PNFP Reports Diluted EPS of $1.61, ROAA of 1.42% and ROTCE of 17.16% For 1Q2021

Pinnacle Financial Partners, Inc. (Nasdaq/NGS: PNFP) reported net income per diluted common share of $1.61 for the quarter ended March 31, 2021, compared to net income per diluted common share of $0.37 for the quarter ended March 31, 2020, an increase of approximately 335 percent. Excluding other real estate (ORE) expense for the three months ended March 31, 2021 and ORE expense and gains and losses on the sale of investment securities for the three months ended March 31, 2020, net income per diluted common share was $1.61 for the three months ended March 31, 2021, compared to $0.39 for the three months ended March 31, 2020, a year-over-year increase of nearly 313 percent.

"We are very pleased with our operating results for the first quarter of this year," said M. Terry Turner, Pinnacle's president and chief executive officer. "To report these results right out of the gate provides us even more optimism regarding our franchise and the difference that the high-performance culture we have built makes. Just recently, Fortune magazine, in concert with Great Place to Work®, notified us that we ranked as the 26th best place to work in 2020 in all of the United States in all industries.

"I believe our reputation as a great place to work has fueled our recruiting success against the large regional and national franchises we target. Following two incredibly successful years of recruiting experienced revenue producers, during the first quarter of 2021 we were off to another fast start, attracting 25 new revenue producers to our firm. We are excited to report diluted earnings per share of $1.61, which is the most we have ever reported for a calendar quarter in our 20 year history. We also increased our book value per common share to $62.33, which is also the highest it has ever been and up nearly 8 percent since March 31, 2020. Over that same period our tangible book value per common share grew by more than 14 percent to $37.88 per common share, also a record. Our hiring pipelines remain strong, and we remain optimistic as we seek to produce both outsized earnings and tangible book value per share growth in 2021."

BALANCE SHEET GROWTH:

• Loans at March 31, 2021 were $23.1 billion, an increase of $2.7 billion from March 31, 2020, reflecting year-over-year growth of 13.2 percent. Loans at March 31, 2021 increased approximately $662.2 million from Dec. 31, 2020.
  • Loans at March 31, 2021 include approximately $2.2 billion of loans issued pursuant to the Small Business Administration’s (SBA’s) Paycheck Protection Program (PPP). The average yield on these loans was 4.51 percent for the first quarter of 2021, inclusive of $17.8 million of loan fee accretion recognized in the quarter. At March 31, 2021, there were $63.3 million in SBA PPP loan fees remaining, which should be accreted into net interest income through mid-year 2026 as these loans are repaid and/or are forgiven under the PPP.
    • PPP loans increased by $422.5 million between Dec. 31, 2020 and March 31, 2021 due to the reopening and extension of the PPP lending programs by the SBA.
    • Excluding PPP loans, total loans increased by $239.7 million during the same period, or 4.6 percent on an annualized basis.
  • Average loans were $22.8 billion for the three months ended March 31, 2021, up $323.4 million from the three months ended Dec. 31, 2020, a linked-quarter annualized growth rate of 5.7 percent.
    • Excluding the impact of $2.1 billion of average PPP loans outstanding during both the three months ended March 31, 2021 and Dec. 31, 2020, average loans were $20.7 billion for the three months ended March 31, 2021, up $369.8 million from $20.4 billion for the three months ended Dec. 31, 2020, a linked-quarter annualized growth rate of 7.2 percent.
  • At March 31, 2021, the remaining discount associated with fair value accounting adjustments on acquired loans was $24.0 million, compared to $27.8 million at Dec. 31, 2020.
• Deposits at March 31, 2021 were a record $28.3 billion, an increase of $7.0 billion from March 31, 2020, reflecting year-over-year growth of 32.6 percent. Deposits at March 31, 2021 increased $587.4 million from Dec. 31, 2020, reflecting a linked-quarter annualized growth rate of 8.5 percent.
  • Average deposits were $27.6 billion for the three months ended March 31, 2021, compared to $27.2 billion for the three months ended Dec. 31, 2020, a linked-quarter annualized growth rate of 6.3 percent.
  • Core deposits were $25.0 billion at March 31, 2021, compared to $18.6 billion at March 31, 2020 and $23.5 billion at Dec. 31, 2020. The linked-quarter annualized growth rate of core deposits in the first quarter of 2021 was 24.8 percent.

"Despite the significant headwinds of excess borrower liquidity, CRE paydowns and limited loan demand, excluding PPP, we were able to report annualized loan growth for the first quarter of 4.6 percent," Turner said. "We are optimistic that loan growth should pick up in the back half of the year as the revenue producers we have hired gain momentum and believe high-single digit loan growth in 2021 remains possible, excluding the impact of the PPP program.

"Additionally, core deposit growth continued at a rapid pace during the first quarter of 2021. We believe that meaningful core deposit growth will continue this year as a post-COVID economy begins to emerge and more government stimulus finds its way into our clients’ accounts."

PROFITABILITY:

• Return on average assets was 1.42 percent for the first quarter of 2021, compared to 1.24 percent for the fourth quarter of 2020 and 0.40 percent for the first quarter of 2020. First quarter 2021 return on average tangible assets amounted to 1.50 percent, compared to 1.31 percent for the fourth quarter of 2020 and 0.43 percent for the first quarter of 2020.
  • Excluding the adjustments described above for both 2021 and 2020 and FHLB restructuring charges and hedge termination charges for the fourth quarter of 2020, return on average assets was 1.42 percent for the first quarter of 2021, compared to 1.38 percent for the fourth quarter of 2020 and 0.42 percent for the first quarter of 2020. Likewise, excluding those same adjustments, the firm’s return on average tangible assets was 1.50 percent for the first quarter of 2021, compared to 1.46 percent for the fourth quarter of 2020 and 0.45 percent for the first quarter of 2020.
• Return on average equity for the first quarter of 2021 amounted to 9.96 percent, compared to 8.78 percent for the fourth quarter of 2020 and 2.58 percent for the first quarter of 2020. Excluding preferred stockholders' equity for each of the three months ended March 31, 2021, Dec. 31, 2020 and March 31, 2020, respectively, return on average common equity for the first quarter of 2021 amounted to 10.41 percent, compared to 9.19 percent for the fourth quarter of 2020 and 2.58 percent for the first quarter of 2020. First quarter 2021 return on average tangible common equity amounted to 17.16 percent, compared to 15.37 percent for the fourth quarter of 2020 and 4.48 percent for the first quarter of 2020.
  • Excluding the adjustments described above for both 2021 and 2020 and FHLB restructuring charges and hedge termination charges in the fourth quarter of 2020, return on average tangible common equity amounted to 17.16 percent for the first quarter of 2021, compared to 17.11 percent for the fourth quarter of 2020 and 4.71 percent for the first quarter of 2020.

"As to our core profitability metrics, we are again reporting another solid quarter," said Harold R. Carpenter, Pinnacle's chief financial officer. "Our aim for 2021 will be top-quartile peer performance with respect to return on tangible common equity, as well as tangible book value per share growth. We believe we are off to a great start in 2021."

MAINTAINING A STRONG BALANCE SHEET:

• Net charge-offs were $11.4 million for the quarter ended March 31, 2021, compared to $10.8 million for the quarter ended Dec. 31, 2020 and $10.2 million for the quarter ended March 31, 2020. Annualized net charge-offs as a percentage of average loans for the quarter ended March 31, 2021 were 0.20 percent, compared to 0.19 percent for the quarter ended Dec. 31, 2020 and 0.20 percent for the quarter ended March 31, 2020.
• Nonperforming assets were 0.36 percent of total loans and ORE at March 31, 2021, compared to 0.38 percent at Dec. 31, 2020 and 0.48 percent at March 31, 2020. Nonperforming assets were $82.8 million at March 31, 2021, compared to $86.2 million at Dec. 31, 2020 and $98.2 million at March 31, 2020.
• The classified asset ratio at March 31, 2021 was 7.3 percent, compared to 8.1 percent at Dec. 31, 2020 and 12.0 percent at March 31, 2020. Classified assets were $244.9 million at March 31, 2021, compared to $262.1 million at Dec. 31, 2020 and $350.1 million at March 31, 2020.
• The allowance for credit losses represented 1.22 percent of total loans at March 31, 2021, compared to 1.27 percent at Dec. 31, 2020 and 1.09 percent at March 31, 2020. Excluding PPP loans, the allowance for credit losses as a percentage of total loans was 1.35 percent at March 31, 2021 and 1.38 percent at Dec. 31, 2020.
  • The ratio of the allowance for credit losses to nonperforming loans at March 31, 2021 was 389.4 percent, compared to 386.1 percent at Dec. 31, 2020 and 313.5 percent at March 31, 2020.
  • Provision for credit losses was $7.2 million in the first quarter of 2021, compared to $7.2 million in the fourth quarter of 2020 and $99.9 million in the first quarter of 2020. First quarter 2020 provision for credit losses was impacted by the economic deterioration related to COVID-19.

"We continue to be pleased with our credit metrics and believe our performance is linked to our hiring philosophy and the client selection it yields, as well as the significant effort our relationship managers and credit officers have put forth over the past several quarters," Carpenter said. "Our credit metrics for the first quarter either improved or were consistent with those of last quarter. Classified and nonperforming ratios continued their downward trend again this quarter. Our allowance for credit losses to total loans ratio also decreased by 0.05 percent this quarter. Our current belief is that, with an improving economy there is likely to be further reductions in this ratio over the next several quarters."

REVENUES:

• Revenues for the quarter ended March 31, 2021 were $315.6 million, an increase of $11.2 million from the $304.4 million recognized in the fourth quarter of 2020, an annualized growth rate of 14.7 percent. Revenues were up $51.7 million from the first quarter of 2020, a year-over-year growth rate of 19.6 percent.
  • Revenue per fully diluted common share was at an all-time record of $4.17 for the three months ended March 31, 2021, compared to $4.03 for the fourth quarter of 2020 and $3.47 for the first quarter of 2020, a 20.2 percent year-over-year growth rate.
• Net interest income for the quarter ended March 31, 2021 was $222.9 million, compared to $221.0 million for the fourth quarter of 2020 and $193.6 million for the first quarter of 2020, a year-over-year growth rate of 15.1 percent. Net interest margin was 3.02 percent for the first quarter of 2021, compared to 2.97 percent for the fourth quarter of 2020 and 3.28 percent for the first quarter of 2020.
  • Impacting the firm’s net interest income and net interest margin in the first quarter of 2021 and fourth quarter of 2020 were both the PPP and the firm’s maintenance of additional on-balance sheet liquidity as a result of the COVID-19 pandemic. Average PPP loans outstanding during both the first quarter of 2021 and fourth quarter of 2020 were $2.1 billion. Additionally, during those same periods, the firm maintained approximately $2.8 billion and $3.0 billion, respectively, in average excess liquidity, primarily in Federal funds sold and other cash equivalent balances. The firm estimates its first quarter 2021 net interest margin was negatively impacted by approximately 27 basis points as a result of PPP loans and excess liquidity, compared to approximately 30 basis points for the fourth quarter of 2020.
  • Included in net interest income for the first quarter of 2021 was $3.8 million of discount accretion associated with fair value adjustments, compared to $4.4 million of discount accretion recognized in the fourth quarter of 2020 and $7.4 million in the first quarter of 2020. The firm's net interest margin was positively impacted by approximately 5 basis points, 6 basis points and 13 basis points, respectively, because of fair value adjustment discount accretion in each of the first quarter of 2021 and the fourth and first quarters of 2020. There remains $17.0 million of purchase accounting discount accretion as of March 31, 2021.
• Noninterest income for the quarter ended March 31, 2021 was $92.7 million, compared to $83.4 million for the quarter ended Dec. 31, 2020, a linked-quarter annualized increase of 44.4 percent. Compared to $70.4 million for the first quarter of 2020, noninterest income grew 31.7 percent year-over-year.
  • Wealth management revenues, which include investment, trust and insurance services, were $16.1 million for the first quarter of 2021, compared to $14.3 million for the fourth quarter of 2020, a linked-quarter annualized increase of 51.2 percent. Compared to $16.6 million for the first quarter of 2020, wealth management revenues were down 3.3 percent.
  • Income from the firm's investment in BHG was $29.0 million for the quarter ended March 31, 2021, up from $24.3 million for the quarter ended Dec. 31, 2020 and $15.6 million for the quarter ended March 31, 2020.
  • Net gains on mortgage loans sold were $13.7 million during the quarter ended March 31, 2021, up from $12.4 million for the quarter ended Dec. 31, 2020. Net gains on mortgage loans sold were up 59.2 percent from $8.6 million during the quarter ended March 31, 2020. This dramatic year-over-year growth primarily reflects market conditions as well as the addition of revenue producing mortgage originators over the last 24 months.
  • Other noninterest income was $25.7 million for the quarter ended March 31, 2021, compared to $24.0 million for the quarter ended Dec. 31, 2020 and $20.1 million for the quarter ended March 31, 2020, a year-over-year increase of 28.0 percent. Contributing to the year-over-year growth were $3.4 million in gains on other equity investments in the first quarter of 2021.

"We are reporting a net interest margin for the first quarter of 3.02 percent, which we estimate was negatively impacted by approximately 0.21 percent for PPP loans, excess liquidity and purchase accounting accretion, compared to a net interest margin of 2.97 percent in the fourth quarter of 2020, which we estimate was negatively impacted by the same items by 0.22 percent," Carpenter said. "As a result, we are very pleased with our net interest margin in the first quarter. Our average deposit costs were 0.26 percent in the first quarter, down 7 basis points from the fourth quarter, while our average total funding costs were down 9 basis points between the same two periods. We also reduced our wholesale funding base with reductions of approximately $1.0 billion of brokered funds and FHLB borrowings during the first quarter. We will continue to explore opportunities to deploy excess liquidity and thus improve our operating margins further.

"We had another strong fee quarter in the first quarter. Our wealth management businesses of investment, trust and insurance services had a very strong first quarter, reporting fee revenues of $16.1 million in the first quarter compared to $14.3 million in the fourth quarter, a linked-quarter annualized growth rate of over 50 percent. Mortgage and BHG both outperformed our initial expectations for the quarter. Our outlook for BHG in 2021 has improved since January 2021. We now believe BHG's 2021 revenues will exceed our previous expectations. We also believe our robust markets and increased number of mortgage originators will provide for another solid year for our mortgage origination business."

OPERATING LEVERAGE AND OTHER HIGHLIGHTS:

• The firm's efficiency ratio for the first quarter of 2021 was 49.0 percent, compared to 53.6 percent for the fourth quarter of 2020 and 52.0 percent in the first quarter of 2020. The ratio of noninterest expenses to average assets was 1.81 percent for the first quarter of 2021, compared to 1.89 percent in the fourth quarter of 2020 and 1.96 percent in the first quarter of 2020.
  • Excluding the adjustments described above for both 2021 and 2020, the efficiency ratio was 49.0 percent for the first quarter of 2021, compared to 48.2 percent for the fourth quarter of 2020 and 51.2 percent for the first quarter of 2020. Excluding ORE expense for 2021 and 2020 and FHLB restructuring and hedge termination charges for the fourth quarter of 2020, the ratio of noninterest expense to average assets was 1.81 percent for the first quarter of 2021, compared to 1.70 percent for the fourth quarter of 2020 and 1.92 percent for the first quarter of 2020.
• Noninterest expense for the quarter ended March 31, 2021 was $154.7 million, compared to $163.3 million in the fourth quarter of 2020 and $137.3 million in the first quarter of 2020, reflecting a year-over-year increase of 12.6 percent. Excluding ORE expense for 2021 and 2020, and FHLB restructuring and hedge termination charges for the fourth quarter of 2020, noninterest expense for the first quarter of 2021 increased 14.7 percent over the first quarter of 2020 and decreased 5.3 percent over the fourth quarter of 2020.
  • Salaries and employee benefits were $102.7 million in the first quarter of 2021, compared to $90.0 million in the fourth quarter of 2020 and $80.5 million in the first quarter of 2020, reflecting a year-over-year increase of 27.6 percent.
    • Incentive costs related to the firm’s annual cash incentive plan amounted to approximately $18.2 million in the first quarter of 2021, compared to $13.4 million in the fourth quarter of 2020 and $4.7 million in the first quarter of 2020.
    • Incentive costs related to the Company’s equity compensation plans amounted to approximately $5.4 million in the first quarter of 2021 compared to $4.6 million in the fourth quarter of 2020 and $5.5 million first quarter of 2020.
  • Noninterest expense categories, other than salaries and employee benefits, were $52.0 million in the first quarter of 2021, compared to $73.3 million in the fourth quarter of 2020 and $56.9 million in the first quarter of 2020, reflecting a year-over-year decrease of 8.6 percent.
    • Expenses attributable to off-balance sheet reserves and costs attributable to FHLB restructuring and hedge termination charges were $17.0 million in the fourth quarter of last year, compared to no expense in the first quarter of 2021 and $5.2 million of expenses associated with off-balance sheet reserves in the first quarter of 2020.
• The effective tax rate for the first quarter of 2021 was 18.4 percent, compared to 17.2 percent for the fourth quarter of 2020 and a benefit of 6.2 percent for the first quarter of 2020.

"As anticipated, we reported a large increase in linked quarter salaries and benefit costs in the first quarter due to $4.8 million in additional incentive costs from the fourth quarter of last year," Carpenter said. "As we reported last year, the pandemic negatively impacted our results and resulted in reduced cash and equity incentives charges in 2020. We anticipate an increase in our performance-based cash incentive awards in 2021, and through the first quarter have increased the accrual for a payout at above target levels."

WEBCAST AND CONFERENCE CALL INFORMATION

Pinnacle will host a webcast and conference call at 8:30 a.m. CT on April 20, 2021, to discuss first quarter 2021 results and other matters. To access the call for audio only, please call 1-877-602-7944. For the presentation and streaming audio, please access the webcast on the investor relations page of Pinnacle's website at www.pnfp.com.

For those unable to participate in the webcast, it will be archived on the investor relations page of Pinnacle's website at www.pnfp.com for 90 days following the presentation.

Pinnacle Financial Partners provides a full range of banking, investment, trust, mortgage and insurance products and services designed for businesses and their owners and individuals interested in a comprehensive relationship with their financial institution. The firm is the No. 1 bank in the Nashville-Murfreesboro-Franklin MSA, according to 2020 deposit data from the FDIC. Pinnacle earned a spot on FORTUNE's 2020 list of 100 Best Companies to Work For® in the U.S., its fifth consecutive appearance. American Banker recognized Pinnacle as one of America’s Best Banks to Work For seven years in a row.

Pinnacle owns a 49 percent interest in Bankers Healthcare Group (BHG), which provides innovative, hassle-free financial solutions to healthcare practitioners and other licensed professionals. Great Place to Work and FORTUNE ranked BHG No. 1 on its 2020 list of Best Workplaces in New York State in the small/medium business category.

The firm began operations in a single location in downtown Nashville, TN in October 2000 and has since grown to approximately $35.3 billion in assets as of March 31, 2021. As the second-largest bank holding company headquartered in Tennessee, Pinnacle operates in 12 primarily urban markets in Tennessee, the Carolinas, Virginia and Atlanta.

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," "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 resulting in significant increases in loan losses and provisions for those losses and, in the case of BHG, substitutions; (ii) the effects of the emergence of widespread health emergencies or pandemics, including the magnitude and duration of the COVID-19 pandemic and its impact on general economic and financial market conditions and on Pinnacle Financial's and its customers' business, results of operations, asset quality and financial condition; (iii) the speed with which the COVID-19 vaccines can be widely distributed, decisions of governmental agencies to pause the use of one or more vaccines, those vaccines' efficacy against the virus and public acceptance of the vaccines; (iv) the failure of announced or anticipated stimulus programs to be timely approved, or approved at all, or the failure of such programs to provide sufficient relief when approved, and the resulting impact on the economy and our customers and their businesses; (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) changes in loan underwriting, credit review or loss reserve policies associated with economic conditions, examination conclusions, or regulatory developments; (vii) effectiveness of Pinnacle Financial's asset management activities in improving, resolving or liquidating lower-quality assets; (viii) 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 compression to net interest margin; (ix) adverse conditions in the national or local economies including in Pinnacle Financial's markets throughout Tennessee, North Carolina, South Carolina, Georgia and Virginia, particularly in commercial and residential real estate markets; (x) 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; (xi) the results of regulatory examinations; (xii) Pinnacle Financial's ability to identify potential candidates for, consummate, and achieve synergies from, potential future acquisitions; (xiii) difficulties and delays in integrating acquired businesses or fully realizing costs savings and other benefits from acquisitions; (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 ability to grow and retain low-cost core deposits and retain large, uninsured deposits, including during times when Pinnacle Bank is seeking to lower rates it pays on deposits; (xvii) any matter that would cause Pinnacle Financial to conclude that there was impairment of any asset, including goodwill or other intangible assets; (xviii) the ineffectiveness of Pinnacle Bank's hedging strategies, or the unexpected counterparty failure or hedge failure of the underlying hedges; (xix) 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; (xx) deterioration in the valuation of other real estate owned and increased expenses associated therewith; (xxi) 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; (xxii) approval of the declaration of any dividend by Pinnacle Financial's board of directors; (xxiii) 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; (xxiv) 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; (xxv) the risks associated with Pinnacle Financial and 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 if not prohibited from doing so by Pinnacle Financial or Pinnacle Bank; (xxvi) the possibility of increased personal or corporate tax rates and the resulting reduction in our and our customers' businesses as a result of any such increases; (xxvii) changes in state and federal legislation, regulations or policies applicable to banks and other financial service providers, like BHG, including regulatory or legislative developments; (xxviii) the availability of and access to capital; (xxiv) 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, including as a result of Pinnacle Bank's participation in and execution of government programs related to the COVID-19 pandemic; and (xxx) 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, 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, earnings per diluted common share, efficiency ratio 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, FHLB restructuring charges, hedge termination charges and other matters for the accounting periods presented. This release also includes non-GAAP financial measures which exclude the impact of loans originated under the PPP. 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 2021 versus certain periods in 2020 and to internally prepared projections.