Form Type: 4

SEC EDGAR Link
Accession Number:0001567619-20-005049
Date:2020-02-25
Issuer: PINNACLE FINANCIAL PARTNERS INC (PNFP)
Original Submission Date:

Reporting Person:

CARPENTER HAROLD R
150 THIRD AVE SOUTH
SUITE 900 NASHVILLE, TN 37201

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
PNFP COMMON STOCK 2020-02-25 A 9,259 a $0.00 92,371 direct
PNFP COMMON STOCK 2020-02-26 F 3,645 d $56.78 88,726 direct
PNFP COMMON STOCK 2020-02-25 0 $0.00 21,000 direct
PNFP COMMON STOCK 2020-02-25 0 $0.00 11,563 indirect
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
Footnotes
IDfootnote
f1 on january 23, 2015, the reporting person was granted 5,291 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 2015, 2016 and 2017 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, 2019 was not greater than 3.00%. based upon the performance of pinnacle financial partners, inc. (the company) for 2015, 2016 and 2017 and the npa ratio at december 31, 2019, as reflected in the company's annual report on form 10-k for 2019, the reporting person earned 9,259 performance units, which units vested and were settled in 9,259 shares of company common stock. as described in footnote 3, a portion of these 9,259 shares of common stock were retained by the company to cover withholding taxes owed by the reporting person.
f2 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.
f3 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.
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