PNFP Reports 1Q24 Diluted EPS of $1.57

Total revenues increased 32.1 percent linked-quarter annualized and 6.6 percent year-over-year

Pinnacle Financial Partners, Inc. (Nasdaq/NGS: PNFP) reported net income per diluted common share of $1.57 for the quarter ended March 31, 2024, compared to net income per diluted common share of $1.76 for the quarter ended March 31, 2023, a decrease of 10.8 percent.

Several meaningful items impacted first quarter 2024 results. The firm's allowance for credit losses increased to 1.12 percent of total loans at March 31, 2024, compared to 1.08 percent at Dec. 31, 2023. Although, key loan quality metrics like the potential problem loans to total loans ratio and the classified asset ratio remain better than many of the firm's peers and lower than where the firm has historically operated over the longer term, the firm determined additional reserves were needed to account for incremental weakness of one previously disclosed problem borrower and to better position the firm to navigate the credit implications of a higher-for-longer interest rate environment. Additionally, the firm recognized a mortgage servicing asset associated with its Freddie Mac Small Business Lending (SBL) platform of approximately $11.8 million, which has been reflected in other noninterest income. Lastly, in response to information provided by the FDIC during the quarter, the firm increased its other noninterest expense by $7.3 million for a FDIC special assessment. This is in addition to the $29.0 million that the company recognized in the fourth quarter of 2023.

"Inflation appears to be more difficult to tame than the Fed had predicted," said M. Terry Turner, Pinnacle's President and Chief Executive Officer. "Regardless of the economic landscape, our focus continues to be on strengthening our balance sheet and growing our earnings and tangible book value, while continuing to take steps that we believe will position our firm for long-term growth.

"We continued to execute our unique business model during the first quarter. We are reporting strong core earnings inclusive of a meaningful provision for credit losses. We recruited 37 new revenue producers during the quarter, including 14 in our newer markets of Atlanta, Washington D.C., Birmingham and Jacksonville. And as another demonstration of why we are so successful in hiring the best bankers in our markets, FORTUNE and Great Place to Work® recognized our firm as No. 11 on their list of the 100 Best Companies to Work For in the United States. We have been on FORTUNE's top 100 list for the last eight years, but this is our highest ranking, further demonstrating the staying power of our culture, even as we have become a larger, high-growth bank.

"Our firm is uniquely positioned in what we believe are many of the best banking markets in the Southeast. As a result, combined with our distinctive operating model, we remain confident in our ability to generate long-term sustainable growth in loans, deposits and earnings in spite of the current economic volatility."

BALANCE SHEET GROWTH AND LIQUIDITY:

Total assets at March 31, 2024, were $48.9 billion, an increase of approximately $934.3 million from Dec. 31, 2023, and $3.8 billion from March 31, 2023, reflecting a year-over-year increase of 8.4 percent and a linked-quarter annualized increase of 7.8 percent, respectively. A further analysis of select balance sheet trends follows:

• Approximately 46.5 percent of first quarter 2024 loan growth was related to commercial and industrial and owner-occupied commercial real estate categories, two segments the firm intends to continue to emphasize throughout the remainder of 2024.
• On-balance sheet liquidity, defined as cash and cash equivalents plus unpledged securities, remained strong, totaling $7.6 billion as of March 31, 2024, representing a $646.7 million increase from the on-balance sheet liquidity level of $6.9 billion as of Dec. 31, 2023. Increased deposit inflows during the quarter contributed to the increase in other interest earning assets and are expected to be used to fund future loan growth of the firm.
• Noninterest bearing deposits increased 2.6 percent on a linked-quarter annualized basis as of March 31, 2024, when compared to Dec. 31, 2023. In comparison to March 31, 2023, noninterest bearing deposits decreased by 11.8 percent. The average balance of the firm's noninterest bearing accounts was $31,353 at March 31, 2024, compared to $31,603 at Dec. 31, 2023.

"We are particularly pleased with our strong deposit growth during the first quarter, which grew $862.2 million in the quarter, a 9.0 percent linked-quarter annualized growth rate," Turner said. "Importantly, our end-of-period noninterest-bearing demand deposit accounts grew 2.6 percent linked-quarter annualized after having experienced declining demand deposit volumes for several quarters. During the first quarter, our loans grew at an annualized rate of 6.0 percent, which is slightly below what we expect for all of 2024. While we are benefited by operating in several of the best banking markets in the Southeast, our loan and deposit growth is primarily a result of the market share movement associated with our ongoing hiring in those markets over the last several years."

PRE-TAX, PRE-PROVISION NET REVENUE (PPNR) GROWTH:

Pre-tax, pre-provision net revenues (PPNR) for the three months ended March 31, 2024, were $185.8 million, a decrease of 2.2 percent from the $190.0 million recognized in the three months ended March 31, 2023.

• Revenue per fully diluted common share was $5.60 for the first quarter of 2024, compared to $5.16 for the fourth quarter of 2023 and $5.28 for the first quarter of 2023, an increase of 6.1 percent year-over-year.
• Net interest income for the first quarter of 2024, was $318.0 million, compared to $317.3 million for the fourth quarter of 2023 and $312.2 million for the first quarter of 2023, a year-over-year growth rate of 1.9 percent. Net interest margin was 3.04 percent for the first quarter of 2024, compared to 3.06 percent for the fourth quarter of 2023 and 3.40 percent for the first quarter of 2023.
• Noninterest income for the first quarter of 2024, was $110.1 million, compared to $79.1 million for the fourth quarter of 2023 and $89.5 million for the first quarter of 2023, a year-over-year increase of 23.0 percent.
  • Wealth management revenues, which include investment, trust and insurance services, were $26.0 million for the first quarter of 2024, compared to $23.5 million for the fourth quarter of 2023 and $22.5 million for the first quarter of 2023, a year-over-year increase of 15.7 percent. The increase in wealth management revenues was attributable to several factors, but primarily is the result of an increase in capacity with more revenue producers and the placement of those producers in Pinnacle's newer markets like Washington D.C., Birmingham and others.
  • During the first quarter of 2024, net gains from mortgage loans sold were $2.9 million, compared to $879,000 in the fourth quarter of 2023 and $2.1 million in the first quarter of 2023. Similar to wealth management, the increase in mortgage fee income was primarily attributable to increases in capacity with more originators in Pinnacle's newer markets.
  • Income from the firm's investment in Banker's Healthcare Group (BHG) was $16.0 million for the first quarter of 2024, compared to $14.4 million for the fourth quarter of 2023 and $19.1 million for the first quarter of 2023, a year-over-year decline of 16.0 percent.
    • BHG's loan originations decreased to $692 million in the first quarter of 2024, compared to $786 million in the fourth quarter of 2023 and $1.0 billion in the first quarter of 2023.
    • Loans sold to BHG's community bank partners were approximately $533 million in the first quarter of 2024, compared to approximately $446 million in the fourth quarter of 2023 and $704 million in the first quarter of 2023.
    • BHG increased its reserves for on-balance sheet loan losses to $306 million, or 10.3 percent of loans held for investment at March 31, 2024, compared to 9.3 percent at Dec. 31, 2023 and 5.2 percent at March 31, 2023. The year-over-year increase in reserves as a percentage of loans held for investment was impacted by BHG's adoption for lifetime credit losses associated with its implementation of the current expected credit loss (CECL) methodology on Oct. 1, 2023.
    • BHG increased its accrual for estimated losses attributable to loan substitutions and prepayments to $391 million, or 5.7 percent of the unpaid loan balances that were previously purchased by BHG's community bank network, at March 31, 2024, compared to 5.4 percent, or $357 million, at Dec. 31, 2023 and 5.81 percent, or $350 million, at March 31, 2023.
  • Other noninterest income increased $24.1 million between the first quarter of 2024 and the fourth quarter of 2023 and $17.6 million from the first quarter of 2023. Impacting other noninterest income was approximately $11.8 million associated with the aforementioned recognition of the SBL mortgage servicing asset, as well as increased income from the firm's Bank Owned Life Insurance (BOLI) policies compared to the first quarter of 2023. In the fourth quarter of 2023, the firm incurred approximately $7.2 million in policy surrender charges and $9.1 million in tax penalties attributable to restructuring BOLI policies. The firm believes the reimbursement ("payback") period from the date of the restructuring should approximate 18 months.
• Noninterest expense for the quarter ended March 31, 2024, was $242.4 million, compared to $251.2 million in the fourth quarter of 2023 and $211.7 million in the first quarter of 2023, reflecting a year-over-year increase of 14.5 percent.
  • Salaries and employee benefits were $146.0 million in the first quarter of 2024, compared to $133.3 million in the fourth quarter of 2023 and $135.7 million in the first quarter of 2023, reflecting a year-over-year increase of 7.6 percent.
    • Full-time equivalent associates increased to 3,386.5 at March 31, 2024 from 3,357.0 at Dec. 31, 2023 and 3,281.5 at March 31, 2023, a year-over-year increase of 3.2 percent.
    • Incentive costs in the first quarter of 2024 were approximately $1.7 million higher than the fourth quarter of 2023 and $1.1 million higher than the amounts recorded in the first quarter of 2023.
    • Employee benefits costs reflect the seasonality of payroll taxes, medical deductibles, and other benefits costs. Benefit costs in the first quarter of 2024 were approximately $5.5 million higher than the fourth quarter of 2023 and $898,000 higher than the amounts recorded in the first quarter of 2023.
  • Equipment and occupancy costs were $39.6 million in the first quarter of 2024, compared to $38.0 million in the fourth quarter of 2023 and $30.4 million in the first quarter of 2023, reflecting a year-over-year increase of 30.6 percent. Impacting the quarterly changes in equipment and occupancy expense between the first quarter of 2024 compared to the fourth quarter of 2023 was the impact of new equipment and facilities annual rent escalators on various properties and equipment that have been placed into service. Compared to the first quarter of 2023, several factors contributed to the increase of equipment and occupancy costs, including new equipment and facilities, rent escalators on various properties and the previously disclosed sale-leaseback transaction executed in the second quarter of 2023.
  • Noninterest expense categories, other than those specifically noted above, were $56.7 million in the first quarter of 2024, compared to $79.8 million in the fourth quarter of 2023 and $45.7 million in the first quarter of 2023, reflecting a year-over-year increase of 24.2 percent. Primarily impacting the quarterly changes in other noninterest expense between the fourth quarter of 2023 and first quarter of 2024 was the impact of a reduction in the amount of FDIC special assessment charges in the first quarter of 2024 compared to the fourth quarter of 2023. The special assessment also impacted the comparison of other noninterest expense to the first quarter of 2023, given there was no special assessment last year.

"With the most recent CPI release, we have adjusted our forecast for Fed funds rate decreases from four to two with the first of those starting late in the third quarter of this year," said Harold R. Carpenter, Pinnacle's Chief Financial Officer. "Therefore, we are modifying our net interest income outlook slightly for the year. Our belief is that we will experience 8 to 10 percent growth in net interest income for this year. As to fee income, we believe the strong start in the first quarter means our core fee revenues should be higher than originally anticipated for 2024. Accordingly, excluding the impact of BHG, the recognition of the $11.8 million of mortgage servicing rights in the first quarter of this year and, in the case of 2023, the $85.7 million gain on the sale of fixed assets as a result of the sale-leaseback transaction, $19.7 million in losses on sale of investments securities and $7.2 million in BOLI restructuring charges, we believe our growth in fee revenues should approximate 10 to 14 percent in 2024 over 2023.

"We continue to estimate that BHG fee income should approximate a mid-single digit percentage increase in 2024 over the $85.4 million in 2023. BHG's first quarter was impacted by the successful completion of their ninth securitization issuance of approximately $300 million. This securitization was comprised completely of consumer loans with a yield difference between the borrower's coupon rate and the securitization borrowing rate of approximately 10.1 percent, one of the highest spreads for a securitization by BHG in its history, reflective of the significant amount of interest BHG received for the transaction. BHG's ability to access the capital markets to secure incremental funding through securitizations of its held-for-investment loan portfolio has contributed to additional flexibility for BHG to fund its operations.

"Excluding the additional FDIC special assessment in the first quarter of 2024, our operating expense was in line with our expectations. We did reduce our anticipated incentive costs for the first quarter primarily as a result of increased provision expense triggered largely by the increase in our allowance for credit losses. We currently are accruing for payout on our annual cash incentive plan at approximately 80 percent of target, less than we had originally planned. Even through all of these matters, we are maintaining our expense outlook at $950 million to $975 million for the year, exclusive of the impact of the FDIC special assessments we incurred in the first quarter and any additional assessments the FDIC may decide to impose this year."

CAPITAL AND SOUNDNESS:

• The allowance and provision for credit losses both increased at March 31, 2024, over Dec. 31, 2023, and March 31, 2023, to account for incremental weakness of a certain borrower as well as better position the firm to navigate the credit implications of a higher-for-longer interest rate environment.
• Nonperforming assets increased at March 31, 2024, over Dec. 31, 2023, and March 31, 2023, primarily as a result of downgrading of two loans, one in the Company's construction portfolio and another in its C&I portfolio, each experiencing cash flow challenges at this time.
• Both of the firm's ratios associated with construction and land development and CRE loans in comparison to total capital decreased from the prior quarter. Importantly, and consistent with the firm's target of achieving a threshold of below 70 percent, the firm's ratio of construction and land development in relation to total capital at March 31, 2024 showed continued progress and decreased to 77.5 percent.

"Net charge-offs to average loans for the first quarter of 2024 increased during the quarter to 0.20 percent from 0.17 percent in the prior quarter," Carpenter said. "We also experienced modest increases in nonperforming loans in relation to total loans and, conversely, we experienced improvement in similar ratios for past dues and potential problem loans. Net charge-offs at 0.20 percent compare favorably to longer-term historical levels, as do our ratios for nonperforming assets, past dues and potential problem loans. That said, we strive to be diligent with respect to monitoring our entire loan portfolio. A higher-for-longer rate environment coupled with stubborn inflation has required banks to maintain a higher level of caution with respect to credit. Accordingly, we now estimate net charge-offs for the firm may range between 0.20 percent and 0.25 percent of average loans for 2024.

"Also, during the quarter, we experienced an increase in book value per common share from $75.80 to $76.23, an annualized linked-quarter increase of 2.3 percent and an increase in tangible book value per common share from $51.38 at Dec. 31, 2023 to $51.98 at March 31, 2024, an annualized linked-quarter increase of 4.7 percent. As we've previously communicated, increasing our tangible book value per common share remains an important priority for our firm's leadership."

WEBCAST AND CONFERENCE CALL INFORMATION

Pinnacle will host a webcast and conference call at 8:30 a.m. CDT on April 23, 2024, to discuss first quarter 2024 results and other matters. To access the call for audio only, please call 1-877-209-7255. 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 and fastest growing bank in the Nashville-Murfreesboro-Franklin MSA, according to 2023 deposit data from the FDIC. Pinnacle is No. 11 on the 2024 list of 100 Best Companies to Work For® in the U.S., its eighth consecutive appearance and was recognized by American Banker as one of America's Best Banks to Work For 11 years in a row and No. 1 among banks with more than $10 billion in assets in 2023.

Pinnacle Bank owns a 49 percent interest in Bankers Healthcare Group (BHG), which provides innovative, hassle-free financial solutions to healthcare practitioners and other professionals. Great Place to Work and FORTUNE ranked BHG No. 4 on its 2021 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 $48.9 billion in assets as of March 31, 2024. As the second-largest bank holding company in Tennessee, Pinnacle operates in several primarily urban markets across the Southeast.

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, including as a result of the negative impact of inflationary pressures and challenging economic conditions on our and BHG's customers and their businesses, resulting in significant increases in loan losses and provisions for those losses and, in the case of BHG, substitutions; (ii) 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; (iii) the sale of investment securities in a loss position before their value recovers, including as a result of asset liability management strategies or in response to liquidity needs; (iv) adverse conditions in the national or local economies including in Pinnacle Financial's markets throughout the Southeast region of the United States, particularly in commercial and residential real estate markets; (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) the ability to grow and retain low-cost core deposits and retain large, uninsured deposits, including during times when Pinnacle Bank is seeking to limit the rates it pays on deposits or uncertainty exists in the financial services sector; (vii) changes in loan underwriting, credit review or loss reserve policies associated with economic conditions, examination conclusions, or regulatory developments; (viii) effectiveness of Pinnacle Financial's asset management activities in improving, resolving or liquidating lower-quality assets; (ix) 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 the negative impact to net interest margin from rising deposit and other funding costs; (x) the results of regulatory examinations of Pinnacle Financial, Pinnacle Bank or BHG, or companies with whom they do business; (xi) BHG's ability to profitably grow its business and successfully execute on its business plans; (xii) risks of expansion into new geographic or product markets; (xiii) any matter that would cause Pinnacle Financial to conclude that there was impairment of any asset, including goodwill or other intangible assets; (xiv) the ineffectiveness of Pinnacle Bank's hedging strategies, or the unexpected counterparty failure or hedge failure of the underlying hedges; (xv) 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; (xvi) deterioration in the valuation of other real estate owned and increased expenses associated therewith; (xvii) 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; (xviii) approval of the declaration of any dividend by Pinnacle Financial's board of directors; (xix) 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; (xx) 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; (xxi) Pinnacle Financial's ability to identify potential candidates for, consummate, and achieve synergies from, potential future acquisitions; (xxii) difficulties and delays in integrating acquired businesses or fully realizing costs savings and other benefits from acquisitions; (xxiii) the risks associated with 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 (triggering a similar sale by Pinnacle Bank); (xxiv) changes in state and federal legislation, regulations or policies applicable to banks and other financial service providers, like BHG, including regulatory or legislative developments; (xxv) fluctuations in the valuations of Pinnacle Financial's equity investments and the ultimate success of such investments; (xxvi) the availability of and access to capital; (xxvii) 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 involving Pinnacle Financial, Pinnacle Bank or BHG; and (xxviii) 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 for the year ended December 31, 2023, and subsequently filed 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, total revenues, net income to common shareholders, earnings per diluted common share, revenue per diluted common share, PPNR, efficiency ratio, noninterest expense, noninterest income 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, gains associated with the sale-leaseback transaction completed in the second quarter of 2023, losses on the restructuring of certain BOLI contracts, charges related to the FDIC special assessment, income associated with the recognition of a mortgage servicing asset in the first quarter of 2024 and other matters for the accounting periods presented. 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 2024 versus certain periods in 2023 and to internally prepared projections.