Pinnacle Financial Partners, Inc.·4

Feb 18, 4:28 PM ET

Creson Shellie 4

4 · Pinnacle Financial Partners, Inc. · Filed Feb 18, 2026

Research Summary

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Pinnacle (PNFP) CRO Shellie Creson Exercises and Sells Shares

What Happened Shellie Creson, Chief Risk Officer of Pinnacle Financial Partners (PNFP), exercised a derivative conversion of 706 shares on Feb 13, 2026 (recorded at $0). Immediately following that exercise, 706 shares were transferred/disposed to the issuer at $95.12 each for $67,155, and an additional 830 shares were disposed/withheld at $95.12 each to cover tax withholding obligations ($78,950). Combined proceeds/remove value tied to these dispositions total about $146,105. The net effect was an exercise/conversion followed by sales/withholding to satisfy tax and issuer obligations.

Key Details

  • Transaction date: 2026-02-13.
  • Exercise/conversion (code M): 706 shares acquired at $0.00.
  • Disposition to issuer (code D): 706 shares @ $95.12 = $67,155.
  • Tax withholding/payment (code F): 830 shares @ $95.12 = $78,950 (withheld to satisfy tax liability).
  • Combined disposed/withheld shares: 1,536; combined value ≈ $146,105.
  • Shares acquired include 157 shares from dividend accruals (footnote).
  • Footnotes: RSUs referenced will be settled in cash upon vesting and vest one-third each year over three years; some shares were withheld upon vesting to pay tax obligations.
  • Shares owned after the transaction are not specified in the provided filing.

Context

  • This was effectively a cashless-style settlement: shares were converted/exercised and immediately transferred/withheld to satisfy tax and issuer obligations rather than being retained as open-market purchases.
  • Such withholding/sales to cover taxes are routine and do not necessarily indicate a change in insider sentiment about the company. The filing shows execution and withholding details, not discretionary open-market selling.

Insider Transaction Report

Form 4
Period: 2026-02-13
Creson Shellie
Chief Risk Officer
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-13+70625,576 total
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-02-13$95.12/sh706$67,15524,870 total
  • Tax Payment

    Common Stock

    [F2][F3]
    2026-02-13$95.12/sh830$78,95024,040 total
  • Exercise/Conversion

    Restricted Stock Units

    [F1]
    2026-02-137061,409 total
    Exp: 2028-02-13Common Stock (706 underlying)
Footnotes (3)
  • [F1]These shares are subject to restricted stock units that will be settled in cash upon vesting. The units vest 1/3 each year over a three-year period subject to the reporting person's continued employment with Pinnacle.
  • [F2]These shares were withheld upon the vesting of restricted stock units to pay tax withholding obligations.
  • [F3]Includes 157 shares acquired through dividend accruals.
Signature
/s/ Mary Maurice Young|2026-02-18

Documents

1 file
  • 4
    wk-form4_1771450083.xmlPrimary

    FORM 4