Loans and Allowance for Credit Losses | Note 4. Loans and Allowance for Credit Losses For financial reporting purposes, Pinnacle Financial classifies its loan portfolio based on the underlying collateral utilized to secure each loan. This classification is consistent with those utilized in the Quarterly Report of Condition and Income filed by Pinnacle Bank with the Federal Deposit Insurance Corporation (FDIC). Pinnacle Financial uses the following loan categories for presentation of loan balances and the related allowance for credit losses on loans: • Owner occupied commercial real estate mortgage loans - Owner occupied commercial real estate mortgage loans are secured by commercial office buildings, industrial buildings, warehouses or retail buildings where the owner of the building occupies the property. For such loans, repayment is largely dependent upon the operation of the borrower's business. • Non-owner occupied commercial real estate loans - These loans represent investment real estate loans secured by office buildings, industrial buildings, warehouses, retail buildings, and multifamily residential housing. Repayment is primarily dependent on lease income generated from the underlying collateral. • Consumer real estate mortgage loans - Consumer real estate mortgage consists primarily of loans secured by 1-4 family residential properties, including home equity lines of credit. Repayment is primarily dependent on the personal cash flow of the borrower. • Construction and land development loans - Construction and land development loans include loans where the repayment is dependent on the successful completion and eventual sale, refinance or operation of the related real estate project. Construction and land development loans include 1-4 family construction projects and commercial construction endeavors such as warehouses, apartments, office and retail space and land acquisition and development. • Commercial and industrial loans - Commercial and industrial loans include loans to business enterprises issued for commercial, industrial and/or other professional purposes. These loans are generally secured by equipment, inventory, and accounts receivable of the borrower and repayment is primarily dependent on business cash flows. Loans totaling $708.7 million and $1.8 billion granted under the Paycheck Protection Program are included in this category as of September 30, 2021, and December 31, 2020, respectively. • Consumer and other loans - Consumer and other loans include all loans issued to individuals not included in the consumer real estate mortgage classification. Examples of consumer and other loans are automobile loans, consumer credit cards and loans to finance education, among others. Many consumer loans are unsecured. Repayment is primarily dependent on the personal cash flow of the borrower. Loans at September 30, 2021 and December 31, 2020 were as follows: September 30, 2021 December 31, 2020 Commercial real estate: Owner occupied $ 2,954,519 $ 2,802,227 Non-owner occupied 5,219,207 5,203,384 Consumer real estate – mortgage 3,540,439 3,099,172 Construction and land development 3,096,961 2,901,746 Commercial and industrial 7,788,153 8,038,457 Consumer and other 459,182 379,515 Subtotal $ 23,058,461 $ 22,424,501 Allowance for credit losses (268,635) (285,050) Loans, net $ 22,789,826 $ 22,139,451 Commercial loans receive risk ratings assigned by a financial advisor subject to validation by Pinnacle Financial's independent loan review department. Risk ratings are categorized as pass, special mention, substandard, substandard-nonaccrual or doubtful-nonaccrual. Pass rated loans include multiple ratings categories representing varying degrees of risk attributes lesser than those of the other defined risk categories further described below. Pinnacle Financial believes its categories follow those used by Pinnacle Bank's primary regulators. At September 30, 2021, approximately 76.2% of Pinnacle Financial's loan portfolio was analyzed as a commercial loan type with a specifically assigned risk rating. Consumer loans and small business loans are generally not assigned an individual risk rating but are evaluated as either accrual or nonaccrual based on the performance of the individual loans. However, certain consumer real estate-mortgage loans and certain consumer and other loans receive a specific risk rating due to the loan proceeds being used for commercial purposes even though the collateral may be of a consumer loan nature. Consumer loans that have been placed on nonaccrual but have not otherwise been assigned a risk rating are believed by management to share risk characteristics with loans rated substandard-nonaccrual and have been presented as such in Pinnacle Financial's risk rating disclosures. Risk ratings are subject to continual review by a financial advisor and a senior credit officer. At least annually, Pinnacle Financial's credit procedures require every risk rated loan of $1.0 million or more be subject to a formal credit risk review process. Each loan's risk rating is also subject to review by Pinnacle Financial's independent loan review department, which reviews a substantial portion of Pinnacle Financial's risk rated portfolio annually. Included in the coverage are independent reviews of loans in targeted higher-risk portfolio segments such as certain commercial and industrial loans, land loans and/or loan types in certain geographies. Substantial credit risk review procedures have been performed to assess the impacts of the COVID-19 pandemic on the loan portfolio, and the results of these procedures are reflected in Pinnacle Financial's risk rating disclosures as of September 30, 2021. Following are the definitions of the risk rating categories used by Pinnacle Financial. Pass rated loans include all credits other than those included within these categories: • Special mention loans have potential weaknesses that deserve management's close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or in Pinnacle Financial's credit position at some future date. • Substandard loans are inadequately protected by the current net worth and financial capacity of the obligor or of the collateral pledged, if any. Assets so classified must have a well-defined weakness or weaknesses that jeopardize collection of the debt. Substandard loans are characterized by the distinct possibility that Pinnacle Financial could sustain some loss if the deficiencies are not corrected. • Substandard-nonaccrual loans are substandard loans that have been placed on nonaccrual status. • Doubtful-nonaccrual loans have all the characteristics of substandard-nonaccrual loans with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable. The table below presents loan balances classified within each risk rating category by primary loan type and based on year of origination or most recent renewal as of September 30, 2021 (in thousands): September 30, 2021 2021 2020 2019 2018 2017 Prior Revolving Loans Total Commercial real estate - Owner occupied Pass $ 709,613 $ 752,522 $ 396,290 $ 346,730 $ 230,544 $ 338,358 $ 74,332 $ 2,848,389 Special Mention 3,021 18,041 23,304 11,191 8,013 5,408 1,463 70,441 Substandard (1) 4,065 9,243 5,929 2,010 6,062 1,843 4,403 33,555 Substandard-nonaccrual 651 167 133 224 573 322 64 2,134 Doubtful-nonaccrual — — — — — — — — Total Commercial real estate - owner occupied $ 717,350 $ 779,973 $ 425,656 $ 360,155 $ 245,192 $ 345,931 $ 80,262 $ 2,954,519 Commercial real estate - Non-owner occupied Pass $ 1,224,463 $ 1,011,088 $ 878,712 $ 458,453 $ 409,687 $ 527,093 $ 71,142 $ 4,580,638 Special Mention 102,390 339,589 58,766 28,326 55,434 28,615 35 613,155 Substandard (1) 3,523 10,582 1,372 2,992 1,698 3,346 — 23,513 Substandard-nonaccrual — 3 95 635 — 1,168 — 1,901 Doubtful-nonaccrual — — — — — — — — Total Commercial real estate - Non-owner occupied $ 1,330,376 $ 1,361,262 $ 938,945 $ 490,406 $ 466,819 $ 560,222 $ 71,177 $ 5,219,207 Consumer real estate – mortgage Pass $ 954,840 $ 621,396 $ 344,081 $ 218,698 $ 118,796 $ 309,150 $ 946,762 $ 3,513,723 Special Mention 120 — — 697 64 977 — 1,858 Substandard (1) — 881 — — 449 1,834 2,886 6,050 Substandard-nonaccrual 289 412 3,722 766 971 10,374 2,274 18,808 Doubtful-nonaccrual — — — — — — — — Total Consumer real estate – mortgage $ 955,249 $ 622,689 $ 347,803 $ 220,161 $ 120,280 $ 322,335 $ 951,922 $ 3,540,439 Construction and land development Pass $ 1,148,364 $ 982,922 $ 710,816 $ 180,189 $ 26,367 $ 15,867 $ 15,876 $ 3,080,401 Special Mention 2,877 3,280 8,653 — — — — 14,810 Substandard (1) — — 12 20 — 74 — 106 Substandard-nonaccrual — 866 517 59 66 136 — 1,644 Doubtful-nonaccrual — — — — — — — — Total Construction and land development $ 1,151,241 $ 987,068 $ 719,998 $ 180,268 $ 26,433 $ 16,077 $ 15,876 $ 3,096,961 Commercial and industrial Pass $ 2,566,847 $ 1,046,415 $ 675,802 $ 328,921 $ 124,091 $ 139,904 $ 2,682,244 $ 7,564,224 Special Mention 8,889 15,797 54,965 7,304 724 1,197 36,853 125,729 Substandard (1) 23,211 642 5,852 2,380 4,505 2,324 37,103 76,017 Substandard-nonaccrual 4,231 12,869 549 475 250 391 3,418 22,183 Doubtful-nonaccrual — — — — — — — — Total Commercial and industrial $ 2,603,178 $ 1,075,723 $ 737,168 $ 339,080 $ 129,570 $ 143,816 $ 2,759,618 $ 7,788,153 Consumer and other Pass $ 168,925 $ 94,798 $ 7,670 $ 2,687 $ 2,909 $ 2,058 $ 180,113 $ 459,160 Special Mention — — — — — — — — Substandard (1) — — — — — — — — Substandard-nonaccrual — — — — 18 1 3 22 Doubtful-nonaccrual — — — — — — — — Total Consumer and other $ 168,925 $ 94,798 $ 7,670 $ 2,687 $ 2,927 $ 2,059 $ 180,116 $ 459,182 Total loans Pass $ 6,773,052 $ 4,509,141 $ 3,013,371 $ 1,535,678 $ 912,394 $ 1,332,430 $ 3,970,469 $ 22,046,535 Special Mention 117,297 376,707 145,688 47,518 64,235 36,197 38,351 825,993 Substandard (1) 30,799 21,348 13,165 7,402 12,714 9,421 44,392 139,241 Substandard-nonaccrual 5,171 14,317 5,016 2,159 1,878 12,392 5,759 46,692 September 30, 2021 2021 2020 2019 2018 2017 Prior Revolving Loans Total Doubtful-nonaccrual — — — — — — — — Total loans $ 6,926,319 $ 4,921,513 $ 3,177,240 $ 1,592,757 $ 991,221 $ 1,390,440 $ 4,058,971 $ 23,058,461 (1) Potential problem loans represent those loans with a well-defined weakness and where information about possible credit problems of borrowers has caused management to have doubts about the borrower's ability to comply with present repayment terms. This definition is believed to be substantially consistent with the standards established by Pinnacle Bank's primary regulators for loans classified as substandard, excluding troubled debt restructurings. Potential problem loans, which are not included in nonaccrual loans, amounted to approximately $139.2 million at September 30, 2021, compared to $173.5 million at December 31, 2020. The table below presents the aging of past due balances by loan segment at September 30, 2021 and December 31, 2020 (in thousands): September 30, 2021 30-59 days past due 60-89 days past due 90 days or more past due Total Current Total loans Commercial real estate: Owner occupied $ 2,519 $ — $ 1,618 $ 4,137 $ 2,950,382 $ 2,954,519 Non-owner occupied 3,375 359 1,317 5,051 5,214,156 5,219,207 Consumer real estate – mortgage 2,593 7,599 5,265 15,457 3,524,982 3,540,439 Construction and land development 776 645 648 2,069 3,094,892 3,096,961 Commercial and industrial 3,410 5,302 4,557 13,269 7,774,884 7,788,153 Consumer and other 1,376 696 247 2,319 456,863 459,182 Total $ 14,049 $ 14,601 $ 13,652 $ 42,302 $ 23,016,159 $ 23,058,461 December 31, 2020 Commercial real estate: Owner occupied $ 934 $ 2,672 $ 1,860 $ 5,466 $ 2,796,761 $ 2,802,227 Non-owner occupied 726 6,220 3,861 10,807 5,192,577 5,203,384 Consumer real estate – mortgage 8,859 328 6,274 15,461 3,083,711 3,099,172 Construction and land development 278 418 736 1,432 2,900,314 2,901,746 Commercial and industrial 20,278 5,801 4,408 30,487 8,007,970 8,038,457 Consumer and other 806 282 304 1,392 378,123 379,515 Total $ 31,881 $ 15,721 $ 17,443 $ 65,045 $ 22,359,456 $ 22,424,501 The following table details the changes in the allowance for credit losses for the three and nine months ended September 30, 2021 and 2020, respectively, by loan classification (in thousands): Commercial real estate - Owner occupied Commercial real estate - Non-owner occupied Consumer Construction and land development Commercial and industrial Consumer Unallocated Total Three months ended September 30, 2021: Balance at June 30, 2021 $ 19,311 $ 79,081 $ 30,445 $ 33,487 $ 102,101 $ 9,322 $ — $ 273,747 Charged-off loans (543) (201) (94) — (10,167) (1,284) — (12,289) Recovery of previously charged-off loans 80 326 777 32 997 796 — 3,008 Provision for credit losses on loans 411 (5,180) (103) (659) 8,485 1,215 — 4,169 Balance at September 30, 2021 $ 19,259 $ 74,026 $ 31,025 $ 32,860 $ 101,416 $ 10,049 $ — $ 268,635 Three months ended September 30, 2020: Balance at June 30, 2020 $ 38,803 $ 68,426 $ 29,358 $ 41,897 $ 100,610 $ 6,278 $ — $ 285,372 Charged-off loans (186) (222) (907) — (12,984) (730) — (15,029) Recovery of previously charged-off loans 47 432 297 7 799 391 — 1,973 Provision for credit losses on loans (2,238) 1,223 3,201 (682) 13,783 1,042 — 16,329 Balance at September 30, 2020 $ 36,426 $ 69,859 $ 31,949 $ 41,222 $ 102,208 $ 6,981 $ — $ 288,645 Commercial real estate - Owner occupied Commercial real estate - Non-owner occupied Consumer Construction and land development Commercial and industrial Consumer Unallocated Total Nine months ended September 30, 2021: Balance at December 31, 2020 $ 23,298 $ 79,132 $ 33,304 $ 42,408 $ 98,423 $ 8,485 $ — $ 285,050 Charged-off loans (1,246) (672) (626) (367) (32,890) (3,518) — (39,319) Recovery of previously charged-off loans 1,158 486 1,690 269 2,848 2,222 — 8,673 Provision for credit losses on loans (3,951) (4,920) (3,343) (9,450) 33,035 2,860 — 14,231 Balance at September 30, 2021 $ 19,259 $ 74,026 $ 31,025 $ 32,860 $ 101,416 $ 10,049 $ — $ 268,635 Nine months ended September 30, 2020: Balance at December 31, 2019 $ 13,406 $ 19,963 $ 8,054 $ 12,662 $ 36,112 $ 3,595 $ 985 $ 94,777 Impact of adopting ASC 326 264 (4,740) 21,029 (3,144) 23,040 2,638 (985) 38,102 Charged-off loans (1,247) (485) (3,033) — (27,982) (2,977) — (35,724) Recovery of previously charged-off loans 272 631 971 100 3,798 1,356 — 7,128 Provision for credit losses on loans 23,731 54,490 4,928 31,604 67,240 2,369 — 184,362 Balance at September 30, 2020 $ 36,426 $ 69,859 $ 31,949 $ 41,222 $ 102,208 $ 6,981 $ — $ 288,645 The adequacy of the allowance for credit losses is reviewed by Pinnacle Financial's management on a quarterly basis. This assessment includes procedures to estimate the allowance and test the adequacy and appropriateness of the resulting balance. The level of the allowance is based upon management's evaluation of historical default and loss experience, current and projected economic conditions, asset quality trends, known and inherent risks in the portfolio, adverse situations that may affect the borrowers' ability to repay the loan (including the timing of future payment), the estimated value of any underlying collateral, composition of the loan portfolio, industry and peer bank loan quality indications and other pertinent factors, including regulatory recommendations. The level of the allowance for credit losses maintained by management is believed adequate to absorb all expected future losses inherent in the loan portfolio at the balance sheet date. The allowance is increased by provisions charged to expense and decreased by charge-offs, net of recoveries of amounts previously charged-off. Pinnacle Financial adopted ASU 2016-13 on January 1, 2020, which introduced the CECL methodology for estimating all expected losses over the life of a financial asset. Under the CECL methodology the allowance for credit losses is measured on a collective basis for pools of loans with similar risk characteristics, and for loans that do not share similar risk characteristics with the collectively evaluated pools, evaluations are performed on an individual basis. Upon adoption of ASU 2016-13 in 2020, the opening balance of the allowance for credit losses was increased by $38.1 million through retained earnings. For commercial real estate, consumer real estate, construction and land development, and commercial and industrial loans, Pinnacle Financial primarily utilizes a probability of default and loss given default modeling approach. These models utilize historical correlations between default experience and certain macroeconomic factors as determined through a statistical regression analysis. All loan segments modeled using this approach consider changes in the national unemployment rate. In addition to the national unemployment rate, GDP and the three month treasury rate are considered for owner occupied commercial real estate, the commercial real estate price index and the five year treasury rate are considered for construction loans, and the three month treasury rate is considered for commercial and industrial loans. For the consumer and other loan segment, a non-statistical approach based on historical charge off rates is utilized. Losses are predicted over a period of time determined to be reasonable and supportable, and at the end of the reasonable and supportable period losses are reverted to long term historical averages. The reasonable and supportable period and reversion period are re-evaluated each quarter by Pinnacle Financial and are dependent on the current economic environment among other factors. A reasonable and supportable period of 24 months was utilized for all loan segments at September 30, 2021 and 18 months was utilized for all loan segments at December 31, 2020, followed by a 12 month straight line reversion to long term averages at each measurement date. The estimated loan losses for all loan segments are adjusted for changes in qualitative factors not inherently considered in the quantitative analyses. These adjustments are based upon quarterly trend assessments in portfolio concentrations, policy exceptions, associate retention, independent loan review results, collateral considerations, risk ratings, competition and peer group credit quality trends. The qualitative allowance allocation, as determined by the processes noted above, is increased or decreased for each loan segment based on the assessment of these various qualitative factors. Loans that do not share similar risk characteristics with the collectively evaluated pools are evaluated on an individual basis and are excluded from the collectively evaluated pools. Individual evaluations are generally performed for loans greater than $1.0 million which have experienced significant credit deterioration. Such loans are evaluated for credit losses based on either discounted cash flows or the fair value of collateral. The following table presents the amortized cost basis of collateral dependent loans, which are individually evaluated to determine expected credit losses, as of September 30, 2021 and December 31, 2020 (in thousands): Real Estate Business Assets Other Total September 30, 2021 Commercial real estate: Owner occupied $ 5,517 $ — $ — $ 5,517 Non-owner occupied 6,039 — — 6,039 Consumer real estate – mortgage 23,530 — — 23,530 Construction and land development 2,632 — — 2,632 Commercial and industrial — 11,443 838 12,281 Consumer and other — — 19 19 Total $ 37,718 $ 11,443 $ 857 $ 50,018 December 31, 2020 Commercial real estate: Owner occupied $ 15,681 $ — $ — $ 15,681 Non-owner occupied 7,000 — — 7,000 Consumer real estate – mortgage 27,082 — — 27,082 Construction and land development 2,049 — — 2,049 Commercial and industrial — 22,437 39 22,476 Consumer and other — — 4 4 Total $ 51,812 $ 22,437 $ 43 $ 74,292 The table below presents the amortized cost basis of loans on nonaccrual status and loans past due 90 or more days and still accruing interest at September 30, 2021 and December 31, 2020. Also presented is the balance of loans on nonaccrual status at September 30, 2021 for which there was no related allowance for credit losses recorded (in thousands): September 30, 2021 December 31, 2020 Total nonaccrual loans Nonaccrual loans with no allowance for credit losses Loans past due 90 or more days and still accruing Total nonaccrual loans Nonaccrual loans with no allowance for credit losses Loans past due 90 or more days and still accruing Commercial real estate: Owner occupied $ 2,134 $ — $ 306 $ 10,231 $ 5,985 $ — Non-owner occupied 1,901 — — 5,219 1,522 — Consumer real estate – mortgage 18,808 — 549 22,191 — 273 Construction and land development 1,645 — — 1,953 — — Commercial and industrial 22,182 17,538 812 34,238 29,030 1,785 Consumer and other 22 — 247 4 — 304 Total $ 46,692 $ 17,538 $ 1,914 $ 73,836 $ 36,537 $ 2,362 Pinnacle Financial's policy is the accrual of interest income will be discontinued when (1) there is a significant deterioration in the financial condition of the borrower and full repayment of principal and interest is not expected or (2) the principal or interest is more than 90 days past due, unless the loan is both well secured and in the process of collection. As such, at the date loans are placed on nonaccrual status, Pinnacle Financial reverses all previously accrued interest income against current year earnings. Pinnacle Financial's policy is once a loan is placed on nonaccrual status each subsequent payment is reviewed on a case-by-case basis to determine if the payment should be applied to interest or principal pursuant to regulatory guidelines. Pinnacle Financial recognized no interest income from cash payments received on nonaccrual loans during the three and nine months ended September 30, 2021 and 2020, respectively. Had these loans been on accruing status, an additional $689,000 and $2.1 million of interest income would have been recognized for the three and nine months ended September 30, 2021 compared to an additional $910,000 and $2.1 million for the three and nine months ended September 30, 2020, respectively. Approximately $26.0 million and $51.7 million of nonaccrual loans were performing pursuant to their contractual terms as of September 30, 2021 and December 31, 2020, respectively. At September 30, 2021 and December 31, 2020, there were $2.4 million and $2.5 million, respectively, of troubled debt restructurings that were performing as of their restructure date and which were accruing interest. Troubled commercial loans are restructured by specialists within Pinnacle Bank's Special Assets Group, and all restructurings are approved by committees and/or credit officers separate and apart from the normal loan approval process. These specialists are charged with reducing Pinnacle Financial's overall risk and exposure to loss in the event of a restructuring by obtaining some or all of the following: improved documentation, additional guaranties, increase in curtailments, reduction in collateral release terms, additional collateral or other similar strategies. There were no troubled debt restructurings made during the three and nine months ended September 30, 2021. During the nine months ended September 30, 2021 and 2020, there were no troubled debt restructurings that subsequently defaulted within twelve months of the restructuring. The following table outlines the amount of each loan category where troubled debt restructurings were made during the nine months ended September 30, 2020 (in thousands): September 30, 2020 Number Pre Modification Outstanding Recorded Investment Post Modification Outstanding Recorded Investment, net of related allowance Consumer real estate – mortgage 1 $ 807 $ 807 Pinnacle Financial analyzes its commercial loan portfolio to determine if a concentration of credit risk exists to any industries. Pinnacle Financial utilizes broadly accepted industry classification systems in order to classify borrowers into various industry classifications. Pinnacle Financial has a credit exposure (loans outstanding plus unfunded lines of credit) exceeding 25% of Pinnacle Bank's total risk-based capital to borrowers in the following industries at September 30, 2021 with the comparative exposures for December 31, 2020 (in thousands): September 30, 2021 Outstanding Principal Balances Unfunded Commitments Total exposure Total Exposure at December 31, 2020 Lessors of nonresidential buildings $ 3,694,063 $ 1,366,385 $ 5,060,448 $ 4,442,712 Lessors of residential buildings 1,377,334 923,992 2,301,326 2,126,246 Hotels (except Casino Hotels) and Motels 936,734 53,999 990,733 1,039,259 New Housing For-Sale Builders 542,968 893,927 1,436,895 1,124,302 Pinnacle Financial monitors two ratios regarding construction and commercial real estate lending as part of its concentration management processes. Both ratios are calculated by dividing certain types of loan balances for each of the two categories by Pinnacle Bank’s total risk-based capital. At September 30, 2021 and December 31, 2020, Pinnacle Bank’s construction and land development loans as a percentage of total risk-based capital were 89.3% and 89.0%, respectively. Non-owner occupied commercial real estate and multifamily loans (including construction and land development loans) as a percentage of total risk-based capital were 252.4% and 264.0% as of September 30, 2021 and December 31, 2020, respectively. Banking regulations have established guidelines for the construction ratio of less than 100% of total risk-based capital and for the non-owner occupied ratio of less than 300% of total risk-based capital. When a bank’s ratios are in excess of one or both of these guidelines, banking regulations generally require an increased level of monitoring in these lending areas by bank management. At September 30, 2021, Pinnacle Bank was within the 100% and 300% guidelines and has established what it believes to be appropriate controls to monitor its lending in these areas as it aims to keep the level of these loans below the 100% and 300% thresholds. At September 30, 2021, Pinnacle Bank had granted loans and other extensions of credit amounting to approximately $9.5 million to current directors, executive officers, and their related interests, of which $6.0 million had been drawn upon. At December 31, 2020, Pinnacle Bank had granted loans and other extensions of credit amounting to approximately $10.7 million to directors, executive officers, and their related interests, of which approximately $6.8 million had been drawn upon. All loans to directors, executive officers, and their related interests were performing in accordance with contractual terms at September 30, 2021 and December 31, 2020. Loans Held for Sale At September 30, 2021, Pinnacle Financial had approximately $49.1 million in commercial loans held for sale compared to $31.2 million at December 31, 2020, which primarily included commercial real estate and apartment loans originated for sale to a third-party as part of a multi-family loan program. Such loans are closed under a pass-through commitment structure wherein Pinnacle Bank's loan commitment to the borrower is the same as the third party's take-out commitment to Pinnacle Bank and the third party purchase typically occurs within thirty days of Pinnacle Bank closing with the borrowers. At September 30, 2021, Pinnacle Financial had approximately $42.0 million of mortgage loans held-for-sale compared to approximately $67.8 million at December 31, 2020. Total loan volumes sold during the nine months ended September 30, 2021 and September 30, 2020 were approximately $1.3 billion. During the three and nine months ended September 30, 2021, Pinnacle Financial recognized $7.8 million and $28.2 million, respectively, in gains on the sale of these loans, net of commissions paid, compared to $19.5 million and $47.7 million, respectively, during the three and nine months ended September 30, 2020. These residential mortgage loans held-for-sale are originated internally and are primarily to borrowers in Pinnacle Bank's geographic markets. These sales are typically on a mandatory basis to investors that follow conventional government sponsored entities (GSE) and the Department of Housing and Urban Development/U.S. Department of Veterans Affairs (HUD/VA) guidelines. Each purchaser of a residential mortgage loan held-for-sale has specific guidelines and criteria for sellers of loans and the risk of credit loss with regard to the principal amount of the loans sold is generally transferred to the purchasers upon sale. While the loans are sold without recourse, the purchase agreements require Pinnacle Bank to make certain representations and warranties regarding the existence and sufficiency of file documentation and the absence of fraud by borrowers or other third parties such as appraisers in connection with obtaining the loan. If it is determined that the loans sold were in breach of these representations or warranties, Pinnacle Bank has obligations to either repurchase the loan for the unpaid principal balance and related investor fees or make the purchaser whole for the economic benefits of the loan. To date, Pinnacle Bank's liability pursuant to the terms of these representations and warranties has been insignificant to Pinnacle Bank. |