0001567619-23-004124.txt : 20230302 0001567619-23-004124.hdr.sgml : 20230302 20230302122506 ACCESSION NUMBER: 0001567619-23-004124 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230228 FILED AS OF DATE: 20230302 DATE AS OF CHANGE: 20230302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TURNER M TERRY CENTRAL INDEX KEY: 0001248768 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39309 FILM NUMBER: 23697449 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PINNACLE FINANCIAL PARTNERS INC CENTRAL INDEX KEY: 0001115055 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 621812853 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 150 THIRD AVENUE SOUTH STREET 2: SUITE 900 CITY: NASHVILLE STATE: TN ZIP: 37201 BUSINESS PHONE: 6157443700 MAIL ADDRESS: STREET 1: 150 THIRD AVENUE SOUTH STREET 2: SUITE 900 CITY: NASHVILLE STATE: TN ZIP: 37201 4 1 doc1.xml FORM 4 X0306 4 2023-02-28 0 0001115055 PINNACLE FINANCIAL PARTNERS INC PNFP 0001248768 TURNER M TERRY 150 THIRD AVE SOUTH SUITE 900 NASHVILLE TN 37201 1 1 0 0 CEO PNFP Common Stock 2023-02-28 4 A 0 34766 0 A 230316 D PNFP Common Stock 2023-02-28 4 F 0 13681 74.93 D 216635 D PNFP Common Stock 32079 I 401K PNFP Common Stock 22000 I IRA On January 24, 2018, the reporting person was granted 58,129 performance units eligible to vest at target levels of performance(with vesting of more or less units possible based on actual performance) based on the extent to which certain ROATA metrics were met for 2018, 2019 and 2020 and so long as the ratio of Pinnacle Bank's nonperforming assets to its loans plus other real estate owned ("NPA ratio") at December 31, 2022 was not greater than 3.00%.Based upon the performance of Pinnacle Financial Partners, Inc.(the "Company") for 2018, 2019 and 2020 and the NPA ratio at December 31, 2022, as reflected in the Company's Annual Report on Form 10-K for 2022, the reporting person earned 34,766 performance units, which units vested and were settled in 34,766 shares of Company common stock. As described in footnote 3, a portion of those 34,766 shares of common stock were retained by the Company to cover withholding taxes owed by the reporting person. Performance units are settled in shares of common stock on a one-for-one basis. Accordingly, no purchase price was paid for the shares by the reporting person. Represents shares retained by the Company to cover withholding taxes due upon the vesting of the performance units and issuance of the common shares described in footnote 1. /s/ M. Terry Turner 2023-03-02