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Regulatory Matters | 3 Months Ended
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Mar. 31, 2019
Regulatory Capital Requirements [Abstract] |
Regulatory Matters | Regulatory Matters Pursuant to Tennessee banking law, Pinnacle Bank may not, without the prior consent of the Commissioner of the Tennessee Department of Financial Institutions (TDFI), pay any dividends to Pinnacle Financial in a calendar year in excess of the total of Pinnacle Bank's retained net income for that year plus the retained net income for the preceding two years. Under Tennessee corporate law, Pinnacle Financial is not permitted to pay dividends if, after giving effect to such payment, it would not be able to pay its debts as they become due in the usual course of business or its total assets would be less than the sum of its total liabilities plus any amounts needed to satisfy any preferential rights if it were dissolving. In addition, in deciding whether or not to declare a dividend of any particular size, Pinnacle Financial's board of directors must consider its and Pinnacle Bank's current and prospective capital, liquidity, and other needs. In addition to state law limitations on Pinnacle Financial's ability to pay dividends, the Federal Reserve imposes limitations on Pinnacle Financial's ability to pay dividends. Federal Reserve regulations limit dividends, stock repurchases and discretionary bonuses to executive officers if Pinnacle Financial's regulatory capital is below the level of regulatory minimums plus the applicable capital conservation buffer. During the three months ended March 31, 2019, Pinnacle Bank paid $39.1 million in dividends to Pinnacle Financial. As of March 31, 2019, Pinnacle Bank could pay approximately $637.4 million of additional dividends to Pinnacle Financial without prior approval of the Commissioner of the TDFI. Since the fourth quarter of 2018, Pinnacle Financial has paid a quarterly common stock dividend of $0.16 per share. The amount and timing of all future dividend payments by Pinnacle Financial, if any, is subject to discretion of Pinnacle Financial's board of directors and will depend on Pinnacle Financial's earnings, capital position, financial condition and other factors, including new regulatory capital requirements, as they become known to Pinnacle Financial. Pinnacle Financial and Pinnacle Bank are subject to various regulatory capital requirements administered by federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary, actions by regulators that, if undertaken, could have a direct material effect on the financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, Pinnacle Financial and Pinnacle Bank must meet specific capital guidelines that involve quantitative measures of the assets, liabilities, and certain off-balance-sheet items as calculated under regulatory accounting practices. Pinnacle Financial's and Pinnacle Bank's capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors. Quantitative measures established by regulation to ensure capital adequacy require Pinnacle Financial and its banking subsidiary to maintain minimum amounts and ratios of common equity Tier 1 capital to risk-weighted assets, Tier 1 capital to risk-weighted assets, total risk-based capital to risk-weighted assets and Tier 1 capital to average assets. The final rules implementing the Basel Committee on Banking Supervision's capital guidelines for U.S. banks (Basel III rules) became effective for Pinnacle Financial on January 1, 2015 with full compliance with all of the requirements being phased in over a multi-year schedule, and fully phased in on January 1, 2019. The minimum capital level requirements applicable to bank holding companies and banks subject to the rules are: (i) a common equity Tier 1 capital ratio of 4.5%; (ii) a Tier 1 risk-based capital ratio of 6%; (iii) a total risk-based capital ratio of 8%; and (iv) a Tier 1 leverage ratio of 4% for all institutions. The Basel III rules also established a capital conservation buffer of 2.5% (which was phased in over three years) above the regulatory minimum risk-based capital ratios. The capital conservation buffer was phased in beginning in January 2016 at 0.625% and increased each year by a like percentage until fully implemented in January 2019. Upon full implementation in January 2019, minimum risk-based capital ratios including the capital conservation buffer are: i) a common equity Tier 1 capital ratio of 7%, ii) a Tier 1 risk-based capital ratio of 8.5%, and iii) a total risk-based capital ratio of 10.5%. The net unrealized gain or loss on available-for-sale securities is not included in computing regulatory capital. Management believes, as of March 31, 2019, that Pinnacle Financial and Pinnacle Bank met all capital adequacy requirements to which they are subject. To be categorized as well-capitalized under applicable banking regulations, Pinnacle Financial and Pinnacle Bank must maintain certain total risk-based, Tier 1 risk-based, common equity Tier 1 and Tier 1 leverage ratios as set forth in the following table and not be subject to a written agreement, order or directive to maintain a higher capital level. The capital conservation buffer is not included in the required ratios of the table presented below. Pinnacle Financial's and Pinnacle Bank's actual capital amounts and resulting ratios, not including the capital conservation buffer, are presented in the following table (in thousands):
| Actual |  | Minimum Capital Requirement |  | Minimum To Be Well-Capitalized
| Amount | Ratio |  | Amount | Ratio |  | Amount | Ratio
At March 31, 2019 |  |  |  |  |  |  |  |
Total capital to risk weighted assets: |  |  |  |  |  |  |  |
Pinnacle Financial | $ | 2,635,562 |  | 12.0 | % |  | $ | 1,760,157 |  | 8.0 | % |  | NA |  | NA |
Pinnacle Bank | $ | 2,495,127 |  | 11.4 | % |  | $ | 1,756,333 |  | 8.0 | % |  | $ | 2,195,416 |  | 10.0 | %
Tier 1 capital to risk weighted assets: |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pinnacle Financial | $ | 2,078,454 |  | 9.4 | % |  | $ | 1,320,118 |  | 6.0 | % |  | NA |  | NA |
Pinnacle Bank | $ | 2,277,027 |  | 10.4 | % |  | $ | 1,317,250 |  | 6.0 | % |  | $ | 1,756,333 |  | 8.0 | %
Common equity Tier 1 capital to risk weighted assets |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pinnacle Financial | $ | 2,078,331 |  | 9.4 | % |  | $ | 990,088 |  | 4.5 | % |  | NA |  | NA |
Pinnacle Bank | $ | 2,276,904 |  | 10.4 | % |  | $ | 987,937 |  | 4.5 | % |  | $ | 1,427,020 |  | 6.5 | %
Tier 1 capital to average assets (*): |  |  |  |  |  |  |  |  |  |  |  |  |  |
Pinnacle Financial | $ | 2,078,454 |  | 9.0 | % |  | $ | 924,540 |  | 4.0 | % |  | NA |  | NA |
Pinnacle Bank | $ | 2,277,027 |  | 9.9 | % |  | $ | 922,810 |  | 4.0 | % |  | $ | 1,153,512 |  | 5.0 | %
| Actual |  | Minimum Capital Requirement |  | Minimum To Be Well-Capitalized
| Amount | Ratio |  | Amount | Ratio |  | Amount | Ratio
At December 31, 2018 |  |  |  |  |  |  |  |
Total capital to risk weighted assets: |  |  |  |  |  |  |  |
Pinnacle Financial | $ | 2,580,143 |  | 12.2 | % |  | $ | 1,691,017 |  | 8.0 | % |  | NA |  | NA |
Pinnacle Bank | $ | 2,432,419 |  | 11.5 | % |  | $ | 1,686,046 |  | 8.0 | % |  | $ | 2,107,558 |  | 10.0 | %
Tier 1 capital to risk weighted assets: |  |  |  |  |  |  |  |  |  |  |
Pinnacle Financial | $ | 2,024,193 |  | 9.6 | % |  | $ | 1,268,263 |  | 6.0 | % |  | NA |  | NA |
Pinnacle Bank | $ | 2,218,003 |  | 10.5 | % |  | $ | 1,264,535 |  | 6.0 | % |  | $ | 1,686,046 |  | 8.0 | %
Common equity Tier 1 capital to risk weighted assets |  |  |  |  |  |  |  |  |  |  |
Pinnacle Financial | $ | 2,024,070 |  | 9.6 | % |  | $ | 951,197 |  | 4.5 | % |  | NA |  | NA |
Pinnacle Bank | $ | 2,217,880 |  | 10.5 | % |  | $ | 948,401 |  | 4.5 | % |  | $ | 1,369,912 |  | 6.5 | %
Tier 1 capital to average assets (*): |  |  |  |  |  |  |  |  |  |  |
Pinnacle Financial | $ | 2,024,193 |  | 8.9 | % |  | $ | 909,102 |  | 4.0 | % |  | NA |  | NA |
Pinnacle Bank | $ | 2,218,003 |  | 9.8 | % |  | $ | 906,185 |  | 4.0 | % |  | $ | 1,132,731 |  | 5.0 | %
(*) Average assets for the above calculations were based on the most recent quarter.

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- Definition The entire disclosure for banks, savings institutions, and credit unions, for regulatory capital requirements imposed by the Federal Reserve System (FRB), the Federal Deposit Insurance Corporation (FDIC), the Office of Thrift Supervision (OTS) or for any state imposed capital requirements, as applicable. The disclosure may include (1) a description of regulatory capital requirements (a) for capital adequacy purposes and (b) established by the prompt corrective action provisions of Section 38 of the Federal Depository Insurance Act; (2) the actual or possible material effects of noncompliance with such requirements; (3) whether the entity is in compliance with the regulatory capital requirements including (a) required and actual ratios and amounts of Tier 1 leverage, Tier 1 risk-based, and total risk-based capital, tangible capital (for savings institutions), and Tier 3 capital for market risk (for certain banks and bank holding companies), (b) factors that may significantly affect capital adequacy; (4) the prompt corrective action category in which the entity was classified as of its most recent notification; (5) whether management believes any conditions or events since notification have changed the entity's category. Also may include additional information that might be disclosed in situations where substantial doubt about the entity's ability to continue as a going concern for a reasonable period of time. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 942 -SubTopic 505 -Section 50 -Paragraph 1C -URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958572-112826 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 942 -SubTopic 505 -Section 50 -Paragraph 1D -URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958573-112826 Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 942 -SubTopic 505 -Section 50 -Paragraph 1B -URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958570-112826 Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 942 -SubTopic 505 -Section 50 -Paragraph 1A -URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958569-112826 Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 942 -SubTopic 505 -Section 50 -Paragraph 1G -URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958577-112826 Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 942 -SubTopic 505 -Section 50 -Paragraph 1F -URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958575-112826 Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 942 -SubTopic 505 -Section 50 -Paragraph 1E -URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958574-112826 Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 942 -SubTopic 505 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=84167132&loc=SL5958568-112826 Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 942 -SubTopic 505 -Section 50 -Paragraph 1H -URI http://asc.fasb.org/extlink&oid=84167132&loc=d3e65071-112826 + Details
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