Informa TechTarget Regains Compliance with Nasdaq Listing Requirements

Informa TechTarget Regains Compliance with Nasdaq Listing Requirements

NEWTON, Mass.–(BUSINESS WIRE)–
TechTarget, Inc. (Nasdaq: TTGT) (“Informa TechTarget” or the “Company”), a leading growth accelerator for the B2B Technology sector, announces that it has today received confirmation from Nasdaq that it has regained compliance with Nasdaq Listing Rule 5250(c)(1) regarding adherence to filing requirements following the filing of its Form 10-Q for the reporting period for the three months ended March 31, 2025 (“Q1 Report”).

Consistent with its previous statement on July 1, 2025, and the filing of its Q1 Report on July 14, 2025, the Company has now completed all due filings to date. It plans and expects to make all future filings within regulatory timeframes, including continuing to target release of its second quarter financial results on or before August 14, 2025.

About Informa TechTarget

TechTarget, Inc. (Nasdaq: TTGT), which also refers to itself as Informa TechTarget, informs, influences and connects the world’s technology buyers and sellers, helping accelerate growth from R&D to ROI.

With a vast reach of over 220 highly targeted technology-specific websites and over 50 million permissioned first-party audience members, Informa TechTarget has a unique understanding of and insight into the technology market.

Underpinned by those audiences and their data, we offer expert-led, data-driven, and digitally enabled services that have the potential to deliver significant impact and measurable outcomes to our clients:

  • Trusted information that shapes the industry and informs investment

  • Intelligence and advice that guides and influences strategy

  • Advertising that grows reputation and establishes thought leadership

  • Custom content that engages and prompts action

  • Intent and demand generation that more precisely targets and converts

Informa TechTarget is headquartered in Boston, MA and has offices in 19 global locations. For more information, visit informatechtarget.com and follow us on LinkedIn.

© 2025 TechTarget, Inc. All rights reserved. All trademarks are the property of their respective owners.

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Daniel Noreck

Mitesh Kotecha

Informa TechTarget

617-431-9200

[email protected]

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Garrett Mann

Corporate Communications

Informa TechTarget

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Veritex Holdings, Inc. Announces Date Change for Second Quarter 2025 Earnings Release and Cancellation of Conference Call

DALLAS, July 15, 2025 (GLOBE NEWSWIRE) — Veritex Holdings, Inc. (Nasdaq: VBTX), the parent holding company for Veritex Community Bank, today announced a date change for release of its second quarter 2025 earnings results. Veritex will now release its second quarter 2025 earnings results before the opening of the market on Friday, July 18, 2025. The earnings release will be available on Veritex’s website, https://ir.veritexbank.com/.

Veritex also announced the cancellation of its second quarter 2025 investor conference call that Veritex had announced would occur on Wednesday, July 23, 2025 due to the announcement on July 14, 2025 that Veritex has entered into a definitive agreement to be acquired by Huntington Bancshares Incorporated, subject to regulatory approvals and customary closing conditions. There will be no conference call scheduled this quarter relating to Veritex’s second quarter results.


About Veritex Holdings, Inc.

Headquartered in Dallas, Texas, Veritex is a bank holding company that conducts banking activities through its wholly-owned subsidiary, Veritex Community Bank, with locations throughout the Dallas-Fort Worth metroplex and in the Houston metropolitan area. Veritex Community Bank is a Texas state-chartered bank regulated by the Texas Department of Banking and the Board of Governors of the Federal Reserve System. For more information, visit www.veritexbank.com.

Source: Veritex Holdings, Inc.

CAUTION REGARDING FORWARD-LOOKING STATEMENTS

This communication may contain certain forward-looking statements, including, but not limited to, certain plans, expectations, goals, projections, and statements about the benefits of the proposed transaction, the plans, objectives, expectations and intentions of Veritex and Huntington, the expected timing of completion of the transaction, and other statements that are not historical facts and are subject to numerous assumptions, risks, and uncertainties that are beyond the control of Veritex and Huntington. Such statements are subject to numerous assumptions, risks, estimates, uncertainties and other important factors that change over time and could cause actual results to differ materially from any results, performance, or events expressed or implied by such forward-looking statements, including as a result of the factors referenced below. Statements that do not describe historical or current facts, including statements about beliefs and expectations, are forward-looking statements. Forward-looking statements may be identified by words such as expect, anticipate, continue, believe, intend, estimate, plan, trend, objective, target, goal, or similar expressions, or future or conditional verbs such as will, may, might, should, would, could, or similar variations. The forward-looking statements are intended to be subject to the safe harbor provided by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995.

Veritex and Huntington caution that the forward-looking statements in this communication are not guarantees of future performance and involve a number of known and unknown risks, uncertainties and assumptions that are difficult to assess and are subject to change based on factors which are, in many instances, beyond Veritex’s and Huntington’s control. While there is no assurance that any list of risks and uncertainties or risk factors is complete, below are certain factors which could cause actual results to differ materially from those contained or implied in the forward-looking statements or historical performance: changes in general economic, political, or industry conditions; deterioration in business and economic conditions, including persistent inflation, supply chain issues or labor shortages, instability in global economic conditions and geopolitical matters, as well as volatility in financial markets; changes in U.S. trade policies, including the imposition of tariffs and retaliatory tariffs; the impact of pandemics and other catastrophic events or disasters on the global economy and financial market conditions and our business, results of operations, and financial condition; the impacts related to or resulting from bank failures and other volatility, including potential increased regulatory requirements and costs, such as FDIC special assessments, long-term debt requirements and heightened capital requirements, and potential impacts to macroeconomic conditions, which could affect the ability of depository institutions, including us, to attract and retain depositors and to borrow or raise capital; unexpected outflows of uninsured deposits which may require us to sell investment securities at a loss; changing interest rates which could negatively impact the value of our portfolio of investment securities; the loss of value of our investment portfolio which could negatively impact market perceptions of us and could lead to deposit withdrawals; the effects of social media on market perceptions of us and banks generally; cybersecurity risks; uncertainty in U.S. fiscal and monetary policy, including the interest rate policies of the Federal Reserve; volatility and disruptions in global capital, foreign exchange and credit markets; movements in interest rates; competitive pressures on product pricing and services; success, impact, and timing of our business strategies, including market acceptance of any new products or services including those implementing our “Fair Play” banking philosophy; changes in policies and standards for regulatory review of bank mergers; the nature, extent, timing, and results of governmental actions, examinations, reviews, reforms, regulations, and interpretations, including those related to the Dodd-Frank Wall Street Reform and Consumer Protection Act and the Basel III regulatory capital reforms, as well as those involving the SEC, OCC, Federal Reserve, FDIC, CFPB and state-level regulators; the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the merger agreement between Veritex and Huntington; the outcome of any legal proceedings that may be instituted against Veritex and Huntington; delays in completing the transaction; the failure to obtain necessary regulatory approvals (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the transaction); the failure to obtain Veritex shareholder approval or to satisfy any of the other conditions to the transaction on a timely basis or at all; the possibility that the anticipated benefits of the transaction are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors in the areas where Veritex and Huntington do business; the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; diversion of management’s attention from ongoing business operations and opportunities; potential adverse reactions or changes to business, customer or employee relationships, including those resulting from the announcement or completion of the transaction; the ability to complete the transaction and integration of Veritex and Huntington successfully; the dilution caused by Huntington’s issuance of additional shares of its capital stock in connection with the transaction; and other factors that may affect the future results of Veritex and Huntington. Additional factors that could cause results to differ materially from those described above can be found in Veritex’s Annual Report on Form 10-K for the year ended December 31, 2024 and in its subsequent Quarterly Reports on Form 10-Q, including for the quarter ended March 31, 2025, each of which is on file with the SEC and available on Veritex’s investor relations website, ir.veritexbank.com, under the heading “Financials” and in other documents Veritex files with the SEC, and in Huntington’s Annual Report on Form 10-K for the year ended December 31, 2024 and in its subsequent Quarterly Reports on Form 10-Q, including for the quarter ended March 31, 2025, each of which is on file with the Securities and Exchange Commission (the “SEC”) and available in the “Investor Relations” section of Huntington’s website, http://www.huntington.com, under the heading “Investor Relations” and in other documents Huntington files with the SEC.

All forward-looking statements are expressly qualified in their entirety by the cautionary statements set forth above. Forward-looking statements speak only as of the date they are made and are based on information available at that time. Neither Veritex nor Huntington assume any obligation to update forward-looking statements to reflect actual results, new information or future events, changes in assumptions or changes in circumstances or other factors affecting forward-looking statements that occur after the date the forward-looking statements were made or to reflect the occurrence of unanticipated events except as required by federal securities laws. If Veritex or Huntington update one or more forward-looking statements, no inference should be drawn that Veritex or Huntington will make additional updates with respect to those or other forward-looking statements. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.

IMPORTANT ADDITIONAL INFORMATION

In connection with the proposed transaction, Huntington will file with the SEC a Registration Statement on Form S-4 that will include a Proxy Statement of Veritex and a Prospectus of Huntington, as well as other relevant documents concerning the proposed transaction. The proposed transaction involving Huntington and Veritex will be submitted to Veritex’s shareholders for their consideration. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. INVESTORS AND SHAREHOLDERS OF VERITEX ARE URGED TO READ THE REGISTRATION STATEMENT AND THE PROXY STATEMENT/PROSPECTUS REGARDING THE TRANSACTION WHEN IT BECOMES AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Shareholders will be able to obtain a free copy of the definitive proxy statement/prospectus, as well as other filings containing information about Huntington and Veritex, without charge, at the SEC’s website (http://www.sec.gov). Copies of the proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the proxy statement/prospectus can also be obtained, without charge, by directing a request to Huntington Investor Relations, Huntington Bancshares Incorporated, Huntington Center, 41 South High Street, Columbus, Ohio 43287, (800) 576-5007 or to Veritex Investor Relations, Veritex Holdings, Inc., 8214 Westchester Drive, Suite 800, Dallas, Texas 75225, (972) 349-6200.

PARTICIPANTS IN THE SOLICITATION

Huntington, Veritex, and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of Veritex in connection with the proposed transaction under the rules of the SEC. Information regarding the interests of the directors and executive officers of Huntington and Veritex and other persons who may be deemed to be participants in the solicitation of shareholders of Veritex in connection with the transaction and a description of their direct and indirect interests, by security holdings or otherwise, will be included in the definitive proxy statement/prospectus related to the transaction, which will be filed by Huntington with the SEC. Information regarding Huntington’s directors and executive officers is available in its definitive proxy statement relating to its 2025 Annual Meeting of Shareholders, which was filed with the SEC on March 6, 2025, and other documents filed by Huntington with the SEC. Information regarding Veritex’s directors and executive officers is available in its definitive proxy statement relating to its 2025 Annual Meeting of Shareholders, which was filed with the SEC on April 29, 2025, and other documents filed by Veritex with the SEC. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement/prospectus and other relevant materials filed with the SEC. Free copies of this document may be obtained as described above under “Important Additional Information.”



Investor Relations:
972-349-6132
[email protected]

Apple lands record-breaking 81 Emmy Award nominations with “Severance” leading as this year’s most-nominated series and “The Studio” becoming the most-nominated freshman comedy in history

Apple lands record-breaking 81 Emmy Award nominations with “Severance” leading as this year’s most-nominated series and “The Studio” becoming the most-nominated freshman comedy in history

Global phenomenon “Severance” scores 27 nominations for hit second season, including Outstanding Drama Series, and nine performance category nominations

Breakout comedy “The Studio” sweeps with 23 nominations including Outstanding Comedy Series, making history with the most nominations for a freshman comedy and most overall acting nominations this year

Apple TV+ leads as the only network to land multiple title nominations across Outstanding Comedy and Drama series categories as “The Studio,” “Severance,” “Slow Horses” and “Shrinking” land top program nominations, alongside Apple’s first-ever Outstanding Television Movie nod for “The Gorge”

Apple also lands the most acting nominations of any network or studio this year, with 31 performance nods total

Apple Originals honored with nominations across 14 titles, including “Severance,” “The Studio,” “Slow Horses,” “Shrinking,” “Presumed Innocent,” “The Gorge,” “Bad Sisters,” “Dope Thief,” “Disclaimer,” “Pachinko,” “Your Friends & Neighbors,” “Dark Matter,” “Deaf President Now!” and “Bono: Stories of Surrender”

CULVER CITY, Calif.–(BUSINESS WIRE)–
Apple TV+ earns a record-breaking 81 Emmy Award nominations across 14 hit Apple Original titles for this year’s 77th Emmy Awards, as “Severance” becomes this year’s most-nominated series with 27 nominations, and “The Studio” makes history as the most-nominated freshman comedy series with 23 nominations in total. Additionally, with top program nominations for drama “Slow Horses” and comedy “Shrinking,” Apple TV+ becomes the only network to have multiple titles nominated in the Outstanding Comedy and Drama series categories. Apple also lands the most acting nominations of any network or studio this year, with 31 performance nods total.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20250715987568/en/

Apple TV+'s global hit “Severance” becomes this year’s most-Emmy nominated series with 27 nominations in total.

Apple TV+’s global hit “Severance” becomes this year’s most-Emmy nominated series with 27 nominations in total.

“Everyone at Apple is celebrating the talent, creativity and hard work of all of our Emmy nominees this morning,” said Zack Van Amburg, Apple’s head of Worldwide Video. “‘Severance’ and ‘The Studio’ have exceeded our wildest expectations in earning the most nominations for both drama and comedy series, alongside the phenomenal ‘Shrinking’ and ‘Slow Horses.’ These shows have connected deeply with audiences around the world and we’re incredibly appreciative to the Television Academy for recognizing the breadth of storytelling that has been an honor for us to champion. We send our warmest congratulations to all of today’s nominees.”

“This record-breaking year is a milestone for Apple, and we’re especially proud of the continued impact our outstanding series nominees— ‘Severance,’ ‘The Studio,’ ‘Shrinking,’ and ‘Slow Horses’ — are having on global culture,” said Jamie Erlicht, Apple’s Head of Worldwide Video. “These nominations honor bold storytelling, exceptional performances, and remarkable craftsmanship, and we’re deeply grateful to the Television Academy for recognizing these visionary creators.”

“Severance” dominates as the most-nominated series this year, with 27 overall nominations including Outstanding Drama, Outstanding Lead Actor Adam Scott and Lead Actress Britt Lower, Outstanding Directing for Ben Stiller and Jessica Lee Gagné, Outstanding Writing for Dan Erickson, alongside recognition for Outstanding performances by Zach Cherry, Tramell Tillman, John Turturro, Patricia Arquette, Jane Alexander, Gwendoline Christie and Merritt Wever, as well as nods across several craft categories.

As the most-nominated freshman comedy series in history, in addition to Outstanding Comedy, “The Studio” scores Outstanding Lead Actor, Directing and Writing for Seth Rogen, Outstanding Supporting Actor Ike Barinholtz, Supporting Actress Kathryn Hahn and Catherine O’Hara, as well as five of the six nominations in the Outstanding Guest Actor category, including first-ever acting nominations for directors Martin Scorsese and Ron Howard, alongside Bryan Cranston, Dave Franco and Anthony Mackie, with Guest Actress Zoë Kravitz.

In its sophomore season, Apple’s beloved “Shrinking” nabs its first-ever nomination for Outstanding Comedy Series and Harrison Ford is recognized with his first Emmy Award nomination for his celebrated performance in the series. Jason Segel nabs Outstanding Lead Actor in a Comedy, alongside Outstanding Supporting Actor Michael Urie and Supporting Actress Jessica Williams.

Following last year’s Emmy Award win for Outstanding Writing for a Drama Series, “Slow Horses” lands nominations for Outstanding Drama, plus Outstanding Lead Actor for Sir Gary Oldman, Outstanding Directing for Adam Randall, Outstanding Casting and Outstanding Writing for a Drama Series for Will Smith.

Apple Original Films’ “The Gorge” lands the first Outstanding Television Movie nomination for Apple TV+, as Apple Original documentaries “Deaf President Now!” and “Bono: Stories of Surrender” are also recognized.

Apple TV+ series stars lead with the most performance nominations overall, earning 31 acting category nominations, including ten top acting nominations for acclaimed performances in “The Studio,” nine nominations for the stars and guest stars of “Severance,” and four nominations for performances in “Shrinking” and “Presumed Innocent,” respectively. “Dope Thief” star Brian Tyree Henry also scores a nomination for Outstanding Lead Actor in a Limited or Anthology Series or Movie for “Dope Thief,” as Sir Gary Oldman lands his second nomination for Outstanding Lead Actor in a Drama Series for “Slow Horses” and Sharon Horgan is recognized with her second nomination for Outstanding Lead Actress in a Drama Series for the BAFTA Award-winning ”Bad Sisters.”

The nominations were announced today by the Television Academy, and the winners will be unveiled at the Creative Arts ceremonies on September 6 and 7, and the Primetime Emmy Awards ceremony on September 14, 2025.

To date, Apple Original films, documentaries and series have earned 580 wins and 2,761 award nominations and counting, including multi-Emmy Award-winning comedy “Ted Lasso” and historic Oscar Best Picture winner “CODA.”

In total, Apple scores 81 Emmy Award nominations, including:

“Severance” (27)

  • Outstanding Drama Series

  • Outstanding Lead Actor in a Drama Series: Adam Scott

  • Outstanding Lead Actress in a Drama Series: Britt Lower

  • Outstanding Supporting Actor in a Drama Series: Zach Cherry

  • Outstanding Supporting Actor in a Drama Series: Tramell Tillman

  • Outstanding Supporting Actor in a Drama Series: John Turturro

  • Outstanding Supporting Actress in a Drama Series: Patricia Arquette

  • Outstanding Guest Actress in a Drama Series: Jane Alexander

  • Outstanding Guest Actress in a Drama Series: Gwendoline Christie

  • Outstanding Guest Actress in a Drama Series: Merritt Wever

  • Outstanding Directing for a Drama Series: Jessica Lee Gagné

  • Outstanding Directing for a Drama Series: Ben Stiller

  • Outstanding Writing for a Drama Series: Dan Erickson

  • Outstanding Production Design for a Narrative Contemporary Program (One Hour or More)

  • Outstanding Music Composition for a Series (Original Dramatic Score)

  • Outstanding Casting For A Drama Series

  • Outstanding Choreography For Scripted Programming

  • Outstanding Cinematography For A Series (One Hour)

  • Outstanding Picture Editing For A Drama Series (X3)

  • Outstanding Title Design

  • Outstanding Music Supervision

  • Outstanding Sound Editing For A Comedy Or Drama Series (One Hour)

  • Outstanding Sound Mixing For A Comedy Or Drama Series (One Hour)

  • Outstanding Special Visual Effects In A Single Episode

  • Outstanding Stunt Performance

“The Studio” (23)

  • Outstanding Comedy Series

  • Outstanding Lead Actor in a Comedy Series: Seth Rogen

  • Outstanding Supporting Actor in a Comedy Series: Ike Barinholtz

  • Outstanding Supporting Actress in a Comedy Series: Kathryn Hahn

  • Outstanding Supporting Actress in a Comedy Series: Catherine O’Hara

  • Outstanding Guest Actor in a Comedy Series: Bryan Cranston

  • Outstanding Guest Actor in a Comedy Series: Dave Franco

  • Outstanding Guest Actor in a Comedy Series: Ron Howard

  • Outstanding Guest Actor in a Comedy Series: Anthony Mackie

  • Outstanding Guest Actor in a Comedy Series: Martin Scorsese

  • Outstanding Guest Actress in a Comedy Series: Zoë Kravitz

  • Outstanding Directing for a Comedy Series: Seth Rogen, Evan Goldberg

  • Outstanding Writing for a Comedy Series: Seth Rogen, Evan Goldberg, Peter Heck, Alex Gregory, Frida Perez

  • Outstanding Production Design for a Narrative Program (Half-Hour)

  • Outstanding Casting For A Comedy Series

  • Outstanding Cinematography For A Series (Half-Hour)

  • Outstanding Contemporary Costumes For A Series

  • Outstanding Picture Editing For A Single Camera Comedy Series

  • Outstanding Contemporary Hairstyling

  • Outstanding Music Composition for a Series (Original Dramatic Score)

  • Outstanding Music Supervision

  • Outstanding Sound Editing For A Comedy Or Drama Series (Half-Hour)

  • Outstanding Sound Mixing For A Comedy Or Drama Series (Half-Hour) And Animation

“Shrinking” (7)

  • Outstanding Comedy Series

  • Outstanding Lead Actor in a Comedy Series: Jason Segel

  • Outstanding Supporting Actor in a Comedy Series: Harrison Ford

  • Outstanding Supporting Actor in a Comedy Series: Michael Urie

  • Outstanding Supporting Actress in a Comedy Series: Jessica Williams

  • Outstanding Casting For A Comedy Series

  • Outstanding Sound Mixing For A Comedy Or Drama Series (Half-Hour) And Animation

“Slow Horses” (5)

  • Outstanding Drama Series

  • Outstanding Lead Actor in a Drama Series: Gary Oldman

  • Outstanding Writing for a Drama Series: Will Smith

  • Outstanding Directing for a Drama Series: Adam Randall

  • Outstanding Casting For A Drama Series

“Presumed Innocent” (4)

  • Outstanding Lead Actor in a Limited or Anthology Series or Movie: Jake Gyllenhaal

  • Outstanding Supporting Actor in a Limited or Anthology Series or Movie: Bill Camp

  • Outstanding Supporting Actor in a Limited or Anthology Series or Movie: Peter Sarsgaard

  • Outstanding Supporting Actress in a Limited or Anthology Series or Movie: Ruth Negga

“Disclaimer” (2)

  • Outstanding Lead Actress in a Limited or Anthology Series or Movie: Cate Blanchett

  • Outstanding Cinematography For A Limited Or Anthology Series or Movie

“Bad Sisters” (1)

  • Outstanding Lead Actress in a Drama Series: Sharon Horgan

“Dope Thief” (1)

  • Outstanding Lead Actor in a Limited Series: Brian Tyree Henry

“The Gorge” (2)

  • Outstanding Television Movie

  • Outstanding Sound Editing For A Limited Or Anthology Series, Movie Or Special

“Deaf President Now!” (2)

  • Outstanding Documentary or Nonfiction Special

  • Outstanding Directing For A Documentary/Nonfiction Program: Nyle DiMarco, Davis Guggenheim

“Pachinko” (2)

  • Outstanding Production Design for a Narrative Period or Fantasy Program (One Hour or More)

  • Outstanding Cinematography For A Series (One Hour)

“Your Friends & Neighbors” (1)

  • Outstanding Original Main Title Theme Music

“Bono: Stories of Surrender” (1)

  • Outstanding Technical Direction and Camerawork For A Special

“Dark Matter” (1)

  • Outstanding Title Design

Nominees for Outstanding Commercial (2)

  • Heartstrings – Apple AirPods Pro

  • Flock – Apple Privacy

“Severance”

In “Severance,” Mark Scout (Adam Scott) leads a team at Lumon Industries, whose employees have undergone a severance procedure that surgically divides their memories between their work and personal lives. This daring experiment in “work-life balance” is called into question as Mark finds himself at the center of an unraveling mystery that will force him to confront the true nature of his work … and of himself. In season two, Mark and his friends learn the dire consequences of trifling with the severance barrier, leading them further down a path of woe.

“The Studio”

In “The Studio,” Seth Rogen stars as Matt Remick, the newly appointed head of embattled Continental Studios. As movies struggle to stay alive and relevant, Matt and his core team of infighting executives battle their insecurities as they wrangle narcissistic artists and craven corporate overlords in the ever-elusive pursuit of making great films. With their power suits masking their never-ending sense of panic, every party, set visit, casting decision, marketing meeting and award show presents them with an opportunity for glittering success or career-ending catastrophe. As someone who eats, sleeps and breathes movies, it’s the job Matt’s been pursuing his whole life, and it may very well destroy him.

“Shrinking”

“Shrinking” follows a grieving therapist who starts to break the rules and tell his clients exactly what he thinks. Ignoring his training and ethics, he finds himself making huge, tumultuous changes to people’s lives … including his own.

“Slow Horses”

This darkly funny espionage drama follows a team of British intelligence agents who serve in a dumping ground department of MI5 due to their career-ending mistakes. Led by their brilliant but irascible leader, the notorious Jackson Lamb (Academy Award winner Sir Gary Oldman), they navigate the espionage world’s smoke and mirrors to defend England from sinister forces.

“Presumed Innocent”

“Presumed Innocent” is an eight-episode limited series starring and executive produced by Jake Gyllenhaal, hailing from David E. Kelley and executive producer J.J. Abrams and based on the New York Times bestselling novel of the same name by Scott Turow. Starring Gyllenhaal in the lead role of chief deputy prosecutor Rusty Sabich, the series takes viewers on a gripping journey through the horrific murder that upends the Chicago Prosecuting Attorney’s office when one of its own is suspected of the crime. The series explores obsession, sex, politics, and the power and limits of love, as the accused fights to hold his family and marriage together. The star-studded ensemble cast of the thriller also includes Ruth Negga, Bill Camp, Elizabeth Marvel, Peter Sarsgaard, O-T Fagbenle and Renate Reinsve.

“Disclaimer”

“Disclaimer” is a gripping psychological thriller in seven chapters, starring Academy Award winners Cate Blanchett and Kevin Kline. Written and directed by five-time Academy Award winner Alfonso Cuarón, “Disclaimer” is based on the bestselling novel of the same name by Renée Knight. Acclaimed journalist Catherine Ravenscroft (Blanchett) built her reputation revealing the misdeeds and transgressions of others. When she receives a novel from an unknown author, she is horrified to realize she is now the main character in a story that exposes her darkest secrets.

As Catherine races to uncover the writer’s true identity, she is forced to confront her past before it destroys her life and her relationships with her husband Robert (Sacha Baron Cohen) and their son Nicholas (Kodi Smit-McPhee). The ensemble cast includes Lesley Manville, Louis Partridge, Leila George and Hoyeon, and features Indira Varma as the narrator.

“Bad Sisters”

“Bad Sisters” season two returns to follow the lives of the Garvey sisters played by Sharon Horgan as Eva, Anne-Marie Duff as Grace, Eva Birthistle as Ursula, Sarah Greene as Bibi and Eve Hewson as Becka. Two years after the “accidental death” of Grace’s abusive husband, the close-knit Garvey sisters may have moved on, but when past truths resurface, the ladies are thrust back into the spotlight, suspicions are at an all-time high, lies are told, secrets revealed and the sisters are forced to work out who they can trust.

“Dope Thief”

Based on Dennis Tafoya’s book “Dope Thief,” the series follows long-time Philly friends and delinquents who pose as DEA agents to rob an unknown house in the countryside, only to have their small-time grift become a life-and-death enterprise, as they unwittingly reveal and unravel the biggest hidden narcotics corridor on the Eastern Seaboard.

“The Gorge”

Two highly-trained operatives (Miles Teller and Anya Taylor-Joy) are appointed to posts in guard towers on opposite sides of a vast and highly classified gorge, protecting the world from an undisclosed, mysterious evil that lurks within. They bond from a distance while trying to stay vigilant in defending against an unseen enemy. When the cataclysmic threat to humanity is revealed to them, they must work together in a test of both their physical and mental strength to keep the secret in the gorge before it’s too late.

“Pachinko”

Epic in scope and intimate in tone, the story begins with a forbidden love and crescendos into a sweeping saga that journeys between Korea, Japan and America to tell an unforgettable story of war and peace, love and loss, triumph and reckoning.

“Your Friends & Neighbors”

After being fired in disgrace, a hedge fund manager still grappling with his recent divorce, resorts to stealing from his neighbors’ homes in the exceedingly affluent Westmont Village, only to discover that the secrets and affairs hidden behind those wealthy facades might be more dangerous than he ever imagined.

“Deaf President Now!”

The story of the greatest civil rights movement most people have never heard of. “Deaf President Now!” recounts the eight days of historic protests held at Gallaudet University in 1988 after the school’s board of trustees appointed a hearing president over several very qualified Deaf candidates. After a week of rallies, boycotts and protests, the students of Gallaudet University triumph as the hearing president resigns and beloved dean Dr. I. King Jordan becomes the university’s first Deaf president. The protests marked a pivotal moment in civil rights history, with an impact that extended well beyond the Gallaudet campus, and paved the way for the Americans with Disabilities Act (ADA). “Deaf President Now!” features exclusive interviews with the five key figures of the movement, including the DPN4 — Jerry Covell, Bridgetta Bourne-Firl, Tim Rarus and Greg Hlibok — alongside I. King Jordan, as well as archival and scripted elements. The film also incorporates an experimental narrative approach called Deaf Point of View, using impressionistic visual photography and intricate sound design to thrust the audience into the Deaf experience.

“Bono: Stories of Surrender”

“Bono: Stories of Surrender” is a vivid reimagining of Bono’s critically acclaimed one-man stage show, “Stories of Surrender: An Evening of Words, Music and Some Mischief…” As he pulls back the curtain on a remarkable life and the family, friends and faith that have challenged and sustained him, he also reveals personal stories about his journey as a son, father, husband, activist and rock star. Along with never-before-seen, exclusive footage from the tour, the film features Bono performing many of the iconic U2 songs that have shaped his life and legacy.

“Dark Matter”

Hailed as one of the best sci-fi novels of the decade, “Dark Matter” is a story about the road not taken. The series will follow Jason Dessen (played by Joel Edgerton), a physicist, professor and family man who — one night while walking home on the streets of Chicago — is abducted into an alternate version of his life. Wonder quickly turns to nightmare when he tries to return to his reality amid the mind-bending landscape of lives he could have lived. In this labyrinth of realities, he embarks on a harrowing journey to get back to his true family and save them from the most terrifying, unbeatable foe imaginable: himself.

All programs are currently streaming on Apple TV+.

Apple TV+ offers premium, compelling drama and comedy series, feature films, groundbreaking documentaries, and kids and family entertainment, and is available to watch across all your favorite screens. After its launch on November 1, 2019, Apple TV+ became the first all-original streaming service to launch around the world, and has premiered more original hits and received more award recognitions faster than any other streaming service in its debut.

About Apple TV+

Apple TV+ is available on the Apple TV app in over 100 countries and regions, on over 1 billion screens, including iPhone, iPad, Apple TV, Apple Vision Pro, Mac, popular smart TVs from Samsung, LG, Sony, VIZIO, TCL and others, Roku and Amazon Fire TV devices, Chromecast with Google TV, PlayStation and Xbox gaming consoles, and at tv.apple.com, for $9.99 per month with a seven-day free trial for new subscribers. For a limited time, customers who purchase and activate a new iPhone, iPad, Apple TV, Mac or iPod touch can enjoy three months of Apple TV+ for free.*

For more information, visit apple.com/tvpr and see the full list of supported devices.

*Special offer is good for three months after the first activation of the eligible device. One offer per Family Sharing group. Plans automatically renew until cancelled. Other restrictions and terms apply; visit apple.com/promo for more information.

[email protected]

KEYWORDS: United States North America California

INDUSTRY KEYWORDS: Film & Motion Pictures TV and Radio Consumer Electronics General Entertainment Mobile Entertainment Technology Celebrity Entertainment

MEDIA:

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Apple TV+’s global hit “Severance” becomes this year’s most-Emmy nominated series with 27 nominations in total.

AeroVironment Set to Join S&P MidCap 400; Victory Capital Holdings to Join S&P SmallCap 600

PR Newswire


NEW YORK
, July 15, 2025 /PRNewswire/ — AeroVironment Inc. (NASD: AVAV) will replace ChampionX Corp. (NASD: CHX) in the S&P MidCap 400, and Victory Capital Holdings Inc. (NASD: VCTR) will replace AeroVironment in the S&P SmallCap 600 effective prior to the opening of trading on Friday, July 18. S&P 500 constituent Schlumberger Ltd. (NYSE: SLB) is acquiring ChampionX in a deal expected to be completed July 16, pending final closing conditions.

Following is a summary of the changes that will take place prior to the open of trading on the effective date:


Effective Date


Index Name      


Action


Company Name


Ticker


GICS
 Sector


July 18, 2025

S&P MidCap 400

Addition

AeroVironment

AVAV

Industrials


July 18, 2025

S&P MidCap 400

Deletion

ChampionX

CHX

Energy


July 18, 2025

S&P SmallCap 600

Addition

Victory Capital Holdings

VCTR

Financials


July 18, 2025

S&P SmallCap 600

Deletion

AeroVironment

AVAV

Industrials

For more information about S&P Dow Jones Indices, please visit www.spdji.com

ABOUT S&P DOW JONES INDICES

S&P Dow Jones Indices is the largest global resource for essential index-based concepts, data and research, and home to iconic financial market indicators, such as the S&P 500® and the Dow Jones Industrial Average®. More assets are invested in products based on our indices than products based on indices from any other provider in the world. Since Charles Dow invented the first index in 1884, S&P DJI has been innovating and developing indices across the spectrum of asset classes helping to define the way investors measure and trade the markets.

S&P Dow Jones Indices is a division of S&P Global (NYSE: SPGI), which provides essential intelligence for individuals, companies, and governments to make decisions with confidence. For more information, visit www.spdji.com

FOR MORE INFORMATION:

S&P Dow Jones Indices

[email protected]

Media Inquiries

[email protected]

Cision View original content:https://www.prnewswire.com/news-releases/aerovironment-set-to-join-sp-midcap-400-victory-capital-holdings-to-join-sp-smallcap-600-302506089.html

SOURCE S&P Dow Jones Indices

EXTENDED CLASS PERIOD: Organon & Co. (OGN) Investors with Substantial Losses Have Opportunity to Lead Class Action Lawsuit

PR Newswire


SAN DIEGO
, July 15, 2025 /PRNewswire/ — Robbins Geller Rudman & Dowd LLP announces that it has filed a class action lawsuit seeking to represent purchasers of Organon & Co. (NYSE: OGN) publicly traded securities between November 3, 2022 and April 30, 2025, both dates inclusive (the “Class Period”).  Captioned Lerner v. Organon & Co., No. 25-cv-12983 (D.N.J.), the Organon class action lawsuit charges Organon as well as certain of Organon’s top executives with violations of the Securities Exchange Act of 1934.  A previously filed complaint is captioned Hauser v. Organon & Co., No. 25-cv-05322 (D.N.J.).

If you suffered substantial losses and wish to serve as lead plaintiff of the Organon class action lawsuit, please provide your information here:


https://www.rgrdlaw.com/cases-organon-co-class-action-lawsuit-ogn.html

You can also contact attorneys J.C. Sanchez or Jennifer N. Caringal of Robbins Geller by calling 800/449-4900 or via e-mail at [email protected].  Lead plaintiff motions for the Organon class action lawsuit must be filed with the court no later than Tuesday, July 22, 2025.

CASE ALLEGATIONS: Organon develops and delivers health solutions through prescription therapies and medical devices.

The Organon class action lawsuit alleges that defendants throughout the Class Period made false and/or misleading statements and/or failed to disclose that: (i) Organon faced a higher risk of loss of exclusivity and price erosion as to Nexplanon than implied by its Class Period statements; (ii) as a result, Organon’s long-term Nexplanon sales growth was not as strong as defendants’ portended during the Class Period, and would not reach $1 billion by the end of fiscal year 2025 (much less upwards of $1.5 billion after that), and that Organon was likely not on track to achieve the $1 billion milestone payment from Merck & Co. on its Nexplanon sales thereafter; (iii) thus, Organon was not on track to achieve, much less maintain, the $1 billion in free cash flow required to sustain its outsized dividend; (iv) consequently, Organon was also not on track to maintain 4.0x debt leverage; (v) as such, Organon might not be able to maintain its corporate debt ratings at their then-current Class Period levels; and (vi) as a result, Organon lacked a reasonable basis to report its Class Period business metrics and financial projections.

The Organon class action lawsuit further alleges that on May 1, 2025, in connection with announcing its first quarter 2025 financial results for the interim period ended March 31, 2025, Organon slashed its dividend by 90%, down from 28¢ per share per quarter ($1.16 per share annually) down to just 2¢ per share per quarter (or 8¢ per share annually).  According to a quote attributed to Organon’s CEO, defendant Kevin Ali, in the press release Organon issued that day, it had “reset [its] capital allocation priorities to accelerate progress towards deleveraging, enabling a path to achieve a net leverage ratio of below 4.0x by year-end,” emphasizing that Organon’s “primary capital allocation priority” was now “maintaining lower leverage.”  On this news, the price of Organon stock fell more than 27%.

The plaintiff is represented by Robbins Geller, which has extensive experience in prosecuting investor class actions including actions involving financial fraud.  You can view a copy of the complaint by clicking here.

THE LEAD PLAINTIFF PROCESS: The Private Securities Litigation Reform Act of 1995 permits any investor who purchased Organon publicly traded securities during the Class Period to seek appointment as lead plaintiff in the Organon class action lawsuit.  A lead plaintiff is generally the movant with the greatest financial interest in the relief sought by the putative class who is also typical and adequate of the putative class.  A lead plaintiff acts on behalf of all other class members in directing the Organon class action lawsuit.  The lead plaintiff can select a law firm of its choice to litigate the Organon class action lawsuit.  An investor’s ability to share in any potential future recovery is not dependent upon serving as lead plaintiff of the Organon class action lawsuit.

ABOUT ROBBINS GELLER: Robbins Geller Rudman & Dowd LLP is one of the world’s leading law firms representing investors in securities fraud and shareholder litigation.  Our Firm has been ranked #1 in the ISS Securities Class Action Services rankings for four out of the last five years for securing the most monetary relief for investors.  In 2024, we recovered over $2.5 billion for investors in securities-related class action cases – more than the next five law firms combined, according to ISS.  With 200 lawyers in 10 offices, Robbins Geller is one of the largest plaintiffs’ firms in the world, and the Firm’s attorneys have obtained many of the largest securities class action recoveries in history, including the largest ever – $7.2 billion – in In re Enron Corp. Sec. Litig.  Please visit the following page for more information:


https://www.rgrdlaw.com/services-litigation-securities-fraud.html

Past results do not guarantee future outcomes.
Services may be performed by attorneys in any of our offices. 

Contact:

Robbins Geller Rudman & Dowd LLP
J.C. Sanchez, Jennifer N. Caringal
655 W. Broadway, Suite 1900, San Diego, CA 92101
800-449-4900
[email protected]

Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/extended-class-period-organon–co-ogn-investors-with-substantial-losses-have-opportunity-to-lead-class-action-lawsuit-302506018.html

SOURCE Robbins Geller Rudman & Dowd LLP

Apimeds Expands Leadership Team with Dr. Susan Kramer to Lead Product Development and Brian Peters to Lead its ai² Division

Apimeds Expands Leadership Team with Dr. Susan Kramer to Lead Product Development and Brian Peters to Lead its ai² Division

MATAWAN, N.J.–(BUSINESS WIRE)–
Apimeds Pharmaceuticals US, Inc. (NYSE American: APUS) (“Apimeds” or the “Company”), a clinical-stage biopharmaceutical company developing Apitox, an intradermally administered, bee venom-based therapeutic, today announced two key additions to its executive leadership team. Susan Kramer, DrPH, has been appointed Senior Vice President of Development, and Brian Peters has joined as Head of the Company’s proprietary ai²™ division.

Dr. Kramer brings more than 30 years of experience in biopharmaceutical research and development, including 18 years at Genentech. She most recently served as Executive Vice President of Development at Concentric Analgesics. Mr. Peters, previously Chief Strategy & Insights Officer at Heller Agency, has a proven track record in healthcare innovation, strategic communications, and KOL engagement.

In their new roles, Dr. Kramer will oversee all product development activities at Apimeds, while Mr. Peters will lead the strategy, positioning, and launch of the Company’s ai²™ platform.

“We’re thrilled to welcome Susan and Brian to the Apimeds leadership team,” said Erik Emerson, Chief Executive Officer of Apimeds. “Strengthening our operational leadership has been a priority since our IPO. Susan enhances our clinical development capabilities at a pivotal time for Apitox, while Brian brings vision, energy, and deep strategic expertise as we build and scale our ai²™ platform.”

Apitox is an incredibly exciting program,” said Dr. Kramer. “Having worked with Erik in the past, I know the caliber of his leadership. The scientific potential of purified bee venom and the company’s mission made this an easy decision. I’m eager to explore the range of indications where Apitox may bring meaningful therapeutic benefits.”

“Joining Apimeds at this inflection point is an amazing opportunity,” added Mr. Peters. “The chance to shape and launch ai²™—our internal innovation engine—is compelling in its own right, but combining it with a pipeline as novel as Apitox makes this a truly unique moment.”

Dr. Kramer is a co-founder of Corthera, Inc. (acquired by Novartis), and has held senior roles at XOMA, Anesiva, and Annexon Biosciences. She has led global development teams for both biologics and small molecules. She holds a BA from the College of St. Scholastica, an MA in Education from Central Michigan University, and both an MPH and DrPH in Biomedical Sciences (Virology) from the University of California, Berkeley. She has served on numerous boards and scientific advisory committees.

Mr. Peters previously served as VP of Sales & Marketing and as a member of the corporate leadership team at Medexus Pharma from 2013 to 2024. Earlier in his career, he held senior leadership positions at Gilead Sciences, Accera, Chiesi, and G.D. Searle. He earned a BA in Communications from Indiana University.

About Apimeds Pharmaceuticals US, Inc.

Apimeds is a clinical-stage biopharmaceutical company developing Apitox, an intradermally administered honeybee venom-based toxin. Apimeds is currently developing Apitox as a potential treatment for osteoarthritis knee pain in patients who fail to respond adequately to conservative non-pharmacologic therapy and common analgesics. For more information, please visit www.apimedsus.com.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the anticipated use of the net proceeds from the offering. No assurance can be given that the net proceeds of the Offering will be used as indicated. All statements other than statements of historical facts are forward-looking statements. You can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “likely to” or other similar expressions. The Company has based these forward-looking statements largely on its current expectations and projections about future events that it believes may affect its financial condition, results of operations, business strategy and financial needs. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from those expressed or implied by the forward-looking statements. These risks and uncertainties include forward-looking statements include, but are not limited to, the risks and uncertainties described in “Special Note Regarding Forward-Looking Statements,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the documents that referred to in the prospectus filed with the SEC with the understanding that the Company’s future results may be materially different from and worse than what we expect. Copies are available on the SEC’s website, www.sec.gov. Other sections of the prospectus include additional factors which could adversely impact the Company’s business and financial performance. Moreover, the Company operates in an evolving environment. New risk factors and uncertainties emerge from time to time and it is not possible for the Company’s management to predict all risk factors and uncertainties, nor can the Company assess the impact of all factors on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. The Company and the underwriters qualify all of the forward-looking statements by these cautionary statements.

You should not rely upon forward-looking statements as predictions of future events. The forward-looking statements made in the prospectus relate only to events or information as of the date on which the statements are made in the prospectus. Neither the Company nor the underwriters undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events except as required by law. You should read the prospectus and the documents that we refer to in the prospectus and have filed as exhibits to the registration statement, of which the prospectus is a part, completely and with the understanding that our actual future results may be materially different from what we expect.

Erik Emerson

Apimeds Pharmaceuticals US, Inc.

(808) 209-7887

[email protected]

KEYWORDS: United States North America New Jersey

INDUSTRY KEYWORDS: Health Clinical Trials Research Pharmaceutical Science Biotechnology

MEDIA:

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XPLR INVESTOR DEADLINE: XPLR Infrastructure, LP f/k/a NextEra Energy Partners, LP Investors with Substantial Losses Have Opportunity to Lead Class Action Lawsuit – XIFR

PR Newswire


SAN DIEGO
, July 15, 2025 /PRNewswire/ — The law firm ofRobbins Geller Rudman & Dowd LLP announces that purchasers or acquirers of XPLR Infrastructure, LP f/k/a NextEra Energy Partners, LP (NYSE: XIFR) securities between September 27, 2023 and January 27, 2025, both dates inclusive (the “Class Period”), have until September 8, 2025 to seek appointment as lead plaintiff of the XPLR class action lawsuit. Captioned Alvrus v. XPLR Infrastructure, LP f/k/a NextEra Energy Partners, LP, No. 25-cv-01755 (S.D. Cal.), the XPLR Infrastructure class action lawsuit charges XPLR Infrastructure, NextEra Energy, Inc., as well as certain of XPLR Infrastructure’s top former executives with violations of the Securities Exchange Act of 1934.

If you suffered substantial losses and wish to serve as lead plaintiff of the XPLR Infrastructure class action lawsuit, please provide your information here:


https://www.rgrdlaw.com/cases-xplr-infrastructure-lp-f-k-a-nextera-energy-partners-lp-class-action-lawsuit-xifr.html
 

You can also contact attorneys J.C. Sanchez or Jennifer N. Caringal of Robbins Geller by calling 800/449-4900 or via e-mail at [email protected].

CASE ALLEGATIONS: XPLR Infrastructure acquires, owns, and manages contracted clean energy projects in the United States, including a portfolio of contracted wind and solar power projects, as well as a natural gas pipeline. Throughout the Class Period, XPLR Infrastructure operated as a “yieldco” – that is, a business that owns and operates fully-built and operational power generating projects, focused on delivering large cash distributions to investors.

The XPLR Infrastructure class action lawsuit alleges that defendants throughout the Class Period made false and/or misleading statements and/or failed to disclose that: (i) XPLR Infrastructure was struggling to maintain its operations as a yieldco; (ii) defendants temporarily relieved this issue by entering into certain financing arrangements while downplaying the attendant risks; (iii) XPLR Infrastructure could not resolve those financings before their maturity date without risking significant unitholder dilution; (iv) as a result, defendants planned to halt cash distributions to investors and instead redirect those funds to, among other things, resolve those financings; and (v) consequently, XPLR Infrastructure’s yieldco business model and distribution growth rate was unsustainable.

The XPLR Infrastructure class action lawsuit further alleges that on January 28, 2025, XPLR Infrastructure announced that it would suspend entirely cash distributions to common unitholders and essentially abandon its yieldco model. On this news, the price of XPLR Infrastructure common units fell by nearly 35%, the complaint alleges.

THE LEAD PLAINTIFF PROCESS: The Private Securities Litigation Reform Act of 1995 permits any investor who purchased or acquired XPLR Infrastructure securities during the Class Period to seek appointment as lead plaintiff in the XPLR Infrastructure class action lawsuit. A lead plaintiff is generally the movant with the greatest financial interest in the relief sought by the putative class who is also typical and adequate of the putative class. A lead plaintiff acts on behalf of all other class members in directing the XPLR Infrastructure class action lawsuit. The lead plaintiff can select a law firm of its choice to litigate the XPLR Infrastructure class action lawsuit. An investor’s ability to share in any potential future recovery is not dependent upon serving as lead plaintiff of the XPLR Infrastructure class action lawsuit.

ABOUT ROBBINS GELLER: Robbins Geller Rudman & Dowd LLP is one of the world’s leading law firms representing investors in securities fraud and shareholder litigation. Our Firm has been ranked #1 in the ISS Securities Class Action Services rankings for four out of the last five years for securing the most monetary relief for investors. In 2024, we recovered over $2.5 billion for investors in securities-related class action cases – more than the next five law firms combined, according to ISS. With 200 lawyers in 10 offices, Robbins Geller is one of the largest plaintiffs’ firms in the world, and the Firm’s attorneys have obtained many of the largest securities class action recoveries in history, including the largest ever – $7.2 billion – in In re Enron Corp. Sec. Litig. Please visit the following page for more information:


https://www.rgrdlaw.com/services-litigation-securities-fraud.html

Past results do not guarantee future outcomes.
Services may be performed by attorneys in any of our offices. 

Contact:

Robbins Geller Rudman & Dowd LLP
J.C. Sanchez, Jennifer N. Caringal
655 W. Broadway, Suite 1900, San Diego, CA 92101
800-449-4900
[email protected]

Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/xplr-investor-deadline-xplr-infrastructure-lp-fka-nextera-energy-partners-lp-investors-with-substantial-losses-have-opportunity-to-lead-class-action-lawsuit—xifr-302505990.html

SOURCE Robbins Geller Rudman & Dowd LLP

Algoma Steel Announces Conference Call and Provides Guidance for the Second Quarter 2025

SAULT STE. MARIE, Ontario, July 15, 2025 (GLOBE NEWSWIRE) — Algoma Steel Group Inc. (NASDAQ: ASTL; TSX: ASTL) (“Algoma” or “the Company”), a leading Canadian producer of hot and cold rolled steel sheet and plate products, announced today that the Company will release its 2025 second quarter financial results after the market closes on Tuesday, July 29, 2025. A webcast and conference call will be held on Wednesday, July 30, 2025 at 11:00 a.m. Eastern Time to review the Company’s results, discuss recent events, and conduct a question-and-answer session. The Company also provided guidance for its quarter ended June 30, 2025. Unless otherwise specified, all amounts are in Canadian Dollars.

Total steel shipments for the quarter are expected to be approximately 472,000 tons and Adjusted EBITDA is expected to be in the range of ($30) million to ($35) million.

Michael Garcia, Chief Executive Officer of Algoma, commented, “Our results for the quarter were in line with our expectations, with particular strength once again in our plate business. Macroeconomic uncertainties and tariff policy continue to impact our sector, but with first arc and first steel production from unit one of our electric arc furnace project achieved in the last few days, we are forging ahead with our transformation into what is expected to be one of North America’s greenest producers of steel.”

The live webcast and archived replay of the conference call can be accessed on the Investors section of the Company’s website at www.ir.algoma.com. For those unable to access the webcast, the conference call will be accessible domestically or internationally by dialing 877-425-9470 or 201-389-0878, respectively. Upon dialing in, please request to join the Algoma Steel Second Quarter Conference Call. To access the replay of the call, dial 844-512-2921 (domestic) or 412-317-6671 (international) with passcode 13754580.

Cautionary Statement Regarding Forward-Looking Statements

This news release contains “forward-looking information” under applicable Canadian securities legislation and “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 (collectively, “forward-looking statements”), including statements regarding expected steel shipments and Adjusted EBITDA, macroeconomic uncertainties and tariff policy impacting Algoma’s sector, Algoma’s transition to electric arc furnace (EAF) steelmaking, Algoma’s future as a leading producer of green steel, Algoma’s modernization of its plate mill facilities, transformation journey, ability to deliver greater and long-term value, ability to offer North America a secure steel supply and a sustainable future, and investment in its people, and processes. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “design,” “pipeline,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions. Many factors could cause actual future events to differ materially from the forward-looking statements in this document. Readers should also consider the other risks and uncertainties set forth in the section entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Information” in the Base Shelf Prospectus, the Registration Statement, Algoma’s Annual Information Form, filed by Algoma with applicable Canadian securities regulatory authorities (available under the company’s SEDAR+ profile at www.sedarplus.ca) and with the SEC, as part of Algoma’s Annual Report on Form 40-F (available at www.sec.gov), as well as in Algoma’s current reports with the Canadian securities regulatory authorities and the SEC. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Algoma assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

Non-IFRS Financial Measures

To supplement our financial statements, which are prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS”), we use certain non-IFRS measures to evaluate the performance of Algoma. These terms do not have any standardized meaning prescribed within IFRS and, therefore, may not be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement those IFRS measures by providing a further understanding of our financial performance from management’s perspective. Accordingly, they should not be considered in isolation nor as a substitute for analysis of our financial information reported under IFRS.

Adjusted EBITDA, as we define it, refers to net (loss) income before amortization of property, plant, equipment and amortization of intangible assets, finance costs, interest on pension and other post-employment benefit obligations, income taxes, restructuring costs, impairment reserve, foreign exchange gain, finance income, inventory write-downs, carbon tax, changes in fair value of warrant, earnout and share- based compensation liabilities, transaction costs, share-based compensation, and past service costs related to pension benefits and post-employment benefits. Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA by revenue for the corresponding period. Adjusted EBITDA is not intended to represent cash flow from operations, as defined by IFRS, and should not be considered as alternatives to net earnings, cash flow from operations, or any other measure of performance prescribed by IFRS. Adjusted EBITDA, as we define and use it, may not be comparable to Adjusted EBITDA as defined and used by other companies. We consider Adjusted EBITDA to be a meaningful measure to assess our operating performance in addition to IFRS measures. It is included because we believe it can be useful in measuring our operating performance and our ability to expand our business and provide management and investors with additional information for comparison of our operating results across different time periods and to the operating results of other companies. Adjusted EBITDA is also used by analysts and our lenders as a measure of our financial performance. In addition, we consider Adjusted EBITDA margin to be a useful measure of our operating performance and profitability across different time periods that enhance the comparability of our results. However, these measures have limitations as analytical tools and should not be considered in isolation from, or as alternatives to, net income, cash flow from operations or other data prepared in accordance with IFRS. Because of these limitations, such measures should not be considered as measures of discretionary cash available to invest in business growth or to reduce indebtedness. We compensate for these limitations by relying primarily on our IFRS results using such measures only as supplements to such results.

About Algoma Steel

Based in Sault Ste. Marie, Ontario, Canada, Algoma is a fully integrated producer of hot and cold rolled steel products, including sheet and plate. Driven by a purpose to build better lives and a greener future, Algoma is positioned to deliver responsive, customer-driven product solutions to applications in the automotive, construction, energy, defense, and manufacturing sectors. Algoma is a key supplier of steel products to customers in North America and is the only producer of discrete plate products in Canada. Its state-of-the-art Direct Strip Production Complex (DSPC) is one of the lowest-cost producers of hot rolled sheet steel (HRC) in North America.

Algoma is on a transformation journey, modernizing its plate mill and adopting electric arc technology that builds on the strong principles of recycling and environmental stewardship to significantly lower carbon emissions. Today, Algoma is investing in its people and processes, working safely, as a team to become one of North America’s leading producers of green steel.

As a founding industry in their community, Algoma is drawing on the best of its rich steelmaking tradition to deliver greater value, offering North America the comfort of a secure steel supply and a sustainable future.

For more information, please contact:
Michael Moraca 
Vice President – Corporate Development & Treasurer
Phone: 705.945.3300 
E-mail: [email protected] 



PNFP Reports 2Q25 Diluted EPS of $2.00

PNFP Reports 2Q25 Diluted EPS of $2.00

Linked-quarter annualized growth for loans was 10.7%; Net interest margin increased to 3.23% in 2Q25

NASHVILLE, Tenn.–(BUSINESS WIRE)–
Pinnacle Financial Partners, Inc. (Nasdaq/NGS: PNFP) reported net income per diluted common share of $2.00 for the quarter ended June 30, 2025, compared to net income per diluted common share of $0.64 for the quarter ended June 30, 2024, an increase of approximately 212.5 percent. Net income per diluted common share was $3.77 for the six months ended June 30, 2025, compared to net income per diluted common share of $2.21 for the six months ended June 30, 2024, an increase of approximately 70.6 percent.

After considering the adjustments noted in the table below, net income per diluted common share was $2.00 for the three months ended June 30, 2025, compared to $1.63 for the three months ended June 30, 2024, an increase of 22.7 percent. Net income per diluted common share, adjusted for the items noted in the table below, was $3.90 for the six months ended June 30, 2025, compared to net income per diluted common share of $3.16 for the six months ended June 30, 2024, an increase of approximately 23.4 percent.

 

Three months ended

 

Six Months Ended

 

June 30,

2025

March 31,

2025

June 30,

2024

 

June 30,

2025

June 30,

2024

Diluted earnings per common share

$

2.00

$

1.77

$

0.64

 

$

3.77

$

2.21

 

Adjustments, net of tax (1):

 

 

 

 

 

 

Investment losses on sales of securities, net

 

 

0.12

 

0.71

 

 

0.12

 

0.71

 

Recognition of mortgage servicing asset

 

 

 

 

 

 

(0.12

)

FDIC special assessment

 

 

 

 

 

0.08

 

Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives

 

 

 

0.28

 

 

 

0.28

 

Diluted earnings per common share after adjustments

$

2.00

$

1.90

$

1.63

 

$

3.90

$

3.16

 

 

Numbers may not foot due to rounding.

(1):

Adjustments include tax effect calculated using a marginal tax rate of 25.00 percent for all periods presented.

 

“Second quarter results demonstrate again the reliability of our differentiated model to produce outsized revenue, earnings per share and loan growth regardless of the operating environment,” said M. Terry Turner, Pinnacle’s president and chief executive officer. “Our second quarter revenues increased by approximately 36.4 percent linked-quarter annualized over the first quarter of 2025 and 21.8 percent over the same quarter last year. Fully diluted earnings per share after adjustments were up 21.1 percent linked-quarter annualized over the first quarter of 2025 and 22.7 percent over the same quarter last year. Also, loan growth for the second quarter was approximately 10.7 percent linked-quarter annualized in comparison to the first quarter of 2025.

“During the second quarter, we continued to be very active on the recruiting front, attracting 38 revenue producers as we continue to invest in the future growth of our firm. Thus far this year, we have hired 71 revenue producers which puts us on pace to have another very strong recruiting year for our firm. During the second quarter, we announced an expansion into Richmond, VA, another outstanding banking market in the Southeast. We entered Richmond with a de novo start by hiring six local bankers with an average experience level of approximately 28 years. We are very excited to welcome these banking professionals to the Pinnacle family.”

BALANCE SHEET GROWTH AND LIQUIDITY:

Total assets at June 30, 2025, were $54.8 billion, an increase of approximately $546.6 million from March 31, 2025, and $5.4 billion from June 30, 2024, reflecting a linked-quarter annualized increase of 4.0 percent and a year-over-year increase of 11.0 percent. A further analysis of select balance sheet trends follows:

 

Balances at

Linked-Quarter

Annualized

% Change

Balances at

Year-over-Year

% Change

(dollars in thousands)

June 30,

2025

March 31,

2025

June 30,

2024

Loans

$

37,105,164

$

36,136,746

10.7%

$

33,769,150

9.9%

Securities

 

9,066,651

 

8,718,794

16.0%

 

7,882,891

15.0%

Other interest-earning assets

 

2,923,964

 

3,776,121

(90.3)%

 

2,433,910

20.1%

Total interest-earning assets

$

49,095,779

$

48,631,661

3.8%

$

44,085,951

11.4%

 

 

 

 

 

 

Core deposits:

 

 

 

 

 

Noninterest-bearing deposits

$

8,640,759

$

8,507,351

6.3%

$

7,932,882

8.9%

Interest-bearing core deposits(1)

$

31,120,278

$

31,505,648

(4.9)%

$

27,024,945

15.2%

Noncore deposits and other funding(2)

$

7,698,394

$

7,042,510

37.3%

$

7,569,703

1.7%

Total funding

$

47,459,431

$

47,055,509

3.4%

$

42,527,530

11.6%

(1):

Interest-bearing core deposits are interest-bearing deposits, money market accounts and time deposits less than $250,000 including reciprocating time and money market deposits.

(2):

Noncore deposits and other funding consists of time deposits greater than $250,000, securities sold under agreements to repurchase, public funds, brokered deposits, FHLB advances and subordinated debt.

 

“Loan growth was one of our highlights for the second quarter,” said Harold R. Carpenter, Pinnacle’s chief financial officer. “Our commercial and industrial (C&I) loan segment continued to show strong growth as these loans increased 21.9 percent linked quarter annualized in the second quarter. Our other loans, including commercial real estate loans, increased linked-quarter at an annualized rate of approximately 3.5 percent between the first and second quarters. We expect growth rates for other loan segments to increase primarily because our appetite for sound commercial real estate projects has increased because of essentially achieving our lower concentration limits for commercial real estate lending. We have been below our construction lending concentration limit for several quarters and are now just slightly above our limit for the broader commercial real estate lending concentration limit.

“We will continue to rely on our recent hires, newer markets and specialty areas to fuel our loan growth as they move clients from competitors to our firm in an outsized way. As to deposit growth, our deposits increased by $519.8 million in the second quarter from the first quarter. Perhaps most important is that our noninterest bearing deposits, which are primarily composed of client operating accounts, increased by $133.4 million in the second quarter, and are now up by $470.3 million year-to date, or about 11.5 percent annualized.”

PRE-TAX, PRE-PROVISION NET REVENUE (PPNR) GROWTH AND PROFITABILITY:

Pre-tax, pre-provision net revenues (PPNR) for the three and six months ended June 30, 2025 were $218.5 million and $405.9 million, respectively, compared to $95.2 million and $280.9 million, respectively, recognized in the three and six months ended June 30, 2024. As noted in the table below, adjusted PPNR for the three and six months ended June 30, 2025 were $218.7 million and $418.6 million, respectively, compared to $195.7 million and $377.0 million, respectively, recognized in the three and six months ended June 30, 2024, an increase of 11.8 percent and 11.0 percent, respectively.

 

Three months ended

Six months ended

 

June 30,

June 30,

(dollars in thousands)

2025

2024

% change

2025

2024

% change

Revenues:

 

 

 

 

 

 

 

 

Net interest income

$

379,533

$

332,262

14.2

%

$

743,961

$

650,296

 

14.4

%

Noninterest income

 

125,457

 

34,288

>100.0

 

223,883

 

144,391

 

55.1

%

Total revenues

 

504,990

 

366,550

37.8

%

 

967,844

 

794,687

 

21.8

%

Noninterest expense

 

286,446

 

271,389

5.5

%

 

561,933

 

513,754

 

9.4

%

Pre-tax, pre-provision net revenue

 

218,544

 

95,161

>100.0

 

405,911

 

280,933

 

44.5

%

Adjustments:

 

 

 

 

 

 

 

 

Investment losses on sales of securities, net

 

 

72,103

(100.0

)%

 

12,512

 

72,103

 

>(100.0

)%

Recognition of mortgage servicing asset

 

 

NM

 

 

 

(11,812

)

(100.0

)%

ORE expense

 

137

 

22

>100.0

 

195

 

106

 

84.0

%

FDIC special assessment

 

 

NM

 

 

 

7,250

 

(100.0

)%

Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives

 

 

28,400

(100.0

)%

 

 

28,400

 

(100.0

)%

Adjusted pre-tax pre-provision net revenue

$

218,681

$

195,686

11.8

%

$

418,618

$

376,980

 

11.0

%

 

 

Three months ended

 

Six months ended

 

June 30, 2025

March 31, 2025

June 30, 2024

 

June 30, 2025

June 30, 2024

Net interest margin

3.23

%

3.21

%

3.14

%

 

3.22

%

3.09

%

Efficiency ratio

56.72

%

59.52

%

74.04

%

 

58.06

%

64.65

%

Return on average assets

1.15

%

1.05

%

0.41

%

 

1.10

%

0.70

%

Return on average tangible common equity (TCE)

13.75

%

12.51

%

4.90

%

 

13.14

%

8.48

%

Average loan to deposit ratio

83.57

%

83.78

%

84.95

%

 

83.68

%

84.84

%

 

Net interest income for the second quarter of 2025 was $379.5 million, compared to $332.3 million for the second quarter of 2024, a year-over-year growth rate of 14.2 percent. Net interest margin was 3.23 percent for the second quarter of 2025, compared to 3.14 percent for the second quarter of 2024.

Total revenues for the second quarter of 2025 were $505.0 million, compared to $366.6 million for the second quarter of 2024. As noted in the table below, adjusted total revenues for the second quarter of 2025 were $505.0 million, compared to $438.7 million for the second quarter of 2024, a year-over-year increase of 15.1 percent.

 

Three months ended

Linked-quarter

Annualized

% Change

Three months ended

Yr-over-Yr

% Change

(dollars in thousands)

June 30, 2025

March 31, 2025

June 30, 2024

Net interest income

$

379,533

$

364,428

16.6

%

$

332,262

14.2

%

Noninterest income

 

125,457

 

98,426

>100.0

 

34,288

>100.0

Total revenues

 

504,990

 

462,854

36.4

%

 

366,550

37.8

%

Adjustments:

 

 

 

 

 

 

 

Investment losses on sales of securities, net

 

 

12,512

(100.0

)%

 

72,103

(100.0

)%

Adjusted total revenues

$

504,990

$

475,366

24.9

%

$

438,653

15.1

%

  • Wealth management revenues, which include investment, trust and insurance services, were $32.3 million for the second quarter of 2025, compared to $27.8 million for the second quarter of 2024, a year-over-year increase of 16.4 percent. The increase in wealth management revenues continues to be primarily attributable to an increase in capacity as we hire more revenue producers across the firm, but particularly in the areas of the firm’s most recent market extensions.

  • Income from the firm’s investment in Banker’s Healthcare Group (BHG) was $26.0 million for the second quarter of 2025, compared to $18.7 million for the second quarter of 2024, a year-over-year increase of 39.3 percent.

    • BHG’s loan originations were $1.5 billion in the second quarter of 2025, compared to $1.2 billion in the first quarter of 2025 and $871 million in the second quarter of 2024.

    • Loans sold to BHG’s community bank partners were approximately $614 million in the second quarter of 2025, compared to $605 million in the first quarter of 2025 and $467 million in the second quarter of 2024.

    • BHG reserves for on-balance sheet loan losses were $279.1 million, or 10.5 percent of loans held for investment at June 30, 2025, compared to 9.2 percent at March 31, 2025, and 9.9 percent at June 30, 2024.

    • At June 30, 2025, BHG increased its accrual for estimated losses attributable to loan substitutions and prepayments to $624.4 million, or 7.8 percent of the unpaid balances on loans that were previously purchased by BHG’s community bank network, compared to 7.5 percent at March 31, 2025 and 5.9 percent at June 30, 2024.

  • Other noninterest income was $47.9 million for the quarter ended June 30, 2025, an increase of $6.1 million from the second quarter of 2024. Contributing to the increase in other noninterest income during the second quarter of 2025 was approximately $3.2 million in revenues due to the increase in fair value of other equity investments.

Noninterest expense for the second quarter of 2025 was $286.4 million, compared to $271.4 million for the second quarter of 2024. As noted in the table below, adjusted noninterest expense for the second quarter of 2025 was $286.3 million, compared to $243.0 million for the second quarter of 2024.

 

Three months ended

Linked-quarter

Annualized

% Change

Three months ended

Yr-over-yr

% Change

(dollars in thousands)

June 30, 2025

March 31, 2025

June 30, 2024

Noninterest expense

$

286,446

$

275,487

15.9

%

$

271,389

5.5

%

Less:

 

 

 

 

 

 

 

ORE expense

 

137

 

58

>100.0

 

22

>100.0

Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives

 

 

N/A

 

 

28,400

100.0

%

Adjusted noninterest expense

$

286,309

$

275,429

15.8

%

$

242,967

17.8

%

  • Salaries and employee benefits were $181.2 million in the second quarter of 2025, compared to $150.1 million in the second quarter of 2024, reflecting a year-over-year increase of 20.7 percent.

    • Cash incentive costs in the second quarter of 2025 totaling $33.5 million were approximately $16.0 million higher than the second quarter of 2024. The increase in cash incentive costs was due to increases in headcount, annual merit raises and other base salary adjustments for participants in the Company’s annual cash incentive plan and, importantly, an increase in the estimated payout for anticipated incentive award payouts. The second quarter 2024 accrual assumed an approximate 80 percent of target payout for 2024 compared to a second quarter 2025 accrual that assumes an approximate 115 percent of target payout for 2025.

  • Equipment and occupancy costs were $48.0 million in the second quarter of 2025, compared to $41.0 million in the second quarter of 2024, resulting in a year-over-year increase of 17.1 percent. This increase was primarily attributable to the opening of nine new full-service locations throughout the Company’s footprint since January 1, 2024 and the relocation of the Company’s corporate headquarters to a new location in downtown Nashville during the first quarter of 2025.

  • Marketing and other business development costs were $8.8 million in the second quarter of 2025, compared to $6.8 million in the second quarter of 2024, resulting in a year-over-year increase of 29.5 percent. The primary drivers of the increases in marketing and business development costs were the Company’s partnership with The Pinnacle, Nashville’s newest live music venue, which opened in March 2025, and other factors including increases in both client and associate engagement expenses due to our increased headcount and market extensions.

  • Noninterest expense categories, other than those specifically noted above, were $48.4 million in the second quarter of 2025, compared to $73.5 million in the second quarter of 2024, resulting in a year-over-year decrease of 34.1 percent. Primarily impacting the changes in other noninterest expense between the second quarter of 2025 and the comparable period in 2024 was the impact of the $28.4 million in fees paid in the second quarter of 2024 to terminate the resell agreement and professional fees incurred in connection with the capital optimization initiatives completed in the second quarter of 2024.

“Revenue growth has been a focus for us since our founding almost 25 years ago,” Carpenter said. “Second quarter revenues amounted to approximately $505.0 million, which was a 37.8 percent increase over the same period last year. Loan growth was the driver for net interest income growth as second quarter net interest income was 14.2 percent greater in the second quarter of 2025 than the same quarter last year. As anticipated, we did experience some margin expansion in the second quarter from the first quarter and expect continued expansion into the third quarter. We attribute margin expansion, in part, to our deliberate focus on prudently managing our funding costs in spite of meaningful growth in our interest earning asset base.

“Noninterest income growth was another highlight for the quarter,” Carpenter said. “Excluding the impact of a bond restructuring trade during the first quarter of 2025, we continued to see quarter-over-quarter growth in nearly every core banking fee category. We are particularly pleased with our efforts in commercial analysis and wealth management as we continue to experience strong growth in these strategically important areas. BHG had another sound quarter, providing $26.0 million in fee revenues to our firm in the second quarter of 2025, which was approximately $5.6 million higher than the first quarter of 2025 and $7.3 million higher than the second quarter of 2024.”

 
 

CAPITAL AND SOUNDNESS: 

 

 

As of

 

June 30,

2025

December 31,

2024

June 30,

2024

Shareholders’ equity to total assets

 

12.1

%

 

12.2

%

 

12.5

%

Tangible common equity to tangible assets

 

8.6

%

 

8.6

%

 

8.6

%

Book value per common share

$

82.79

 

$

80.46

 

$

77.15

 

Tangible book value per common share

$

58.70

 

$

56.24

 

$

52.92

 

Annualized net loan charge-offs to avg. loans (1)

 

0.20

%

 

0.24

%

 

0.27

%

Nonperforming assets to total loans, ORE and other nonperforming assets (NPAs)

 

0.44

%

 

0.42

%

 

0.30

%

Classified asset ratio (Pinnacle Bank) (2)

 

3.90

%

 

3.79

%

 

3.99

%

Construction and land development loans as a percentage of total capital (3)

 

61.80

%

 

70.50

%

 

72.90

%

Construction and land development, non-owner occupied commercial real estate and multi-family loans as a percentage of total capital (3)

 

228.60

%

 

242.20

%

 

254.00

%

Allowance for credit losses (ACL) to total loans

 

1.14

%

 

1.17

%

 

1.13

%

(1):

Annualized net loan charge-offs to average loans ratios are computed by annualizing quarterly net loan charge-offs and dividing the result by average loans for the quarter.

(2):

Classified assets as a percentage of Tier 1 capital plus allowance for credit losses..

(3):

Calculated using the same guidelines as are used in the Federal Financial Institutions Examination Council’s Uniform Bank Performance Report. 

 

“We continue to be pleased with the overall soundness of our firm,” Carpenter said. “Our capital ratios remain strong, and we have successfully reduced our concentration levels in commercial real estate. All the while, our tangible book value per share, which we believe is a key metric to creating shareholder value, continues to grow in an outsized way. All things considered, despite economic uncertainties and based on our differentiated model, we remain optimistic regarding our performance for the remainder of 2025.”

BOARD OF DIRECTORS DECLARES COMMON DIVIDENDS

On July 15, 2025, Pinnacle Financial’s Board of Directors approved a quarterly cash dividend of $0.24 per common share to be paid on Aug. 29, 2025 to common shareholders of record as of the close of business on Aug. 1, 2025. Additionally, Pinnacle’s Board of Directors approved a quarterly cash dividend of approximately $3.8 million, or $16.88 per share (or $0.422 per depositary share), on Pinnacle Financial’s 6.75 percent Series B Non-Cumulative Perpetual Preferred Stock payable on Sept. 1, 2025 to shareholders of record at the close of business on Aug. 17, 2025. The amount and timing of any future dividend payments to both preferred and common shareholders will be subject to the approval of Pinnacle’s Board of Directors.

WEBCAST AND CONFERENCE CALL INFORMATION

Pinnacle will host a webcast and conference call at 8:30 a.m. CT on July 16, 2025, to discuss second quarter 2025 results and other matters. To access the call for audio only, please call 1-877-209-7255. For the presentation and streaming audio, please access the webcast on the investor relations page of Pinnacle’s website at investors.pnfp.com.

Pinnacle Financial Partners provides a full range of banking, investment, trust, mortgage and insurance products and services designed for businesses and their owners and individuals interested in a comprehensive relationship with their financial institution. The firm is the No. 1 bank in the Nashville-Murfreesboro-Franklin MSA, according to 2024 deposit data from the FDIC. Pinnacle is No. 9 on FORTUNE magazine’s 2025 list of 100 Best Companies to Work For® in the U.S., its ninth consecutive appearance and was recognized by American Banker as one of America’s Best Banks to Work For 12 years in a row and No. 1 among banks with more than $10 billion in assets in 2024.

The firm began operations in a single location in downtown Nashville, TN in October 2000 and has since grown to approximately $54.8 billion in assets as of June 30, 2025. As the second-largest bank holding company headquartered in Tennessee, Pinnacle operates in several primarily urban markets across the Southeast.

Additional information concerning Pinnacle, which is included in the Nasdaq Financial-100 Index, can be accessed at www.pnfp.com.

Forward-Looking Statements

All statements, other than statements of historical fact, included in this press release, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The words “expect,” “aim,” “anticipate,” “intend,” “may,” “should,” “plan,” “looking for,” “believe,” “seek,” “estimate” and similar expressions are intended to identify such forward-looking statements, but other statements not based on historical information may also be considered forward-looking statements. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause the actual results to differ materially from the statements, including, but not limited to: (i) deterioration in the financial condition of borrowers of Pinnacle Bank and its subsidiaries or BHG, including as a result of persistent elevated interest rates, the negative impact of inflationary pressures and challenging and uncertain economic conditions on our and BHG’s customers and their businesses, resulting in significant increases in loan losses and provisions for those losses and, in the case of BHG, substitutions; (ii) fluctuations or differences in interest rates on loans or deposits from those that Pinnacle Financial is modeling or anticipating, including as a result of Pinnacle Bank’s inability to better match deposit rates with the changes in the short-term rate environment, or that affect the yield curve; (iii) the impact of U.S. and global economic conditions, trade policies and tensions, including changes in, or the imposition of, tariffs and/or trade barriers and the economic impacts, volatility and uncertainty resulting therefrom, and geopolitical instability; (iv) the sale of investment securities in a loss position before their value recovers, including as a result of asset liability management strategies or in response to liquidity needs; (v) adverse conditions in the national or local economies including in Pinnacle Financial’s markets throughout the Southeast region of the United States, particularly in commercial and residential real estate markets; (vi) the inability of Pinnacle Financial, or entities in which it has significant investments, like BHG, to maintain the long-term historical growth rate of its, or such entities’, loan portfolio; (vii) the ability to grow and retain low-cost core deposits and retain large, uninsured deposits, including during times when Pinnacle Bank is seeking to limit the rates it pays on deposits or uncertainty exists in the financial services sector; (viii) changes in loan underwriting, credit review or loss reserve policies associated with economic conditions, examination conclusions, or regulatory developments; (ix) effectiveness of Pinnacle Financial’s asset management activities in improving, resolving or liquidating lower-quality assets; (x) the impact of competition with other financial institutions, including pricing pressures and the resulting impact on Pinnacle Financial’s results, including as a result of the negative impact to net interest margin from elevated deposit and other funding costs; (xi) the results of regulatory examinations of Pinnacle Financial, Pinnacle Bank or BHG, or companies with whom they do business; (xii) BHG’s ability to profitably grow its business and successfully execute on its business plans; (xiii) risks of expansion into new geographic or product markets; (xiv) any matter that would cause Pinnacle Financial to conclude that there was impairment of any asset, including goodwill or other intangible assets; (xv) the ineffectiveness of Pinnacle Bank’s hedging strategies, or the unexpected counterparty failure or hedge failure of the underlying hedges; (xvi) reduced ability to attract additional financial advisors (or failure of such advisors to cause their clients to switch to Pinnacle Bank), to retain financial advisors (including as a result of the competitive environment for associates) or otherwise to attract customers from other financial institutions; (xvii) deterioration in the valuation of other real estate owned and increased expenses associated therewith; (xviii) inability to comply with regulatory capital requirements, including those resulting from changes to capital calculation methodologies, required capital maintenance levels or regulatory requests or directives, particularly if Pinnacle Bank’s level of applicable commercial real estate loans were to exceed percentage levels of total capital in guidelines recommended by its regulators; (xix) approval of the declaration of any dividend by Pinnacle Financial’s board of directors; (xx) the vulnerability of Pinnacle Bank’s network and online banking portals, and the systems of parties with whom Pinnacle Bank contracts, to unauthorized access, computer viruses, phishing schemes, spam or ransomware attacks, human error, natural disasters, power loss and other security breaches; (xxi) the possibility of increased compliance and operational costs as a result of increased regulatory oversight (including by the Consumer Financial Protection Bureau), including oversight of companies in which Pinnacle Financial or Pinnacle Bank have significant investments, like BHG, and the development of additional banking products for Pinnacle Bank’s corporate and consumer clients; (xxii) Pinnacle Financial’s ability to identify potential candidates for, consummate, and achieve synergies from, potential future acquisitions; (xxiii) difficulties and delays in integrating acquired businesses or fully realizing costs savings and other benefits from acquisitions; (xxiv) the risks associated with Pinnacle Bank being a minority investor in BHG, including the risk that the owners of a majority of the equity interests in BHG decide to sell the company or all or a portion of their ownership interests in BHG (triggering a similar sale by Pinnacle Bank); (xxv) changes in state and federal legislation, regulations or policies applicable to banks and other financial service providers, like BHG, including regulatory or legislative developments; (xxvi) fluctuations in the valuations of Pinnacle Financial’s equity investments and the ultimate success of such investments; (xxvii) the availability of and access to capital; (xxviii) adverse results (including costs, fines, reputational harm, inability to obtain necessary approvals and/or other negative effects) from current or future litigation, regulatory examinations or other legal and/or regulatory actions involving Pinnacle Financial, Pinnacle Bank or BHG; and (xxix) general competitive, economic, political and market conditions.

Throughout this document, numbers may not foot due to rounding. Additional factors which could affect the forward looking statements can be found in Pinnacle Financial’s Annual Report on Form 10-K for the year ended December 31, 2024, and subsequently filed Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC and available on the SEC’s website at http://www.sec.gov. Pinnacle Financial disclaims any obligation to update or revise any forward-looking statements contained in this press release, which speak only as of the date hereof, whether as a result of new information, future events or otherwise.

Non-GAAP Financial Matters

This release contains certain non-GAAP financial measures, including, without limitation, total revenues, net income to common shareholders, earnings per diluted common share, revenue per diluted common share, PPNR, efficiency ratio, noninterest expense, noninterest income and the ratio of noninterest expense to average assets, excluding in certain instances the impact of expenses related to other real estate owned, gains or losses on sale of investment securities, charges related to the FDIC special assessment, income associated with the recognition of a mortgage servicing asset in the first quarter of 2024, fees related to terminating an agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives in the second quarter of 2024 and other matters for the accounting periods presented. This release may also contain certain other non-GAAP capital ratios and performance measures that exclude the impact of goodwill and core deposit intangibles associated with Pinnacle Financial’s acquisitions of BNC, Avenue Bank, Magna Bank, CapitalMark Bank & Trust, Mid-America Bancshares, Inc., Cavalry Bancorp, Inc. and other acquisitions which collectively are less material to the non-GAAP measure as well as the impact of Pinnacle Financial’s Series B Preferred Stock. The presentation of the non-GAAP financial information is not intended to be considered in isolation or as a substitute for any measure prepared in accordance with GAAP. Because non-GAAP financial measures presented in this release are not measurements determined in accordance with GAAP and are susceptible to varying calculations, these non-GAAP financial measures, as presented, may not be comparable to other similarly titled measures presented by other companies.

Pinnacle Financial believes that these non-GAAP financial measures facilitate making period-to-period comparisons and are meaningful indications of its operating performance. In addition, because intangible assets such as goodwill and the core deposit intangible, and the other items excluded each vary extensively from company to company, Pinnacle Financial believes that the presentation of this information allows investors to more easily compare Pinnacle Financial’s results to the results of other companies. Pinnacle Financial’s management utilizes this non-GAAP financial information to compare Pinnacle Financial’s operating performance for 2025 versus certain periods in 2024 and to internally prepared projections.

 
 
 

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS – UNAUDITED

 

 

 

 

(dollars in thousands, except for share and per share data)

June 30, 2025

Dec. 31, 2024

June 30, 2024

ASSETS

 

 

 

Cash and noninterest-bearing due from banks

$

370,926

 

$

320,320

 

$

219,110

 

Restricted cash

 

112,547

 

 

93,645

 

 

50,924

 

Interest-bearing due from banks

 

2,506,531

 

 

3,021,960

 

 

2,107,883

 

Cash and cash equivalents

 

2,990,004

 

 

3,435,925

 

 

2,377,917

 

Securities purchased with agreement to resell

 

93,293

 

 

66,449

 

 

71,903

 

Securities available-for-sale, at fair value

 

6,378,688

 

 

5,582,369

 

 

4,908,967

 

Securities held-to-maturity (fair value of $2.4 billion, $2.6 billion and $2.7 billion, net of allowance for credit losses of $1.7 million, $1.7 million, and $1.7 million at June 30, 2025, Dec. 31, 2024, and June 30, 2024, respectively)

 

2,687,963

 

 

2,798,899

 

 

2,973,924

 

Consumer loans held-for-sale

 

201,342

 

 

175,627

 

 

187,154

 

Commercial loans held-for-sale

 

10,251

 

 

19,700

 

 

16,046

 

Loans

 

37,105,164

 

 

35,485,776

 

 

33,769,150

 

Less allowance for credit losses

 

(422,125

)

 

(414,494

)

 

(381,601

)

Loans, net

 

36,683,039

 

 

35,071,282

 

 

33,387,549

 

Premises and equipment, net

 

321,062

 

 

311,277

 

 

282,775

 

Equity method investment

 

380,982

 

 

436,707

 

 

433,073

 

Accrued interest receivable

 

219,395

 

 

214,080

 

 

220,232

 

Goodwill

 

1,848,904

 

 

1,849,260

 

 

1,846,973

 

Core deposits and other intangible assets

 

19,506

 

 

21,423

 

 

24,313

 

Other real estate owned

 

4,835

 

 

1,278

 

 

2,636

 

Other assets

 

2,962,187

 

 

2,605,173

 

 

2,633,507

 

Total assets

$

54,801,451

 

$

52,589,449

 

$

49,366,969

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

Deposits:

 

 

 

Noninterest-bearing

$

8,640,759

 

$

8,170,448

 

$

7,932,882

 

Interest-bearing

 

14,301,168

 

 

14,125,194

 

 

12,600,723

 

Savings and money market accounts

 

17,116,882

 

 

16,197,397

 

 

14,437,407

 

Time

 

4,940,435

 

 

4,349,953

 

 

4,799,368

 

Total deposits

 

44,999,244

 

 

42,842,992

 

 

39,770,380

 

Securities sold under agreements to repurchase

 

258,454

 

 

230,244

 

 

220,885

 

Federal Home Loan Bank advances

 

1,775,470

 

 

1,874,134

 

 

2,110,885

 

Subordinated debt and other borrowings

 

426,263

 

 

425,821

 

 

425,380

 

Accrued interest payable

 

49,181

 

 

55,619

 

 

58,881

 

Other liabilities

 

655,602

 

 

728,758

 

 

605,890

 

Total liabilities

 

48,164,214

 

 

46,157,568

 

 

43,192,301

 

Preferred stock, no par value, 10.0 million shares authorized; 225,000 shares non-cumulative perpetual preferred stock, Series B, liquidation preference $225.0 million, issued and outstanding at June 30, 2025, Dec. 31, 2024, and June 30, 2024, respectively

 

217,126

 

 

217,126

 

 

217,126

 

Common stock, par value $1.00; 180.0 million shares authorized; 77.5 million, 77.2 million and 77.2 million shares issued and outstanding at June 30, 2025, Dec. 31, 2024, and June 30, 2024, respectively

 

77,548

 

 

77,242

 

 

77,217

 

Additional paid-in capital

 

3,131,498

 

 

3,129,680

 

 

3,110,993

 

Retained earnings

 

3,429,363

 

 

3,175,777

 

 

2,919,923

 

Accumulated other comprehensive loss, net of taxes

 

(218,298

)

 

(167,944

)

 

(150,591

)

Total shareholders’ equity

 

6,637,237

 

 

6,431,881

 

 

6,174,668

 

Total liabilities and shareholders’ equity

$

54,801,451

 

$

52,589,449

 

$

49,366,969

 

 

This information is preliminary and based on company data available at the time of the presentation.

 
 
 
 

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME – UNAUDITED

(dollars in thousands, except for share and per share data)

Three months ended

Six months ended

 

June 30, 2025

March 31, 2025

June 30, 2024

June 30, 2025

June 30, 2024

Interest income:

 

 

 

 

 

Loans, including fees

$

568,857

 

$

547,368

 

$

551,659

 

$

1,116,225

 

$

1,092,858

 

Securities

 

 

 

 

 

Taxable

 

66,989

 

 

61,853

 

 

51,578

 

 

128,842

 

 

96,048

 

Tax-exempt

 

27,104

 

 

25,230

 

 

24,372

 

 

52,334

 

 

48,972

 

Federal funds sold and other

 

31,820

 

 

33,709

 

 

40,781

 

 

65,529

 

 

80,995

 

Total interest income

 

694,770

 

 

668,160

 

 

668,390

 

 

1,362,930

 

 

1,318,873

 

Interest expense:

 

 

 

 

 

Deposits

 

284,614

 

 

273,393

 

 

304,449

 

 

558,007

 

 

605,417

 

Securities sold under agreements to repurchase

 

1,222

 

 

1,026

 

 

1,316

 

 

2,248

 

 

2,715

 

FHLB advances and other borrowings

 

29,401

 

 

29,313

 

 

30,363

 

 

58,714

 

 

60,445

 

Total interest expense

 

315,237

 

 

303,732

 

 

336,128

 

 

618,969

 

 

668,577

 

Net interest income

 

379,533

 

 

364,428

 

 

332,262

 

 

743,961

 

 

650,296

 

Provision for credit losses

 

24,245

 

 

16,960

 

 

30,159

 

 

41,205

 

 

64,656

 

Net interest income after provision for credit losses

 

355,288

 

 

347,468

 

 

302,103

 

 

702,756

 

 

585,640

 

Noninterest income:

 

 

 

 

 

Service charges on deposit accounts

 

17,092

 

 

17,028

 

 

14,563

 

 

34,120

 

 

28,002

 

Investment services

 

19,324

 

 

18,817

 

 

15,720

 

 

38,141

 

 

30,471

 

Insurance sales commissions

 

3,693

 

 

4,674

 

 

3,715

 

 

8,367

 

 

7,567

 

Gains on mortgage loans sold, net

 

1,965

 

 

2,507

 

 

3,270

 

 

4,472

 

 

6,149

 

Investment losses on sales of securities, net

 

 

 

(12,512

)

 

(72,103

)

 

(12,512

)

 

(72,103

)

Trust fees

 

9,280

 

 

9,340

 

 

8,323

 

 

18,620

 

 

15,738

 

Income from equity method investment

 

26,027

 

 

20,405

 

 

18,688

 

 

46,432

 

 

34,723

 

Gain on sale of fixed assets

 

202

 

 

210

 

 

325

 

 

412

 

 

383

 

Other noninterest income

 

47,874

 

 

37,957

 

 

41,787

 

 

85,831

 

 

93,461

 

Total noninterest income

 

125,457

 

 

98,426

 

 

34,288

 

 

223,883

 

 

144,391

 

Noninterest expense:

 

 

 

 

 

Salaries and employee benefits

 

181,246

 

 

172,089

 

 

150,117

 

 

353,335

 

 

296,127

 

Equipment and occupancy

 

48,043

 

 

46,180

 

 

41,036

 

 

94,223

 

 

80,682

 

Other real estate, net

 

137

 

 

58

 

 

22

 

 

195

 

 

106

 

Marketing and other business development

 

8,772

 

 

8,666

 

 

6,776

 

 

17,438

 

 

12,901

 

Postage and supplies

 

3,192

 

 

3,370

 

 

3,135

 

 

6,562

 

 

5,906

 

Amortization of intangibles

 

1,400

 

 

1,417

 

 

1,568

 

 

2,817

 

 

3,152

 

Other noninterest expense

 

43,656

 

 

43,707

 

 

68,735

 

 

87,363

 

 

114,880

 

Total noninterest expense

 

286,446

 

 

275,487

 

 

271,389

 

 

561,933

 

 

513,754

 

Income before income taxes

 

194,299

 

 

170,407

 

 

65,002

 

 

364,706

 

 

216,277

 

Income tax expense

 

35,759

 

 

29,999

 

 

11,840

 

 

65,758

 

 

39,171

 

Net income

 

158,540

 

 

140,408

 

 

53,162

 

 

298,948

 

 

177,106

 

Preferred stock dividends

 

(3,798

)

 

(3,798

)

 

(3,798

)

 

(7,596

)

 

(7,596

)

Net income available to common shareholders

$

154,742

 

$

136,610

 

$

49,364

 

$

291,352

 

$

169,510

 

Per share information:

 

 

 

 

 

Basic net income per common share

$

2.01

 

$

1.78

 

$

0.65

 

$

3.79

 

$

2.22

 

Diluted net income per common share

$

2.00

 

$

1.77

 

$

0.64

 

$

3.77

 

$

2.21

 

Weighted average common shares outstanding:

 

 

 

 

 

Basic

 

76,891,035

 

 

76,726,545

 

 

76,506,121

 

 

76,809,244

 

 

76,392,287

 

Diluted

 

77,277,054

 

 

76,964,625

 

 

76,644,227

 

 

77,212,262

 

 

76,531,419

 

 

This information is preliminary and based on company data available at the time of the presentation. 

 
 
 
 

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(Unaudited)
 

 

(dollars and shares in thousands)

Preferred

Stock

Amount

Common Stock

Additional

Paid-in Capital

Retained

Earnings

Accumulated Other

Comp. Income

(Loss), net

Total

Shareholders’

Equity

 

Shares

Amounts

Balance at December 31, 2023

$

217,126

76,767

 

$

76,767

 

$

3,109,493

 

$

2,784,927

 

$

(152,525

)

$

6,035,788

 

Preferred dividends paid ($33.76 per share)

 

 

 

 

 

 

 

(7,596

)

 

 

 

(7,596

)

Common dividends paid ($0.44 per share)

 

 

 

 

 

 

 

(34,514

)

 

 

 

(34,514

)

Issuance of restricted common shares

 

212

 

 

212

 

 

(212

)

 

 

 

 

 

 

Forfeiture of restricted common shares

 

(18

)

 

(18

)

 

18

 

 

 

 

 

 

 

Restricted shares withheld for taxes & related tax benefits

 

(55

)

 

(55

)

 

(4,529

)

 

 

 

 

 

(4,584

)

Issuance of common stock pursuant to restricted stock unit (RSU) and performance stock unit (PSU) agreements, net of shares withheld for taxes & related tax benefits

 

311

 

 

311

 

 

(14,739

)

 

 

 

 

 

(14,428

)

Compensation expense for restricted shares, RSUs and PSUs

 

 

 

 

 

20,962

 

 

 

 

 

 

20,962

 

Net income

 

 

 

 

 

 

 

177,106

 

 

 

 

177,106

 

Other comprehensive gain

 

 

 

 

 

 

 

 

 

1,934

 

 

1,934

 

Balance at June 30, 2024

$

217,126

77,217

 

$

77,217

 

$

3,110,993

 

$

2,919,923

 

$

(150,591

)

$

6,174,668

 

 

 

 

 

 

 

 

 

Balance at December 31, 2024

$

217,126

77,242

 

$

77,242

 

$

3,129,680

 

$

3,175,777

 

$

(167,944

)

$

6,431,881

 

Preferred dividends paid ($33.76 per share)

 

 

 

 

 

 

 

(7,596

)

 

 

 

(7,596

)

Common dividends paid ($0.48 per share)

 

 

 

 

 

 

 

(37,766

)

 

 

 

(37,766

)

Issuance of restricted common shares

 

162

 

 

162

 

 

(162

)

 

 

 

 

 

 

Forfeiture of restricted common shares

 

(21

)

 

(21

)

 

21

 

 

 

 

 

 

 

Restricted shares withheld for taxes & related tax benefits

 

(55

)

 

(55

)

 

(6,211

)

 

 

 

 

 

(6,266

)

Issuance of common stock pursuant to RSU and PSU agreements, net of shares withheld for taxes & related tax benefits

 

220

 

 

220

 

 

(13,409

)

 

 

 

 

 

(13,189

)

Compensation expense for restricted shares, RSUs and PSUs

 

 

 

 

 

21,579

 

 

 

 

 

 

21,579

 

Net income

 

 

 

 

 

 

 

298,948

 

 

 

 

298,948

 

Other comprehensive loss

 

 

 

 

 

 

 

 

 

(50,354

)

 

(50,354

)

Balance at June 30, 2025

$

217,126

77,548

 

$

77,548

 

$

3,131,498

 

$

3,429,363

 

$

(218,298

)

$

6,637,237

 

 
 
 
 

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED

 

 

 

 

 

 

 

(dollars in thousands)

June

March

December

September

June

March

2025

2025

2024

2024

2024

2024

Balance sheet data, at quarter end:

 

 

 

 

 

 

Commercial and industrial loans

$

14,905,306

 

14,131,312

 

13,815,817

 

12,986,865

 

12,328,622

 

11,893,198

 

Commercial real estate – owner occupied loans

 

4,744,806

 

4,594,376

 

4,388,531

 

4,264,743

 

4,217,351

 

4,044,973

 

Commercial real estate – investment loans

 

5,891,694

 

5,977,583

 

5,931,420

 

5,919,235

 

5,998,326

 

6,138,711

 

Commercial real estate – multifamily and other loans

 

2,393,696

 

2,360,515

 

2,198,698

 

2,213,153

 

2,185,858

 

1,924,931

 

Consumer real estate – mortgage loans

 

5,163,761

 

4,977,358

 

4,914,482

 

4,907,766

 

4,874,846

 

4,828,416

 

Construction and land development loans

 

3,412,060

 

3,525,860

 

3,699,321

 

3,486,504

 

3,621,563

 

3,818,334

 

Consumer and other loans

 

593,841

 

569,742

 

537,507

 

530,044

 

542,584

 

514,310

 

Total loans

 

37,105,164

 

36,136,746

 

35,485,776

 

34,308,310

 

33,769,150

 

33,162,873

 

Allowance for credit losses

 

(422,125

)

(417,462

)

(414,494

)

(391,534

)

(381,601

)

(371,337

)

Securities

 

9,066,651

 

8,718,794

 

8,381,268

 

8,293,241

 

7,882,891

 

7,371,847

 

Total assets

 

54,801,451

 

54,254,804

 

52,589,449

 

50,701,888

 

49,366,969

 

48,894,196

 

Noninterest-bearing deposits

 

8,640,759

 

8,507,351

 

8,170,448

 

8,229,394

 

7,932,882

 

7,958,739

 

Total deposits

 

44,999,244

 

44,479,463

 

42,842,992

 

40,954,888

 

39,770,380

 

39,402,025

 

Securities sold under agreements to repurchase

 

258,454

 

263,993

 

230,244

 

209,956

 

220,885

 

201,418

 

FHLB advances

 

1,775,470

 

1,886,011

 

1,874,134

 

2,146,395

 

2,110,885

 

2,116,417

 

Subordinated debt and other borrowings

 

426,263

 

426,042

 

425,821

 

425,600

 

425,380

 

425,159

 

Total shareholders’ equity

 

6,637,237

 

6,543,142

 

6,431,881

 

6,344,258

 

6,174,668

 

6,103,851

 

Balance sheet data, quarterly averages:

 

 

 

 

 

 

Total loans

$

36,967,754

 

36,041,530

 

34,980,900

 

34,081,759

 

33,516,804

 

33,041,954

 

Securities

 

8,986,542

 

8,679,934

 

8,268,583

 

8,176,250

 

7,322,588

 

7,307,201

 

Federal funds sold and other

 

2,854,113

 

2,958,593

 

3,153,751

 

2,601,267

 

3,268,307

 

3,274,062

 

Total earning assets

 

48,808,409

 

47,680,057

 

46,403,234

 

44,859,276

 

44,107,699

 

43,623,217

 

Total assets

 

53,824,500

 

52,525,831

 

51,166,643

 

49,535,543

 

48,754,091

 

48,311,260

 

Noninterest-bearing deposits

 

8,486,681

 

8,206,751

 

8,380,760

 

8,077,655

 

8,000,159

 

7,962,217

 

Total deposits

 

44,233,628

 

43,018,951

 

41,682,341

 

40,101,199

 

39,453,828

 

38,995,709

 

Securities sold under agreements to repurchase

 

255,662

 

230,745

 

223,162

 

230,340

 

213,252

 

210,888

 

FHLB advances

 

1,838,449

 

1,877,596

 

2,006,736

 

2,128,793

 

2,106,786

 

2,214,489

 

Subordinated debt and other borrowings

 

427,805

 

427,624

 

427,503

 

427,380

 

427,256

 

428,281

 

Total shareholders’ equity

 

6,601,662

 

6,515,904

 

6,405,867

 

6,265,710

 

6,138,722

 

6,082,616

 

Statement of operations data, for the three months ended:

Interest income

$

694,770

 

668,160

 

684,360

 

694,865

 

668,390

 

650,483

 

Interest expense

 

315,237

 

303,732

 

320,570

 

343,361

 

336,128

 

332,449

 

Net interest income

 

379,533

 

364,428

 

363,790

 

351,504

 

332,262

 

318,034

 

Provision for credit losses

 

24,245

 

16,960

 

29,652

 

26,281

 

30,159

 

34,497

 

Net interest income after provision for credit losses

 

355,288

 

347,468

 

334,138

 

325,223

 

302,103

 

283,537

 

Noninterest income

 

125,457

 

98,426

 

111,545

 

115,242

 

34,288

 

110,103

 

Noninterest expense

 

286,446

 

275,487

 

261,897

 

259,319

 

271,389

 

242,365

 

Income before income taxes

 

194,299

 

170,407

 

183,786

 

181,146

 

65,002

 

151,275

 

Income tax expense

 

35,759

 

29,999

 

32,527

 

34,455

 

11,840

 

27,331

 

Net income

 

158,540

 

140,408

 

151,259

 

146,691

 

53,162

 

123,944

 

Preferred stock dividends

 

(3,798

)

(3,798

)

(3,798

)

(3,798

)

(3,798

)

(3,798

)

Net income available to common shareholders

$

154,742

 

136,610

 

147,461

 

142,893

 

49,364

 

120,146

 

Profitability and other ratios:

 

 

 

 

 

 

Return on avg. assets (1)

 

1.15

%

1.05

%

1.15

%

1.15

%

0.41

%

1.00

%

Return on avg. equity (1)

 

9.40

%

8.50

%

9.16

%

9.07

%

3.23

%

7.94

%

Return on avg. common equity (1)

 

9.72

%

8.80

%

9.48

%

9.40

%

3.35

%

8.24

%

Return on avg. tangible common equity (1)

 

13.75

%

12.51

%

13.58

%

13.61

%

4.90

%

12.11

%

Common stock dividend payout ratio (14)

 

12.73

%

15.53

%

14.72

%

16.73

%

17.29

%

12.59

%

Net interest margin (2)

 

3.23

%

3.21

%

3.22

%

3.22

%

3.14

%

3.04

%

Noninterest income to total revenue (3)

 

24.84

%

21.27

%

23.47

%

24.69

%

9.35

%

25.72

%

Noninterest income to avg. assets (1)

 

0.93

%

0.76

%

0.87

%

0.93

%

0.28

%

0.92

%

Noninterest exp. to avg. assets (1)

 

2.13

%

2.13

%

2.04

%

2.08

%

2.24

%

2.02

%

Efficiency ratio (4)

 

56.72

%

59.52

%

55.10

%

55.56

%

74.04

%

56.61

%

Avg. loans to avg. deposits

 

83.57

%

83.78

%

83.92

%

84.99

%

84.95

%

84.73

%

Securities to total assets

 

16.54

%

16.07

%

15.94

%

16.36

%

15.97

%

15.08

%

 

This information is preliminary and based on company data available at the time of the presentation.

 
 
 
 

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

ANALYSIS OF INTEREST INCOME AND EXPENSE, RATES AND YIELDS-UNAUDITED

 

 

 

 

(dollars in thousands)

Three months ended

 

Three months ended

June 30, 2025

 

June 30, 2024

 

Average

Balances

Interest

Rates/

Yields

 

Average

Balances

Interest

Rates/

Yields

Interest-earning assets

 

 

 

 

 

 

 

Loans (1) (2)

$

36,967,754

$

568,857

6.26

%

 

$

33,516,804

$

551,659

6.71

%

Securities

 

 

 

 

 

 

 

Taxable

 

5,625,309

 

66,989

4.78

%

 

 

4,085,859

 

51,578

5.08

%

Tax-exempt (2)

 

3,361,233

 

27,104

3.87

%

 

 

3,236,729

 

24,372

3.61

%

Interest-bearing due from banks

 

2,523,742

 

26,449

4.20

%

 

 

2,541,394

 

33,607

5.32

%

Resell agreements

 

77,378

 

2,116

10.97

%

 

 

476,435

 

3,641

3.07

%

Federal funds sold

 

 

%

 

 

 

%

Other

 

252,993

 

3,255

5.16

%

 

 

250,478

 

3,533

5.67

%

Total interest-earning assets

 

48,808,409

$

694,770

5.82

%

 

 

44,107,699

$

668,390

6.20

%

Nonearning assets

 

 

 

 

 

 

 

Intangible assets

 

1,869,405

 

 

 

 

1,872,282

 

 

Other nonearning assets

 

3,146,686

 

 

 

 

2,774,110

 

 

Total assets

$

53,824,500

 

 

 

$

48,754,091

 

 

 

 

 

 

 

 

 

 

Interest-bearing liabilities

 

 

 

 

 

 

 

Interest-bearing deposits:

 

 

 

 

 

 

 

Interest checking

 

14,220,572

 

114,693

3.23

%

 

 

12,118,160

 

118,785

3.94

%

Savings and money market

 

16,816,295

 

124,409

2.97

%

 

 

14,659,713

 

134,399

3.69

%

Time

 

4,710,080

 

45,512

3.88

%

 

 

4,675,796

 

51,265

4.41

%

Total interest-bearing deposits

 

35,746,947

 

284,614

3.19

%

 

 

31,453,669

 

304,449

3.89

%

Securities sold under agreements to repurchase

 

255,662

 

1,222

1.92

%

 

 

213,252

 

1,316

2.48

%

Federal Home Loan Bank advances

 

1,838,449

 

21,325

4.65

%

 

 

2,106,786

 

24,395

4.66

%

Subordinated debt and other borrowings

 

427,805

 

8,076

7.57

%

 

 

427,256

 

5,968

5.62

%

Total interest-bearing liabilities

 

38,268,863

 

315,237

3.30

%

 

 

34,200,963

 

336,128

3.95

%

Noninterest-bearing deposits

 

8,486,681

 

 

 

 

8,000,159

 

 

Total deposits and interest-bearing liabilities

 

46,755,544

$

315,237

2.70

%

 

 

42,201,122

$

336,128

3.20

%

Other liabilities

 

467,294

 

 

 

 

414,247

 

 

Shareholders’ equity

 

6,601,662

 

 

 

 

6,138,722

 

 

Total liabilities and shareholders’ equity

$

53,824,500

 

 

 

$

48,754,091

 

 

Netinterestincome

 

$

379,533

 

 

 

$

332,262

 

Net interest spread (3)

 

 

2.52

%

 

 

 

2.25

%

Net interest margin (4)

 

 

3.23

%

 

 

 

3.14

%

 

 

 

 

 

 

 

 

(1) Average balances of nonperforming loans are included in the above amounts.

(2) Yields computed on tax-exempt instruments on a tax equivalent basis and included $13.8 million of taxable equivalent income for the three months ended June 30, 2025 compared to $11.9 million for the three months ended June 30, 2024. The tax-exempt benefit has been reduced by the projected impact of tax-exempt income that will be disallowed pursuant to IRS Regulations as of and for the then current period presented.

(3) Yields realized on interest-bearing assets less the rates paid on interest-bearing liabilities. The net interest spread calculation excludes the impact of demand deposits. Had the impact of demand deposits been included, the net interest spread for the three months ended June 30, 2025 would have been 3.12% compared to a net interest spread of 3.00% for the three months ended June 30, 2024.

(4) Net interest margin is the result of annualized net interest income calculated on a tax equivalent basis divided by average interest-earning assets for the period.

 

 

 

This information is preliminary and based on company data available at the time of the presentation.

 

 

 
 
 
 

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

ANALYSIS OF INTEREST INCOME AND EXPENSE, RATES AND YIELDS-UNAUDITED

 

 

 

 

(dollars in thousands)

Six months ended

 

Six months ended

June 30, 2025

 

June 30, 2024

 

Average

Balances

Interest

Rates/

Yields

 

Average

Balances

Interest

Rates/

Yields

Interest-earning assets

 

 

 

 

 

 

 

Loans (1) (2)

$

36,507,201

$

1,116,225

6.25

%

 

$

33,279,379

$

1,092,858

6.69

%

Securities

 

 

 

 

 

 

 

Taxable

 

5,529,552

 

128,842

4.70

%

 

 

4,002,696

 

96,048

4.83

%

Tax-exempt (2)

 

3,304,533

 

52,334

3.82

%

 

 

3,312,198

 

48,972

3.54

%

Interest-bearing due from banks

 

2,584,209

 

55,342

4.32

%

 

 

2,509,097

 

66,359

5.32

%

Resell agreements

 

67,945

 

3,751

11.13

%

 

 

510,111

 

7,499

2.96

%

Federal funds sold

 

 

%

 

 

 

%

Other

 

253,890

 

6,436

5.11

%

 

 

251,976

 

7,137

5.70

%

Total interest-earning assets

 

48,247,330

$

1,362,930

5.81

%

 

 

43,865,457

$

1,318,873

6.15

%

Nonearning assets

 

 

 

 

 

 

 

Intangible assets

 

1,869,783

 

 

 

 

1,873,076

 

 

Other nonearning assets

 

3,061,641

 

 

 

 

2,794,141

 

 

Total assets

$

53,178,754

 

 

 

$

48,532,674

 

 

 

 

 

 

 

 

 

 

Interest-bearing liabilities

 

 

 

 

 

 

 

Interest-bearing deposits:

 

 

 

 

 

 

 

Interest checking

 

14,178,740

 

226,444

3.22

%

 

 

11,842,966

 

231,513

3.93

%

Savings and money market

 

16,581,963

 

243,251

2.96

%

 

 

14,634,200

 

269,151

3.70

%

Time

 

4,521,453

 

88,312

3.94

%

 

 

4,766,414

 

104,753

4.42

%

Total interest-bearing deposits

 

35,282,156

 

558,007

3.19

%

 

 

31,243,580

 

605,417

3.90

%

Securities sold under agreements to repurchase

 

243,273

 

2,248

1.86

%

 

 

212,070

 

2,715

2.57

%

Federal Home Loan Bank advances

 

1,857,914

 

42,596

4.62

%

 

 

2,160,637

 

48,515

4.52

%

Subordinated debt and other borrowings

 

427,715

 

16,118

7.60

%

 

 

427,768

 

11,930

5.61

%

Total interest-bearing liabilities

 

37,811,058

 

618,969

3.30

%

 

 

34,044,055

 

668,577

3.95

%

Noninterest-bearing deposits

 

8,347,489

 

 

 

 

7,981,188

 

 

Total deposits and interest-bearing liabilities

 

46,158,547

$

618,969

2.70

%

 

 

42,025,243

$

668,577

3.20

%

Other liabilities

 

461,187

 

 

 

 

396,762

 

 

Shareholders’ equity

 

6,559,020

 

 

 

 

6,110,669

 

 

Total liabilities and shareholders’ equity

$

53,178,754

 

 

 

$

48,532,674

 

 

Netinterestincome

 

$

743,961

 

 

 

$

650,296

 

Net interest spread (3)

 

 

2.51

%

 

 

 

2.21

%

Net interest margin (4)

 

 

3.22

%

 

 

 

3.09

%

 

 

 

 

 

 

 

 

(1) Average balances of nonperforming loans are included in the above amounts.

(2) Yields computed on tax-exempt instruments on a tax equivalent basis and included $26.3 million of taxable equivalent income for the six months ended June 30, 2025 compared to $23.7 million for the six months ended June 30, 2024. The tax-exempt benefit has been reduced by the projected impact of tax-exempt income that will be disallowed pursuant to IRS Regulations as of and for the then current period presented.

(3) Yields realized on interest-bearing assets less the rates paid on interest-bearing liabilities. The net interest spread calculation excludes the impact of demand deposits. Had the impact of demand deposits been included, the net interest spread for the six months ended June 30, 2025 would have been 3.10% compared to a net interest spread of 2.96% for the six months ended June 30, 2024.

(4) Net interest margin is the result of annualized net interest income calculated on a tax equivalent basis divided by average interest-earning assets for the period.

 

This information is preliminary and based on company data available at the time of the presentation.

 
 
 
 

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED

 

 

 

 

 

 

 

(dollars in thousands)

June

March

December

September

June

March

2025

2025

2024

2024

2024

2024

Asset quality information and ratios:

 

 

 

 

 

 

Nonperforming assets:

 

 

 

 

 

 

Nonaccrual loans

$

157,170

 

171,570

 

147,825

 

119,293

 

97,649

 

108,325

 

ORE and other nonperforming assets (NPAs)

 

4,835

 

3,656

 

1,280

 

823

 

2,760

 

2,766

 

Total nonperforming assets

$

162,005

 

175,226

 

149,105

 

120,116

 

100,409

 

111,091

 

Past due loans over 90 days and still accruing interest

$

4,652

 

4,337

 

3,515

 

3,611

 

4,057

 

5,273

 

Accruing purchase credit deteriorated loans

$

10,344

 

12,215

 

13,877

 

5,715

 

6,021

 

6,222

 

Net loan charge-offs

$

18,737

 

13,992

 

20,807

 

18,348

 

22,895

 

16,215

 

Allowance for credit losses to nonaccrual loans

 

268.6

%

243.3

%

280.4

%

328.2

%

390.8

%

342.8

%

As a percentage of total loans:

 

 

 

 

 

 

Past due accruing loans over 30 days

 

0.14

%

0.14

%

0.15

%

0.16

%

0.16

%

0.17

%

Potential problem loans

 

0.12

%

0.15

%

0.13

%

0.14

%

0.18

%

0.28

%

Allowance for credit losses

 

1.14

%

1.16

%

1.17

%

1.14

%

1.13

%

1.12

%

Nonperforming assets to total loans, ORE and other NPAs

 

0.44

%

0.48

%

0.42

%

0.35

%

0.30

%

0.33

%

Classified asset ratio (Pinnacle Bank) (6)

 

3.9

%

4.4

%

3.8

%

3.9

%

4.0

%

4.9

%

Annualized net loan charge-offs to avg. loans (5)

 

0.20

%

0.16

%

0.24

%

0.21

%

0.27

%

0.20

%

 

 

 

 

 

 

 

Interest rates and yields:

 

 

 

 

 

 

Loans

 

6.26

%

6.24

%

6.42

%

6.75

%

6.71

%

6.67

%

Securities

 

4.44

%

4.30

%

4.27

%

4.58

%

4.43

%

4.06

%

Total earning assets

 

5.82

%

5.79

%

5.97

%

6.27

%

6.20

%

6.11

%

Total deposits, including non-interest bearing

 

2.58

%

2.58

%

2.74

%

3.08

%

3.10

%

3.10

%

Securities sold under agreements to repurchase

 

1.92

%

1.80

%

2.11

%

2.58

%

2.48

%

2.67

%

FHLB advances

 

4.65

%

4.59

%

4.59

%

4.66

%

4.66

%

4.38

%

Subordinated debt and other borrowings

 

7.57

%

7.63

%

8.11

%

5.97

%

5.62

%

5.60

%

Total deposits and interest-bearing liabilities

 

2.70

%

2.70

%

2.88

%

3.19

%

3.20

%

3.20

%

 

 

 

 

 

 

 

Capital and other ratios (6):

 

 

 

 

 

 

Pinnacle Financial ratios:

 

 

 

 

 

 

Shareholders’ equity to total assets

 

12.1

%

12.1

%

12.2

%

12.5

%

12.5

%

12.5

%

Common equity Tier one

 

10.7

%

10.7

%

10.8

%

10.8

%

10.7

%

10.4

%

Tier one risk-based

 

11.2

%

11.2

%

11.3

%

11.4

%

11.2

%

10.9

%

Total risk-based

 

13.0

%

13.0

%

13.1

%

13.2

%

13.2

%

12.9

%

Leverage

 

9.5

%

9.5

%

9.6

%

9.6

%

9.5

%

9.5

%

Tangible common equity to tangible assets

 

8.6

%

8.5

%

8.6

%

8.7

%

8.6

%

8.5

%

Pinnacle Bank ratios:

 

 

 

 

 

 

Common equity Tier one

 

11.5

%

11.5

%

11.6

%

11.7

%

11.5

%

11.3

%

Tier one risk-based

 

11.5

%

11.5

%

11.6

%

11.7

%

11.5

%

11.3

%

Total risk-based

 

12.4

%

12.4

%

12.5

%

12.6

%

12.5

%

12.2

%

Leverage

 

9.7

%

9.7

%

9.8

%

9.8

%

9.7

%

9.7

%

Construction and land development loans as a percentage of total capital (17)

 

61.8

%

65.6

%

70.5

%

68.2

%

72.9

%

77.5

%

Non-owner occupied commercial real estate and multi-family as a percentage of total capital (17)

 

228.6

%

236.4

%

242.2

%

243.3

%

254.0

%

258.0

%

 

 

 

 

 

 

 

This information is preliminary and based on company data available at the time of the presentation.

 
 
 
 

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED

 

 

 

 

 

 

 

 

(dollars in thousands, except per share data)

June

March

December

September

June

March

2025

2025

2024

2024

2024

2024

 

 

 

 

 

 

 

 

Per share data:

 

 

 

 

 

 

 

Earnings per common share – basic

$

2.01

 

1.78

 

1.93

 

1.87

 

0.65

 

1.58

 

Earnings per common share – basic, excluding non-GAAP adjustments

$

2.01

 

1.90

 

1.92

 

1.87

 

1.63

 

1.54

 

Earnings per common share – diluted

$

2.00

 

1.77

 

1.91

 

1.86

 

0.64

 

1.57

 

Earnings per common share – diluted, excluding non-GAAP adjustments

$

2.00

 

1.90

 

1.90

 

1.86

 

1.63

 

1.53

 

Common dividends per share

$

0.24

 

0.24

 

0.22

 

0.22

 

0.22

 

0.22

 

Book value per common share at quarter end (7)

$

82.79

 

81.57

 

80.46

 

79.33

 

77.15

 

76.23

 

Tangible book value per common share at quarter end (7)

$

58.70

 

57.47

 

56.24

 

55.12

 

52.92

 

51.98

 

Revenue per diluted common share

$

6.53

 

6.01

 

6.14

 

6.08

 

4.78

 

5.60

 

Revenue per diluted common share, excluding non-GAAP adjustments

$

6.53

 

6.18

 

6.14

 

6.08

 

5.72

 

5.45

 

 

 

 

 

 

 

 

 

Investor information:

 

 

 

 

 

 

 

Closing sales price of common stock on last trading day of quarter

$

110.41

 

106.04

 

114.39

 

97.97

 

80.04

 

85.88

 

High closing sales price of common stock during quarter

$

111.51

 

126.15

 

129.87

 

100.56

 

84.70

 

91.82

 

Low closing sales price of common stock during quarter

$

87.19

 

99.42

 

92.95

 

76.97

 

74.62

 

79.26

 

 

 

 

 

 

 

 

 

Closing sales price of depositary shares on last trading day of quarter

$

23.91

 

24.10

 

24.23

 

24.39

 

23.25

 

23.62

 

High closing sales price of depositary shares during quarter

$

24.56

 

25.25

 

25.02

 

24.50

 

23.85

 

24.44

 

Low closing sales price of depositary shares during quarter

$

23.76

 

24.10

 

24.23

 

23.25

 

22.93

 

22.71

 

 

 

 

 

 

 

 

 

Other information:

 

 

 

 

 

 

 

Residential mortgage loan sales:

 

 

 

 

 

 

 

Gross loans sold

$

192,859

 

145,645

 

185,707

 

209,144

 

217,080

 

148,576

 

Gross fees (8)

$

4,068

 

3,761

 

4,360

 

4,974

 

5,368

 

3,540

 

Gross fees as a percentage of loans originated

 

2.11

%

2.58

%

2.35

%

2.38

%

2.47

%

2.38

%

Net gain on residential mortgage loans sold

$

1,965

 

2,507

 

2,344

 

2,643

 

3,270

 

2,879

 

Investment gains (losses) on sales of securities, net (13)

$

 

(12,512

)

249

 

 

(72,103

)

 

Brokerage account assets, at quarter end (9)

$

14,665,349

 

13,324,592

 

13,086,359

 

12,791,337

 

11,917,578

 

10,756,108

 

Trust account managed assets, at quarter end

$

7,664,867

 

7,293,630

 

7,061,868

 

6,830,323

 

6,443,916

 

6,297,887

 

Core deposits (10)

$

39,761,037

 

40,012,999

 

38,046,904

 

35,764,640

 

34,957,827

 

34,638,610

 

Core deposits to total funding (10)

 

83.8

%

85.0

%

83.9

%

81.8

%

82.2

%

82.2

%

Risk-weighted assets

$

44,413,507

 

43,210,918

 

41,976,450

 

40,530,585

 

39,983,191

 

40,531,311

 

Number of offices

 

137

 

136

 

137

 

136

 

135

 

128

 

Total core deposits per office

$

290,227

 

294,213

 

277,715

 

262,975

 

258,947

 

270,614

 

Total assets per full-time equivalent employee

$

15,109

 

15,092

 

14,750

 

14,418

 

14,231

 

14,438

 

Annualized revenues per full-time equivalent employee

$

558.5

 

522.2

 

530.4

 

528.0

 

425.0

 

508.5

 

Annualized expenses per full-time equivalent employee

$

316.8

 

310.8

 

292.2

 

293.4

 

314.6

 

287.8

 

Number of employees (full-time equivalent)

 

3,627.0

 

3,595.0

 

3,565.5

 

3,516.5

 

3,469.0

 

3,386.5

 

Associate retention rate (11)

 

93.4

%

94.3

%

94.5

%

94.6

%

94.4

%

94.2

%

 

 

 

 

 

 

 

 

This information is preliminary and based on company data available at the time of the presentation.

 
 
 
 

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

 

 

 

RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED

 

 

 

 

Three months ended

 

Six months ended

(dollars in thousands, except per share data)

June

March

June

 

June

June

2025

2025

2024

 

2025

2024

 

 

 

 

 

 

 

Net interest income

$

379,533

 

364,428

 

332,262

 

 

743,961

 

650,296

 

 

 

 

 

 

 

 

Noninterest income

 

125,457

 

98,426

 

34,288

 

 

223,883

 

144,391

 

Total revenues

 

504,990

 

462,854

 

366,550

 

 

967,844

 

794,687

 

Less: Investment losses on sales of securities, net

 

 

12,512

 

72,103

 

 

12,512

 

72,103

 

Recognition of mortgage servicing asset

 

 

 

 

 

 

(11,812

)

Total revenues excluding the impact of adjustments noted above

$

504,990

 

475,366

 

438,653

 

 

980,356

 

854,978

 

 

 

 

 

 

 

 

Noninterest expense

$

286,446

 

275,487

 

271,389

 

 

561,933

 

513,754

 

Less: ORE expense

 

137

 

58

 

22

 

 

195

 

106

 

FDIC special assessment

 

 

 

 

 

 

7,250

 

Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives

 

 

 

28,400

 

 

 

28,400

 

Noninterest expense excluding the impact of adjustments noted above

$

286,309

 

275,429

 

242,967

 

 

561,738

 

477,998

 

 

 

 

 

 

 

 

Pre-tax income

$

194,299

 

170,407

 

65,002

 

 

364,706

 

216,277

 

Provision for credit losses

 

24,245

 

16,960

 

30,159

 

 

41,205

 

64,656

 

Pre-tax pre-provision net revenue

 

218,544

 

187,367

 

95,161

 

 

405,911

 

280,933

 

Less: Adjustments noted above

 

137

 

12,570

 

100,525

 

 

12,707

 

96,047

 

Adjusted pre-tax pre-provision net revenue (12)

$

218,681

 

199,937

 

195,686

 

 

418,618

 

376,980

 

 

 

 

 

 

 

 

Noninterest income

$

125,457

 

98,426

 

34,288

 

 

223,883

 

144,391

 

Less: Adjustments noted above

 

 

12,512

 

72,103

 

 

12,512

 

60,291

 

Noninterest income excluding the impact of adjustments noted above

$

125,457

 

110,938

 

106,391

 

 

236,395

 

204,682

 

 

 

 

 

 

 

 

Efficiency ratio (4)

 

56.72

%

59.52

%

74.04

%

 

58.06

%

64.65

%

Less: Adjustments noted above

 

(0.03

)%

(1.58

)%

(18.65

)%

 

(0.76

)%

(8.74

)%

Efficiency ratio excluding adjustments noted above (4)

 

56.70

%

57.94

%

55.39

%

 

57.30

%

55.91

%

 

 

 

 

 

 

 

Total average assets

$

53,824,500

 

52,525,831

 

48,754,091

 

 

53,178,754

 

48,532,674

 

 

 

 

 

 

 

 

Noninterest income to average assets (1)

 

0.93

%

0.76

%

0.28

%

 

0.85

%

0.60

%

Less: Adjustments noted above

 

%

0.10

%

0.60

%

 

0.05

%

0.25

%

Noninterest income (excluding adjustments noted above) to average assets (1)

 

0.93

%

0.86

%

0.88

%

 

0.90

%

0.85

%

 

 

 

 

 

 

 

Noninterest expense to average assets (1)

 

2.13

%

2.13

%

2.24

%

 

2.13

%

2.13

%

Less: Adjustments as noted above

 

%

%

(0.24

)%

 

%

(0.15

)%

Noninterest expense (excluding adjustments noted above) to average assets (1)

 

2.13

%

2.13

%

2.00

%

 

2.13

%

1.98

%

 

 

 

 

 

 

 

This information is preliminary and based on company data available at the time of the presentation. Numbers may not foot due to rounding.

 
 
 
 

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

 

RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED

 

 

Three months ended

(dollars in thousands, except per share data)

June

March

December

September

June

March

2025

2025

2024

2024

2024

2024

Net income available to common shareholders

$

154,742

 

136,610

 

147,461

 

142,893

 

49,364

 

120,146

 

Investment (gains) losses on sales of securities, net

 

 

12,512

 

(249

)

 

72,103

 

 

Loss on BOLI restructuring

 

 

 

 

 

 

 

ORE expense

 

137

 

58

 

58

 

56

 

22

 

84

 

FDIC special assessment

 

 

 

 

 

 

7,250

 

Recognition of mortgage servicing asset

 

 

 

 

 

 

(11,812

)

Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives

 

 

 

 

 

28,400

 

 

Tax effect on above noted adjustments (16)

 

(34

)

(3,143

)

48

 

(14

)

(25,131

)

1,120

 

Net income available to common shareholders excluding adjustments noted above

$

154,844

 

146,037

 

147,318

 

142,935

 

124,758

 

116,788

 

 

 

 

 

 

 

 

Basic earnings per common share

$

2.01

 

1.78

 

1.93

 

1.87

 

0.65

 

1.58

 

Less:

 

 

 

 

 

 

Investment (gains) losses on sales of securities, net

 

 

0.16

 

(0.01

)

 

0.94

 

 

ORE expense

 

 

 

 

 

 

 

FDIC special assessment

 

 

 

 

 

 

0.10

 

Recognition of mortgage servicing asset

 

 

 

 

 

 

(0.15

)

Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives

 

 

 

 

 

0.37

 

 

Tax effect on above noted adjustments (16)

 

 

(0.04

)

 

 

(0.33

)

0.01

 

Basic earnings per common share excluding adjustments noted above

$

2.01

 

1.90

 

1.92

 

1.87

 

1.63

 

1.54

 

 

 

 

 

 

 

 

Diluted earnings per common share

$

2.00

 

1.77

 

1.91

 

1.86

 

0.64

 

1.57

 

Less:

 

 

 

 

 

 

Investment (gains) losses on sales of securities, net

 

 

0.16

 

(0.01

)

 

0.94

 

 

ORE expense

 

 

 

 

 

 

 

FDIC special assessment

 

 

 

 

 

 

0.10

 

Recognition of mortgage servicing asset

 

 

 

 

 

 

(0.15

)

Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives

 

 

 

 

 

0.37

 

 

Tax effect on above noted adjustments (16)

 

 

(0.04

)

 

 

(0.32

)

0.01

 

Diluted earnings per common share excluding the adjustments noted above

$

2.00

 

1.90

 

1.90

 

1.86

 

1.63

 

1.53

 

 

 

 

 

 

 

 

Revenue per diluted common share

$

6.53

 

6.01

 

6.14

 

6.08

 

4.78

 

5.60

 

Adjustments due to revenue-impacting items as noted above

 

 

0.16

 

 

 

0.94

 

(0.15

)

Revenue per diluted common share excluding adjustments due to revenue-impacting items as noted above

$

6.53

 

6.18

 

6.14

 

6.08

 

5.72

 

5.45

 

 

 

 

 

 

 

 

Book value per common share at quarter end (7)

$

82.79

 

81.57

 

80.46

 

79.33

 

77.15

 

76.23

 

Adjustment due to goodwill, core deposit and other intangible assets

 

(24.09

)

(24.10

)

(24.22

)

(24.21

)

(24.23

)

(24.25

)

Tangible book value per common share at quarter end (7)

$

58.70

 

57.47

 

56.24

 

55.12

 

52.92

 

51.98

 

 

 

 

 

 

 

 

Equity method investment (15)

 

 

 

 

 

 

Fee income from BHG, net of amortization

$

26,027

 

20,405

 

12,070

 

16,379

 

18,688

 

16,035

 

Funding cost to support investment

 

5,205

 

5,515

 

4,869

 

5,762

 

5,704

 

5,974

 

Pre-tax impact of BHG

 

20,822

 

14,890

 

7,201

 

10,617

 

12,984

 

10,061

 

Income tax expense at statutory rates (16)

 

5,206

 

3,723

 

1,800

 

2,654

 

3,246

 

2,515

 

Earnings attributable to BHG

$

15,617

 

11,168

 

5,401

 

7,963

 

9,738

 

7,546

 

Basic earnings per common share attributable to BHG

$

0.20

 

0.15

 

0.07

 

0.10

 

0.13

 

0.10

 

Diluted earnings per common share attributable to BHG

$

0.20

 

0.15

 

0.07

 

0.10

 

0.13

 

0.10

 

 

This information is preliminary and based on company data available at the time of the presentation. Numbers may not foot due to rounding.

 
 
 
 

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

 

 

 

RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED

 

 

 

 

 

Six months ended

(dollars in thousands, except per share data)

 

June 30,

 

2025

2024

Net income available to common shareholders

 

$

291,352

 

169,510

 

Investment losses on sales of securities, net

 

 

12,512

 

72,103

 

ORE expense

 

 

195

 

106

 

FDIC special assessment

 

 

 

7,250

 

Recognition of mortgage servicing asset

 

 

 

(11,812

)

Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives

 

 

 

28,400

 

Tax effect on adjustments noted above (16)

 

 

(3,177

)

(24,012

)

Net income available to common shareholders excluding adjustments noted above

 

$

300,882

 

241,545

 

 

 

 

 

Basic earnings per common share

 

$

3.79

 

2.22

 

Less:

 

 

 

Investment losses on sales of securities, net

 

 

0.16

 

0.94

 

ORE expense

 

 

 

 

FDIC special assessment

 

 

 

0.09

 

Recognition of mortgage servicing asset

 

 

 

(0.15

)

Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives

 

 

 

0.37

 

Tax effect on above noted adjustments (16)

 

 

(0.04

)

(0.31

)

Basic earnings per common share excluding adjustments noted above

 

$

3.92

 

3.16

 

 

 

 

 

Diluted earnings per common share

 

 

3.77

 

2.21

 

Less:

 

 

 

Investment losses on sales of securities, net

 

 

0.16

 

0.94

 

ORE expense

 

 

 

 

FDIC special assessment

 

 

 

0.09

 

Recognition of mortgage servicing asset

 

 

 

(0.15

)

Fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives

 

 

 

0.37

 

Tax effect on above noted adjustments (16)

 

 

(0.04

)

(0.31

)

Diluted earnings per common share excluding the adjustments noted above

 

$

3.90

 

3.16

 

 

 

 

 

Revenue per diluted common share

 

$

12.53

 

10.38

 

Adjustments due to revenue-impacting items as noted above

 

 

0.16

 

0.79

 

Revenue per diluted common share excluding adjustments due to revenue-impacting items noted above

 

$

12.70

 

11.17

 

 

 

 

 

 

 

 

 

Equity method investment (15)

 

 

 

Fee income from BHG, net of amortization

 

$

46,432

 

34,723

 

Funding cost to support investment

 

 

10,720

 

11,584

 

Pre-tax impact of BHG

 

 

35,712

 

23,139

 

Income tax expense at statutory rates (16)

 

 

8,928

 

5,785

 

Earnings attributable to BHG

 

$

26,784

 

17,354

 

 

 

 

 

Basic earnings per common share attributable to BHG

 

$

0.35

 

0.23

 

Diluted earnings per common share attributable to BHG

 

$

0.35

 

0.23

 

 

 

 

 

This information is preliminary and based on company data available at the time of the presentation.

 
 
 
 

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

 

 

 

RECONCILIATION OF NON-GAAP SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED

 

Three months ended

 

Six months ended

(dollars in thousands, except per share data)

June

March

June

 

June

June

2025

2025

2024

 

2025

2024

 

 

 

 

 

 

 

Return on average assets (1)

 

1.15

%

1.05

%

0.41

%

 

 

1.10

%

0.70

%

Adjustments as noted above

 

%

0.07

%

0.62

%

 

 

0.04

%

0.30

%

Return on average assets excluding adjustments noted above (1)

 

1.15

%

1.13

%

1.03

%

 

 

1.14

%

1.00

%

 

 

 

 

 

 

 

Tangible assets:

 

 

 

 

 

 

Total assets

$

54,801,451

 

54,254,804

 

49,366,969

 

 

$

54,801,451

 

49,366,969

 

Less: Goodwill

 

(1,848,904

)

(1,849,260

)

(1,846,973

)

 

 

(1,848,904

)

(1,846,973

)

Core deposit and other intangible assets

 

(19,506

)

(20,007

)

(24,313

)

 

 

(19,506

)

(24,313

)

Net tangible assets

$

52,933,041

 

52,385,537

 

47,495,683

 

 

$

52,933,041

 

47,495,683

 

 

 

 

 

 

 

 

Tangible common equity:

 

 

 

 

 

 

Total shareholders’ equity

$

6,637,237

 

6,543,142

 

6,174,668

 

 

$

6,637,237

 

6,174,668

 

Less: Preferred shareholders’ equity

 

(217,126

)

(217,126

)

(217,126

)

 

 

(217,126

)

(217,126

)

Total common shareholders’ equity

 

6,420,111

 

6,326,016

 

5,957,542

 

 

 

6,420,111

 

5,957,542

 

Less: Goodwill

 

(1,848,904

)

(1,849,260

)

(1,846,973

)

 

 

(1,848,904

)

(1,846,973

)

Core deposit and other intangible assets

 

(19,506

)

(20,007

)

(24,313

)

 

 

(19,506

)

(24,313

)

Net tangible common equity

$

4,551,701

 

4,456,749

 

4,086,256

 

 

$

4,551,701

 

4,086,256

 

 

 

 

 

 

 

 

Ratio of tangible common equity to tangible assets

 

8.60

%

8.51

%

8.60

%

 

 

8.60

%

8.60

%

 

 

 

 

 

 

 

Average tangible assets:

 

 

 

 

 

 

Average assets

$

53,824,500

 

52,525,831

 

48,754,091

 

 

$

53,178,754

 

48,532,674

 

Less: Average goodwill

 

(1,849,255

)

(1,849,260

)

(1,846,973

)

 

 

(1,849,258

)

(1,846,973

)

Average core deposit and other intangible assets

 

(20,150

)

(20,905

)

(25,309

)

 

 

(20,525

)

(26,103

)

Net average tangible assets

$

51,955,095

 

50,655,666

 

46,881,809

 

 

$

51,308,971

 

46,659,598

 

 

 

 

 

 

 

 

Return on average assets (1)

 

1.15

%

1.05

%

0.41

%

 

 

1.10

%

0.70

%

Adjustment due to goodwill, core deposit and other intangible assets

 

0.04

%

0.04

%

0.01

%

 

 

0.04

%

0.03

%

Return on average tangible assets (1)

 

1.19

%

1.09

%

0.42

%

 

 

1.15

%

0.73

%

Adjustments as noted above

 

%

0.08

%

0.65

%

 

 

0.04

%

0.31

%

Return on average tangible assets excluding adjustments noted above (1)

 

1.20

%

1.17

%

1.07

%

 

 

1.18

%

1.04

%

 

 

 

 

 

 

 

Average tangible common equity:

 

 

 

 

 

 

Average shareholders’ equity

$

6,601,662

 

6,515,904

 

6,138,722

 

 

$

6,559,020

 

6,110,669

 

Less: Average preferred equity

 

(217,126

)

(217,126

)

(217,126

)

 

 

(217,126

)

(217,126

)

Average common equity

 

6,384,536

 

6,298,778

 

5,921,596

 

 

 

6,341,894

 

5,893,543

 

Less: Average goodwill

 

(1,849,255

)

(1,849,260

)

(1,846,973

)

 

 

(1,849,258

)

(1,846,973

)

Average core deposit and other intangible assets

 

(20,150

)

(20,905

)

(25,309

)

 

 

(20,525

)

(26,103

)

Net average tangible common equity

$

4,515,131

 

4,428,613

 

4,049,314

 

 

$

4,472,111

 

4,020,467

 

 

 

 

 

 

 

 

Return on average equity (1)

 

9.40

%

8.50

%

3.23

%

 

 

8.96

%

5.58

%

Adjustment due to average preferred shareholders’ equity

 

0.32

%

0.29

%

0.12

%

 

 

0.31

%

0.20

%

Return on average common equity (1)

 

9.72

%

8.80

%

3.35

%

 

 

9.26

%

5.78

%

Adjustment due to goodwill, core deposit and other intangible assets

 

4.02

%

3.71

%

1.55

%

 

 

3.87

%

2.70

%

Return on average tangible common equity (1)

 

13.75

%

12.51

%

4.90

%

 

 

13.14

%

8.48

%

Adjustments as noted above

 

0.01

%

0.86

%

7.49

%

 

 

0.43

%

3.60

%

Return on average tangible common equity excluding adjustments noted above (1)

 

13.76

%

13.37

%

12.39

%

 

 

13.57

%

12.08

%

 

 

 

 

 

 

 

This information is preliminary and based on company data available at the time of the presentation. Numbers may not foot due to rounding.

 
 
 
 

PINNACLE FINANCIAL PARTNERS, INC. AND SUBSIDIARIES

SELECTED QUARTERLY FINANCIAL DATA – UNAUDITED

 

1. Ratios are presented on an annualized basis.

2. Net interest margin is the result of net interest income on a tax equivalent basis divided by average interest earning assets.

3. Total revenue is equal to the sum of net interest income and noninterest income.

4. Efficiency ratios are calculated by dividing noninterest expense by the sum of net interest income and noninterest income.

5. Annualized net loan charge-offs to average loans ratios are computed by annualizing quarter-to-date net loan charge-offs and dividing the result by average loans for the quarter-to-date period.

6. Capital ratios are calculated using regulatory reporting regulations enacted for such period and are defined as follows:

Equity to total assets – End of period total shareholders’ equity as a percentage of end of period assets.

Tangible common equity to tangible assets – End of period total shareholders’ equity less end of period preferred stock, goodwill, core deposit and other intangibles as a percentage of end of period assets less end of period goodwill, core deposit and other intangibles.

Leverage – Tier I capital (pursuant to risk-based capital guidelines) as a percentage of adjusted average assets.

Tier I risk-based – Tier I capital (pursuant to risk-based capital guidelines) as a percentage of total risk-weighted assets.

Total risk-based – Total capital (pursuant to risk-based capital guidelines) as a percentage of total risk-weighted assets.

Classified asset – Classified assets as a percentage of Tier 1 capital plus allowance for credit losses.

Tier I common equity to risk weighted assets – Tier 1 capital (pursuant to risk-based capital guidelines) less the amount of any preferred stock or subordinated indebtedness that is considered as a component of Tier 1 capital as a percentage of total risk-weighted assets.

7. Book value per common share computed by dividing total common shareholders’ equity by common shares outstanding. Tangible book value per common share computed by dividing total common shareholders’ equity, less goodwill, core deposit and other intangibles, by common shares outstanding.

8. Amounts are included in the statement of income in “Gains on mortgage loans sold, net”, net of commissions paid on such amounts.

9. At fair value, based on information obtained from Pinnacle’s third party broker/dealer for non-FDIC insured financial products and services.

10. Core deposits include all transaction deposit accounts, money market and savings accounts and all certificates of deposit issued in a denomination of less than $250,000. The ratio noted above represents total core deposits divided by total funding, which includes total deposits, FHLB advances, securities sold under agreements to repurchase, subordinated indebtedness and all other interest-bearing liabilities.

11. Associate retention rate is computed by dividing the number of associates employed at quarter end less the number of associates that have resigned in the last 12 months by the number of associates employed at quarter end.

12. Adjusted pre-tax, pre-provision net revenue excludes the impact of ORE expenses and income, investment gains and losses on sales of securities, the impact of the FDIC special assessment, the recognition of the mortgage servicing asset and fees related to terminating agreement to resell securities previously purchased and professional fees associated with capital optimization initiatives.

13. Represents investment gains (losses) on sales and impairments, net occurring as a result of gains or losses incurred as the result of a change in management’s intention to sell a bond prior to the recovery of its amortized cost basis.

14. The dividend payout ratio is calculated as the sum of the annualized dividend rate for dividends paid on common shares divided by the trailing 12-months fully diluted earnings per common share as of the dividend declaration date.

15. Earnings from equity method investment includes the impact of the funding costs of the overall franchise calculated using the firm’s subordinated and other borrowing rates. Income tax expense is calculated using statutory tax rates.

16. Tax effect calculated using the blended statutory rate of 25.00 percent for all periods.

17. Calculated using the same guidelines as are used in the Federal Financial Institutions Examination Council’s Uniform Bank Performance Report.

 

 

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K-Tech Solutions Company Limited Announces Pricing of US$6.4 Million Initial Public Offering

Hong Kong, July 15, 2025 (GLOBE NEWSWIRE) — K-Tech Solutions Company Limited (“KMRK” or the “Company”) is an established toy products design house specialized in the development of infant and pre-school educational toys and learning kits. The Company is headquartered in Hong Kong to provide full-fledged product development solutions to toy brands throughout the entire development stage of toy products from design, prototype testing, production management, quality control to after-sales services. K-Tech Solutions Company Limited today announced the pricing of its firm commitment initial public offering of an aggregate 1,600,000 Class A Shares (the “Offering”) priced at US$4.00 per share (the “Offering Price”). In addition, the Company has granted the underwriter a 30-day option (“Overallotment“) to purchase up to an additional 240,000 Class A Shares at the initial public offering price, less underwriting discounts and commissions.

The gross proceeds to the Company from the Offering (assuming that the Overallotment is not exercised), before deducting underwriting discounts and commissions and estimated offering expenses payable by the Company, is expected to be approximately US$6,400,000.

The Company has granted the underwriter warrants, exercisable from the date of closing of the Offering and for a term of three years to purchase up to an additional 80,000 Class A Shares at 125% of the Offering Price, representing 5% of the Class A Shares issued in the Offering and the Over-allotment (the “Underwriters’ Warrants”).

Assuming that the Over-allotment is exercised, the Company may receive gross proceeds amounting up to US$7.36 million, before deducting underwriting discounts and commissions and estimated offering expenses.

The shares are expected to begin trading on the NASDAQ Capital Market under the ticker symbol “KMRK” on July 16, 2025. The Offering is expected to close on or about 17, 2025, subject to the satisfaction or waiver of customary closing conditions.

The Company intends to use the net proceeds from the Offering towards potential investments and/or acquisition of a factory in Vietnam and/or other South East Asian countries, expansion and recruitment of product designers and engineers, to obtain licensed rights to international IP, working capital, and other general corporate purposes.

American Trust Investment Services, Inc. (“ATIS”), a full-service broker/dealer, acted as the representative of the underwriters and sole book-running manager for the Offering. Loeb & Loeb LLP, CLKW Lawyers LLP, Beijing Dacheng Law Offices, LLP (Shenzhen) and Harney Westwood & Riegels are acting as U.S., Hong Kong, PRC and BVI legal counsels to the Company, respectively. Audit Alliance LLP is acting as the reporting accountants of the Company. DeMint Law, PLLC is acting as U.S. legal counsel to ATIS for the Offering.

The Offering is being conducted pursuant to the Company’s registration statement on Form F-1 (File No. 333-287391), as amended, previously filed with, and subsequently declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on June 30, 2025. The Offering is being made only by means of a prospectus, forming part of the registration statement. Before you invest, you should read the prospectus and other documents the Company has filed or will file with the SEC for more information about the Company and the Offering. Copies of the final prospectus related to the Offering may be obtained, when available, from American Trust Investment Services, Inc., 910 S. El Camino Real, Suite 200, San Clemente, California 92672, by phone at 949-347-5222 or by email at [email protected]. In addition, a copy of the final prospectus, when available, relating to the Offering may be obtained via the SEC’s website at www.sec.gov.

This press release has been prepared for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy any of the Company’s securities, nor shall such securities be offered or sold in the United States absent registration or an applicable exemption from registration, nor shall there be any offer, solicitation or sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

About K-Tech Solutions Company Limited

We are principally engaged in the design, development, testing and sale of a diverse portfolio of toy products ranging from simple plastic toy products to more complex electromechanical toy products. Our solution services span across the entire development stage of toy products from design, prototype testing, production management, quality control to after-sales services. We specialize in the development of infant and pre-school educational toys and learning kits.

We started our operation in 2016 and have developed relationships with our customers mainly located in European and North American countries which possess renowned brands and intellectual properties in toy products. We have strong capability in product innovation, design and project management which allow us to provide product development solution to transform conceptual design into prototypes and further into commercialization of toy products. For more information, please visit https://www.k-mark.tech/

FORWARD-LOOKING STATEMENTS

Certain statements contained in this press release about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements relating to the expected trading commencement and closing dates. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: the uncertainties related to market conditions and the completion of the public offering on the anticipated terms or at all, and other factors discussed in the “Risk Factors” section of the preliminary prospectus filed with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Any forward-looking statements contained in this press release speak only as of the date hereof, and K-Tech Solutions Company Limited specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.

For more information, please contact:

K-Tech Solutions Company Limited Investor Relations Contact:

Unit A, 7/F, Mai On Industrial Building
17-21 Kung Yip Street, Kwai Chung
New Territories, Hong Kong
Phone: (+852) 2741 3165
Email: [email protected]

Underwriters Inquiries:

American Trust Investment Services, Inc.
Kristopher Kessler, Managing Principal – Investment Banking
910 S. El Camino Real, Suite 200
San Clemente, California 92672
Phone: 949-347-5222
Email: [email protected]