Form 4: Pinnacle Financial Director Plans Future Stock Gift
Insider Transaction Report
Pinnacle Financial Partners director Abney S. Boxley III reported a future gift of 1,377 shares of common stock under a Rule 10b5-1 plan.
Summary
- Abney S. Boxley III, a Director at Pinnacle Financial Partners Inc. (PNFP), filed a Form 4 to report a planned future transaction.
- The transaction involves the disposition of 1,377 shares of PNFP Common Stock as a gift (Transaction Code G) on December 11, 2025.
- The shares were disposed of at a price of $0, consistent with a gift.
- Following this planned transaction, Mr. Boxley will directly own 22,330 shares of PNFP Common Stock.
- Additionally, Mr. Boxley will indirectly beneficially own 6,971 shares through his children and 13,087 shares through Boxley Family, LLC.
- The transaction is being made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
Sentiment
Score: 5
Explanation: The filing reports a personal, pre-planned gift of shares by a director, which is a neutral event regarding the company's operational or financial performance.
Positives
- The transaction is pre-planned under a Rule 10b5-1 plan, demonstrating adherence to insider trading regulations and transparency in future stock dispositions.
Negatives
- The reporting person's direct beneficial ownership of PNFP common stock will decrease by 1,377 shares following the planned gift.
Future Outlook
The filing details a pre-planned future transaction by a director, indicating a scheduled change in beneficial ownership of common stock on December 11, 2025, under a Rule 10b5-1 plan.
Industry Context
This filing is a routine disclosure of an insider's planned stock transaction and does not provide broader industry context or trends.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compliance Practice | The transaction is being executed under a Rule 10b5-1 plan, which allows insiders to establish pre-arranged trading plans to avoid accusations of trading on material non-public information. | 12/11/2025 | Demonstrates adherence to best practices for insider trading compliance and transparency. |
Related Party Transactions
- The gift of shares to children and Boxley Family, LLC constitutes a related party transaction.
Stakeholder Impact
- Shareholders: Minimal direct impact on the company's overall share structure or market value due to the relatively small number of shares involved.
- Reporting Person: A reduction in direct beneficial ownership of company stock.
Next Steps
- The planned gift of 1,377 shares of PNFP Common Stock is scheduled to occur on December 11, 2025.
Key Dates
| Date | Description |
|---|---|
| 12/11/2025 | Date of planned disposition (gift) of 1,377 shares of PNFP Common Stock by Abney S. Boxley III. |
| 12/15/2025 | Date the Form 4 was signed by Abney S. Boxley III. |
Keywords
PNFP, Pinnacle Financial Partners, Form 4, insider transaction, stock gift, director, beneficial ownership, Rule 10b5-1
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