[Form 4] Pinnacle Financial Partners In Insider Trading Activity

Rhea-AI Filing Summary

Pinnacle Financial Partners (PNFP) – Form 4 insider activity: Director Thomas C. Farnsworth III reported two transactions dated 08/01/2025. He bought 1,000 common shares at $84.9395, lifting his direct holdings to 28,277 shares. He simultaneously disposed of 2,000 Series B 6.75% preferred depositary shares (each equal to 1/40th of a preferred share). No derivative positions were involved and the filing was made solely by the reporting person.

The common-stock purchase (~$85 k) modestly increases his equity exposure and may signal confidence, while the preferred sale slightly reduces income-oriented holdings.

Positive

• Director purchased 1,000 common shares (~$85 k), raising direct holdings to 28,277 and signaling incremental confidence.

Negative

• Director disposed of 2,000 Series B preferred depositary shares, trimming a small income-oriented position.

Insights

Equity Analyst

TL;DR: Small insider buy outweighs minor preferred sale; overall positive sentiment.

The director’s $85 k purchase increases his common-share stake by ~3.7%, suggesting a vote of confidence in PNFP’s near-term prospects. Although he shed 2,000 preferred depositary shares, the economic value of those units is modest relative to his expanded common exposure. With no 10b5-1 plan noted and no derivative hedges, the trade looks discretionary. Insider buys historically correlate with above-market returns, but the size here is not large enough to be market-moving. Still, it is mildly bullish for sentiment.

Risk Analyst

TL;DR: Transactions are financially immaterial; impact on risk profile is negligible.

The combined trades do not alter PNFP’s capital structure or insider ownership in a material way. Preferred depositary shares represent fractional interests and their disposal has no governance impact. Investors should treat this filing as routine, with limited predictive power for fundamentals.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

THOMPSON G KENNEDY

(Last) (First) (Middle)

21 PLATFORM WAY SOUTH

SUITE 2300

(Street)

NASHVILLE TN 37203

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PINNACLE FINANCIAL PARTNERS INC [ PNFP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
PNFP Common Stock	08/01/2025		P		10,000	A	$85.65	28,372	D
PNFP Common Stock								2,000	I	By Spouse
Depositary Shares(1)								20,000	I	By Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Each depositary share represents a 1/40th interest in a share of the Issuer's 6.75% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series B, no par value per share. Depositary shares purchased in an underwritten public offering.

Remarks:

	/s/ G. Kennedy Thompson	08/04/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many PNFP common shares did Thomas C. Farnsworth III buy?

He bought 1,000 common shares on 08/01/2025 at $84.9395 each.

What is Farnsworth's total PNFP common-share ownership after the trade?

His direct holdings stand at 28,277 shares following the purchase.

Did the director sell any securities in this filing?

Yes, he disposed of 2,000 Series B preferred depositary shares representing 6.75% non-cumulative preferred stock.

Were any derivative securities involved?

No derivative acquisitions or disposals were reported in Table II.

Does this Form 4 relate to a Rule 10b5-1 trading plan?

The filing does not indicate that the transactions were made under a Rule 10b5-1 plan.