[8-K] Renasant Corporation Reports Material Event

Rhea-AI Filing Summary

Renasant Corporation furnished an Item 7.01 presentation and exhibits that include a standard cautionary note regarding forward-looking statements and disclose that the company is completing a merger with The First Bancshares, Inc. The filing lists a range of specific risks that could cause actual results to differ from expectations, including challenges integrating acquisitions, potential unknown or contingent liabilities from acquired businesses, sensitivity to economic and interest-rate conditions, competitive pressures across its financial services businesses, regulatory and accounting changes, and the need for capital to support growth. An exhibit index is being furnished with the filing.

Positive

• None.

Negative

• Integration risk: The company may not realize expected cost savings or successfully integrate acquired operations from the merger with The First.
• Unknown or contingent liabilities: The filing warns of potential exposure to liabilities acquired or targeted in acquisitions.
• Regulatory scrutiny: The merger may lead to increased oversight and additional regulatory requirements.
• Economic and interest-rate sensitivity: Results may be materially affected by changes in economic conditions and interest rates.
• Competitive pressures: The company faces competition across consumer finance, commercial finance, asset management, retail banking and related businesses.

Insights

Financial Analyst

TL;DR: Filing furnishes a presentation tied to a material merger and lists integration, liability and macro risks that may affect results.

The document is primarily a cautionary disclosure accompanying exhibits and highlights the merger with The First Bancshares, Inc. It explicitly identifies integration risk, potential contingent liabilities, interest-rate and economic sensitivity, regulatory scrutiny following the merger, and capital needs for growth. For investors, the key takeaway is elevated execution and regulatory risk around the announced merger; the filing does not provide financial metrics, timing, or quantified impacts, so assessment of value accretion or dilution cannot be made from this text alone.

M&A Specialist

TL;DR: The filing discloses a merger and emphasizes common acquisition risks without detailing synergies or integration plan.

The filing explicitly cautions that expected cost savings and customer retention from the merger may not be realized and notes possible unknown liabilities tied to acquired assets. It also flags potential for increased regulatory oversight post-merger. These are standard but material disclosures for a bank merger; absent are specifics on transaction structure, consideration, integration timeline, or measured synergy targets, so materiality is acknowledged but not quantified in the document provided.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

September 11, 2025

Date of report (Date of earliest event reported)

RENASANT CORPORATION

(Exact name of registrant as specified in its charter)

Mississippi			001-13253			64-0676974
(State or other jurisdiction of incorporation)			(Commission File Number)			(I.R.S. Employer Identification No.)

209 Troy Street, Tupelo, Mississippi 38804-4827

(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (662) 680-1001

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common stock, $5.00 par value per share			RNST			The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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. ☐

Item 7.01 Regulation FD Disclosure.

On September 10, 2025, Tricolor Holdings, LLC and its wholly-owned subsidiaries (collectively, “Tricolor”) filed a Chapter 7 bankruptcy case in the United States Bankruptcy Court for the Northern District of Texas. Tricolor is a customer of Renasant Bank (the “Bank”), the wholly-owned banking subsidiary of Renasant Corporation (the “Company”). Tricolor owes approximately $22.5 million to the Bank as part of a loan facility, with the indebtedness outstanding thereunder primarily secured by liens on Tricolor’s used car inventory. As of the date of Tricolor’s bankruptcy filing, the Bank’s loan to Tricolor was performing; however, the loan has since been placed on nonaccrual status. The Bank is currently taking steps to assess and secure its collateral and otherwise protect its interests while it continues to gather information. The Bank intends to pursue all remedies available to it in connection with this matter.

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such filing.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: The presentation furnished herewith may contain, or incorporate by reference, statements about the Company that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “projects,” “anticipates,” “intends,” “estimates,” “plans,” “potential,” “focus,” “possible,” “may increase,” “may fluctuate,” “will likely result,” and similar expressions, or future or conditional verbs such as “will,” “should,” “would” and “could,” are generally forward-looking in nature and not historical facts. Forward-looking statements include information about the Company’s future financial performance, business strategy, projected plans and objectives and are based on the current beliefs and expectations of management. The Company’s management believes these forward-looking statements are reasonable, but they are all inherently subject to significant business, economic and competitive risks and uncertainties, many of which are beyond the Company’s control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Actual results may differ from those indicated or implied in the forward-looking statements, and such differences may be material. Investors are cautioned that any such forward-looking statements are not guarantees for future performance and involve risks and uncertainties and, accordingly, investors should not place undue reliance on these forward-looking statements, which speak only as of the date they are made. Important factors currently known to management that could cause our actual results to differ materially from those in forward-looking statements include the following: (i) the Company’s ability to efficiently integrate acquisitions into its operations (including its merger with The First Bancshares, Inc. (“The First”)), retain the customers of these businesses, grow the acquired operations and realize the cost savings expected from an acquisition to the extent and in the timeframe anticipated by management (including the possibility that such cost savings will not be realized when expected, or at all, as a result of the impact of, or challenges arising from, the integration of the acquired assets and assumed liabilities into the Company, potential adverse reactions or changes to business or employee relationships, or as a result of other unexpected factors or events); (ii) potential exposure to unknown or contingent risks and liabilities the Company has acquired, or may acquire, or target for acquisition, including in connection with its merger with The First; (iii) the effect of economic conditions and interest rates on a national, regional or international basis; (iv) timing and success of the implementation of changes in operations to achieve enhanced earnings or effect cost savings; (v) competitive pressures in the consumer finance, commercial finance, financial services, asset management, retail banking, factoring, mortgage lending and auto lending industries; (vi) the financial resources of, and products available from, competitors; (vii) changes in laws and regulations as well as changes in accounting standards; (viii) changes in governmental and regulatory policy, whether applicable specifically to financial institutions or impacting the United States generally (such as, for example, changes in trade policy); (ix) increased scrutiny by, and/or additional regulatory requirements of, regulatory agencies as a result of the Company’s merger with The First; (x) changes in the securities and foreign exchange markets; (xi) the Company’s potential growth, including its entrance or expansion into new markets, and the need for sufficient capital to support that growth; (xii) changes in the quality or composition of the Company’s loan or investment portfolios, including adverse developments in borrower industries or in the repayment ability of individual borrowers or issuers of investment securities, or the impact of interest rates on the value of the

Company’s investment securities portfolio; (xiii) an insufficient allowance for credit losses as a result of inaccurate assumptions; (xiv) changes in the sources and costs of the capital the Company uses to make loans and otherwise fund the Company’s operations, due to deposit outflows, changes in the mix of deposits and the cost and availability of borrowings; (xv) general economic, market or business conditions, including the impact of inflation; (xvi) changes in demand for loan and deposit products and other financial services; (xvii) concentrations of credit or deposit exposure; (xviii) changes or the lack of changes in interest rates, yield curves and interest rate spread relationships; (xix) increased cybersecurity risk, including potential network breaches, business disruptions or financial losses; (xx) civil unrest, natural disasters, epidemics and other catastrophic events in the Company’s geographic area; (xxi) geopolitical conditions, including acts or threats of terrorism and actions taken by the United States or other governments in response to acts or threats of terrorism and/or military conflicts, which could impact business and economic conditions in the United States and abroad; (xxii) the impact, extent and timing of technological changes; and (xxiii) other circumstances, many of which are beyond management’s control. Management believes that the assumptions underlying the Company’s forward-looking statements are reasonable, but any of the assumptions could prove to be inaccurate. Investors are urged to carefully consider the risks described in the Company’s filings with the Securities and Exchange Commission (the “SEC”) from time to time, including its most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q, which are available at www.renasant.com and the SEC’s website at www.sec.gov. The Company undertakes no obligation, and specifically disclaims any obligation, to update or revise forward-looking statements, whether as a result of new information or to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, except as required by federal securities laws.

Item 9.01.    Financial Statements and Exhibits.

(d)    Exhibits.

The following exhibits are being furnished herewith and this list shall constitute the exhibit index:

Exhibit No.						Description
104						The cover page of Renasant Corporation’s Form 8-K is formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						RENASANT CORPORATION
Date: September 11, 2025						By:			/s/ Kevin D. Chapman
									Kevin D. Chapman
									President and Chief Executive Officer

FAQ

What material event does the RNST 8-K disclose?

The filing references a merger with The First Bancshares, Inc. and furnishes a presentation and exhibits related to that event.

Does the filing quantify financial impacts of the merger for RNST?

No. The provided content does not include financial metrics, projected savings, or quantified impacts.

What specific risks does RNST list related to the merger?

The filing lists integration challenges, potential unknown liabilities, increased regulatory scrutiny, and sensitivity to economic and interest-rate changes.

Are forward-looking statements included in the RNST filing?

Yes. The filing contains a cautionary note stating it may include forward-looking statements and warns investors they are subject to risks and uncertainties.

Does the filing provide an exhibit index or additional documents?

Yes. The filing states that exhibits are being furnished and that an exhibit index is included.