---
schema_version: "secwatch.filing_event.v1"
accession: "0001628280-26-035160"
form_type: "8-K"
ticker: "PNFP"
cik: "0002082866"
company_name: "Pinnacle Financial Partners, Inc."
filed_at: "2026-05-14T20:40:28+00:00"
generated_at: "2026-05-14T20:44:13.521271+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Pinnacle Financial enters underwriting agreement for $750M senior notes due 2032

## Summary
- $750M aggregate principal of 5.596% Fixed Rate / Floating Rate Senior Notes due 2032 issued.
- Underwriters include Morgan Stanley, RBC Capital Markets, and Goldman Sachs.
- Offering made under shelf registration S-3, closing expected May 19, 2026.
- Underwriting agreement includes customary reps, warranties, and indemnification provisions.

## SEC filing metadata
- accession: 0001628280-26-035160
- form_type: 8-K
- ticker: PNFP
- cik: 0002082866
- company_name: Pinnacle Financial Partners, Inc.
- filed_at: 2026-05-14T20:40:28+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/2082866/000162828026035160/0001628280-26-035160-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/2082866/000162828026035160/pnfp-20260512.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001628280-26-035160
- JSON: https://secwatch.observer/filing/0001628280-26-035160.json
- Plain text: https://secwatch.observer/filing/0001628280-26-035160.txt

## Key facts
- Material Agreements
  Pinnacle Financial Partners, Inc. entered into Underwriting Agreement with Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and Goldman Sachs & Co. LLC, as representatives of the several underwriters named therein valued at $750 million aggregate principal amount (effective 2026-05-12).
  - Action: entry
  - Agreement: underwriting
  - Counterparty: Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and Goldman Sachs & Co. LLC, as representatives of the several underwriters named therein
  - Value: $750 million aggregate principal amount
  - Effective: 2026-05-12
  source text: On May 12, 2026, Pinnacle Financial Partners, Inc. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”), by and among the Company and Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and Goldman Sachs & Co. LLC, as representatives of the several underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to sell to the Underwriters $750 million aggregate principal amount of its 5.596% Fixed Rate / Floating Rate Senior Notes due 2032 (the “Notes”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/2082866/000162828026035160/0001628280-26-035160-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.