Pinnacle Financial director reports 652-share purchase at $92.50

Rhea-AI Filing Summary

Gregory L. Burns, a director of Pinnacle Financial Partners (PNFP), reported an open-market purchase of common stock on 08/15/2025. The filing shows Mr. Burns acquired 652 shares at a price of $92.50 per share. After the transaction he beneficially owned 21,384 shares directly. The filing also reports an indirect holding of 174 shares held in a spouse IRA. The transaction is reported on a Form 4 under Section 16, indicating a change in insider ownership rather than an operational disclosure.

Positive

• Director purchase reported, showing insider buying activity of 652 shares at $92.50
• Clear disclosure of indirect holdings (174 shares in spouse IRA) enhancing transparency

Negative

• None.

Insights

Financial Analyst

TL;DR: A routine insider purchase of 652 shares at $92.50; holdings remain modest.

The reported acquisition of 652 shares by a company director is an insider purchase recorded on Form 4. The purchase increases the director's direct stake to 21,384 shares, with an additional 174 shares held indirectly in a spouse IRA. The size of the transaction is small relative to typical market-capitalization impacts and there is no derivative activity disclosed. This disclosure is informative about insider activity but does not, by itself, indicate material corporate developments.

Corporate Governance Expert

TL;DR: Insider purchase shows alignment with shareholders but is not a material change in ownership.

The Form 4 cleanly reports a director-level purchase and lists the reporter as a director. Indirect ownership via a spouse IRA is disclosed, and no option or derivative transactions are present. The filing follows Section 16 reporting requirements and provides transparency on insider holdings; however, the disclosed amounts are not large enough to signal a governance or control shift.

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
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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^*

BURNS GREGORY L

(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)
08/15/2025

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	08/15/2025		P		652	A	$92.5	21,384	D
PNFP Common Stock								174	I	Spouse IRA

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:

Remarks:

	/s/ Gregory L. Burns	08/15/2025
	** 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

Who reported the Form 4 for PNFP and what is their role?

Gregory L. Burns, identified as a director of Pinnacle Financial Partners, is the reporting person.

What transaction did Gregory L. Burns report on Form 4 for PNFP?

Purchase of 652 shares of PNFP common stock on 08/15/2025 at a price of $92.50 per share.

How many PNFP shares does Gregory L. Burns beneficially own after the reported transaction?

21,384 shares directly, plus an indirect holding of 174 shares held in a spouse IRA.

Were any derivative transactions (options, calls, puts) reported in this Form 4?

No derivative securities or option exercises are reported in the provided Form 4 content.

Does the Form 4 indicate this transaction was part of a Rule 10b5-1 plan?

The filing does not indicate that the transaction was made pursuant to a Rule 10b5-1 plan.