
Net amortization/accretion of premium/discount on securities	44,635		50,794
Depreciation, amortization and accretion	59,417		44,686
Provision for credit losses	77,282		43,120
Gain on mortgage loans sold, net	(5,632)		(7,333)
Investment losses (gains) on sales, net	19,688		(156)
Gain on other equity investments, net	(9,512)		(9,104)
Stock-based compensation expense	29,573		30,882
Deferred tax expense	11,891		1,263
Losses (gains) on dispositions of other real estate and other investments	82		(179)
Gain on sale of fixed assets	(85,946)		(425)
Gain on remeasurement of previously held noncontrolling interest	—		(5,500)
Income from equity method investment	(70,970)		(124,461)
Dividends received from equity method investment	33,159		59,401
Excess tax benefit from stock compensation	(241)		(2,921)
Gain on commercial loans sold, net	(408)		(2,274)
Commercial loans held for sale originated	(315,209)		(411,833)
Commercial loans held for sale sold	316,198		416,380
Consumer loans held for sale originated	(1,294,384)		(1,263,024)
Consumer loans held for sale sold	1,222,764		1,270,654
Increase in other assets	(189,302)		(56,223)
Increase in other liabilities	61,005		43,565
Net cash provided by operating activities	371,263		500,207
Investing activities:
Activities in securities available-for-sale:
Purchases	(914,989)		(668,860)
Sales	303,145		29,501
Maturities, prepayments and calls	108,371		336,933
Activities in securities held-to-maturity:
Purchases	—		(804,841)
Maturities, prepayments and calls	38,677		59,038
Net decrease in securities purchased under agreements to resell	13,276		471,001
Increase in loans, net	(3,062,357)		(4,290,474)
Proceeds from sale of loans	117,216		—
Purchases of software, premises and equipment	(61,870)		(47,468)
Proceeds from sales of software, premises and equipment	198,414		656
Proceeds from sale of other real estate	5,749		994
Purchase of bank owned life insurance policies	—		(100,000)
Proceeds from bank owned life insurance settlements	3,221		1,002
Purchase of FHLB stock, net	(36,722)		(12,389)
Acquisition, net of cash acquired	—		(30,415)
Increase in other investments, net	(49,750)		(68,945)
Net cash used in investing activities	(3,337,619)		(5,124,267)
Financing activities:
Net increase in deposits	3,334,595		2,390,200
Net increase in securities sold under agreements to repurchase	1,089		37,995
Federal Home Loan Bank: Advances	3,425,000		400,000
Federal Home Loan Bank: Repayments/maturities	(1,750,000)		(400,000)
Repayments of other borrowings	—		(29,547)
Principal payments of finance lease obligation	(224)		(207)
Issuance of common stock pursuant to RSA, RSU and PSU agreements, net of shares withheld for taxes	(3,645)		(5,462)
Exercise of common stock options, net of shares surrendered for taxes	(2,794)		(4,425)
Common stock dividends paid	(51,551)		(51,115)
Preferred stock dividends paid	(11,394)		(11,394)
Net cash provided by financing activities	4,941,076		2,326,045
Net increase (decrease) in cash, cash equivalents, and restricted cash	1,974,720		(2,298,015)
Cash, cash equivalents, and restricted cash, beginning of period	1,177,382		4,101,539
Cash, cash equivalents, and restricted cash, end of period	$	3,152,102	$	1,803,524

See accompanying notes to consolidated financial statements (unaudited).

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PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1. Summary of Significant Accounting Policies

Nature of Business — Pinnacle Financial Partners, Inc. (Pinnacle Financial) is a financial holding company whose primary business is conducted by its wholly-owned subsidiary, Pinnacle Bank. Pinnacle Bank is a commercial bank headquartered in Nashville, Tennessee. Pinnacle Financial completed its acquisitions of CapitalMark Bank & Trust (CapitalMark), Magna Bank (Magna), Avenue Financial Holdings, Inc. (Avenue) and BNC Bancorp (BNC) on July 31, 2015, September 1, 2015, July 1, 2016 and June 16, 2017, respectively. Pinnacle Bank completed its acquisition of Advocate Capital, Inc. (Advocate Capital) on July 2, 2019. Pinnacle Bank also holds a 49% interest in Bankers Healthcare Group, LLC (BHG), a company that primarily serves as a full-service commercial loan provider to healthcare and other professional practices but also makes consumer loans for various purposes. The investment in BHG previously held by Pinnacle Financial was contributed to Pinnacle Bank effective September 30, 2022. Pinnacle Bank provides a full range of banking services, including investment, mortgage, insurance, and comprehensive wealth management services, in its 17 primarily urban markets and their surrounding communities.

On March 1, 2022, Pinnacle Bank acquired the remaining 80% outstanding membership interest of JB&B Capital, LLC (JB&B) for a cash price of $32.0 million. JB&B is a commercial equipment financing business headquartered in Knoxville, TN. Pinnacle Bank had previously acquired 20% of JB&B in 2017. Pinnacle Financial accounted for the acquisition of JB&B under the acquisition method in accordance with ASC Topic 805, Business Combinations. Accordingly, the purchase price is allocated to the fair value of the assets acquired and liabilities assumed as of the date of the acquisition. Determining the fair value of assets and liabilities, particularly illiquid assets and liabilities, is a complicated process involving significant judgment regarding estimates and assumptions used to calculate estimated fair value. At the acquisition date, JB&B's net assets were recorded at a fair value of $12.9 million, consisting mainly of loans and leases receivable. JB&B's $29.5 million of indebtedness was also paid off in connection with consummation of the acquisition. The preexisting noncontrolling interest of JB&B held by Pinnacle Bank was remeasured at a fair value of $8.0 million on the acquisition date resulting in a gain on remeasurement of $5.5 million that was recorded in other noninterest income during the nine months ended September 30, 2022. The purchase price allocations for the acquisition of JB&B were finalized during the first quarter of 2023.

Basis of Presentation — The accompanying unaudited consolidated financial statements have been prepared in accordance with instructions to Form 10-Q and therefore do not include all information and footnotes necessary for a fair presentation of financial position, results of operations, and cash flows in conformity with U.S. generally accepted accounting principles (U.S. GAAP). All adjustments consisting of normally recurring accruals that, in the opinion of management, are necessary for a fair presentation of the financial position and results of operations for the periods covered by the report have been included. The accompanying unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes appearing in Pinnacle Financial's Annual Report on Form 10-K for the year ended December 31, 2022 (2022 10-K).

These consolidated financial statements include the accounts of Pinnacle Financial and its wholly-owned subsidiaries. Certain statutory trust affiliates of Pinnacle Financial, as noted in Note 12. Other Borrowings, are included in these consolidated financial statements pursuant to the equity method of accounting. Significant intercompany transactions and accounts are eliminated in consolidation.

Use of Estimates — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the balance sheet date and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change in the near term include the determination of the allowance for credit losses and determination of any impairment of goodwill or intangible assets. It is reasonably possible Pinnacle Financial's estimate of the allowance for credit losses and determination of impairment of intangible assets could change as a result of the uncertainty in current macroeconomic conditions. The resulting change in these estimates could be material to Pinnacle Financial's consolidated financial statements.

Allowance for Credit Losses - Loans — Pinnacle Financial adopted FASB ASC 326, Financial Instruments - Credit Losses, effective January 1, 2020, which requires the estimation of an allowance for credit losses in accordance with the Current Expected Credit Losses (CECL) methodology. Pinnacle Financial's management assesses the adequacy of the allowance on a quarterly basis. This assessment includes procedures to estimate the allowance and test the adequacy and appropriateness of the resulting balance. The level of the allowance is based upon management's evaluation of historical default and loss experience, current and projected

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economic conditions, asset quality trends, known and inherent risks in the portfolio, adverse situations that may affect the borrowers' ability to repay a loan (including the timing of future payments), the estimated value of any underlying collateral, composition of the loan portfolio, industry and peer bank loan quality indications and other pertinent factors, including regulatory recommendations. The level of the allowance for credit losses maintained by management is believed adequate to absorb all expected future losses inherent in the loan portfolio at the balance sheet date. The allowance is increased through provision for credit losses and decreased by charge-offs, net of recoveries of amounts previously charged-off. During the second quarter of 2023, Pinnacle Financial implemented updated CECL models in an effort to ensure that risk in its portfolio at an individual loan level continues to be adequately captured given the uncertain state of the economy. The implementation of the new model had no material effect on the overall allowance for credit losses in the quarter of implementation.

The allowance for credit losses is measured on a collective basis for pools of loans with similar risk characteristics. Pinnacle Financial has identified the following pools of financial assets with similar risk characteristics for measuring expected credit losses:

•Owner occupied commercial real estate mortgage loans - Owner occupied commercial real estate mortgage loans are secured by commercial office buildings, industrial buildings, warehouses or retail buildings where the owner of the building occupies the property. For such loans, repayment is largely dependent upon the operation of the borrower's business.

•Non-owner occupied commercial real estate loans - These loans represent investment real estate loans secured by office buildings, industrial buildings, warehouses, retail buildings, and multifamily residential housing. Repayment is primarily dependent on lease income generated from the underlying collateral.

•Consumer real estate mortgage loans - Consumer real estate mortgage consists primarily of loans secured by 1-4 family residential properties, including home equity lines of credit. Repayment is primarily dependent on the personal cash flow of the borrower.

•Construction and land development loans - Construction and land development loans include loans where the repayment is dependent on the successful completion and eventual sale, refinance or operation of the related real estate project. Construction and land development loans include 1-4 family construction projects and commercial construction endeavors such as warehouses, apartments, office and retail space and land acquisition and development.

•Commercial and industrial loans - Commercial and industrial loans include loans to business enterprises issued for commercial, industrial and/or other professional purposes. These loans are generally secured by equipment, inventory, and accounts receivable of the borrower and repayment is primarily dependent on business cash flows. Loans granted under the Paycheck Protection Program (PPP), which are fully guaranteed by the Small Business Administration (SBA), are included in this category.

•Consumer and other loans - Consumer and other loans include all loans issued to individuals not included in the consumer real estate mortgage classification. Examples of consumer and other loans are automobile loans, consumer credit cards and loans to finance education, among others. Many consumer loans are unsecured. Repayment is primarily dependent on the personal cash flow of the borrower.

For commercial real estate, consumer real estate, construction and land development, and commercial and industrial loans, Pinnacle Financial primarily utilizes a probability of default (PD) and loss given default (LGD) modeling approach. These models utilize historical correlations between default experience, loan level attributes and certain macroeconomic factors as determined through a statistical regression analysis. All loan segments modeled using this approach incorporate one or more macroeconomic drivers. Macroeconomic factors used in the model include the unadjusted and seasonally adjusted unemployment rate, gross domestic product, commercial property price index, consumer credit, commercial real estate price index, household debt ratio, household financial obligations ratio, and certain home price indices. Projections of these macroeconomic factors, obtained from an independent third party, are utilized to predict quarterly rates of default based on the statistical PD models. Adjustments are made to predicted default rates as considered necessary for each loan segment based on other quantitative and qualitative information not utilized as a direct input into the statistical models. The predicted quarterly default rates are then applied to the estimated future exposure at default (EAD), as determined based on contractual amortization terms and estimated prepayments. An estimated LGD, determined based on historical loss experience, is applied to the quarterly defaulted balances for each loan segment to estimate future losses of the loan's amortized cost.

Losses are predicted over a period of time determined to be reasonable and supportable, and at the end of the reasonable and supportable period losses are reverted to long term historical averages. The reasonable and supportable period and reversion period are re-evaluated each quarter by Pinnacle Financial and are dependent on the current economic environment among other factors. At September 30, 2023, a reasonable and supportable period of eighteen months was utilized for all loan segments, followed by a twelve month straight line reversion to long term averages.

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For the consumer and other loan segment, a loss rate approach is utilized. For these loans, historical charge off rates are applied to projected future balances, as determined in the same manner as EAD for the statistically modeled loan segments. For credit cards, which have no amortization terms or contractual maturities and are unconditionally cancellable, future balances are estimated based on expected payment volume applied to the current balance.

The estimated loan losses for all loan segments are adjusted for changes in qualitative factors not inherently considered in the quantitative analyses. The qualitative categories and the measurements used to quantify the risks within each of these categories are subjectively selected by management but measured by objective measurements period over period. The data for each measurement may be obtained from internal or external sources. The current period measurements are evaluated and assigned a factor commensurate with the current level of risk relative to past measurements over time. The resulting qualitative adjustments are applied to the relevant collectively evaluated loan portfolios. These adjustments are based upon quarterly trend assessments in portfolio concentrations, policy exceptions, associate retention, independent loan review results, competition and peer group credit quality trends. The qualitative allowance allocation, as determined by the processes noted above, is increased or decreased for each loan segment based on the assessment of these various qualitative factors. Additional qualitative considerations are made for any identified risk which did not exist within our portfolio historically and therefore may not be adequately addressed through evaluation of such risk factor based on historical portfolio trends as previously discussed.

Loans that do not share similar risk characteristics with the collectively evaluated pools are evaluated on an individual basis and are excluded from the collectively evaluated pools. Individual evaluations are generally performed for loans greater than $1.0 million which have experienced significant credit deterioration. Such loans are evaluated for credit losses based on either discounted cash flows or the fair value of collateral. For loans individually evaluated for which repayment is expected to be provided substantially through the operation or sale of the collateral, Pinnacle Financial has elected the practical expedient under ASC 326 to estimate expected credit losses based on the fair value of the collateral, with selling costs considered in the event sale of the collateral is expected.

The starting point for the estimate of the allowance for credit losses is historical loss information, which includes losses from modifications of receivables to borrowers experiencing financial difficulty. Pinnacle Financial uses a probability of default/loss given default model to determine the allowance for credit losses. An assessment of whether a borrower is experiencing financial difficulty is made on the date of a modification. Because the effect of most modifications made to borrowers experiencing financial difficulty is already included in the allowance for credit losses because of the measurement methodologies used to estimate the allowance, a change to the allowance for credit losses is generally not recorded upon modification. Occasionally, a loan modification will be granted by providing principal forgiveness on certain loans. When principal forgiveness is provided, the amortized cost basis of the asset is written off against the allowance for credit losses. The amount of the principal forgiveness is deemed to be uncollectible; therefore, that portion of the loan is written off, resulting in a reduction of the amortized cost basis and a corresponding adjustment to the allowance for credit losses.

In some cases, a loan restructuring will result in providing multiple types of modifications. Typically, one type of modification, such as a payment delay or term extension, is granted initially. If the borrower continues to experience financial difficulty, another modification, such as principal forgiveness or an interest rate reduction, may be granted. Additionally, multiple types of modifications may be made on the same loan within the current reporting period. Such a combination is at least two of the following: a payment delay, term extension, principal forgiveness, and interest rate reduction. Upon determination that a modified loan (or portion of a loan) has subsequently been deemed uncollectible, the loan (or a portion of the loan) is written off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount and the allowance for credit losses is adjusted by the same amount.

In assessing the adequacy of the allowance for credit losses, Pinnacle Financial considers the results of Pinnacle Financial's ongoing independent loan review process. Pinnacle Financial undertakes this process both to ascertain those loans in the portfolio with elevated credit risk and to assist in its overall evaluation of the risk characteristics of the entire loan portfolio. Its loan review process includes the judgment of management, independent internal loan reviewers and reviews that may have been conducted by third-party reviewers including regulatory examiners. Pinnacle Financial incorporates relevant loan review results in the allowance.

While policies and procedures used to estimate the allowance for credit losses, as well as the resultant provision for credit losses charged to income, are considered adequate by management and are reviewed periodically by regulators, model validators and internal auditors, they are necessarily approximate and imprecise. There are factors beyond Pinnacle Financial's control, such as changes in projected economic conditions, real estate markets or particular industry conditions which may materially impact asset quality and the adequacy of the allowance for credit losses and thus the resulting provision for credit losses.

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Other than the changes noted above under the section titled "Allowance for Credit Losses - Loans", there have been no significant changes to Pinnacle Financial's significant accounting policies as disclosed in the 2022 10-K.

Cash Flow Information — Supplemental cash flow information addressing certain cash and noncash transactions for the nine months ended September 30, 2023 and 2022 was as follows (in thousands):

	For the nine months ended September 30,
	2023		2022
Cash Transactions:
Interest paid	$	714,827	$	114,326
Income taxes paid, net	96,698		115,090
Operating lease payments	22,648		13,528
Noncash Transactions:
Loans charged-off to the allowance for credit losses	57,616		33,384
Loans foreclosed upon and transferred to other real estate owned	435		65
Loans foreclosed upon and transferred to other assets	561		—
Available-for-sale securities transferred to held-to-maturity portfolio	—		1,059,737
Right-of-use asset recognized during the period in exchange for lease obligations	195,995		31,333

Income Per Common Share — Basic net income per common share (EPS) is computed by dividing net income available to common shareholders by the weighted average common shares outstanding for the period. Diluted EPS reflects the dilution that could occur if securities or other contracts to issue common stock were exercised or converted. The difference between basic and diluted weighted average common shares outstanding is attributable to common stock options, restricted share awards, and restricted share unit awards, including those with performance-based vesting provisions. The dilutive effect of outstanding options, restricted share awards, and restricted share unit awards is reflected in diluted EPS by application of the treasury stock method.

The following is a summary of the basic and diluted net income per common share calculations for the three and nine months ended September 30, 2023 and 2022 (in thousands, except per share data):

	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Basic net income per common share calculation:
Numerator - Net income available to common shareholders	$	128,805	$	144,860	$	455,779	$	411,501
Denominator - Weighted average common shares outstanding	76,044		75,762		75,999		75,723
Basic net income per common share	$	1.69	$	1.91	$	6.00	$	5.43
Diluted net income per common share calculation:
Numerator - Net income available to common shareholders	$	128,805	$	144,860	$	455,779	$	411,501
Denominator - Weighted average common shares outstanding	76,044		75,762		75,999		75,723
Dilutive common shares contingently issuable	158		217		104		222
Weighted average diluted common shares outstanding	76,202		75,979		76,103		75,945
Diluted net income per common share	$	1.69	$	1.91	$	5.99	$	5.42

Recently Adopted Accounting Pronouncements — In March 2020, the FASB issued Accounting Standards Update 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, and has issued subsequent amendments thereto, which provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. The ASU provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. It is intended to help stakeholders during the global market-wide reference rate transition period. The guidance was initially effective for all entities as of March 12, 2020 through December 31, 2022. In December 2022, the FASB issued an update to Accounting Standards Update 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting with Accounting Standards Update 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, which updated the effective date to be March 12, 2020 through December 31, 2024. Pinnacle Financial implemented a

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transition plan to identify and convert its loans and other financial instruments, including certain indebtedness, with attributes that are either directly or indirectly influenced by LIBOR. Pinnacle Financial has moved the majority of its LIBOR-based loans to its preferred replacement index, a Secured Overnight Financing Rate (SOFR) based index as of September 30, 2023. For Pinnacle Financial's currently outstanding LIBOR-based loans, the timing and manner in which each customer's interest rate transitions to a replacement index will vary on a case-by-case basis and should occur at the next repricing date for these loans.

In March 2022, the FASB issued Accounting Standards Update 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging - Portfolio Layer Method, which allows multiple hedged layers to be designated for a single closed portfolio of financial assets resulting in a greater portion of the interest rate risk in the closed portfolio being eligible to be hedged. The amendments allow the flexibility to use different types of derivatives or combinations of derivatives to better align with risk management strategies. Furthermore, among other things, the amendments clarify that basis adjustments of hedged items in the closed portfolio should be allocated at the portfolio level and not the individual assets within the portfolio. The guidance is effective for public business entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022. Pinnacle Financial adopted ASU 2022-01 on January 1, 2023 and it did not impact Pinnacle Financial's accounting or disclosures.

In March 2022, the FASB issued Accounting Standards Update 2022-02, Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures, which removes the accounting guidance for troubled debt restructurings and requires entities to evaluate whether a modification provided to a borrower results in a new loan or continuation of an existing loan. The amendments enhance existing disclosures and require new disclosures for receivables when there has been a modification in contractual cash flows due to a borrower experiencing financial difficulties. Additionally, the amendments require public business entities to disclose gross charge-off information by year of origination in the vintage disclosures. The guidance is effective for entities that have adopted ASU 2016-13 for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022. Pinnacle Financial adopted ASU 2022-02 on January 1, 2023 and incorporated the required disclosures into Note 4. Loans and Allowance for Credit Losses.

Newly Issued Not Yet Effective Accounting Standards — In June 2022, the FASB issued Accounting Standards Update 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions, which clarifies the guidance in ASC 820 when measuring the fair value of equity securities subject to contractual restrictions that prohibit the sale of an equity security. This update also requires specific disclosures related to these types of securities. The guidance is effective for public business entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2023. Early adoption is permitted, including early adoption in an interim period. An entity should apply ASU 2022-03 prospectively once adopted. Pinnacle Financial is assessing ASU 2022-03 and its potential impact on its accounting and disclosures.

In March 2023, the FASB issued Accounting Standards Update 2023-02, Investments - Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method, which permits the use of the proportional amortization method of accounting for tax equity investments if certain conditions are met. A reporting entity makes the accounting policy election to apply the proportional amortization method on a tax-credit-program-by-tax-credit-program basis rather than electing to apply the proportional amortization method at the reporting entity or individual investment level. The amendments require specific disclosures that must be applied to all investments that generate tax credits and other income tax benefits from a tax credit program for which the entity has elected to apply the proportional amortization method. The guidance is effective for public business entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2023. Early adoption is permitted, including early adoption in an interim period. An entity should apply ASU 2023-02 on a retrospective or modified retrospective basis once adopted. Pinnacle Financial is assessing ASU 2023-02 and its potential impact on its accounting and disclosures.

Other than those pronouncements discussed above and those which have been recently adopted, Pinnacle Financial does not believe there were any other recently issued accounting pronouncements that may materially impact its consolidated financial statements.

Reclassifications — Some items in the prior year financial statements were reclassified to conform to the current presentation. Reclassifications had no effect on prior year net income or shareholder's equity.

Subsequent Events — ASC Topic 855, Subsequent Events, establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued. Pinnacle Financial evaluated all events or transactions that occurred after September 30, 2023 through the date of the issued financial statements with no subsequent events being noted as of the date of this filing.

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Note 2. Equity method investment

A summary of BHG's financial position as of September 30, 2023 and December 31, 2022 and results of operations as of and for the three and nine months ended September 30, 2023 and 2022, were as follows (in thousands):

	As of
	September 30, 2023		December 31, 2022
Assets	$	4,335,128	$	4,375,643
Liabilities	3,705,350		3,821,725
Equity interests	629,778		553,918
Total liabilities and equity	$	4,335,128	$	4,375,643

	For the three months ended September 30,				For the nine months ended September 30,
	2023		2022		2023		2022
Revenues	$	311,276	$	293,427	$	924,560	$	829,986
Net income	$	48,125	$	80,088	$	152,163	$	257,121

At September 30, 2023, technology, trade name and customer relationship intangibles associated with Pinnacle Bank's investment in BHG, net of related amortization, totaled $6.1 million compared to $6.3 million as of December 31, 2022. Amortization expense of $88,000 and $262,000, respectively, was included for the three and nine months ended September 30, 2023 compared to $128,000 and $384,000, respectively, for the same periods in the prior year. Accretion income of $43,000 and $183,000, respectively, was included in the three and nine months ended September 30, 2023 compared to $164,000 and $595,000, respectively, for the same periods in the prior year.

During the three and nine months ended September 30, 2023, Pinnacle Bank received dividends of $5.6 million and $33.2 million, respectively, from BHG compared to $18.6 million and $59.4 million, respectively, received by Pinnacle Financial and Pinnacle Bank in the aggregate during the three and nine months ended September 30, 2022. The investment in BHG previously held by Pinnacle Financial was contributed to Pinnacle Bank effective September 30, 2022. Earnings from BHG are included in Pinnacle Financial's consolidated tax return. Profits from intercompany transactions are eliminated. During the three and nine months ended September 30, 2023, Pinnacle Bank purchased no loans from BHG compared to loan purchases of $49.6 million and $125.6 million, respectively, from BHG during the three and nine months ended September 30, 2022. At September 30, 2023 and December 31, 2022, there were $283.6 million and $350.6 million, respectively, of BHG joint venture program loans held by Pinnacle Bank. These loans were purchased from BHG by Pinnacle Bank at par whereby BHG and Pinnacle Bank share proportionately in the credit risk of the acquired loans based on the rate on the loan and the rate of the purchase. The yield on this portfolio to Pinnacle Bank is anticipated to be between 4.50% and 6.00% per annum.

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Note 3.  Securities

The amortized cost and fair value of securities available-for-sale and held-to-maturity at September 30, 2023 and December 31, 2022 are summarized as follows (in thousands):

	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
September 30, 2023:
Securities available-for-sale:
U.S. Treasury securities	$	732,128	$	1	$	2,973	$	729,156
U.S. Government agency securities	284,739		—		29,634		255,105
Mortgage-backed securities	1,051,931		131		164,155		887,907
State and municipal securities	1,547,266		3,142		139,285		1,411,123
Asset-backed securities	178,213		2		14,753		163,462