Pinnacle Financial Partners, Inc.
For the period ended Jun 30, 2026. Filed Aug 4, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 4, 2026
PNFP$100.64-0.8%Stored close · as of Nov 6, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-06.
0002082866-26-000043
Item 1A. RISK FACTORSCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-04.
0002082866-26-000082
Item 1A. RISK FACTORSThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 202 previous paragraphs and 8 current paragraphs.
5 unchanged; 1 reworded; 2 added; 196 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (2)
Current report
In addition to the other information set forth in this Report, in evaluating an investment in the Company's securities, investors should consider carefully, among other things, the risk factors previously disclosed in "Part I - Item IA - Risk Factors” of Pinnacle's Form 10-Q for the quarterly period ended March 31, 2026 which could materially affect the Company's business, financial position, results of operations, cash flows, or future results. Please be aware that these risks may change over time and other risks may prove to be important in the future. New risks may emerge at any time, and we cannot predict such risks or estimate the extent to which they may affect our business, financial condition or results of operations, or the trading price of our securities.
Current report
There are no material changes during the period covered by this Report to the risk factors previously disclosed in our Form 10-Q for the quarterly period ended March 31, 2026.
Removed paragraphs (196)
Previous report
The following risk factors update and supersede the risk factors previously disclosed in our Annual Report on Form 10‑K for the year ended December 31, 2025 and reflect material changes in those risks as of March 31, 2026, including changes resulting from the completion of the Merger. These risk factors highlight the material risks that we face as of March 31, 2026 and, as applicable, that we currently face. The risks described below are not the only risks we face, and additional risks and uncertainties not currently known to us or that we currently deem immaterial may also materially adversely affect our business, financial condition, results of operations, or the trading price of our securities.
Previous report
In light of the Merger, we have presented the risk factors below in a consolidated manner to reflect the risks applicable to the combined company.
Previous report
Our business is subject to a number of risks and uncertainties that could adversely affect our business, financial condition, results of operations, cash flows, capital position, liquidity, and prospects. These risks include, but are not limited to, the following:
Previous report
•We may not realize all of the anticipated benefits of our recent Merger and integrating the two companies’ operations may be more difficult, costly, disruptive, or time‑consuming than expected.
Previous report
•Competition in the financial services industry may adversely affect our future earnings and growth.
Previous report
•Our strategic initiatives, including growth, efficiency, technology, and expansion initiatives (including new lines of business, products and services) may not be successful and could increase expenses, divert management attention, or fail to achieve expected returns.
Previous report
•We may pursue bank and non‑bank acquisitions, which could involve significant integration, execution, regulatory, and financial risks.
Previous report
•The financial services market continues to undergo rapid technological changes, and if we are unable to stay current with those changes, we will not be able to compete effectively.
Previous report
•Our ability to maintain our brand reputation is critical to the success of our business, and the failure to do so may materially adversely affect our performance.
Previous report
Operational, Technology, and Cybersecurity Risks
Previous report
•Failure to attract and retain employees, including as a result of the Merger, may adversely impact our ability to successfully execute our growth and efficiency strategies.
Previous report
•We may not be able to successfully implement current or future information technology system enhancements and operational initiatives, which could adversely affect our business operations and profitability.
Previous report
•We rely extensively on information technology systems, as well as other companies to provide key components of our business infrastructure, to operate our business, and an interruption in the Company's information systems or a breach of or compromise in security of the Company's information systems may disrupt our business operations, result in reputational harm, and have an adverse effect on our operations.
Previous report
•We face significant cyber and data security risk that could result in the disclosure of confidential information, adversely affect our business or reputation, and expose us to significant liabilities.
Previous report
•The increasing use of artificial intelligence and complex models introduces operational, legal, regulatory, reputational, and data integrity risks, including risks related to accuracy, bias, explainability, and compliance.
Previous report
•Fraud remains an elevated risk, and increased fraud activity affecting our clients or systems could result in financial losses, reputational damage, and regulatory scrutiny.
Previous report
•If our enterprise risk management framework is not effective at mitigating risk and loss to us, we could suffer unexpected losses, and our results of operations could be materially adversely affected.
Previous report
•The fair values of our investments in private companies and venture capital funds are likely to fluctuate and the value that we ultimately realize on those investments may vary materially.
Previous report
•As an issuer of credit and debit cards, we are exposed to losses in the event that holders of our cards experience fraud on their card accounts.
Previous report
•Our independent sales organization relationships are complex and may expose us to losses.
Previous report
•The costs and effects of litigation, investigations, or similar matters involving us or other financial institutions or counterparties, or related adverse facts and developments, could materially affect our business, operating results, and financial condition.
Previous report
•Failure to attract and retain senior management, key employees, and experienced bankers, particularly following the Merger, could impair growth, customer relationships, and execution of our strategies.
Previous report
•Changes in interest rates may adversely affect our net interest income, net interest margin, accumulated other comprehensive income (AOCI), tangible book value, and overall financial performance.
Previous report
•Changes in the cost and availability of funding, including deposit competition and capital market disruption, could impair our liquidity, increase funding costs, and adversely affect our capital resources.
Previous report
•If Pinnacle Bank loses or is unable to grow and retain its deposits, it may be subject to liquidity risk and higher funding costs.
Previous report
•Our concentration of credit exposure to borrowers in certain industries and our strategy to target small to medium-sized businesses may carry increased levels of credit risk.
Previous report
•Our allowance for credit losses may not cover actual losses, and we may be required to materially increase our allowance, which may adversely affect our capital, financial condition, and results of operations.
Previous report
•Changes in our asset quality could adversely affect our results of operations and financial condition.
Previous report
•We could realize losses if we decide to sell non-performing assets and the proceeds we receive are lower than the carrying value of such assets.
Previous report
•We may not be able to generate sufficient cash to service all of our debt and repay maturing debt obligations.
Previous report
•We may be unable to pay dividends on our common stock and preferred stock.
Previous report
•BHG’s results of operations represent a meaningful portion of our non‑interest income, and adverse events affecting BHG’s business, financial condition, regulatory environment, or ability to sell or retain loans could materially adversely affect our results.
Previous report
•Changes in BHG’s funding model, credit performance, regulatory oversight, auction platform activity, or growth strategy could reduce its profitability and increase volatility in our earnings.
Previous report
•Increased regulatory scrutiny of BHG, including due to our ownership interest, could raise compliance costs or limit its operations.
Previous report
•The fiscal and monetary policies of the federal government and its agencies could have a material adverse effect on our earnings.
Showing the first 40 of 196 passages. Open the source sections for the rest.
Reworded paragraphs (1)
Previous wording
On January 1, 2026 the Board of Directors approved share repurchases of up to $400 million of common stock in 2026. During the three months ended March 31, 2026, Pinnacle did not repurchase shares of common stock.
Current wording
On January 1, 2026 the Board of Directors approved share repurchases of up to $400 million of common stock in 2026. During the six months ended June 30, 2026, Pinnacle did not repurchase shares of common stock.