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0000715072 rnst:LoanPortfolioPurchasedMember rnst:LeaseFinancingMember us-gaap:FinancingReceivablesEqualToGreaterThan90DaysPastDueMember rnst:NonaccruingLoansMember 2018-12-31
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
Annual Report Pursuant to Section☒ ANNUAL REPORT PURSUANT TO SECTION 13 orOR 15(d) of the Securities Exchange Act ofOF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 20192022
or
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________________to _______________________
Commission file number 001-13253
RENASANT CORPORATION
RENASANT CORPORATION
(Exact name of registrant as specified in its charter)
Mississippi64-0676974
(State or other jurisdiction of(I.R.S. Employer
incorporation or organization)Identification No.)
Mississippi64-0676974
(State or other jurisdiction of(I.R.S. Employer
incorporation or organization)Identification No.)
209 Troy Street,Tupelo,Mississippi38804-4827
(Address of principal executive offices)(Zip Code)
(662) (662) 680-1001
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, $5.00 par value per shareRNSTThe NASDAQ Stock Market LLC
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.     Yes þ No ¨ 
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.     Yes ¨ No þ 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  No  
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes  No  
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company,”company” in Rule 12b-2 of the Exchange Act.
Large Accelerated FilerAccelerated filer
Large Accelerated FilerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.                                 
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  No



As of June 30, 2019,2022, the aggregate market value of the registrant’s common stock, $5.00 par value per share, held by non-affiliates of the registrant, computed by reference to the last sale price as reported on The NASDAQ Global Select Market for such date, was $2,019,319,054.$1,566,298,894.
As of February 21, 2020, 56,562,63417, 2023, 56,018,496 shares of the registrant’s common stock, $5.00 par value per share, were outstanding.

DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Proxy Statement for the 20202023 Annual Meeting of Shareholders of Renasant Corporation are incorporated by reference into Part III of this Form 10-K.




Renasant Corporation and Subsidiaries
Form 10-K
For the Year Ended December 31, 20192022
CONTENTS





CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
PART I
This Annual Report on Form 10-K may contain or incorporate by reference statements regarding Renasant Corporation (referred to herein as the “Company”, “we”, “our”, or “us”) that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements usuallyStatements preceded by, followed by or that otherwise include the words such as“believes,” “expects,” “projects,” “proposes,” “anticipates,” “believes,” “intends,” “estimates,” “strategy,” “plan,“plans,” “potential,” “focus,” “possible,” “approximately,“may increase,“should”“may fluctuate,” “will likely result,” and variations ofsimilar expressions, or future or conditional verbs such wordsas “will,” “should,” “would” and other similar expressions. The“could,” are generally forward-looking in nature and not historical facts. Forward-looking statements in, or incorporated by reference into, this report reflect our current assumptions and estimates of, among other things,include information about the Company’s future economic circumstances, industry conditions,financial performance, business strategy, projected plans and decisions, Company performanceobjectives and financial results. Managementare based on the current beliefs and expectations of management.The Company’s management believes its assumptions and estimatesthese forward-looking statements are reasonable, but they are all inherently subject to significant business, economic and competitive risks and uncertainties, many of which are beyond management’s control, that could cause the Company’s actualcontrol.In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Actual results and experience tomay differ from the anticipated results and expectationsthose indicated or implied in suchthe forward-looking statements. Suchstatements, and such differences may be material. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and, accordingly, investors should not place undue reliance on these forward-looking statements, which speak only as of the date they are made.
Important factors currently known to management that could cause our actual results to differ materially from those in forward-looking statements include the following risks (which are addressed in more detail in Item 1A, Risk Factors, of this Form 10-K):following:
the Company’s ability to efficiently integrate acquisitions into its operations, retain the customers of these businesses, grow the acquired operations and realize the cost savings expected from an acquisition to the extent and in the timeframe anticipated by management;
the effect of economic conditions and interest rates on a national, regional or international basis;
timing and success of the implementation of changes in operations to achieve enhanced earnings or effect cost savings;
competitive pressures in the consumer finance, commercial finance, insurance, financial services, asset management, retail banking, factoring, and mortgage lending and auto lending industries;
the financial resources of, and products available from, competitors;
changes in laws and regulations as well as changes in accounting standards, such as the adoption of the CECL model described herein effective January 1, 2020;standards;
changes in policy by regulatory agencies;
changes in the securities and foreign exchange markets;
the Company’s potential growth, including its entrance or expansion into new markets, and the need for sufficient capital to support that growth;
changes in the quality or composition of the Company’s loan or investment portfolios, including adverse developments in borrower industries or in the repayment ability of individual borrowers;
an insufficient allowance for loancredit losses as a result of inaccurate assumptions;
changes in the pricing and competition of, and our access to, retail, wholesale and other funding sources;
general economic, market or business conditions, including the impact of inflation;
changes in demand for loan products and financial services;
concentration of credit exposure;
changes or the lack of changes in interest rates, yield curves and interest rate spread relationships;
increased cybersecurity risk, including potential network breaches, business disruptions or financial losses;
civil unrest, natural disasters, epidemics (including the re-emergence of the COVID-19 pandemic) and other catastrophic events in the Company’s geographic area;
the impact, extent and timing of technological changes; and
other circumstances, many of which are beyond management’s control.
All
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The Company believes that the assumptions underlying its forward-looking statements expressed or implied, includedare reasonable, but any of the assumptions could prove to be inaccurate. Investors are urged to carefully consider the risks described elsewhere in this report and in the Company’s other filings with the Securities and Exchange Commission (the “SEC”) from time to time, including its Quarterly Reports on Form 10-Q, which are expressly qualified in their entirety byavailable at www.renasant.com and the SEC’s website at www.sec.gov.

cautionary statements contained or referred to herein. The Company expresslyundertakes no obligation, and specifically disclaims any obligation, to update or revise forward-looking statements, whether as a result of new information or to reflect changed assumptions, or estimates, the occurrence of unanticipated events or changes to future operating results that occur after the date the forward-looking statements are made,over time, except as required by federal securities laws.
The information set forth in this Annual Report on Form 10-K is as of February 21, 202017, 2023 unless otherwise indicated herein.

PART I
ITEM 1. BUSINESS
General
Renasant Corporation, a Mississippi corporation incorporated in 1982, owns and operates Renasant Bank, a Mississippi banking corporation with operations throughout the Southeast as well as offering factoring and asset-based lending on a nationwide basis. Renasant Bank, in Mississippi, Tennessee, Alabama, Floridaturn, owns and Georgia, andoperates Renasant Insurance, Inc., a Mississippi corporation with operations in Mississippi. Renasant Insurance, Inc. isMississippi, Park Place Capital Corporation, a wholly-owned subsidiary of Renasant Bank.Tennessee corporation with operations across our footprint, and Continental Republic Capital, LLC (doing business as “Republic Business Credit”), a Louisiana limited liability company with nationwide operations. In this Annual Report, Renasant Bank is sometimes referred to herein as the “Bank,” andwhile Renasant Insurance, Inc. is referred to herein as “Renasant Insurance.Insurance,” Park Place Capital Corporation is referred to as “Park Place Capital,” and Continental Republic Capital, LLC is referred to as “Republic Business Credit.
Our vision is to be the financial services advisor and provider of choice in each community we serve. With this vision in mind, management has organized the branch banks into community banks using a franchise concept. The franchise approach empowers community bank presidents to execute their own business plans in order to achieve our vision. Specific performance measurement tools are available to assist these presidents in determining the success of their plan implementation. A few of the ratios used in measuring the success of their business plan include:
return on average assetsnet interest margin and spread
the efficiency ratiofee income shown as a percentage of loans and deposits
loan and deposit growththe volume and pricing of deposits
net charge-offs to average loansthe percentage of loans past due and nonaccruing
While we have preserved decision-making at a local level, we have centralized our legal, accounting, investment, risk management, loan review, human resources, audit and data processing/operations functions. The centralization of these functions enables us to maintain consistent quality and achieve certain economies of scale.
Our vision is further validated through our core values. Our core values which include: (1) employees are our greatest assets, (2) quality is not negotiable and (3) clients’ trust is foremost. Centered on these values was the development of five objectivesour strategic plan, which focuses on attracting high quality, organic loan growth and increasing our noninterest income, improving our operating efficiency and enhancing our technological capabilities, remaining opportunistic, and achieving financial performance targets. We believe that are the focal pointsuccessful implementation of our strategic plan: (1) clientplan will promote the satisfaction and development (2) financial soundnessof our employees, clients and profitability, (3) growth, (4) employee satisfaction and development and (5) shareholder satisfaction and development.shareholders.
Members of our Board of Directors also serve as members of the Board of Directors of the Bank (which has a broader membership than the Company board). Responsibility for the management of the Bank remains with the Board of Directors and officers of the Bank; however, management services rendered by the Company to the Bank are intended to supplement internal management and expand the scope of banking services normally offered by the Bank.
Acquisition of Brand Group Holdings, Inc.
On September 1, 2018, the Company completed its acquisition by merger of Brand Group Holdings, Inc. (“Brand”), a bank holding company headquartered in Atlanta, Georgia and the parent company of The Brand Banking Company (“Brand Bank”), a Georgia banking corporation. On the same date, Brand Bank merged with and into the Bank. On the closing date of the acquisition, Brand operated thirteen banking locations throughout the greater Atlanta metropolitan area. The Company issued 9,306,477 shares of common stock and paid approximately $21.9 million to Brand shareholders, excluding cash paid for fractional shares, and paid approximately $17.2 million, net of tax benefit, to Brand stock option holders for 100% of the voting equity in Brand in a transaction valued at approximately $474 million. Including the effect of purchase accounting adjustments, the Company acquired assets with a fair value of $2.3 billion, including loans held for investment and loans held for sale with a fair value of $1.6 billion, and assumed liabilities with a fair value of $1.9 billion, including deposits with a fair value of $1.7 billion. At the acquisition date, approximately $328.6 million of goodwill and $27.5 million of core deposit intangible assets were recorded.
Operations
The Company has three reportable segments: a Community Banks segment, an Insurance segment and a Wealth Management segment.
Neither we, the Bank nor Renasant Insurance We do not have any foreign operations.


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Operations of Community Banks
Substantially all of our business activities are conducted through, and substantially all of our assets and revenues are derived from, the operations of our community banks, which offer a complete range of banking and financial services to individuals and to businesses of all sizes. As described in more detail below, these services include business and personal loans, interim construction loans, specialty commercial lending, factoring and asset-based lending, treasury management services and checking and savings accounts, as well as safe deposit boxes and night depository facilities. Automated teller machines are located throughout our market area, and we have interactive teller machines in many of our urban markets. Our Online and Mobile Banking products and our call center also provide 24-hour banking services.
As of December 31, 2019,2022, we had over 200188 banking, insurancelending and wealth managementmortgage offices located throughout our markets in Mississippi, Tennessee, Alabama, Floridathe Southeast, and Georgia.Republic Business Credit operates four stand-alone offices in California, Illinois, Louisiana and Texas. Customers canmay also openconduct many banking transactions, such as opening deposit accounts and applyapplying for certain types of loans, through our Online and Mobile Banking Products.
Lending Activities.  Income generated by our lending activities, in the form of both interest income, and loan-related fees, and income from the sale and servicing of mortgage loans, comprises a substantial portion of our revenue, accounting for approximately 69.50%75.14%, 68.52%78.66% and 66.16%84.01% of our total gross revenues in 2019, 20182022, 2021 and 2017,2020, respectively. Total gross revenues consist of interest income on a fully taxable equivalent basis and noninterest income. Our lending philosophy is to minimize credit losses by following strict credit approval standards, diversifying our loan portfolio by both type and geography and conducting ongoing review and management of the loan portfolio. Loans are originated through our traditional community banking model based on customer needs. Customer needs are met either through our commercial lending groups or personal banking lending groupsbankers depending on the relationship and type of service or product desired. Our commercial lending group provides banking services to corporations or other business customers and originates loans for general corporate purposes, such as financing for commercial and industrial projects or income producing commercial real estate. Also included in our commercial lending group are experienced lenders within our specialty lines of business, which consist of our asset-based lending, Small Business Administration lending, healthcare, factoring, and equipment lease financing banking groups. Our personal banking group provides small consumer installment loans, residential real estate loans, lines of credit and construction financing and originates conventional first and second mortgages.
The following is a description of each of the principal types of loans in our loan portfolio, the relative credit risk of each type of loan and the steps we take to reduce such risk. Our loans are primarily generated within the market areas where our branchesoffices are located.
— Commercial, Financial and Agricultural Loans. Commercial, financial and agricultural loans (referred to as “C&I loans”), which accounted for approximately 14.12%14.46% of our total loans at December 31, 2019,2022, are customarily granted to established local business customers in our market area on a fully collateralized basis to meet their credit needs. The terms and loan structure are dependent on the collateral and strength of the borrower. The loan-to-valueLoan-to-value ratios typically range from 50% to 85%, depending on the type of collateral. Terms are typically short term in nature and are commensurate with the secondary source of repayment that serves as our collateral.
Although C&I loans may be collateralized by equipment or other business assets, including receivables, the repayment of this type of loan depends primarily on the creditworthiness and projected cash flow of the borrower (and any guarantors). Thus, the chief considerations when assessing the risk of a C&I loan are the local business borrower’s ability to sell its products/services, thereby generating sufficient operating revenue to repay us under the agreed upon terms and conditions, and the general business conditions of the local economy or other market that the business serves. The liquidation of collateral is considered a secondary source of repayment. Another source of repayment are guarantors of the loan, if any. To manage these risks, the Bank’s policy is to secure its C&I loans with both the assets of the borrowing business and any other additional collateral and guarantees that may be available. In addition, we actively monitor certain financial measures of the borrower, including advance rate, cash flow, collateral value and other appropriate credit factors. We use C&I loan credit scoring models for smaller sizesmaller-size loans.
— Real Estate – 1-4 Family Mortgage. We are active in the real estate – 1-4 family mortgage area (referred to as “residential real estate loans”), with approximately 29.58%27.78% of our total loans at December 31, 2019,2022, being residential real estate loans. In addition, in 2022, we originated for sale on the secondary market approximately $3.11 billion in residential real estate loans through our Mortgage division. We offer both first and second mortgages on residential real estate. Loans secured by residential real estate in which the property is the principal residence of the borrower are referred to as “primary” 1-4 family mortgages. Loans secured by residential real estate in which the property is rented to tenants or is not otherwise the principal residence of the borrower are referred to as “rental/investment” 1-4 family mortgages. We also offer loans for the preparation of residential real property prior to construction (referred to in this Annual Report as “residential land development loans”). In addition, we offer home equity loans or lines of credit and term loans secured by first and second mortgages on the residences of borrowers who elect to use the accumulated equity in their homes for purchases, refinances, home improvements, education and other personal expenditures. Both fixed and variable rate loans are offered with competitive terms and fees. Originations of residential real estate loans are
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generated through retail efforts in our branches or originations by or referrals from our mortgage operationsMortgage division and online through our Renasant Consumer Direct channel.

We attempt to minimize the risk associated with residential real estate loans by strictly scrutinizing the financial condition of the borrower; typically, we also limit the maximum loan-to-value ratio. With respect to second lien home equity loans or lines of credit, which inherently carry a higher risk of loss upon default, we limit our exposure by limiting these types of loans to borrowers with higher credit scores.
We retain residential real estate loans forin our portfolio when the Bank has sufficient liquidity to fund the needs of established customers and when rates are favorable to retain the loans. Retained portfolio loans are made primarily through the Bank’s adjustable-ratevariable-rate mortgage product offerings.
WeAs noted above, we also originate residential real estate loans with the intention of selling them in the secondary market to third party private investors or directly to government sponsored entities. In addition to the origination channels mentioned above, mortgage loans held for sale are also originated through wholesale relationships where we purchase loans from smaller banks, credit unions and brokerage shops. When these loans are sold, we either release or retain the related servicing rights, depending on a number of factors, such as the pricing of such loans in the secondary market, fluctuations in interest rates that would impact the profitability of the loans and other market-related conditions. Residential real estate originations to be sold are sold either on a “best efforts” basis or under a “mandatory delivery” sales agreement. Under a “best efforts” sales agreement, residential real estate originations are locked in at a contractual rate with third party private investors or directly with government sponsored agencies, and we are obligated to sell the mortgages to such investors only if the mortgages are closed and funded. The risk we assume is conditioned upon loan underwriting and market conditions in the national mortgage market. Under a “mandatory delivery” sales agreement, the Company commits to deliver a certain principal amount of mortgage loans to an investor at a specified price and delivery date. Penalties are paid to the investor if we fail to satisfy the contract. The Company does not actively market or originate subprime mortgage loans.
With respect to second lien home equity loans or lines of credit, which inherently carry a higher risk of loss upon default, we limit our exposure by limiting these types of loans to borrowers with high credit scores.
— Real Estate – Commercial Mortgage. Our real estate – commercial mortgage loans (“commercial real estate loans”) represented approximately 43.81%44.20% of our total loans at December 31, 2019.2022. Included in this portfolio are loans in which the owner develops a property with the intention of locating its business there. These loans are referred to as “owner-occupied” commercial real estate loans. Payments on these loans are dependent on the successful development and management of the business as well as the borrower’s ability to generate sufficient operating revenue to repay the loan. The Bank mitigates the risk that our estimate of value will prove to be inaccurate by having sufficient sources of secondary repayment as well as guarantor support. In some instances, in addition to our mortgage on the underlying real estate of the business, our commercial real estate loans are secured by other non-real estate collateral, such as equipment or other assets used in the business.
In addition to owner-occupied commercial real estate loans, we offer loans in which the owner develops a property where the source of repayment of the loan will come from the sale or lease of the developed property, for example, retail shopping centers, hotels and storage facilities, etc.facilities. These loans are referred to as “non-owner occupied” commercial real estate loans. We also offer commercial real estate loans to developers of commercial properties for purposes of site acquisition and preparation and other development prior to actual construction (referred to in this Annual Report as “commercial land development loans”). Non-owner occupied commercial real estate loans and commercial land development loans are dependent on the successful completion of the project and may be affected by adverse conditions in the real estate market or the economy as a whole.
We seek to minimize risks relating to all commercial real estate loans by limiting the maximum loan-to-value ratio and strictly scrutinizing the financial condition of the borrower, the quality of the collateral, the management of the property securing the loan and, where applicable, the financial strength of the tenant occupying the property. Loans are usually structured either to fully amortize over the term of the loan or to balloon after the third year or fifth year of the loan, typically with an amortization period not to exceed 20 years. We also actively monitor such financial measures as advance rate, cash flow, collateral value and other appropriate credit factors. We generally obtain loan guarantees from financially capable parties to the transaction based on a review of the guarantor’s financial statements.
— Real Estate – Construction. Our real estate – construction loans (“construction loans”) represented approximately 8.53%11.49% of our total loans at December 31, 2019.2022. Our construction loan portfolio consists of loans for the construction of single family residential properties, multi-family properties and commercial projects. Maturities for construction loans generally range from 9six to 12 months for residential property and from 1224 to 2436 months for non-residential and multi-family properties. Similar to non-owner occupied commercial real estate loans, the source of repayment of a construction loan comes from the sale or lease of newly-constructed property, although often construction loans are repaid with the proceeds of a commercial real estate loan that we make to the owner or lessor of the newly-constructed property.
Construction lending entails significant additional risks compared to residential real estate or commercial real estate lending, including the risk that loan funds are advanced upon the security of the property under construction, which is of uncertain value prior to the completion of construction. The risk is to evaluate accurately the total loan funds required to complete a project and
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to ensure proper loan-to-value ratios during the construction phase. We address the risks associated with construction lending in a number of ways. As a threshold matter, we generally limit loan-to-value and loan-to-cost ratios to regulatory guidance of 85% of when-completed appraised values for owner-

occupiedowner-occupied and investor-owned residential or commercial properties.properties, with the exception of those loans with clearly definable mitigants. We monitor draw requests either internally or with the assistance of a third party, creating an additional safeguard that ensures advances are in line with project budgets.
— Installment Loans to Individuals. Installment loans to individuals (or “consumer loans”), which represented approximately 3.12%1.08% of our total loans at December 31, 2019,2022, are granted to individuals for the purchase of personal goods. Loss or decline of income by the borrower due to unplanned occurrences represents the primary risk of default to us. In the event of default, a shortfall in the value of the collateral may pose a loss to us in this loan category. Before granting a consumer loan, we assess the applicant’s credit history and ability to meet existing and proposed debt obligations. Although the applicant’s creditworthiness is the primary consideration, the underwriting process also includes a comparison of the value of the collateral, if any, to the proposed loan amount. We obtain a lien against the collateral securing the loan and hold title until the loan is repaid in full.
— Equipment Financing and Leasing. Equipment financing loans (or “lease financing loans”), which represented approximately 0.84%0.99% of our total loans at December 31, 2019,2022, are granted to provide capital to businesses for commercial equipment needs. These loans are generally granted for periods ranging between two and five years at fixed rates of interest. Loss or decline of income by the borrower due to unplanned occurrences represents the primary risk of default to us. In the event of default, a shortfall in the value of the collateral may pose a loss to us in this loan category. We obtain a lien against the collateral securing the loan and hold title (if applicable) until the loan is repaid in full. Transportation, manufacturing, healthcare, material handling, printing and construction are the industries that typically obtain lease financing. In addition, we offer a product tailored to qualified not-for-profit customers that provides real estate financing at tax-exempt rates.
Addressing Aggregate Lending Risks. To protect againstIn addition to the steps described above to mitigate the risks associated with fluctuations in economic conditions within the Bank’s footprint,posed by any individual loan relationship, management has implemented a strategy tostructure that proactively monitormonitors the risk to the Company presented by the Bank’s loan portfolio as a whole. First, we purposefully manage the loan portfolio to avoid excessive concentrations in any particular loan category. Our goal is to structure the loan portfolio so that it is comprised of approximately one-thirdwell balanced among C&I loans and owner-occupied commercial real estate loans, one-third non-owner occupied commercial real estate loans and one-third residential real estate loans and consumer loans.loans while taking into account current market risks and lending opportunities. Construction and land development loans are allocated between the commercial real estate and residential real estate categories based on the property securing the loan. With respect to construction and land development loans in particular, management monitors whether the allocation of these loans across geography and asset type heightens the general risk associated with these types of loans. We also monitor concentrations in our construction and land development loans based on regulatory guidelines promulgated by banking regulators, which involves evaluating the aggregate value of these loans as a percentage of our risk-based capital (this is referred to as the “100/300 Test” and is discussed in more detail under the “Supervision and Regulation” heading below) as well as monitoring loans considered to be high volatility commercial real estate. A further discussion of the risk reduction policies and procedures applicable to our lending activities can be found in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, under the heading “Risk Management – Credit Risk and Allowance for Loan Losses.Credit Losses and Unfunded Commitments.
Investment Activities. We acquire investment securities to provide a source for meeting our liquidity needs as well as to supply securities to be used in collateralizing certain deposits and other types of borrowings. During 2022, we also deployed a portion of our excess liquidity into the securities portfolio. We primarily acquire mortgage backed securities and collateralized mortgage obligations issued by government-sponsored entities such as FNMA, FHLMC and GNMA (colloquially known as “Fannie Mae,” “Freddie Mac” and “Ginnie Mae,” respectively) as well as municipal securities. Generally, cash flows from maturities and calls of our investment securities that are not used to fund loan growth or repay debt are reinvested in investment securities. We also hold investments in corporate debt and pooled trust preferred securities. At December 31, 2019, all of2022, the Company’s investment securities were classified asincluded both available for sale.sale and held to maturity classifications.
Investment income generated by our investment activities, both taxable and tax-exempt, accounted for approximately 5.41%7.92%, 5.38%5.13% and 6.48%4.46% of our total gross revenues in 2019, 20182022, 2021 and 2017,2020, respectively.
Deposit Services. We offer a broad range of deposit services and products to our consumer and commercial clients. Through our community branch networks, we offer consumer checking accounts with free online and mobile banking, which includes bill pay and transfer features, peer-to-peer payment, interest bearing checking, money market accounts, savings accounts, certificates of deposit, individual retirement accounts and health savings accounts.
For our commercial clients, we offer competitive checking and savings services as well as a competitive suite of treasury management products which include but are not limited to, remote deposit capture, account reconciliation, with CD-ROM statements, electronic statements, fraud protection via positive pay,
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ACH origination and wire transfer, wholesale and retail lockbox services, overnight investment sweep accounts,options, enhanced business Internet banking outbound data exchange and multi-bank reporting.mobile banking.
Fees generated through the deposit services we offer accounted for approximately 7.78%7.64%, 9.52%7.15% and 10.57%5.88% of our total gross revenues in 2019, 20182022, 2021 and 2017,2020, respectively. The deposits held by the Bank have been primarily generated within the market areas where our branches are located.

Operations of Wealth Management
Through theOur Wealth Management segment we offeroperates through two divisions: Trust and Financial Services. The Trust division, which is housed in the Bank’s trust department, offers a wide variety of fiduciary and custodial services, including investment advisory, accounting and administer (asadministrative services (acting as trustee or in other fiduciary or representative capacities) for qualified retirement plans, profit sharing and other employee benefit plans, IRAs, personal trusts and estates. In addition,Our fees for managing these accounts are based on changes in market values of the assets under management in the account, with the amount of the fee depending on services we provide and the type of account.
The Financial Services division, which primarily operates through Park Place Capital (although the Bank’s trust department maintains some legacy financial service operations), offers specialized products and services to our customers.These products and services include fixed and variable annuities, mutual funds and stocks, some of which are offered through a third party provider. Park Place Capital also provides administrative and compliance services for certain mutual funds.
For 2022, the Wealth Management segment offers annuities, mutual funds and other investment services through a third party broker-dealer. For 2019, the Wealth Management segment contributedgenerated total revenue of $17.4$27.6 million, or 2.47%,3.95% of the Company’s total gross revenues. Wealth Management operations are headquartered in Tupelo, Mississippi, and Birmingham, Alabama, but our products and services are available to customers in all of our markets through our community banks.
Operations of Insurance
Renasant Insurance is a full-service insurance agency offering all lines of commercial and personal insurance through major carriers. For 2019,2022, Renasant Insurance contributedgenerated total revenue of $10.8$12.4 million, or 1.54%,1.78% of the Company’s total gross revenues, and operated teneight offices throughout north and north central Mississippi.
Competition
Community Banks
Vigorous competition exists in all major product and geographic areas in which we conduct banking business. We compete through the Bank for available loans and deposits and the provision of other financial services (such as treasury management) with state, regional and national banks in all of our service areas, as well as savings and loan associations, credit unions, finance companies, mortgage companies, insurance companies, brokerage firms and investment companies.companies in all of our service areas. All of these numerous institutions compete in the delivery of products and services through availability, quality and pricing, and many of our competitors are larger and have substantially greater resources than we do, including higher total assets and capitalization, larger technology and marketing budgets and a broader offering of financial services.
For 2019, we maintained approximately 14% of the market share (deposit base) in our entire Mississippi area, approximately 2% in our entire Tennessee area, approximately 2% in our entire Alabama area, approximately 2% in our entire Florida area and approximately 2% in our entire Georgia area.

Certain markets in which we operate have demographics that we believe indicate the possibility of future growth at higher rates than the remainder of the markets in which we operate. The following table shows our deposit share in those markets as of June 30, 2019 (which is the latest date that such information is available):
Market Available Deposits (in billions)      
 Deposit
Share         
Mississippi    
Tupelo $2.3
 44.1%
DeSoto County 2.8
 14.2%
Oxford 1.3
 8.6%
Columbus 1.0
 9.2%
Starkville 1.1
 32.9%
Jackson 12.6
 4.5%
Tennessee    
Memphis 25.9
 3.2%
Nashville 51.0
 1.0%
Maryville 2.1
 3.4%
Alabama    
Birmingham 40.0
 0.7%
Decatur 1.9
 17.0%
Huntsville/Madison 7.4
 1.5%
Montgomery 6.9
 1.1%
Tuscaloosa 3.5
 1.4%
Florida    
Columbia 1.0
 2.5%
Gainesville 4.7
 2.2%
Ocala 6.4
 2.3%
Georgia    
Alpharetta/Roswell 9.3
 2.0%
Canton/Woodstock 3.4
 5.0%
Cartersville/Cumming 4.3
 4.3%
Gwinnett County 17.2
 8.2%
Lowndes County 2.0
 3.1%
Source:  FDIC, as of June 30, 2019
Wealth Management
Our Wealth Management segment competes with other banks, brokerage firms, financial advisers and trust companies, which provide one or more of the services and products that we offer. Our wealth management operations compete on the basis of available product lines, rates and fees, as well as reputation and professional expertise. No particular company or group of companies dominates this industry.industry in our markets.
Insurance
We encounter strong competition in the markets in which we conduct insurance operations. Through our insurance subsidiary, we compete with independent insurance agencies and agencies affiliated with other banks and/or other insurance carriers. All of these agencies compete in the delivery of personal and commercial product lines. There is no dominant insurance agency in our markets.
Supervision and Regulation
General
The U.S. banking industry is highly regulated under federal and state law. We are a bank holding company registered under the Bank Holding Company Act of 1956, as amended (the “BHC Act”). As a result, we are subject to supervision, regulation and
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examination by the Board of Governors of the Federal Reserve System (the “Federal Reserve”). The Bank is a commercial bank chartered under the laws of the State of Mississippi; it is not a member of the Federal Reserve System. As a Mississippi non-member bank, the Bank is subject to supervision, regulation and examination by the Mississippi Department of Banking and Consumer Finance (the “DBCF”), as the chartering entity of the bank,Bank, and by the FDIC, as the insurer of the Bank’s deposits. As an institution with more than $10 billion in assets, we are subject to examination by the Consumer Financial Protection Bureau (the “CFPB”) for compliance with federal consumer protection laws.As a result of this extensive system of supervision and regulation, the growth and earnings performance of the Company and the Bank are affected not only by management decisions and general and local economic conditions, but also by the statutes, rules, regulations

and policies administered by the Federal Reserve, the FDIC, and the DBCF, as well as bythe CFPB and other federal and state regulatory authorities with jurisdiction over our operations, such as the Consumer Financial Protection Bureau (the “CFPB”).operations.

The bank regulatory scheme has two primary goals: to maintain a safe and sound banking system and to facilitate the conduct of sound monetary policy. This scheme, including the laws and regulations administered by the CFPB, also seeks to ensure broad, non-discriminatory access to financial services on fair and reasonable terms. This comprehensive system of supervision and regulation is intended primarily for the protection of the FDIC’s deposit insurance fund, bank depositors, consumers and the public in general, rather than our shareholders or creditors. To this end, federal and state banking laws and regulations control,govern, among other things, the types of activities in which we and the Bank may engage, the terms and conditions of our products and services and the manner in which we offer our products and services, permissible investments, the level of reserves that the Bank must maintain against deposits, minimum equity capital levels, the nature and amount of collateral required for loans, maximum interest rates that can be charged, the manner and amount of the dividends that may be paid, and corporate activities regarding mergers, acquisitions and the establishment of branch offices.
The description below summarizes certain elements of the bank regulatory framework applicable to us and the Bank. This summary is not, however, intended to describe all laws, regulations and policies applicable to us and the Bank, and the description is qualified in its entirety by reference to the full text of the statutes, regulations, policies, interpretative letters and other written guidance that are described below. Further, the following discussion addresses the bank regulatory framework as in effect as of the date of this Annual Report on Form 10-K. Legislation and regulatory action to revise federal and Mississippi banking, consumer protection, securities and other applicable laws and regulations, sometimes in a substantial manner, are continually under consideration by the U.S. Congress, state legislatures and federal and state regulatory agencies. Accordingly, the following discussion must be read in light of the enactment of any new federal or state banking laws or regulations or any amendment or repeal of existing laws or regulations, or any change in the policies of the regulatory agencies with jurisdiction over the Company’s operations, after the date of this Annual Report on Form 10-K.
Supervision and Regulation of Renasant Corporation
General. As a bank holding company registered under the BHC Act, we are subject to the regulation and supervision applicable to bank holding companies by the Federal Reserve. The BHC Act and other federal laws subject bank holding companies to particular restrictions on the types of activities in which they may engage and to a range of supervisory requirements and activities, including regulatory enforcement actions for violations of laws and regulations or engaging in unsafe and unsound banking practices. The Federal Reserve’s jurisdiction also extends to any company that we directly or indirectly control, such as any non-bank subsidiaries and other companies in which we own a controlling investment.
Scope of Permissible Activities. Under the BHC Act, we are prohibited from engaging directly or indirectly in activities other than those of banking, managing or controlling banks or furnishing services to or performing services for our subsidiary banksthe Bank and from acquiring a direct or indirect interest in or control of more than 5% of the voting shares of any company that is not a bank or financial holding company. The principal exception to this prohibition is that we may engage, directly or indirectly (including through the ownership of shares of another company), in certain activities that the Federal Reserve has found to be so closely related to banking or managing and controlling banks as to be a proper incident thereto. In making determinations whether activities are closely related to banking or managing banks, the Federal Reserve must consider whether the performance of such activities by a bank holding company or its subsidiaries can reasonably be expected to produce benefits to the public, such as greater convenience, increased competition or gains in efficiency of resources, and whether such public benefits outweigh the risks of possible adverse effects, such as decreased or unfair competition, conflicts of interest or unsound banking practices. Currently-permitted activities include, among others, operating a mortgage, finance, credit card or factoring company; providing certain data processing, storage and transmission services; acting as an investment or financial advisor; acting as an insurance agent for certain types of credit-related insurance; leasing personal or real property on a nonoperatingnon-operating basis; and providing certain stock brokerage services.
Pursuant to the amendment to the BHC Act effected by the Financial Services Modernization Act of 1999 (commonly referred to as the Gramm-Leach Bliley Act, or the “GLB Act”), a bank holding company whose subsidiary deposit institutions are “well capitalized” and “well managed” may elect to become a “financial holding company” (“FHC”) and thereby engage without
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prior Federal Reserve approval in certain banking and non-banking activities that are deemed to be financial in nature or incidental to financial activity. These “financial in nature” activities include securities underwriting, dealing and market making; organizing, sponsoring and managing mutual funds; insurance underwriting and agency activities; merchant banking activities; and other activities that the Federal Reserve has determined to be closely related to banking. No regulatory approval is required for a financial holding company to acquire a company, other than a bank or savings association, engaged in activities that are financial in nature or incidental to activities that are financial in nature, as determined by the Federal Reserve. We have not elected to become an FHC.
A dominant theme of the GLB Act is functional regulation of financial services, with the primary regulator of the Company or its subsidiaries being the agency that traditionally regulates the activity in which the Company or its subsidiaries wish to engage. For example, the Securities and Exchange Commission (“SEC”)SEC regulates bank holding company securities transactions, and the various banking regulators oversee our banking activities.

Capital Adequacy Guidelines. The Federal Reserve has adopted risk-based capital guidelines for bank holding companies. The risk-based capital guidelines are designed to make regulatory capital requirements more sensitive to differences in risk profiles among banks and bank holding companies, to factor off-balance sheet exposure into the assessment of capital adequacy, to minimize disincentives for holding liquid, low-risk assets and to achieve greater consistency in the evaluation of the capital adequacy of major banking organizations worldwide. Under these guidelines, assets and off-balance sheet items are assigned to broad risk categories, each with appropriate weights. The resulting capital ratios represent capital as a percentage of total risk-weighted assets and off-balance sheet items. These requirements apply on a consolidated basis to bank holding companies with consolidated assets of $500 million, such as the Company. In addition to the risk-based capital guidelines, the Federal Reserve has adopted a minimum Tier 1 capital (leverage) ratio, under which a bank holding company must maintain a minimum level of Tier 1 capital to average total consolidated assets of at least 4%.
The capital requirements applicable to the Company are substantially similar to those imposed on the Bank under FDIC regulations, described below under the heading “Supervision and Regulation of Renasant Bank - Capital Adequacy Guidelines.”
Payment of Dividends; Source of Strength. Under Federal Reserve policy, in general a bank holding company should pay dividends only when (1) its net income available to shareholders over the last four quarters (net of dividends paid) has been sufficient to fully fund the dividends, (2) the prospective rate of earnings retention appears to be consistent with the capital needs and overall current and prospective financial condition of the bank holding company and its subsidiaries and (3) the bank holding company will continue to meet minimum regulatory capital adequacy ratios after giving effect to the dividend.
The Federal Reserve provided guidance on the criteria it uses to evaluate a bank holding company’s request to pay dividends in an aggregate amount that will exceed the company’s earnings for the period in which the dividends will be paid.For purposes of this analysis, “dividend” includes not only dividends on preferred and common equity but also dividends on debt underlying trust preferred securities and other Tier 1 capital instruments. The criteria evaluates whether the holding company (1) has net income over the past four quarters sufficient to fully fund the proposed dividend (taking into account prior dividends paid during this period), (2) is considering stock repurchases or redemptions in the quarter, (3) does not have a concentration in commercial real estate and (4) is in good supervisory condition, based on its overall condition and its asset quality risk.A holding company not meeting these criteria will require more in-depth consultations with the Federal Reserve.
In addition, a bank holding company is required to serve as a source of financial strength to its subsidiary banks.bank(s). This means that we are expected to use available resources to provide adequate financial resources to the Bank, including during periods of financial stress or adversity, and to maintain the financial flexibility and capital-raising capacity to obtain additional resources for assisting the Bank where necessary. In addition, any capital loans that we make to the Bank are subordinate in right of payment to deposits and to certain other indebtedness of the Bank. In the event of our bankruptcy, any commitment by us to a federal bank regulatory agency to maintain the capital of the Bank will be assumed by the bankruptcy trustee and entitled to a priority of payment.
Acquisitions by Bank Holding Companies. The BHC Act requires every bank holding company to obtain the prior approval of the Federal Reserve before it acquires all or substantially all of the assets of any bank, merges or consolidates with another bank holding company or acquires ownership or control of any voting shares of any bank if after such acquisition it would own or control, directly or indirectly, more than 5% of the voting shares of such bank. The Federal Reserve will not approve any acquisition, merger or consolidation that would have a substantially anti-competitive effect, unless the anti-competitive impact of the proposed transaction is clearly outweighed by a greater public interest in meeting the convenience and needs of the community to be served. The Federal Reserve also considers capital adequacy and other financial and managerial resources and future prospects of the companies and the banks concerned, together with the convenience and needs of the community to be served and the record of the bank holding company and its subsidiary bank(s) in combating money laundering activities. Finally, in order to acquire banksa bank located outside of theirits home state, a bank holding company and its subsidiary institutions must be “well
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“well capitalized” and “well managed.” In addition, as detailed under the heading “Scope of Permissible Activities” above, we cannot acquire direct or indirect control of more than 5% of the voting shares of a company engaged in non-banking activities.
Control Acquisitions. Federal and state laws, including the BHC Act and the Change in Bank Control Act, also impose prior notice or approval requirements and ongoing regulatory requirements on any investor that seeks to acquire direct or indirect “control” of an FDIC-insured depository institution or bank holding company. “Control” of a depository institution is a facts and circumstances analysis, but generally an investor is deemed to control a depository institution or other company if the investor owns or controls 25% or more of any class of voting securities. OwnershipFor ownership or control at less than the 25% level, there are multiple factors that contribute to whether “control” will be presumed to exist, which depend on the ownership level of 10% or more of any class of voting securities, where either the depository institution or company is a public company or no other person will own or control a greater percentage of that class ofbank holding company’s voting securities after the acquisition, is also presumed to result in the investor controlling the depository institution or other company, although this is subject to rebuttal.securities. These presumptions are rebuttable.
Anti-Tying Restrictions. Bank holding companies and their affiliates are prohibited from tying the provision of certain services, such as extensions of credit, to other nonbanking services offered by a bank holding company or its affiliates.
Heightened Requirements for Bank Holding Companies with $10 Billion or More in Assets. Various federal banking laws and regulations, including rules adopted by the Federal Reserve pursuant to the requirements of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”), impose heightened requirements on certain large banks and bank holding companies, including those with at least $10 billion in total consolidated assets. Although the Economic Growth, Regulatory Relief, and Consumer Protection Act enacted in May 2018 resulted in a number of the Dodd-Frank Act requirements no longer being applicable to banks of our size, such as the requirement to conduct stress testing and to establish a risk committee, we had already begun developing policies and procedures to comply with the Dodd-Frank Act rules well before the Company approached $10 billion in assets. For example, we established an Enterprise Risk Management Committee tasked with monitoring the risks

identified by other Company and Bank committees in the context of the impact of each identified risk on other identified risks and ultimately on the Company as a whole. We also implemented new controls and procedures related to stress testing. These actions enhanced the Company’s risk oversight practices. The recent legislation did not eliminate the Dodd-Frank Act provision requiring that the Company be examined for compliance with federal consumer protection laws primarily by the CFPB now that it has over $10 billion in assets.
Status as a Public Company. As a publicly-traded company, we areRenasant Corporation is also subject to laws, rules and regulations, as well as the standards of self-regulatory organizations, relating to corporate governance, financial reporting and public disclosure, and auditor independence, including the Sarbanes-Oxley Act of 2002, the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”), SEC rules and regulations and Nasdaq listing rules. We incur significant expense in, and devote substantial management time and attention to, complying with these laws, regulations and standards, which are subject to varying interpretations, amendment or outright repeal. We are committed to maintaining high standards of corporate governance, financial reporting and public disclosure, and management continually monitors changes in laws, rules and regulations, as well as best practices, in this area to ensure that we fulfill this commitment.
Supervision and Regulation of Renasant Bank
General. As a Mississippi-chartered bank, the Bank is subject to the regulation and supervision of the DBCF. As an FDIC-insured institution that is not a member of the Federal Reserve, the Bank is subject to the regulation and supervision of the FDIC. The regulations of the FDIC and the DBCF affect virtually all of the Bank’s activities, including the minimum levels of capital required, the ability to pay dividends, mergers and acquisitions, borrowing and the ability to expand through new branches or acquisitions and various other matters. Finally, having more than $10 billion in assets, our compliance with federal consumer protection laws is subject to examination by the CFPB.
Insurance of Deposits. The deposits of the Bank are insured through the Deposit Insurance Fund (the “DIF”) up to $250,000 for most accounts. The FDIC administers the DIF, and the FDIC must by law maintain the DIF at an amount equal to a specified percentage of the estimated annual insured deposits or assessment base. The minimum designated reserve ratio of the DIF is currently 1.15%1.35% of total insured deposits, but thisthe FDIC is authorized to designate a reserve ratio will increase to 1.35% by September 30, 2020.above the statutory minimum. The FDIC must offset the effect of this increase for banks with assets less than $10 billion, meaning that banks above such asset threshold, such as the Bank, will bear the cost of the increase.
To fund the DIF, FDIC-insured banks are required to pay deposit insurance assessments to the FDIC on a quarterly basis. The amount of an institution’s assessment is based on its average consolidated total assets less its average tangible equity during the assessment period. As to the rate, it is based on our risk classification. An institution’s risk classification is assigned based on its capital levels and the level of supervisory concern that the institution poses to the regulators. The higher an institution’s risk classification, the higher its assessment rate (on the assumption that such institutions pose a greater risk of loss to the DIF). In addition, the FDIC can impose special assessments in certain instances. As we have assets in excess of $10 billion, our assessment rate is based not only on our risk classification but also incorporates forward-looking measures. Also, we are subject to a surcharge designed to increase the DIF to specified levels.
The FDIC may terminate the deposit insurance of any insured depository institution, including the Bank, if it determines after a hearing that the institution has engaged or is engaging in unsafe or unsound practices, is in an unsafe or unsound condition to continue operations or has violated any applicable law, regulation, order or any condition imposed by an agreement with the FDIC. For an institution with no tangible capital, deposit insurance may be temporarily suspended during the hearing process for the permanent termination of insurance. If the FDIC terminates an institution’s deposit insurance, accounts insured at the time of the termination, less withdrawals, will continue to be insured for a period of six months to two years, as determined by the FDIC. We are not aware of any existing circumstances whichthat would result in termination of the Bank’s deposit insurance.
Interstate Banking and Branching. Under federal and Mississippi law, the Bank may establish additional branch offices within Mississippi, subject to the approval of the DBCF, and the Bank can also establish additional branch offices outside Mississippi, subject to prior regulatory approval, so long as the laws of the state where the branch is to be located would permit a state bank chartered in that state to establish a branch. Finally, the Bank may also establish offices in other states by merging with banks or by purchasing branches and related assets of other banks in other states, subject to certain restrictions.
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Dividends. The restrictions and guidelines with respect to the Company’s payment of dividends are described above. As a practical matter, for so long as our operations chiefly consist of ownership of the Bank, the Bank will remain our source of dividend payments. Accordingly, our ability to pay dividends depends upon the Bank'sBank’s earnings and financial condition, as well as upon general economic conditions and other factors, and will be subject to any restrictions applicable to the Bank.
The ability of the Bank to pay dividends is restricted by federal and state laws, regulations and policies. Under Mississippi law, a Mississippi bank may not pay dividends unless its earned surplus is in excess of three times capital stock. A Mississippi bank with earned surplus in excess of three times capital stock may pay a dividend, subject to the approval of the DBCF. In addition, the FDIC also has the authority to prohibit the Bank from engaging in business practices that the FDIC considers to be unsafe or

unsound, which, depending on the financial condition of the Bank, could include the payment of dividends. Federal Reserve regulations also limit the amount the Bank may loan to the Company unless such loans are collateralized by specific obligations.
Current Expected Credit Loss Treatment. In June 2016, Accordingly, the Financial Accounting Standards Board(“FASB”) issued an accounting standard update, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“Topic 326”), which replaces the current “incurred loss” model for recognizing credit losses with an “expected loss” model referred to as the CECL model. The new CECL standard is effective for us for fiscal years beginning after December 15, 2019 and for interim periods within those fiscal years. Under the CECL model, we are required to present certain financial assets carried at amortized cost, such as loans held for investment and held-to-maturity debt securities, at the net amount expected to be collected. The measurement of expected credit losses is based on information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectabilityapproval of the reported amount. On December 21, 2018,DBCF is required prior to the federal banking agencies approved a final rule modifying their regulatory capital rulesBank paying dividends to the Company, and providing an option to phase in over a period of three yearsunder certain circumstances the day-one regulatory capital effectsapproval of the CECL model. The final rule also revises the agencies’ other rules to reflect the update to the accounting standards.
As of January 1, 2020, on account of the implementation of the CECL model, we recognized a one-time cumulative-effect adjustment to our allowance for loan losses (which willFDIC may be referred to as the “allowance for credit losses” in future periods), consistent with regulatory expectations set forth in interagency guidance issued at the end of 2016. We incurred transition costs and also expect to incur ongoing costs in maintaining the CECL models and methodology along with acquiring forecasts used within the models. The impact at adoption is expected to have an after-tax impact of approximately $31 million to $40 million decrease in the opening stockholders' equity balance.
In October 2019, the federal banking agencies issued a request for comment on a proposed interagency policy statement on the new CECL methodology. The policy statement proposes to harmonize the agencies' policies on allowance for credit losses with the FASB's new accounting standards. Specifically, the statement (1) updates concepts and practices from prior policy statements issued in December 2006 and July 2001 and specifies which prior guidance documents are no longer relevant; (2) describes the appropriate CECL methodology, in light of Topic 326, for determining Allowance for Credit Losses (“ACL”) on financial assets measured at amortized cost, net investments in leases, and certain off-balance sheet credit exposures; and (3) describes how to estimate an ACL for an impaired available-for-sale debt security in line with Topic 326. The proposed policy statement would be effective at the time that each institution adopts the new standards required by FASB.
See Note 1, “Summary of Significant Accounting Policies,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report for additional information on the impact of our adoption of the CECL model.required.
Capital Adequacy Guidelines. The FDIC has promulgated risk-based capital guidelines similar to, and with the same underlying purposes as, those established by the Federal Reserve with respect to bank holding companies. Under those guidelines, assets and off-balance sheet items are assigned to broad risk categories, each with appropriate weights. The resulting capital ratios represent capital as a percentage of total risk-weighted assets and off-balance sheet items.
Capital requirements for insured depository institutions are countercyclical, such that capital requirements increase in times of economic expansion and decrease in times of economic contraction.
- Current Guidelines. Under the current risk-based capital adequacy guidelines, we are required to maintain (1) a ratio of common equity Tier 1 capital (“CET1”) to total risk-weighted assets of not less than 4.5%; (2) a minimum leverage capital ratio of 4%; (3) a minimum Tier 1 risk-based capital ratio of 6%; and (4) a minimum total risk-based capital ratio of 8%. CET1 generally consists of common stock, retained earnings, accumulated other comprehensive income and certain minority interests, less certain adjustments and deductions. In addition, we must maintain a “capital conservation buffer,” which is a specified amount of CET1 capital in addition to the amount necessary to meet minimum risk-based capital requirements. The capital conservation buffer is designed to absorb losses during periods of economic stress. If our ratio of CET1 to risk-weighted capital is below the capital conservation buffer, we will face restrictions on our ability to pay dividends, repurchase our outstanding stock and make certain discretionary bonus payments. The required capital conservation buffer is 2.5% of CET1 to risk-weighted assets in addition to the amount necessary to meet minimum risk-based capital requirements.
In addition, the Federal Reserve, the FDIC and the Office of the Comptroller of the Currency rules for calculating risk-weighted assets have been revised in recent years to enhance risk sensitivity and to incorporate certain international capital standards of the Basel Committee on Banking Supervision. These revisions affect the calculation of the denominator of a banking organization’s risk-based capital ratios to reflect the higher-risk nature of certain types of loans.
For example, residential mortgages are risk-weighted between 35% and 200%, depending on the mortgage’s loan-to-value ratio and whether the mortgage falls into one of two categories based on eight criteria that include the term, use of negative amortization and balloon payments, certain rate increases and documented and verified borrower income, while a 150% risk weight applies to

both certain high volatility commercial real estate acquisition, development and construction loans as well as non-residential mortgage loans 90 days past due or on nonaccrual status (in both cases, as opposed to the former 100% risk weight). Also, “hybrid” capital items like trust preferred securities no longer enjoy Tier 1 capital treatment, subject to various grandfathering and transition rules. We and the Bank meet all minimum capital requirements as currently in effect, and our grandfathered trust preferred securities qualify for Tier 1 capital treatment.
For a detailed discussion of the Company’s capital ratios, see Note 23,20, “Regulatory Matters,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.
-    Prompt Corrective Action. Under Section 38 of the Federal Deposit Insurance Act (the “FDIA”), each federal banking agency is required to implement a system of prompt corrective action for institutions that it regulates. The federal banking agencies (including the FDIC) have adopted substantially similar regulations to implement this mandate. Under current regulations, a bank is (i)(1) “well capitalized” if it has total risk-based capital of 10% or more, has a Tier 1 risk-based ratio of 8% or more, has a common equity Tier 1 capital ratio of 6.5%, has a Tier 1 leverage capital ratio of 5% or more and is not subject to any order or final capital directive to meet and maintain a specific capital level for any capital measure, (ii)(2) “adequately capitalized” if it has a total risk-based capital ratio of 8% or more, a Tier 1 risk-based capital ratio of 6% or more, a common equity Tier 1 capital ratio of 4.5% and a Tier 1 leverage capital ratio of 4% or more (3% under certain circumstances) and does not meet the definition of “well capitalized,” (iii)(3) “undercapitalized” if it has a total risk-based capital ratio that is less than 8%, a Tier 1 risk-based capital ratio that is less than 6%, a common equity Tier 1 capital ratio that is less than 4.5% or a Tier 1 leverage capital ratio that is less than 4%, (iv)(4) “significantly undercapitalized” if it has a total risk-based ratio that is less than
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6%, a Tier 1 risk-based capital ratio that is less than 4%, a common equity Tier 1 capital ratio of less than 3% or a Tier 1 leverage capital ratio that is less than 3%, and (v)(5) “critically undercapitalized” if it has a ratio of tangible equity to total assets that is equal to or less than 2%.
The capital classification of a bank affects the frequency of regulatory examinations, the bank’s ability to engage in certain activities and the deposit insurance premiums paid by the bank. In addition, federal banking regulators must take various mandatory supervisory actions, and may take other discretionary actions, with respect to institutions in the three undercapitalized categories. The severity of the action depends upon the capital category in which the institution is placed. An institution that is categorized as undercapitalized, significantly undercapitalized or critically undercapitalized is required to submit an acceptable capital restoration plan to its appropriate federal banking agency. An undercapitalized institution also is generally prohibited from increasing its average total assets, making acquisitions, establishing any branches or engaging in any new line of business, except under an accepted capital restoration plan or with FDIC approval. Generally, banking regulators must appoint a receiver or conservator for an institution that is critically undercapitalized.
Section 38 of the FDIA and related regulations also specify circumstances under which the FDIC may reclassify a well-capitalized bank as adequately capitalized and may require an adequately capitalized bank or an undercapitalized bank to comply with supervisory actions as if it were in the next lower category (except that the FDIC may not reclassify a significantly undercapitalized bank as critically undercapitalized).
The provisions discussed above, as well as any other aspects of current or proposed regulatory or legislative changes to laws applicable to the financial industry, may impact the profitability of our business activities and may change certain of our business practices, including the ability to offer new products, obtain financing, attract deposits, make loans, and achieve satisfactory interest spreads, and could expose us to additional costs, including increased compliance costs. These changes also may require us to invest significant management attention and resources to make any necessary changes to operations in order to comply, and could therefore also materially and adversely affect our business, financial condition and results of operations.
Interchange Fees. Under Section 1075 of the Dodd-Frank Act (often referred to as the “Durbin Amendment”), the Federal Reserve established standards for assessing whether the interchange fees, or “swipe” fees, that banks charge for processing electronic payment transactions are “reasonable and proportional” to the costs incurred by issuers for processing such transactions. Under the Federal Reserve’s rules, the maximum permissible interchange fee is no more than 21 cents plus 5 basis points of the transaction value for many types of debit interchange transactions. A debit card issuer may also recover one cent per transaction for fraud prevention purposes if the issuer develops and implements policies and procedures reasonably designed to achieve certain fraud-prevention standards. The Federal Reserve also has rules governing routing and exclusivity that require issuers to offer two unaffiliated networks for routing transactions on each debit or prepaid product. Due to being over $10 billion in total assets as of December 31, 2018, the Bank became subject to the interchange fee cap beginning July 1, 2019.
Activities and Investments of Insured State-Chartered Banks. Section 24 of the FDIA generally limits the activities and equity investments of FDIC-insured, state-chartered banks to those that are permissible for national banks. Under regulations dealing with equity investments, an insured state bank generally may not directly or indirectly acquire or retain any equity investment of a type, or in an amount, that is not permissible for a national bank. An insured state bank is not prohibited from, among other things, taking the following actions:

-acquiring or retaining a majority interest in a subsidiary;
-investing as a limited partner in a partnership the sole purpose of which is direct or indirect investment in the acquisition, rehabilitation or new construction of a qualified housing project, provided that such limited partnership investments may not exceed 2% of the bank’s total assets;
-acquiring up to 10% of the voting stock of a company that solely provides or reinsures directors’, trustees’ and officers’ liability insurance coverage or bankers’ blanket bond group insurance coverage for insured depository institutions; and
-acquiring or retaining the voting shares of a depository institution if certain requirements are met.
Under FDIC regulations, insured banks engaging in impermissible activities, or banks that wish to engage in otherwise impermissible activities, may seek approval from the FDIC to continue or commence such activities, as the case may be. The FDIC will not approve such an application if the bank does not meet its minimum capital requirements or the proposed activities present a significant risk to the deposit insurance fund.
100/300 Test. In response to rapid growth in commercial real estate (“CRE”) loan concentrations and observed weaknesses in risk management practices at some financial institutions, the FDIC, the Federal Reserve, and the Office of the Comptroller of the Currency published Joint Guidance on Concentrations in Commercial Real Estate Lending, Sound Risk Management Practices (which we refer to as the “CRE guidance”). The CRE guidance is intended to promote sound risk management practices and appropriate levels of capital to enable institutions to engage in CRE lending in a safe and sound manner. Federal
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banking regulators use certain criteria to identify financial institutions that are potentially exposed to significant CRE concentration risk. Among other things, an institution will be deemed to potentially have significant CRE concentration risk exposure if, based on its call report, either (1) total loans classified as acquisition, development and construction (“ADC”) loans represent 100% or more of the institution’s total capital or (2) total CRE loans, which consists of ADC and non-owner occupied CRE loans as defined in the CRE guidance, represent 300% or more the institution’s total capital, where the balance of the institution’s CRE loan portfolio has increased by 50% or more during the prior 36 months. The foregoing criteria are commonly referred to as the 100/300 Test. As of December 31, 2019,2022, our ADC loans represented 80.84%91% of our total bank level capital, and our total CRE loans represented 251.84%284% of our totalbank level capital.
Safety and Soundness. The federal banking agencies, including the FDIC, have implemented rules and guidelines concerning standards for safety and soundness required pursuant to Section 39 of the FDIA. In general, the standards relate to operational and managerial matters, asset quality and earnings and compensation. The operational and managerial standards cover (1) internal controls and information systems, (2) internal audit systems, (3) loan documentation, (4) credit underwriting, (5) interest rate exposure, (6) asset growth and (7) compensation, fees and benefits. Under the asset quality and earnings standards, the Bank must establish and maintain systems to identify problem assets and prevent deterioration in those assets and to evaluate and monitor earnings and ensure that earnings are sufficient to maintain adequate capital reserves. The compensation standard states that compensation will be considered excessive if it is unreasonable or disproportionate to the services actually performed by the individual being compensated.
If an insured state-chartered bank fails to meet any of the standards promulgated by regulation, then such institution will be required to submit a plan to the FDIC specifying the steps it will take to correct the deficiency. In the event that an insured state-chartered bank fails to submit or fails in any material respect to implement a compliance plan within the time allowed by the federal banking agency, Section 39 of the FDIA provides that the FDIC must order the institution to correct the deficiency. The FDIC may also (1) restrict asset growth; (2) require the bank to increase its ratio of tangible equity to assets; (3) restrict the rates of interest that the bank may pay; or (4) take any other action that would better carry out the purpose of prompt corrective action. We believe that the Bank has been and will continue to be in compliance with each of these standards.
Federal Reserve System. The Federal Reserve requires all depository institutions to maintain reserves against their transaction accounts (primarily NOW and Super NOW checking accounts) and non-personal time deposits. The required reserves must be maintained in the form of vault cash or an account at a Federal Reserve bank. At December 31, 2019, the Bank was in compliance with its reserve requirements.
Consumer Financial Products and Services. We are subject to a broad array of federal and state laws designed to protect consumers in connection with our lending activities, including the Equal Credit Opportunity Act, the Fair Credit Reporting Act, the Truth in Lending Act, the Truth in Savings Act, the Home Mortgage Disclosure Act, the Real Estate Settlement Procedures Act, the Electronic Funds Transfer Act, and, in some cases, their respective state law counterparts. The CFPB, which is an independent bureau within the Federal Reserve, has broad regulatory, supervisory and enforcement authority over our offering and provision of consumer financial products and services under these laws.
Relating to mortgage lending in particular, the CFPB issued regulations governing the ability to repay, qualified mortgages, mortgage servicing, appraisals and compensation of mortgage lenders. These regulations limit the type of mortgage products that

the Bank can offer; they also affect our ability to enforce delinquent mortgage loans. The CFPB has also issued complex rules integrating the required disclosures under the Truth in Lending Act, the Truth in Savings Act and the Real Estate Settlement Procedures Act (the “TRID rules”). The TRID rules combine the prior good faith estimate and truth in lending disclosure form into a new “loan estimate” form and combine the HUD-1 and final truth in lending disclosure forms into a new “closing disclosure” form.
We have established numerous controls and procedures designed to ensure that we fully comply with the TRID rules and all other consumer protection laws, both federal and state, as they are currently interpreted (which interpretations are subject to change by the CFPB). In addition, our employees undergo at least annual training to ensure that they remain aware of consumer protection laws and the activities mandated, or prohibited, thereunder.
Community Reinvestment Act. Under the Community Reinvestment Act (the “CRA”), the FDIC assesses the Bank’s record in meeting the credit needs of its entire community, including low- and moderate-income neighborhoods. The FDIC’s assessment is taken into account when evaluating any application we submit for, among other things, approval of the acquisition or establishment of a branch or other deposit facility, an office relocation, a merger or the acquisition of shares of capital stock of another financial institution. Under the CRA, institutions are assigned a rating of “outstanding,” “satisfactory,” “needs to improve,” or “unsatisfactory.” The Bank has undertaken significant actions to comply with the CRA, and it received a “satisfactory” rating by the FDIC with respect to its CRA compliance in its most recent assessment.
The FDIC and the Office of the Comptroller of the Currency recently proposed substantial changes to the CRA rules and regulations; however, the Federal Reserve Board did not join in the proposed rulemaking, and at this time it is unclear what changes, if any, to the CRA rules and regulations will ultimately be effected.  In addition, the U.S. Congress and all banking regulatory agencies have proposed changes to fair lending laws.  We will continue to evaluate the impact of any changes to the regulations governing the CRA and fair lending and their impact to our financial condition, results of operations, and/or liquidity. 

Financial and State Privacy Requirements. Federal law and regulations limit a financial institution’s ability to share a customer’s financial information with unaffiliated third parties and otherwise contain extensive protections for a customer’s private information. Specifically, these provisions require all financial institutions offering financial products or services to retail customers to provide such customers with the financial institution’s privacy policy at the beginning of the relationship and annually thereafter. Further, such customers must be given the opportunity to “opt out” of the sharing of personal financial
12


information with unaffiliated third parties. The sharing of information for marketing purposes is also subject to limitations. In addition to law and regulation at the federal level, a number of states - some of which we have loan or deposit customers in - have enacted broad statutes governing the use of an individual’s personal information. These statutes typically encompass a broader scope of personal information than the financial information covered by federal privacy laws and regulations, and the statutes generally place more stringent restrictions on the ability of a third party to disclose, share or otherwise use an individual’s personal information than exist under federal law and regulations. Many of these states’ privacy laws and regulations impose severe penalties for violations.

The Bank has adopted a privacy policy and implemented procedures governing the use and disclosure of personal financial information for both customers and non-customers. We believe our policy and procedures currently comply with all applicable laws and regulations, and we continually monitor federal and state laws, as well as changes in the nature and scope of our operations, so that any necessary changes in our privacy policy and procedures can be enacted in a timely manner.
Anti-Money Laundering. Federal anti-money laundering rules impose various requirements on financial institutions intended to prevent the use of the U.S. financial system to fund terrorist activities. These provisions include a requirement that financial institutions operating in the United States have anti-money laundering compliance programs, due diligence policies and controls to ensure the detection and reporting of money laundering. Such compliance programs supplement existing compliance requirements, also applicable to financial institutions, under the Bank Secrecy Act and the Office of Foreign Assets Control regulations. The Bank has established policies and procedures to ensure compliance with federal anti-launderinganti-money laundering laws and regulations.
The Volcker Rule. On December 10, 2013, theThe Federal Reserve and the other federal banking regulators as well as the SEC each adopted a final rule, commonly referred to as the “Volcker Rule,” implementing Section 619 of the Dodd-Frank Act, commonly referred to as the “Volcker Rule.”Act. Generally speaking, the finalVolcker rule prohibits a bank and its affiliates from engaging in proprietary trading and from sponsoring certain “covered funds” or from acquiring or retaining any ownership interestinterests in, such covered funds. Mostsponsoring, or having relationships with certain “covered funds,” including certain hedge funds and private equity venture capital and hedge funds are considered “covered funds” as are bank trust preferred collateralized debt obligations. The final rule required banking entities to divest disallowed securities by July 21, 2015, subject to extension upon application. funds.The Volcker Rule diddoes not impact any of our current activities, nor do we hold any securities that we were required to sell under the rule, but it does limit the scope of permissible activities in which we might engage in the future.

Supervision and Regulation of our Wealth Management and Insurance Operations
Our Wealth Management and Insurance operations are subject to licensing requirements and regulation under the laws of the United States and the State of Mississippi.states in which they operate. The laws and regulations are primarily for the benefit of clients. In all jurisdictions, the applicable laws and regulations are subject to amendment by regulatory authorities. Generally, such authorities are vested with relatively broad discretion to grant, renew and revoke licenses and approvals and to implement regulations. Licenses may be denied or revoked for various reasons, including the violation of such regulations, conviction of crimes and the like. Other possible sanctions which may be imposed for violation of regulations include suspension of individual employees, limitations on engaging in a particular business for a specified period of time, censures and fines.
Monetary Policy and Economic Controls
We and the Bank are affected by the policies of regulatory authorities, including the Federal Reserve. An important function of the Federal Reserve is to regulate the national supply of bank credit in order to stabilize prices. Among the instruments of monetary policy used by the Federal Reserve to implement these objectives are open market operations in U.S. Government securities and changes in the discount rate on bank borrowings and changes in reserve requirements against bank deposits.borrowings. These instruments are used in varying degrees to influence overall growth of bank loans, investments and deposits and may also affect interest rates charged on loans or paid for deposits.
The monetary policies of the Federal Reserve have had a significant effect on the operating results of commercial banks in the past and are expected to do so in the future. In view of changing conditions in the national economy and in the various money markets, as well as the effect of actions by monetary and fiscal authorities including the Federal Reserve, the effect on our, and the Bank’s, future business and earnings cannot be predicted with accuracy.
Sources and Availability of Funds
The funds essential to our, and the Bank’s, business consist primarily of funds derived from customer deposits, loan repayments, cash flows from our investment securities, securities sold under repurchase agreements, Federal Home Loan Bank advances and subordinated notes. The availability of such funds is primarily dependent upon the economic policies of the federal government, the economy in general and the general credit market for loans. Additional information about our funding sources can be found under the heading "Liquidity“Liquidity and Capital Resources"Resources” in Item 7, Management'sManagement’s Discussion and Analysis of Financial Condition and Results of Operations, in this report.
Personnel
At
13


Human Capital Resources
The Company’s employees are the key to its success and represent our greatest asset. The Company’s strategic approach to human capital includes (1) attracting, developing and retaining a diverse and talented workforce, (2) providing opportunities for learning, development and advancement within the Company, (3) offering a competitive suite of compensation and benefits, (4) investing in the financial health of our employees, and (5) obtaining employee feedback. As of December 31, 2019,2022, we employed 2,5272,334 people throughout all of our segments on a full-time equivalent basis. Of this total, the Bank accounted for 2,4612,269 employees (inclusive of employees in our Community Banks and Wealth Management segments)segments, including employees of Park Place Capital and Republic Business Credit), and Renasant Insurance employed 6665 individuals. The Company has no additional employees; however, atemployees. At December 31, 2019, 182022, 14 employees of the Bank served as officers of the Company in addition to their positions with the Bank.
Dependence UponIn 2022, as the COVID-19 pandemic abated, the Company returned to a Single Customer
No material portionpre-pandemic operating environment while at the same time continuing some of the policies implemented at the outset of the pandemic to minimize our employees’ exposure to COVID-19. For example, the Company gave business unit leaders the discretion to continue remote work arrangements, if such arrangement did not impair impacted employees’ ability to fulfill the responsibilities of their position. As a result, although many employees returned to in-office work, a substantial number of our loansemployees continue to work from home or otherwise work remotely. In addition, we have been madecontinued our protocols, modified to nor have our deposits been obtainedreflect updated guidance from a single or small group of customers; the loss of any single customer or small group of customers with respect to any of our reportable segments would not have a material adverse effect on our businessfederal Centers for Disease Control, for employee quarantine as a whole orresult exposure to COVID-19. The Company surveyed its employees at the end of 2022 to gauge how employees adjusted to changes during the pandemic, as well as learning about employees’ overall satisfaction with respecttheir job and their experience working for the Company. The participation rate was over 69% and generally affirmed that our employees were satisfied with overall working conditions at the Company.
The Company’s Social Responsibility Diversity and Inclusion Committee (referred to that segmentas the “SRDI Committee”), consisting of four permanent members and four rotating members, and one ex-officio member, continued its momentum during 2021. During 2021, the SRDI Committee implemented and communicated key initiatives of the Company’s long-range equality, diversity and inclusion (“EDI”) strategic plan, which plan has five key areas of focus: (1) education and communication, (2) diversity in particular. A discussionthe workforce, (3) inclusion in the workplace, (4) vendor/supplier diversity and (5) a commitment to ongoing evaluation of concentrationseach of creditthe previous components. In 2021, the Company launched an EDI education series and developed an internal resource page to reinforce education and to provide a platform for employees to learn about one another. The Company is committed to advancing its EDI strategic plan through ongoing internal and external initiatives.
The Company, through its Organizational Development department, provides opportunities for employees to engage in our loan portfolio is set forth underpersonalized learning and development experiences, including but not limited to, new employee orientation, role-based training programs, technical and enterprise-wide systems trainings, mentoring programs, and leadership development with the heading “Financial Condition - Loans”intent to build individual capabilities while supporting the career aspirations of its employees and meeting business objectives. These experiences are delivered through various learning channels including classroom, virtual, on-the-job, and online training. The Company also supports its employees through external continuing education relevant to the operations of the Company and encourages participation in Item 7, Management’s Discussionprofessional organizations. In alignment with the Company’s vision, mission, values, and Analysisbehaviors and in an effort to retain high performing employees, the Company conducts employee feedback surveys regularly and seeks to engage, reward, and recognize employees through strategic programming and initiatives. In addition to professional development, the Company provides bank-paid and voluntary benefits to eligible employees. Several of Financial Conditionthe benefits include wellness benefits to encourage healthier lifestyles and Results of Operations, in this report.promote self-care.
Available Information
We file annual, quarterly and current reports, proxy statements and other information with the SEC under the Securities Exchange Act of 1934, as amended. Our SEC filings are available to the public at the SEC’s website at www.sec.gov. Our Internet address is www.renasant.com, and the Bank’s Internet address is www.renasantbank.com. We make available aton the Company’s website, at the “SEC Filings” link, under the “Investor Relations” tab, free of charge, our Annual Report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC.

Table 1 – Distribution of Assets, Liabilities and Shareholders’ Equity; Interest Rates and Interest Differential
(In Thousands)
The following table sets forth average balance sheet data, including all major categories of interest-earning assets and interest-bearing liabilities, together with the interest earned or interest paid and the average yield or average rate on each such category for the years ended December 31, 2019, 2018 and 2017:
 2019 2018 2017
 
Average
Balance
 
Interest
Income/
Expense
 
Yield/  
 Rate
 
Average
Balance
 
Interest
Income/
Expense
 
Yield/  
 Rate
 
Average
Balance
 
Interest
Income/
Expense
 
Yield/  
 Rate
Assets                 
Interest-earning assets:                 
Loans:                 
     Non purchased(1)
$6,784,132
 $337,672
 4.98% $6,019,177
 $286,643
 4.76% $5,060,496
 $226,524
 4.48%
     Purchased2,384,423
 149,568
 6.27% 2,162,410
 132,199
 6.11% 1,795,306
 114,043
 6.35%
Total Loans9,168,555
 487,240
 5.31% 8,181,587
 418,842
 5.12% 6,855,802
 340,567
 4.97%
Loans held for sale358,735
 18,171
 5.07% 270,270
 12,892
 4.77% 174,369
 7,469
 4.28%
Securities:                 
Taxable(2)
1,051,124
 29,786
 2.83% 844,692
 23,713
 2.81% 746,557
 17,408
 2.33%
Tax-exempt193,252
 7,821
 4.05% 217,190
 9,232
 4.25% 329,430
 15,838
 4.81%
Total securities1,244,376
 37,607
 3.02% 1,061,882
 32,945
 3.10% 1,075,987
 33,246
 3.09%
Interest-bearing balances with banks256,374
 5,891
 2.30% 148,677
 3,076
 2.07% 195,072
 2,314
 1.19%
Total interest-earning assets11,028,040
 548,909
 4.98% 9,662,416
 467,755
 4.84% 8,301,230
 383,596
 4.62%
Cash and due from banks179,991
     163,286
     140,742
    
Intangible assets976,065
     747,008
     565,507
    
Other assets691,890
     531,857
     501,829
    
Total assets$12,875,986
     $11,104,567
     $9,509,308
    
Liabilities and shareholders’ equity                 
Interest-bearing liabilities:                 
Deposits:                 
Interest-bearing demand(3)
$4,754,201
 $40,991
 0.86% $4,246,585
 $23,678
 0.56% $3,609,567
 $9,559
 0.26%
Savings deposits647,271
 1,258
 0.19% 596,990
 868
 0.15% 567,723
 394
 0.07%
Time deposits2,320,775
 39,746
 1.71% 2,040,675
 25,214
 1.24% 1,715,828
 14,667
 0.85%
Total interest-bearing deposits7,722,247
 81,995
 1.06% 6,884,250
 49,760
 0.72% 5,893,118
 24,620
 0.42%
Borrowed funds405,975
 16,928
 4.17% 388,077
 15,569
 4.01% 419,070
 13,233
 3.16%
Total interest-bearing liabilities8,128,222
 98,923
 1.22% 7,272,327
 65,329
 0.90% 6,312,188
 37,853
 0.60%
Noninterest-bearing deposits2,463,436
     2,036,754
     1,724,834
    
Other liabilities176,496
     94,152
     91,336
    
Shareholders’ equity2,107,832
     1,701,334
     1,380,950
    
Total liabilities and shareholders’ equity$12,875,986
     $11,104,567
     $9,509,308
    
Net interest income/ net interest margin  $449,986
 4.08%   $402,426
 4.16%   $345,743
 4.16%
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(1)Shown net of unearned income.
(2)U.S. Government and some U.S. Government Agency securities are tax-exempt in the states in which we operate.
(3)Interest-bearing demand deposits include interest-bearing transactional accounts and money market deposits.

The average balances of nonaccruing assets are included in this table. Interest income and weighted average yields on tax-exempt loans and securities have been computed on a fully tax equivalent basis assuming a federal tax rate of 21% and a state tax rate of 4.45%, which is net of federal tax benefit.

Table 2 – Volume/Rate Analysis
(In Thousands)
The following table sets forth a summary of the changes in interest earned, on a tax equivalent basis, and interest paid resulting from changes in volume and rates for the Company for the years indicated. Information is provided in each category with respect to changes attributable to (1) changes in volume (changes in volume multiplied by prior yield/rate); (2) changes in yield/rate (changes in yield/rate multiplied by prior volume); and (3) changes in both yield/rate and volume (changes in yield/rate multiplied by changes in volume). The changes attributable to the combined impact of yield/rate and volume have been allocated on a pro-rata basis using the absolute ratio value of amounts calculated.
 2019 Compared to 2018 2018 Compared to 2017
 Volume    Rate            Net   Volume    Rate           Net 
Interest income:           
Loans:           
     Not purchased$37,643
 $13,386
 $51,029
 $44,963
 $15,156
 $60,119
     Purchased13,855
 3,514
 17,369
 22,200
 (4,044) 18,156
Loans held for sale4,068
 1,211
 5,279
 4,916
 507
 5,423
Securities:           
Taxable5,848
 225
 6,073
 2,471
 3,834
 6,305
Tax-exempt(984) (427) (1,411) (4,929) (1,677) (6,606)
Interest-bearing balances with banks2,442
 373
 2,815
 (358) 1,120
 762
Total interest-earning assets62,872
 18,282
 81,154
 69,263
 14,896
 84,159
Interest expense:           
Interest-bearing demand deposits3,108
 14,205
 17,313
 1,944
 12,175
 14,119
Savings deposits78
 312
 390
 21
 453
 474
Time deposits3,811
 10,721
 14,532
 3,145
 7,402
 10,547
Borrowed funds733
 626
 1,359
 (879) 3,215
 2,336
Total interest-bearing liabilities7,730
 25,864
 33,594
 4,231
 23,245
 27,476
Change in net interest income$55,142
 $(7,582) $47,560
 $65,032
 $(8,349) $56,683



Table 3 – Investment Portfolio
(In Thousands)
The following table sets forth the scheduled maturity distribution and weighted average yield based on the amortized cost of our investment portfolio as of December 31, 2019. Information regarding the carrying value of the investment securities listed below as of December 31, 2019, 2018 and 2017 is contained under the heading “Financial Condition – Investments” in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in this report.


 Amount Yield  
Available for Sale:   
U.S. Treasury securities   
 Maturing within one year$498
 1.99%
Obligations of other U.S. Government agencies and corporations   
 Maturing within one year1,507
 3.02%
 Maturing after one year through five years1,011
 2.67%
Obligations of states and political subdivisions   
 Maturing within one year15,126
 4.65%
 Maturing after one year through five years28,958
 3.32%
 Maturing after five years through ten years66,393
 3.82%
 Maturing after ten years107,885
 3.07%
Trust preferred securities   
 Maturing after ten years12,153
 2.49%
Other debt securities - corporate debt   
 Maturing after one year through five years1,000
 5.05%
 Maturing after five years through ten years12,500
 4.70%
Residential mortgage backed securities not due at a single maturity date:   
Government agency MBS708,970
 2.77%
Government agency CMO172,178
 2.57%
Commercial mortgage backed securities not due at a single maturity date:   
Government agency MBS30,372
 3.37%
Government agency CMO76,456
 3.03%
Other debt securities not due at a single maturity date41,864
 3.58%
 $1,276,871
 3.02%
Weighted average yields on tax-exempt obligations have been computed on a fully tax equivalent basis assuming a federal tax rate of 21% and a state tax rate of 4.45%, which is net of federal tax benefit.


Table 4 – Loan Portfolio
(In Thousands)
The following table sets forth loans held for investment, net of unearned income, outstanding at December 31, 2019, which, based on remaining scheduled repayments of principal, are due in the periods indicated. Loans with balloon payments and longer amortizations are often repriced and extended beyond the initial maturity when credit conditions remain satisfactory. Demand loans, loans having no stated schedule of repayments and no stated maturity, and overdrafts are reported below as due in one year or less. For information regarding the loan balances in each of the categories listed below as of the end of each of the last five years, see Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, under the heading “Financial Condition – Loans.” See “Risk Management – Credit Risk and Allowance for Loan Losses” in Item 7 for information regarding the risk elements applicable to, and a summary of our loan loss experience with respect to, the loans in each of the categories listed below.
 One Year or Less 
 After One Year
Through Five Years
 After Five Years Total           
Commercial, financial, agricultural$894,878
 $384,639
 $88,455
 $1,367,972
Lease financing2,642
 57,034
 22,199
 81,875
Real estate – construction620,218
 119,419
 86,846
 826,483
Real estate – 1-4 family mortgage953,760
 707,433
 1,205,420
 2,866,613
Real estate – commercial mortgage1,365,120
 2,161,485
 717,660
 4,244,265
Installment loans to individuals43,938
 87,070
 171,422
 302,430
 $3,880,556
 $3,517,080
 $2,292,002
 $9,689,638
The following table sets forth the fixed and variable rate loans maturing or scheduled to reprice after one year as of December 31, 2019:
 Interest Sensitivity
 
Fixed           
Rate
 
Variable        
Rate
Due after one year through five years$2,861,800
 $655,280
Due after five years1,371,575
 920,427
 $4,233,375
 $1,575,707

Table 5 – Deposits
(In Thousands)
The following table shows the maturity of certificates of deposit and other time deposits of $100 or more at December 31, 2019:
 
Certificates of
Deposit
 Other
Three Months or Less$211,975
 $8,315
Over Three through Six Months180,492
 2,341
Over Six through Twelve Months398,976
 16,285
Over 12 Months448,685
 21,504
 $1,240,128
 $48,445



ITEM 1A. RISK FACTORS
In addition to the other information contained in or incorporated by reference into this Form 10-K and the exhibits hereto, the following risk factors should be considered carefully in evaluating our business. The risks disclosed below, either alone or in combination, could materially adversely affect the business, financial condition or results of operations of the Company.
Risks Related Toto Our Business and Industry
Our business may be adversely affected by current economic conditions in general and specifically in our Mississippi, Tennessee, Alabama, Florida and Georgia markets.
General business and economic conditions in the United States and abroad can materially affect our business and operations. A weak U.S. economy is likely to cause uncertainty about the federal fiscal policymaking process, the medium and long-term fiscal outlook of the federal government and future tax rates. In addition, economic and other conditions in foreign countries could affect the stability of global financial markets, which could hinder U.S. economic growth. As an example, the recent outbreak of a novel coronavirus in Wuhan, China has resulted in the extended shutdown of certain businesses in the region.  Depending on future developments (including the extent of the virus’s spread and the measures, such as quarantines and travel restrictions, taken to contain such spread), may adversely affect economic conditions in the United States generally and our markets in particular.
Weak economic conditions are characterized by deflation, fluctuations in debt and equity capital markets, a lack of liquidity and/or depressed prices in the secondary market for mortgage loans, increased delinquencies on mortgage, consumer and C&I loans, residential and commercial real estate price declines and lower home sales and commercial activity. All of these factors are detrimental to our business, and the interplay between these factors can be complex and unpredictable. Our business is also significantly affected by monetary and related policies of the U.S. federal government and its agencies. Changes in any of these policies are influenced by macroeconomic conditions and other factors that are beyond our control. Adverse economic conditions and government policy responses to such conditions could have a material adverse effect on our business, financial condition, results of operations and growth prospects.
More particularly, much of our business development and marketing strategy is directed toward fulfilling the banking and financial services needs of small to medium size businesses. Such businesses generally have fewer financial resources in terms of capital or borrowing capacity than larger entities. If general economic conditions negatively impact our Mississippi, Tennessee, Alabama, Florida and Georgia markets generally and these businesses are adversely affected, our financial condition and results of operations may be negatively affected.
We are subject to lending risk.
There are inherent risks associated with our lending activities. These risks include, among other things, the impact of changes in interest rates and changes in the economic conditions in the markets where we operate as well as those across the United States. Increases in interest rates on loans and/or weakening economic conditions could adversely impact the ability of borrowers to repay outstanding loans or the value of the collateral securing these loans.
As of December 31, 2019,2022, approximately 66.45%70.15% of our loan portfolio consisted of C&I, construction and commercial real estate loans. These types of loans are generally viewed as having more risk to our financial condition than other types of loans due primarily to the large amounts loaned to individual borrowers. Because the loan portfolio contains a significant number of C&I, construction and commercial real estate loans with relatively large balances, the deterioration of one or a few of these loans could cause a significant increase in nonperforming loans. An increase in nonperforming loans could result in a net loss of earnings from these loans, an increase in the provision for possible loancredit losses and an increase in loan charge-offs, all of which could have a material adverse effect on our financial condition and results of operations.
Our C&I, construction and commercial real estate loan portfolios are discussed in more detail under the heading “Operations – Operations of Community Banks” in Item 1, Business, in this report.
We have a high concentration of loans secured by real estate.
At December 31, 2019, approximately 81.92% of our loan portfolio had real estate as a primary or secondary component of the collateral securing the loan. The real estate provides an alternate source of repayment in the event of a default by the borrower. Real estate values have generally recovered since the most recent recession, but any adverse change in our markets could significantly impair the value of the particular collateral securing our loans and our ability to sell the collateral upon foreclosure for an amount necessary to satisfy the borrower’s obligations to us. Furthermore, in a declining real estate market, we often will need to further increase our allowance for loan losses to address the deterioration in the value of the real estate securing our loans. Any of the foregoing could have a material adverse effect on our financial condition and results of operations.


We have a concentration of credit exposure in commercial real estate.
In addition to the general risks associated with our lending activities described above, including the effects of declines in real estate values, commercial real estate (“CRE”) loans are subject to additional risks. These loans depend on cash flows from the property to service the debt. Cash flows, either in the form of rental income or the proceeds from sales of commercial real estate, may be affected significantly by general economic conditions. A general downturn in the local economy where the property is located, or a decline in occupancy rates in particular, could increase the likelihood of default. An increase in defaults in our CRE loan portfolio could have a material adverse effect on our financial condition and results of operations. At December 31, 2019, we had approximately $4.8 billion in commercial real estate loans, representing approximately 49.26% of our loans outstanding on that date, as follows:
(thousands)December 31, 2019
 Commercial Real Estate
Owner-occupied$1,637,281
Non-owner occupied2,450,895
Construction528,504
Land Development: 
Commercial mortgage156,089
Total Commercial real estate loans$4,772,769
As discussed under the heading “Supervision and Regulation” in Item 1, Business, above, the federal banking agencies promulgated guidance regarding when an institution will be deemed to potentially have significant CRE concentration risk exposure, as indicated by the results of the 100/300 Test. Although the 100/300 Test is not a limit on our lending activity, if any future results of a 100/300 Test evaluation show us to have a potential CRE concentration risk, we may elect, or be required by our regulators, to adopt additional risk management practices or other limits on our activities, which could have a material adverse effect on our financial condition and results of operations.
Our allowance for possible loancredit losses may be insufficient, and we may be required to further increase our provision for loancredit losses.
Although we try to maintain diversification within our loan portfolio in order to minimize the effect of economic conditions within a particular industry, management also maintains an allowance for loancredit losses, which is a reserve established through a provision for loancredit losses on loans charged to expense, to absorb probable credit losses inherent in the entire loan portfolio. The appropriate levelcredit loss estimation process involves procedures to appropriately consider the unique characteristics of the allowance is based on management’s ongoing analysis of theCompany’s loan portfolio segments. Credit quality is assessed and representsmonitored by evaluating various attributes, and the results of those evaluations are utilized in underwriting new loans and in the Company’s process for the estimation of expected credit losses. Credit quality monitoring procedures and indicators can include an amount that management deems adequate to provide for inherent losses,assessment of problem loans, the types of loans, historical loss experience, new lending products, emerging credit trends, changes in the size and character of loan categories and other factors, including collateral impairment. Among other considerations in establishing the allowance for loan losses, management considersCompany’s risk rating system, regulatory guidance and economic conditions, reflected within industry segments,such as the unemployment rate and GDP growth, as well as trends in our markets,the market values of underlying collateral securing loans, all as determined based on input from management, loan segmentationreview staff and historical lossesother sources. This evaluation is complex and inherently subjective, as it requires estimates by management that are inherent in the loan portfolio. The determination of the appropriate level of the allowance for loan losses inherently involves a high degree of subjectivityuncertain and requires managementtherefore susceptible to make significant estimates of current credit risks and future trends, all of whichrevision as more information becomes available. There may undergo material changes. Changes in economic conditions affecting borrowers, new information regarding existing loans, identification of additional problem loans and other factors, both within and outside our control, may require an increasebe significant changes in the allowance and provision for loan losses.credit losses in future periods as the estimates used by management, and assumptions underlying such estimates, are adjusted in light of then-prevailing factors and forecasts.
The 2008-2009 recession in the United States highlighted the inherent difficulty in estimating with precision the extent to which credit risks and future trends need to be addressed through a provision to our allowance for loan losses. Any deterioration of current and future economic conditions could cause us to experience higher than normal delinquencies and credit losses. As a result, we may be required to make further increases in our provision for loancredit losses and to charge off additional loans in the future, which could materially adversely affect our financial condition and results of operations.
In addition, bank regulatory agencies periodically review the allowance for loancredit losses and may require an increase in the provision for loancredit losses or the recognition of further loan charge-offs, based on judgments different than those of management. In addition, if charge-offs in future periods exceed the allowance for loancredit losses, we will needincur additional provisionsprovision expense to increase the allowance for loancredit losses. Any increasesincrease in the allowanceour provision for loancredit losses will result in a decrease in net income and, possibly, capital and may have a material adverse effect on our financial condition and results of operations. A discussion of the policies and procedures related to management’s process for determining the appropriate level of the allowance for loancredit losses is set forth under the headingheadings “Critical Accounting Policies and Estimates” and “Risk Management – Credit Risk and Allowance for Loan Losses”Credit Losses on Loans and Unfunded Commitments” in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in this report.


FASB has recently issued an accounting standard update that will result in a significant change in how we recognize credit losses and may have a material impact on our financial condition or results of operations.
In June 2016, FASB issued an accounting standard update, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“Topic 326”) which replaces the current "incurred loss" model for recognizing credit losses with an "expected loss" model referred to as the CECL model. The new CECL standard is effective for us for fiscal years beginning after December 15, 2019 and for interim periods within those fiscal years. Under the CECL model, we are required to present certain financial assets carried at amortized cost, such as loans held for investment and held-to-maturity debt securities, at the net amount expected to be collected. The measurement of expected credit losses is to be based on information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. This measurement will take place at the time the financial asset is first added to the balance sheet and periodically thereafter. This differs significantly from the "incurred loss" model required under GAAP for periods ending on or before December 31, 2019, which delays recognition until it is probable a loss has been incurred. The CECL model may create more volatility in the level of our allowance for loan losses.
As of January 1, 2020, upon the effectiveness of the CECL model, we recognized a one-time cumulative-effect adjustment to our allowance for loan losses (which will be referred to the “allowance for credit losses” in future periods), consistent with regulatory expectations set forth in interagency guidance issued at the end of 2016. We incurred transition costs and also expect to incur ongoing costs in maintaining the CECL models and methodology along with acquiring forecasts used within the models. We also anticipate that the methodology will result in increased capital costs. The impact at adoption is expected to have an after-tax impact of approximately $31 million to $40 million decrease in the opening stockholders' equity balance.
We are subject to interest rate risk.
Our earnings and cash flows are largely dependent upon our net interest income. Net interest income is the difference between interest earned on assets, such as loans and securities, and the cost of interest-bearing liabilities, such as deposits and borrowed funds. Interest rates are highly sensitive to many factors that are beyond our control, including general economic conditions and
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policies of various governmental and regulatory agencies and, in particular, the Federal Reserve. The rising rate environment overOver the last several years, wherecourse of 2022, the Federal Reserve has increased the federal funds target rate by 25 basis points on eight separate occasions since December 2016, changed during 2019 as the Federal Reserve decreased the federal funds target rate by 25 basis points on three separate occasions.significantly raised interest rates in order to combat inflationary conditions. Changes in monetary policy, including changes in interest rates, could influence not only the interest we receive on loans and securities and the amount of interest we pay on deposits and borrowings, but such changes could also affect (1) our ability to originate loans and obtaingenerate deposits or access other sources of liquidity, which could reduce the amount of fee income generated, and (2) the fair value of our financial assets and liabilities. Any substantial unexpected or prolonged change in interest rates could have a material adverse effect on our businesses, financial conditions and results of operations.
Our financial results are constantly exposed to market risk.
Market risk refers to the probability of variations in net interest income or the fair value of our assets and liabilities due to changes in interest rates, among other things. The primary source of market risk to us is the impact of changes in interest rates on net interest income. We are subject to market risk because of the following factors:
Assets and liabilities may mature or reprice at different times. For example, if assets reprice more slowly than liabilities and interest rates are generally rising, earnings may initially decline.
Assets and liabilities may reprice at the same time but by different amounts. For example, when interest rates are generally rising, we may increase rates charged on loans by an amount that is less than the general increase in market interest rates because of intense pricing competition, while similarly-intensesimilarly intense pricing competition for deposits dictates that we raise our deposit rates in line with the general increase in market rates. Also, risk occurs when assets and liabilities have similar repricing frequencies but are tied to different market interest rate indices that may not move in tandem.
Short-term and long-term market interest rates may change by different amounts, i.e., the shape of the yield curve may affect new loan yields and funding costs differently.
The remaining maturity of various assets and liabilities may shorten or lengthen as interest rates change. For example, if long-term mortgage interest rates decline sharply, mortgage backed securities held in our securities portfolio may prepay significantly earlier than anticipated, which could reduce portfolio income. If prepayment rates on our loans increase, we would be required to amortize net premiums into income over a shorter period of time, thereby reducing the corresponding asset yield and net interest income.
Interest rates may have an indirect impact on loan demand, credit losses, loan origination volume, the value of financial assets and financial liabilities, gains and losses on sales of securities and loans, the value of mortgage servicing rights and other sources of earnings.


Although management believes it has implemented effective asset and liability management strategies to reduce market risk on the results of our operations, these strategies are based on assumptions that may be incorrect. Any substantial, unexpected, prolonged change in market interest rates could have a material adverse effect on our financial condition and results of operations.
Volatility in interest rates may also result in disintermediation, which is the flow of funds away from financial institutions into direct investments, such as U.S. Government and Agency securities and other investment vehicles, including mutual funds, which generally pay higher rates of return than financial institutions because of the absence of federal insurance premiums and reserve requirements. Disintermediation could also result in material adverse effects on our financial condition and results of operations.
A discussion of our policies and procedures used to identify, assess and manage certain interest rate risk is set forth under the heading “Risk Management – Interest Rate Risk” in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in this report.
Inflation can have an impact on our business and our customers.
Inflation risk is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As noted above, over the course of 2022 the Federal Reserve raised interest rates in an effort to fight inflationary conditions. If inflation persists, the value of our investment securities, particularly those with longer maturities, would decrease, although this effect can be less for floating rate instruments. Additionally, inflation increases the cost of goods and services we use in our daily operations which increases our maintenance expenses. Furthermore, our customers are impacted by inflation and the rising costs of goods and services used in their households and businesses, which could have a negative impact on the deposits they maintain with us or their ability to repay their loans from us.
The planned phasing outdiscontinuation of the London Interbank Offered Rate (“LIBOR”) as a financial benchmark may adversely affect our business and financial results.
The planned phasing outdiscontinuation of LIBOR as a financial benchmark presents risks to the financial instruments originated or held by the Company. Prior to January 1, 2022, LIBOR iswas the reference rate used for many of our transactions, including a substantial
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portion of our variable rate loans as well as our borrowingborrowings and purchase and sale of securities; in addition, the derivatives that we useused to manage risk related to the foregoing transactions arewere tied to LIBOR. However, a reduced volumeLIBOR prior to January 1, 2022. Although some LIBOR tenors were discontinued at the end of interbank unsecured term borrowing coupled with recent legal and regulatory proceedings related2021, the LIBOR tenors impacting the Company’s financial instruments will continue to rate manipulation by certain financial institutions has led to international reconsideration ofbe quoted until June 30, 2023.
When one-month LIBOR, as a financial benchmark. The United Kingdom Financial Conduct Authority (“FCA”), which regulatesis the process for establishing LIBOR announced in July 2017tenor that the sustainability of LIBOR cannot be guaranteed. Accordingly, the FCA intends to stop persuading, or compelling, banks to submit to LIBOR after 2021. Until such time, however, FCA panel banks have agreed to continue to support LIBOR.
ItCompany most frequently uses, is not clear at this time how LIBOR will be determined for purposes of financial instruments that are currently referencing LIBOR if and when it ceases to exist. If LIBOR isfully discontinued after 2021 as expected,June 30, 2023, there may be uncertainty or differences in the calculation of the applicable interest rate or payment amount depending on the terms of the governing instruments. Such discontinuation may cause usOur significant efforts to incur significant expense in amendingamend these governing instruments and otherwise effecting the transition to a new reference rate. Discontinuation alsorate remain ongoing. Nevertheless, any such uncertainty may increase operational and other risks to the Company and the industry.
While there is no consensus yet on what rate or rates may become accepted alternatives to LIBOR, a steering committee comprised of large U.S. financial institutions, the Alternative Reference Rate Committee or ARRC,(“ARRC”), selected the Secured Overnight Finance Rate (“SOFR”) as an alternative to LIBOR. SOFR has been published by the Federal Reserve Bank of New York (“FRBNY”) since May 2018, and it is intended to be a broad measure of the cost of borrowing cash overnight collateralized by U.S. Treasury securities. ARRC has proposed a paced market transition plan to SOFR from LIBOR and organizations are currently considering industry wide and company-specific transition plans as it relates to derivatives and cash markets exposed to LIBOR.
The Company’s 4.50% fixed-to-floating rate subordinated notes due 2035 and its 3.00% fixed-to-floating rate subordinated notes due 2031 are linked to SOFR, and the Company has not yet decided if it will adoptadopted daily simple SOFR or another ratein lieu of LIBOR as the primary reference rate for its lending or borrowing transactions and therewith other reference rates used on a case-by-case basis. There can be no assurances, however, that, regardless of the Company’s decision, SOFR will be widely adopted as the replacement reference rate for LIBOR. Accordingly, the Company may need to select a different reference rate, or multiple rates in order to maintain its competitive position. In addition, because SOFR is published by the FRBNY based on data received from other sources, we have no control over its determination, calculation or publication. Finally, there can be no assurance that SOFR will not be discontinued or fundamentally altered in a manner that is materially adverse to the parties that utilize SOFR as the reference rate for transactions.
The market transition away from LIBOR to an alternative reference rate, including SOFR, is complex and could have a range of adverse effects on our business, financial condition, and results of operations. In particular, any such transition could:
adversely affect the interest rates paid or received on, and the revenue and expenses associated with, our floating rate obligations, loans, deposits, derivatives and other financial instruments tied to LIBOR rates, or other securities or financial arrangements given LIBOR'sLIBOR’s role in determining market interest rates globally;
adversely affect the value of the our floating rate obligations, loans, deposits, derivatives and other financial instruments tied to LIBOR rates, or other securities or financial arrangements given LIBOR's role in determining market interest rates globally;arrangements;
result in disputes, litigation or other actions with counterparties regarding the interpretation and enforceability of certain fallback language in LIBOR-based securities;notes, securities and other instruments; and
require the transition to or development of appropriate systems and analytics to effectively transition our risk management processes from LIBOR-based products to those based on the applicable alternative pricing benchmark.


Finally, the implementation of LIBOR reform proposals may result in increased compliance costs and operational costs including costs related to continued participation in LIBOR and the transition to a replacement reference rate or rates. We cannot reasonably estimate the expected cost.rates, which could adversely affect our financial condition and results of operations.
Liquidity needs could adversely affect our results of operations and financial condition.
Maintaining adequate liquidity is crucial to the operation of our business. We need sufficient liquidity to meet customer loan requests, deposit maturities and withdrawals and other cash commitments arising in both the ordinary course of business and in other unpredictable circumstances. We rely on dividends from the Bank as our primary source of funds. The primary source of the Bank’s funds are customer deposits, loan repayments, proceeds from our investment securities and borrowings. While scheduled loan repayments are a relatively stable source of funds, they are subject to the ability of borrowers to repay the loans. The ability of borrowers to repay loans can be adversely affected by a number of factors, including changes in economic conditions, adverse trends or events affecting business industry groups, reductions in real estate values or markets, business closings or lay-offs, pandemics, inclement weather, natural disasters and international instability. Additionally, deposit levels may be affected by a number of factors, including rates paid by competitors, general interest rate levels, returns available to customers on alternative investments and general economic conditions. Accordingly, we may be required from time to time to rely on secondary sources of liquidity to meet withdrawal demands or otherwise fund operations or to support growth. Such sources, which generally have a higher cost than deposits, include Federal Home Loan Bank advances and federal funds lines of credit from correspondent banks.
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If the aforementioned sources of liquidity are not adequate for our needs, we may attempt to raise additional capital in the equity or debt markets. Our ability to raise additional capital, if needed, will depend on conditions in such markets at that time, which are outside our control, and on our financial performance.
If we are unable to meet our liquidity needs through any of the aforementioned sources, whether at all or at the time or the cost that we anticipate, we may be required to slow or discontinue loan growth, capital expenditures or other investments or liquidate assets.
A failure or breach of our operational or security systems, including as a result of cyber-attacks, could disrupt our business, result in the disclosure or misuse of confidential or proprietary information, damage our reputation and create significant financial and legal exposure for us.
As a financial institution, we rely heavily on our ability, and the ability of our third party service providers, to securely and reliably process, record, transmit and monitor confidential and other information through our and our third party service provider’s computer systems and networks. Our operational systems, including, among other things, deposit and loan servicing, online and mobile banking, wealth management, accounting and data processing, could be materially adversely impacted by a failure, interruption or breach in the security or integrity of any of these systems, whether our own or one of our third party service provider’s. Threats to these systems come from a variety of sources, including computer hacking involving the introduction of computer viruses or malware, cyber-attacks, identity theft, electronic fraudulent activity and attempted theft of financial assets. These threats are very sophisticated and constantly evolving. In addition, our systems are threatened by unpredictable events such as power outages or tornadoes or other natural disasters.
We have invested a significant amount of time and expense, in security infrastructure investments and the development of policies and procedures governing our operations as well as employee training, in our efforts to ensure the security and integrity of our systems from the aforementioned threats, and we continue to upgrade our systems and evolve our policies and procedures to address vulnerabilities that we identify as well as new techniques being used to compromise our systems of which we become aware, especially as we expand our mobile and online banking presence. In addition, we have built redundancy into our systems, and we have located equipment at facilities that have been hardened to withstand natural disasters and have back-up power generating capacity. In addition, we require our third party service providers to be similarly diligent in protecting their own systems from such existing and new threats, and a critical factor in our selection of an external service provider is the results of our evaluation of its business continuity planning. Despite these efforts, we can provide no assurances that our systems, or our provider’s systems, will not experience any failures, interruptions or security breaches or that, if any such failures, interruptions or breaches occur, they will be addressed in a timely and adequate manner. If the security and integrity of our systems, or the systems of one of our providers, are compromised, our operations could be significantly disrupted and our or our customer’s confidential information could be misappropriated, among other things. This in turn could result in financial losses to us or our customers, lasting damage to our reputation, the violation of privacy or other laws and significant litigation risk, all of which could have a material adverse effect on our financial condition and results of operations.
Our risk management framework may not be effective in mitigating risk and loss to us.
We are subject to numerous risks, including lending risk, interest rate risk, liquidity risk, market risk, information security risk and model risk, among other risks encountered in the ordinary course of our operations. We have put in place processes and


procedures designed to identify, measure, monitor and mitigate these risks. However, all risk management frameworks are inherently limited, for a number of reasons. First, we may not have identified all material risks affecting our operations. Next, our current procedures may not anticipate future development of currently unanticipated or unknown risks. Also, we may have underestimated the impact of known risks or overestimated the effectiveness of the policies and procedures we have implemented to mitigate these risks. The recent recession and the heightened regulatory scrutiny of financial institutions that resulted therefrom, coupled with increases in the scope and complexity of our operations, among other things, have increased the level of risk that we must manage. Accordingly, we could suffer losses as a result of our failure to properly anticipate and manage these risks.
We depend on the accuracy and completeness of information furnished by others about customers and counterparties.
In deciding whether to extend credit or enter into other transactions, we often rely on information furnished by or on behalf of customers and counterparties, including financial statements, credit reports, other financial information and appraisals of the value of collateral. We may also rely on representations of those customers, counterparties or other third parties, such as independent auditors, as to the accuracy and completeness of that information. Reliance on inaccurate or misleading financial statements, credit reports, other financial information or appraisals could have a material adverse effect on our business and, in turn, our financial condition and results of operations.
Our business strategy includes the continuation of growth plans, and our financial condition and results of operations could be negatively affected if we fail to grow or fail to manage our growth effectively.
We have grown our business through the acquisition of entire financial institutions and through de novo branching. We have engaged in whole-bank acquisitions, most recently acquiring Brand and its wholly-owned subsidiary Brand Bank on September 1, 2018. In addition, since the beginning of 2011, we have opened eight branches in new markets, acquired specified assets and the operations of, and assumed specified liabilities of, failed financial institutions in two FDIC-assisted transactions and acquired the RBC Bank (USA) trust division in addition to other smaller acquisitions. We intend to continue pursuing a growth strategy for our business through de novo branching and to evaluate attractive acquisition opportunities that are presented to us. Our prospects must be considered in light of the risks, expenses and difficulties frequently encountered by companies when expanding their franchise, including the following:
Management of Growth.  We may be unable to successfully:
maintain loan quality in the context of significant loan growth;
maintain adequate management personnel and systems to oversee such growth;
maintain adequate internal audit, loan review and compliance functions; and
implement additional policies, procedures and operating systems required to support such growth.
Operating Results. Existing offices or future offices may not maintain or achieve deposit levels, loan balances or other operating results necessary to avoid losses or produce profits. Our growth and de novo branching strategy necessarily entails growth in overhead expenses as we routinely add new offices and staff. Our historical results may not be indicative of future results or results that may be achieved as we continue to increase the number and concentration of our branch offices. Should any new location be unprofitable or marginally profitable, or should any existing location experience a decline in profitability or incur losses, the adverse effect on our results of operations and financial condition could be more significant than would be the case for a larger company.
Development of Offices. There are considerable costs involved in opening branches, and new branches generally do not generate sufficient revenues to offset their costs until they have been in operation for at least a year or more. Accordingly, our de novo branches can be expected to negatively impact our earnings for some period of time until the branches reach certain economies of scale. Our expenses could be further increased if we encounter delays in opening any of our de novo branches. We may be unable to accomplish future branch expansion plans due to a lack of available satisfactory sites, difficulties in acquiring such sites, increased expenses or loss of potential sites due to complexities associated with zoning and permitting processes, higher than anticipated merger and acquisition costs or other factors. Finally, our de novo branches or branches that we may acquire may not be successful even after they have been established or acquired, as the case may be.
Expansion into New Markets. Much of our recent growth has been focused in the highly-competitive metropolitan areas of Memphis and Nashville, Tennessee, Birmingham and Huntsville, Alabama, Atlanta, Georgia, east Tennessee, as well as Gainesville and Ocala, Florida. In these growth markets we face competition from a wide array of financial institutions, including much larger, well-established financial institutions.


Regulatory and Economic Factors. Our growth and expansion plans may be adversely affected by a number of regulatory and economic developments or other events. Failure to obtain required regulatory approvals, changes in laws and regulations or other regulatory developments and changes in prevailing economic conditions or other unanticipated events may prevent or adversely affect our continued growth and expansion. Such factors may cause us to alter our growth and expansion plans or slow or halt the growth and expansion process, which may prevent us from entering certain target markets or allow competitors to gain or retain market share in our existing or expected markets.
Failure to successfully address these issues could have a material adverse effect on our financial condition and results of operations, and could adversely affect our ability to successfully implement our business strategy. Also, if our growth occurs more slowly than anticipated or declines, our operating results could be materially adversely affected.
We may fail to realize the anticipated benefits of our acquisitions.
The success of our acquisitions will depend on, among other things, our ability to realize anticipated cost savings and to integrate the acquired assets and operations in a manner that permits growth opportunities and does not materially disrupt our existing customer relationships or result in decreased revenues resulting from any loss of customers. If we are not able to successfully achieve these objectives, the anticipated benefits of the acquisition may not be realized fully or at all or may take longer to realize than expected. Additionally, we will make fair value estimates of certain assets and liabilities in recording each acquisition. Actual values of these assets and liabilities could differ from our estimates, which could result in our not achieving the anticipated benefits of the particular acquisition.
We cannot assure investors that our acquisitions will have positive results, including results relating to: correctly assessing the asset quality of the assets acquired; the total cost of integration, including management attention and resources; the time required to complete the integration successfully; the amount of longer-term cost savings; being able to profitably deploy funds acquired in the transaction; retaining the existing client relationships; or the overall performance of the combined business.
Our future growth and profitability depends, in part, on our ability to successfully manage the combined operations. Integration of an acquired business can be complex and costly, and we may encounter a number of difficulties, such as:
deposit attrition, customer loss and revenue loss;
the loss of key employees;
the disruption of our operations and business;
our inability to maintain and increase competitive presence;
possible inconsistencies in standards, control procedures and policies; and/or
unexpected problems with costs, operations, personnel, technology and credit.
Additionally, general market and economic conditions or governmental actions affecting the financial industry generally may inhibit our successful integration of the operations acquired.
We may continue to experience increased credit costs or need to take additional markdowns and make additional provisions to the allowance for loan losses on purchased loans. Any of these actions could adversely affect our financial condition and results of operations in the future. In addition, the attention and effort devoted to the integration of an acquired business may divert management’s attention from other important issues and could harm our business.


We may face risks with respect to future acquisitions.
When we attempt to expand our business through mergers and acquisitions (including FDIC-assisted transactions), we seek targets that are culturally similar to us, have experienced management and possess either significant market presence or have potential for improved profitability through economies of scale or expanded services or, in the case of FDIC-assisted transactions, on account of the loss share arrangements with the FDIC associated with such transactions. In addition to the general risks associated with our growth plans and the particular risks associated with FDIC-assisted transactions, both of which are highlighted above, in general acquiring other banks, businesses or branches involves various risks commonly associated with acquisitions, including, among other things:
the time and costs associated with identifying and evaluating potential acquisition and merger targets;
inaccuracies in the estimates and judgments used to evaluate credit, operations, management and market risks with respect to the target institution;
the time and costs of evaluating new markets, hiring experienced local management and opening new bank locations, and the time lags between these activities and the generation of sufficient assets and deposits to support the costs of the expansion;
our ability to finance an acquisition and possible dilution to our existing shareholders;
the diversion of our management’s attention to the negotiation of a transaction;
the incurrence of an impairment of goodwill associated with an acquisition and adverse effects on our results of operations;
entry into new markets where we lack experience; and
risks associated with integrating the operations and personnel of acquired businesses.
We expect to continue to evaluate merger and acquisition opportunities (including FDIC-assisted transactions) that are presented to us and conduct due diligence activities related to possible transactions with other financial institutions. As a result, merger or acquisition discussions and, in some cases, negotiations may take place and future mergers or acquisitions involving cash, debt or equity securities may occur at any time. Historically, acquisitions of non-failed financial institutions involve the payment of a premium over book and market values, and, therefore, some dilution of our book value and net income per common share may occur in connection with any future transaction. Failure to realize the expected revenue increases, cost savings, increases in geographic or product presence and/or other projected benefits from an acquisition could have a material adverse effect on our financial condition and results of operations.
Our profitability may be negatively impacted by changes in the amount and timing of the resolution of purchased impaired loans.
Under applicable accounting standards, we are required to periodically re-estimate the expected cash flows from impaired loans that we have purchased as part of our acquisition transactions. The carrying value of these loans can be impaired due to lower-than-expected cash flows, increases in loss estimates or defaults. Any such impairment must be recognized in the period in which the change in estimated cash flow occurs. Any such impairment will reduce our results of operations and profitability, and such reduction could be material.
Competition in our industry is intense and may adversely affect our profitability.
We face substantial competition in all areas of our operations from a variety of different competitors, many of which are larger and have substantially greater resources than we have, including higher total assets and capitalization, greater access to capital markets and a broader offering of financial services. Such competitors primarily include national, regional and community banks within the various markets in which we operate. We also face competition from many other types of financial institutions including(including savings and loans and credit unions,unions), finance companies, brokerage firms, insurance companies, factoring companies, FinTechfintech companies and other financial intermediaries. Many of these competitors have fewer regulatory constraints and may have lower cost structures than the Company. The information under the heading “Competition” in Item 1, Business, in this report provides more information regarding the competitive conditions in our growth markets.
Our industry could become even more competitive as a result of legislative, regulatory and technological changes andchanges. We also expect continued consolidation. The consolidation of financial institutions in connection with the 2008-2009 recession has continued to the present time, and we expect additional consolidation to occurbanking industry as a result of, among other things, elevated regulatory compliance and other legal costs and the benefits of larger scale when making investments in new technology and changes in laws affecting larger financial institutions.technology. Banks, securities firms and insurance companies can merge under the umbrella of a financial holding company, which can offer virtually any type of financial service, including banking, securities underwriting, insurance (both agency and underwriting) and merchant banking. Also, legislative and regulatory changes on both the federal and state level may materially affect competitive conditions in our industry. Finally, technology has lowered barriers to entry and made it possible for non-banks to offer products and services traditionally provided by banks, such as loans and automatic transfer and automatic payment systems. Many of our competitors have fewer regulatory constraints and may have lower cost structures.


Our ability to compete successfully depends on a number of factors, including, among other things:
the ability to develop, maintain and build upon long-term customer relationships based on top quality service, high ethical standards and safe and sound assets;
the ability to expand our market position;
the scope, relevance and pricing of products and services offered to meet customer needs and demands;
the rate at which we introduce new products and services relative to our competitors;
customer satisfaction with our level of service; and
industry and general economic trends.
Failure to perform in any of these areas could significantly weaken our competitive position, which could adversely affect our growth and profitability, which, in turn, could have a material adverse effect on our financial condition and results of operations.
We may be adversely affected by the soundness of other financial institutions and other third parties.
Entities within the financial services industry are interrelated as a result of trading, clearing, counterparty and other relationships. We have exposure to many different industries and counterparties and from time to time execute transactions with counterparties in the financial services industry, including commercial banks, brokers and dealers, investment banks and other institutional clients. Many of these transactions expose us to credit risk in the event of a default by a counterparty or client. In addition, our credit risk may be exacerbated when the collateral we hold cannot be realized upon or is liquidated at prices not
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sufficient to recover the full amount of the credit due to us. Any such losses could have a material adverse effect on our financial condition and results of operations.
We are subject to extensive government regulation, and such regulation could limit or restrict our activities and adversely affect our earnings.

We and the Bank are subject to extensive federal and state regulation and supervision. Banking regulations are primarily intended to protect depositors’ funds, federal deposit insurance funds and the banking system as a whole.whole, while consumer protection statutes are primarily focused on the protection of the users of our lending and deposit services. These regulations affect our lending practices, capital structure, investment practices, dividend policy and growth, among other things. In addition, significant changes to such regulations have been proposed or may be proposed. Changes to statutes, regulations or regulatory policies, including changes in interpretation, implementation or implementationenforcement of the foregoing, could affect us and/or the Bank in substantial and unpredictable ways. Such changes could subject us to additional costs, limit the types of financial services and products we may offer or fees we may charge and/or increase the ability of non-banks to offer competing financial services and products, among other things.
Under regulatory capital adequacy guidelines and other regulatory requirements, we and the Bank must meet guidelines that include quantitative measures of assets, liabilities and certain off-balance sheet items, subject to qualitative judgments by regulators about components, risk weightings and other factors. If we fail to meet these minimum capital guidelines and other regulatory requirements, our financial condition would be materially and adversely affected. Our failure to maintain the status of “well capitalized” under our regulatory framework could affect the confidence of our customers in us, thus compromising our competitive position. In addition, failure to maintain the status of “well capitalized” under our regulatory framework, “well managed” under regulatory examination procedures or “satisfactory” under the CRA could compromise our status as a bank holding company and related eligibility for a streamlined review process for merger or acquisition proposals and would result in higher deposit insurance premiums assessed by the FDIC.
We are also subject to various privacy, data protection and information security laws. Under the GLB Act, we are subject to limitations on our ability to share our customers’ nonpublic personal information with unaffiliated parties, and we are required to provide certain disclosures to our customers about our data collection and security practices. Customers have the right to opt out of our disclosure of their personal financial information to unaffiliated parties. We are also subject to state laws regulating the privacy of individual'sindividual’s private information, many of which are more restrictive, and have more severe sanctions for noncompliance, than the GLB Act. Finally, the GLB Act requires us to develop, implement and maintain a written comprehensive information security program containing appropriate safeguards for our customers’ nonpublic personal information. New laws and regulations have also been proposed that could increase our privacy, data protection and information security compliance costs. Our failure to comply with new or existing privacy, data protection and information security laws and regulations could result in regulatory or governmental investigations and/or fines, sanctions and other expenses which could have a material adverse effect on our financial condition and results of operations.
As a public company, we are also subject to laws, regulations and standards relating to corporate governance and public disclosure, including the Sarbanes-Oxley Act of 2002, the Dodd-Frank Act and SEC regulations. These laws, regulations and standards are subject to varying interpretations, amendment or outright repeal. As a result, the amendment or repeal of any such laws, regulations


or standards, or the issuance of new guidance for complying therewith by regulatory and governing bodies, could result in continuing uncertainty regarding compliance matters and higher costs necessitated by ongoing revisions to disclosure and governance practices. We are committed to maintaining high standards of corporate governance and public disclosure. As a result, our efforts to comply with evolving laws, regulations and standards have resulted in, and are likely to continue to result in, increased expenses and a diversion of management time and attention.
Failure to comply with laws, regulations or policies could also result in sanctions by regulatory agencies and/or civil money penalties, which could have a material adverse effect on our business, financial condition and results of operations. WhileAlthough we have not yet been subject to any sanctions or penalties that have had a material impact on our business, financial condition or results of operations, such material violations could occur, even though we have policies and procedures designed to prevent any such violations, such violations nevertheless may occur.violations. The information under the heading “Supervision and Regulation” in Item 1, Business, and Note 23,20, “Regulatory Matters,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report provides more information regarding the regulatory environment in which we and the Bank operate.
Higher FDIC deposit insurance premiums and assessments could adversely affect our financial condition.
In order to replenish the Deposit Insurance Fund following the recession in 2008-2009, theThe FDIC significantly increased the assessment rates paid by financial institutions for deposit insurance. In November 2018, the DIF reached the minimum reserve ratio of 1.35%is required under the Dodd-Frank Act which resulted into maintain the discontinuanceDeposit Insurance Fund at a minimum reserve ratio of the assessment surcharges that had been charged1.35%. The FDIC’s announced long-term goal is to banks, with greater than $10 billion in assets like the Bank. However, under the Dodd-Frank Act, ifmaintain the reserve ratio falls or is projected within 6 months to fall below 1.35%, or ifat 2.00%. In October 2022, the FDIC increases reserves againstraised the assessment rate by two basis points, effective in the first quarter of 2023, which increase is intended to remain in effect until the
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2.00% goals is reached. This increase, and any future losses, the increased assessments are to be borne primarily by institutions with assets greater than $10 billion, which will apply to the Bank. Any increases, in FDIC insurance premiums andas well as any special assessments that the FDIC may charge us may adversely affect our financial condition and results of operations.
The Company’s financial condition and results of operations contain estimates and assumptions made by management that could be inaccurate.
Accounting estimates and processes are fundamental to how we record and report our financial condition and results of operations. Accounting principles generally accepted in the United States (“GAAP”) require our management to make estimates about future events that are inherently uncertain. We use models and other forecasting processes to make these estimates. In doing so, management must choose between many alternatives, all of which may be reasonable under prevailing circumstances. As a result, these models and other forecasting processes may reflect assumptions that ultimately prove to be inaccurate, particularly in times of market stress or other unforeseen circumstances. Even if these assumptions are subjectadequate, the models may include flaws in their design or their implementation, including flaws caused by failures in controls, data management, human error or from the reliance on technology. Because of the uncertainty and subjectivity surrounding management’s judgments and the estimates pertaining to heightened regulatory requirements now that we exceed $10 billion in assets.
As discussed under the heading “Supervision and Regulation” in Item 1, Business, in this report, the Dodd-Frank Act and regulations promulgated thereunder impose additional requirements on bank holding companies with total assets of at least $10 billion. In addition, banks with total assets of at least $10 billion are primarily examined by the CFPB with respect to various federal consumer financial protection laws and regulations. Finally, since we exceeded $10 billion in assets as of December 31, 2018, we are subject to the limitation on interchange fees imposed pursuant to the Durbin Amendment to the Dodd-Frank Act. To prepare forthese matters, the Company being subjectcannot guarantee that it will not be required to additional regulations upon exceeding $10 billionadjust accounting policies or restate prior period financial statements. Any such failure in assets, in recent years we incurred a number of significant expenses, and we expect to continue to incur additional expenses to address heightened regulatory requirements on account of having in excess of $10 billion in assets. Further, the impact of the Durbin Amendment has reduced our noninterest income. These additional expensesanalytical or forecasting models could have a material adverse effect on our business, financial condition and results of operations. Our regulators may also consider our compliance with these regulatory requirements when examining our operations generally or considering any request for regulatory approval we may make, even requests for approvals on unrelated matters such as acquisitions of other financial institutions.See “Critical Accounting Policies and Estimates” and Note 1, “Significant Accounting Policies,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.
Changes in accounting standards issued by FASB or other standard-setting bodies may adversely affect our financial statements.
Our financial statements are subject to the application of accounting principles generally accepted in the United States (“GAAP”),GAAP, which are periodically revised and/or expanded. From time to time, FASB or other accounting standard setting bodies adopt new accounting standards or amend existing standards. We have discussed the risks associated with our implementation of the CECL model. In addition, market conditions often prompt these bodies to promulgate new guidance that further interprets or seeks to revise accounting pronouncements related to financial instruments, structures or transactions as well as to issue new standards expanding disclosures. Our estimate of the impact of accounting developments that have been issued but not yet implemented is disclosed in our annual reports on Form 10-K and our quarterly reports on Form 10-Q, but the impact of these changes often is difficult to precisely assess. In some cases, we could be required to apply a new or revised standard retroactively, resulting in changes to previously reported financial results, or a cumulative charge to retained earnings. It is possible that future accounting standards that we are required to adopt could change the current accounting treatment that we apply to our consolidated financial statements and that such changes could have a material effect on our financial condition and results of operations.
We are subject to environmental liability risk associated with lending activities.
A significant portion of our loan portfolio is secured by real property. During the ordinary course of business, we may foreclose on and take title to properties securing certain loans. In doing so, there is a risk that hazardous or toxic substances could be found on these properties. If hazardous or toxic substances are found, we may be liable for remediation costs, as well as for personal injury and property damage. Environmental laws may require us to incur substantial expenses and may materially reduce the affected property’s value or limit our ability to use or sell the affected property. The remediation costs and any other financial liabilities associated with an environmental hazard could have a material adverse effect on our financial condition and results of


operations. In addition, future laws or more stringent interpretations or enforcement policies with respect to existing laws may increase our exposure to environmental liability. Although management has policies and procedures to perform an environmental review before the loan is recorded and before initiating any foreclosure action on real property, these reviews may not be sufficient to detect all potential environmental hazards.
Risks Related to Our Business
Our business may be adversely affected by current economic conditions in general and specifically in the markets in which we operate.
General business and economic conditions in the United States and abroad can materially affect our business and operations and the businesses and operations of our customers. A weak U.S. economy is likely to cause uncertainty about the federal fiscal policymaking process, the medium and long-term fiscal outlook of the federal government and future tax rates. In addition, economic and other conditions in foreign countries could affect the stability of global financial markets and adversely impact global supply chains, which could hinder U.S. economic growth.

Weak economic conditions are characterized by deflation, fluctuations in debt and equity capital markets, a lack of liquidity and/or depressed prices in the secondary market for mortgage loans, increased delinquencies on mortgage, consumer and C&I
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loans, residential and commercial real estate price declines and lower home sales and commercial activity. All of these factors are detrimental to our business, and the interplay between these factors can be complex and unpredictable. Our business is also significantly affected by monetary and related policies of the U.S. federal government and its agencies. Changes in any of these policies are influenced by macroeconomic conditions and other factors that are beyond our control. Adverse economic conditions and government policy responses to such conditions could have a material adverse effect on the businesses and operations of our customers and in turn on our business, financial condition, results of operations and growth prospects.
More particularly, much of our business development and marketing strategy is directed toward fulfilling the banking and financial services needs of small to medium size businesses. Such businesses generally have fewer financial resources in terms of capital or borrowing capacity than larger entities. If general economic conditions negatively impact the markets in which we operate and these businesses are adversely affected, our financial condition and results of operations may be negatively affected.
We have a high concentration of loans secured by real estate.
At December 31, 2022, approximately 83.47% of our loan portfolio had real estate as a primary or secondary component of the collateral securing the loan. The real estate provides an alternate source of repayment in the event of a default by the borrower. Any adverse change in real estate values in our markets could significantly impair the value of the particular collateral securing our loans and our ability to sell the collateral upon foreclosure for an amount necessary to satisfy the borrower’s obligations to us. Furthermore, in a declining real estate market, we often will need to further increase our allowance for credit losses to address the deterioration in the value of the real estate securing our loans. Any of the foregoing could have a material adverse effect on our financial condition and results of operations.
We have a concentration of credit exposure in commercial real estate.
In addition to the general risks associated with our lending activities described above, including the effects of declines in real estate values, commercial real estate (“CRE”) loans are subject to additional risks. These loans depend on cash flows from the property to service the debt. Cash flows, either in the form of rental income or the proceeds from sales of commercial real estate, may be affected significantly by general economic conditions. A general downturn in the local economy where the property is located, or a decline in occupancy rates in particular, could increase the likelihood of default. An increase in defaults in our CRE loan portfolio could have a material adverse effect on our financial condition and results of operations. At December 31, 2022, we had approximately $6.4 billion in commercial real estate loans, representing approximately 55.69% of our loans outstanding on that date, as follows:
(thousands)December 31, 2022
Commercial Real Estate
Owner-occupied$1,539,296 
Non-owner occupied3,452,910 
Construction1,330,337 
Land Development:
Commercial mortgage125,857 
Total Commercial real estate loans$6,448,400 
As discussed under the heading “Supervision and Regulation” in Item 1, Business, above, the federal banking agencies promulgated guidance regarding when an institution will be deemed to potentially have significant CRE concentration risk exposure, as indicated by the results of the 100/300 Test. Although the 100/300 Test is not a limit on our lending activity, if any future results of a 100/300 Test evaluation show us to have a potential CRE concentration risk, we may elect, or be required by our regulators, to adopt additional risk management practices or other limits on our activities, which could have a material adverse effect on our financial condition and results of operations.
A failure or breach of our or a service provider’s operational or security systems, including as a result of cyber-attacks, could disrupt our business, result in the disclosure or misuse of confidential or proprietary information, damage our reputation and create significant financial and legal exposure for us.
As a financial institution, we rely heavily on our ability, and the ability of our third party service providers, to securely and reliably process, record, transmit and monitor confidential and other information through our and our third party service provider’s computer systems and networks. Our operational systems, including, among other things, deposit and loan servicing, online and mobile banking, wealth management, accounting and data processing, could be materially adversely impacted by a failure, interruption or breach in the security or integrity of any of these systems, whether our own or one of our third party
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service provider’s. Threats to these systems come from a variety of sources, including computer hacking involving the introduction of computer viruses or malware, cyber-attacks, identity theft, electronic fraudulent activity and attempted theft of financial assets. These threats are very sophisticated and constantly evolving. In addition, our systems are threatened by unpredictable events such as terrorist attacks, power outages or tornadoes or other natural disasters.
We have invested a significant amount of time and expense in security infrastructure investments and the development of policies and procedures governing our operations as well as employee training and monitoring of our third party service providers, in our efforts to preserve the security, integrity and continuity of our operations from the aforementioned threats. Despite these efforts, beginning in May 2022 we learned of a data breach experienced by a third-party service provider that provides property insurance validation services for the Company. This data breach, as it related to the Company, involved a third party obtaining names, addresses and loan numbers of certain of our customers via unauthorized access to our service provider’s servers (the data breach did not involve Renasant Bank customer Social Security numbers or information related to any accounts maintained at Renasant Bank). The Company caused notices of the data breach to be delivered to impacted clients, and we notified federal and state regulatory authorities about the incident. The service provider also offered complementary credit monitoring services to consumer customers. The Company has also heightened its monitoring of the service provider’s efforts to strengthen its information security infrastructure and prevent any further unauthorized access to its systems. As of the date of this report, the costs and expenses incurred by the Company in connection with this incident have been immaterial.
In light of the above-described incident and the ongoing threats to our and our third party provider's information security, we can provide no assurances that our systems, or our provider's systems, will not experience in the future any failures, interruptions or security breaches or that, if any such failures, interruptions or breaches occur, they will be addressed in a timely and adequate manner. If the security and integrity of our systems, or the systems of one of our providers, are compromised, our operations could be significantly disrupted and our or our customers confidential information could be misappropriated, among other things. This in turn could result in financial losses to us or our customers, lasting damage to our reputation, the violation of privacy or other laws and significant litigation risk, all of which could have a material adverse effect on our financial condition and results of operations.
We rely extensively on a number of third party service providers.
Third-party service providers provide certain products and services necessary to maintain our day-to-day operations. In addition to the information security risks discussed immediately above, we are subject to risks associated with a service provider’s failure to provide the agreed-upon products or services for reasons not related to information security or its delivery of a product or provision of services at a level or in a manner that does not satisfy our expectations. Such poor performance may be due to the service provider’s failure to meet its contractual service level standards (due to, among other reasons, insufficient support for its existing products and services or a change in its strategic focus) or simply because the service provider’s products or services do not include the functionality, convenience or other aspects necessary to compete effectively in the marketplace. Although we rigorously evaluate potential third party service providers before entering into a business arrangement, we ultimately do not control the service provider’s performance of its contractual obligations or its actions with respect thereto. A service provider’s failure to meet its contractual obligations or otherwise perform as expected could be disruptive to our operations, which could have a material adverse impact on our business, financial condition and results of operations. Further, replacing service providers often entails significant delay and expense.
Our risk management framework may not be effective in mitigating risk and loss to us.
We are subject to numerous risks, including lending risk, interest rate risk, liquidity risk, market risk, information security risk and model risk, among other risks encountered in the ordinary course of our operations. We have implemented processes and procedures designed to identify, measure, monitor and mitigate these risks. However, all risk management frameworks are inherently limited, for a number of reasons. First, we may not have identified all material risks affecting our operations. Next, our current procedures may not anticipate future development of currently unanticipated or unknown risks. Also, we may have underestimated the impact of known risks or overestimated the effectiveness of the policies and procedures we have implemented to mitigate these risks. Increases in the scope and complexity of our operations and our reliance, among other things, have increased the level of risk that we must manage. Accordingly, we could suffer losses as a result of our failure to properly anticipate and manage these risks.
Our financial condition and results of operations could be negatively affected if we fail to grow or fail to manage our growth effectively.
We have grown our business through the acquisition of entire financial institutions and non-bank commercial finance companies (such as Republic Business Credit and Southeastern Commercial Finance, LLC, both of which we acquired in 2022) and through de novo branching. We intend to continue pursuing this growth strategy for the foreseeable future. Our prospects must be considered in light of the risks, expenses and difficulties frequently encountered by companies when expanding their
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franchise, including the following:
Management of Growth.  We may be unable to successfully:
maintain loan quality in the context of significant loan growth;
maintain adequate management personnel and systems to oversee such growth;
maintain adequate internal audit, loan review and compliance functions; and
implement additional policies, procedures and operating systems required to support such growth.
Operating Results. Existing offices or future offices may not maintain or achieve deposit levels, loan balances or other operating results necessary to avoid losses or produce profits in an efficient manner. Our growth strategy necessarily entails growth in overhead expenses as we add new offices and staff. Our historical results may not be indicative of future results or results that may be achieved if we increase the number of our branch offices. Should any new location be unprofitable or marginally profitable, or should existing locations experience a decline in profitability or incur losses, the adverse effect on our results of operations and financial condition could be more significant than would be the case for a larger company.
Expansion into New Markets. Much of our recent growth has been focused in the highly-competitive metropolitan areas within our footprint. In these growth markets we face competition from a wide array of financial institutions and commercial finance companies, including much larger, well-established companies.
Regulatory and Economic Factors. Our growth and expansion plans may be adversely affected by a number of regulatory and economic developments or other events. Failure to obtain, or a delay in obtaining, required regulatory approvals, changes in laws and regulations or other regulatory developments and changes in prevailing economic conditions or other unanticipated events may prevent or adversely affect our continued growth and expansion. Such factors may cause us to alter our growth and expansion plans or slow or halt the growth and expansion process, which may prevent us from entering certain target markets or allow competitors to gain or retain market share in our existing or expected markets.
Failure to successfully address these issues could have a material adverse effect on our financial condition and results of operations, and could adversely affect our ability to successfully implement our business strategy. Also, if our growth occurs more slowly than anticipated or declines, our operating results could be materially adversely affected.
We may fail to realize the anticipated benefits of our acquisitions.
The success of our acquisitions, including our two acquisitions in 2022, will depend on, among other things, our ability to realize anticipated cost savings and to integrate the acquired assets and operations in a manner that permits growth opportunities and does not materially disrupt our existing customer relationships or result in decreased revenues resulting from any loss of customers. If we are not able to successfully achieve these objectives, the anticipated benefits of the acquisition may not be realized fully or at all or may take longer to realize than expected. Additionally, we make fair value estimates of certain assets and liabilities in recording each acquisition. Actual values of these assets and liabilities could differ from our estimates, which could result in our not achieving the anticipated benefits of the particular acquisition.
We cannot assure investors that our acquisitions will have positive results, including results relating to: correctly assessing the asset quality of the assets acquired; the total cost of integration, including management attention and resources; the time required to complete the integration successfully; the amount of longer-term cost savings; being able to profitably deploy funds acquired in the transaction; retaining the existing client relationships; or the overall performance of the combined business.
Our future growth and profitability depends, in part, on our ability to successfully manage the combined operations. Integration of an acquired business can be complex and costly, and we may encounter a number of difficulties, such as:
deposit attrition, customer loss and revenue loss;
the loss of key employees;
the disruption of our operations and business;
our inability to maintain and increase competitive presence;
possible inconsistencies in standards, control procedures and policies; and/or
unexpected problems with costs, operations, personnel, technology and credit.
Additionally, general market and economic conditions or governmental actions affecting the financial industry generally may inhibit our successful integration of the operations acquired.
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We may continue to experience increased credit costs or need to take additional markdowns and make additional provisions to the allowance for credit losses on loans. Any of these actions could adversely affect our financial condition and results of operations in the future. In addition, the attention and effort devoted to the integration of an acquired business may divert management’s attention from other important issues and could harm our business.
We may face risks with respect to future acquisitions.
When we attempt to expand our business through mergers and acquisitions (including FDIC-assisted transactions), we seek targets that are culturally similar to us, have experienced management and possess either significant market presence or have potential for improved profitability through economies of scale or expanded services or, in the case of FDIC-assisted transactions, on account of the loss share arrangements with the FDIC associated with such transactions. In addition to the general risks associated with our growth plans and the particular risks associated with FDIC-assisted transactions, both of which are highlighted above, in general acquiring other banks, businesses or branches involves various risks commonly associated with acquisitions, including, among other things:
the time and costs associated with identifying and evaluating potential acquisition and merger targets;
inaccuracies in the estimates and judgments used to evaluate credit, operations, management and market risks with respect to the target institution;
the time and costs of evaluating new markets, hiring experienced local management and opening new bank locations, and the time lags between these activities and the generation of sufficient assets and deposits to support the costs of the expansion;
our ability to finance an acquisition and possible dilution to our existing shareholders;
the diversion of our management’s attention to the negotiation of a transaction;
the incurrence of an impairment of goodwill associated with an acquisition and adverse effects on our results of operations;
entry into new markets where we lack experience; and
risks associated with integrating the operations and personnel of acquired businesses.
We expect to continue to evaluate merger and acquisition opportunities (including FDIC-assisted transactions) that are presented to us and conduct due diligence activities related to possible transactions with other financial institutions and other companies. As a result, merger or acquisition discussions and, in some cases, negotiations may take place and future mergers or acquisitions involving cash, debt or equity securities may occur at any time. Historically, acquisitions of non-failed financial institutions and other companies involve the payment of a premium over book and market values, and, therefore, some dilution of our book value and net income per common share may occur in connection with any future transaction. Failure to realize the expected revenue increases, cost savings, increases in geographic or product presence and/or other projected benefits from an acquisition could have a material adverse effect on our financial condition and results of operations.
Risks Associated With Our Common Stock
Our stock price can be volatile.
Stock price volatility may make it more difficult for an investor to resell our common stock when desired and at attractive prices. Our stock price can fluctuate significantly in response to a variety of factors including, among other things:
actual or anticipated variations in quarterly results of operations;
recommendations by securities analysts;
operating and stock price performance of other companies that investors deem comparable to us;
news reports relating to trends, concerns and other issues in the banking and financial services industry;
perceptions in the marketplace regarding us and/or our competitors;
new technology used, or services offered, by us or our competitors;
significant acquisitions or business combinations, strategic partnerships, joint ventures or capital commitments by or involving us or our competitors;
failure to integrate acquisitions or realize anticipated benefits from acquisitions;
changes in government regulations; and
geopolitical conditions such as acts or threats of terrorism or military conflicts.
General market fluctuations, industry factors and general economic and political conditions and events, such as economic slowdowns or recessions, interest rate changes or credit loss trends, could also cause our stock price to decrease regardless of operating results.
The trading volume in our common stock is less than that of other bank holding companies.
Although our common stock is listed for trading on The NASDAQ Global Select Market, the average daily trading volume in our common stock is generally less than that of many of our competitors and other bank holding companies that are publicly-traded companies. For the 60 days ended February 21, 2020, the average daily trading volume for Renasant common stock was 203,727 shares per day. A public trading market having the desired characteristics of depth, liquidity and orderliness depends on the presence in the marketplace of willing buyers and sellers of our common stock at any given time. This presence depends on the individual decisions of investors and general economic and market conditions over which we have no control. Significant sales of our common stock, or the expectation of these sales, could cause volatility in the price of our common stock.
Our ability to declare and pay dividends is limited by law, and we may be unable to pay future dividends.
We are a separate and distinct legal entity from the Bank, and we receive substantially all of our revenue from dividends from the Bank. These dividends are the principal source of funds to pay dividends on our common stock and interest and principal on our debt. Various federal and/or state laws and regulations limit the amount of dividends that the Bank may pay to us. In the event the Bank is unable to pay dividends to us, we may not be able to service our debt, pay our obligations or pay dividends on our common stock. The inability to receive dividends from the Bank could have a material adverse effect on our business, financial condition and results of operations. The information under Note 22,19, “Restrictions on Cash, Securities, Bank Dividends, Loans or Advances,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report provides a detailed discussion about the restrictions governing the Bank’s ability to transfer funds to us.
The trading volume in our common stock is less than that of other bank holding companies.
Although our common stock is listed for trading on The NASDAQ Global Select Market, the average daily trading volume in our common stock is generally less than that of many of our competitors and other bank holding companies that are publicly-traded companies. For the 60 days ended February 17, 2023, the average daily trading volume for Renasant common stock was 215,713 shares per day. A public trading market having the desired characteristics of depth, liquidity and orderliness depends on the presence in the marketplace of willing buyers and sellers of our common stock at any given time. This presence depends on the individual decisions of investors and general economic and market conditions over which we have no control. Significant sales of our common stock, or the expectation of these sales, could cause volatility in the price of our common stock.
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Holders of our junior subordinated debentures have rights that are senior to those of our common shareholders.
We have supported a portion of our growth through the issuance of trust preferred securities from special purpose trusts and accompanying junior subordinated debentures. Also, in connection with our acquisitions of other financial institutions, we have assumed junior subordinated debentures. Payments of the principal and interest on the trust preferred securities of these trusts are conditionally guaranteed by us. Further, the junior subordinated debentures we issued to the trusts are senior to our shares of common stock. As a result, we must make payments on the junior subordinated debentures before any dividends can be paid on our common stock and, in the event of our bankruptcy, dissolution or liquidation, the holders of the junior subordinated debentures must be satisfied before any distributions can be made on our common stock (such dividend restrictions do not apply to the


our outstanding subordinated notes issued in August 2016 or assumed in connection with the Metropolitan acquisition)notes). We have the right to defer distributions on our junior subordinated debentures (and the related trust preferred securities) for up to five years, during which time no dividends may be paid on our common stock.
An investment in our common stock is not an insured deposit.
Our common stock is not a bank deposit and, therefore, is not insured against loss by the FDIC, any deposit insurance fund or by any other public or private entity. Investment in our common stock is inherently risky for the reasons described in this “Risk Factors” section and elsewhere in this Annual Report on Form 10-K and is subject to the same market forces that affect the price of common stock in any company. As a result, an investor may lose some or all of hisits investment in our common stock.
Our Articles of Incorporation and Bylaws, as well as certain banking laws, could decrease our chances of being acquired even if our acquisition is in our shareholders’ best interests.
Provisions of our Articles of Incorporation and Bylaws and federal banking laws, including regulatory approval requirements, could make it more difficult for a third party to acquire us, even if doing so would be perceived to be beneficial to our shareholders. The combination of these provisions impedes a non-negotiated merger or other business combination, which, in turn, could adversely affect the market price of our common stock.
Our issuance of preferred stock could adversely affect holders of our common stock and discourage a takeover.
Our shareholders authorized the Board of Directors to issue up to 5,000,000 shares of preferred stock without any further action on the part of our shareholders. Our Board of Directors also has the power, without shareholder approval, to set the terms of any series of preferred stock that may be issued, including voting rights, dividend rights, preferences over our common stock with respect to dividends or in the event of a dissolution, liquidation or winding up and other terms. In the event that we issue preferred stock in the future that has preference over our common stock with respect to payment of dividends or upon our liquidation, dissolution or winding up, or if we issue preferred stock with voting rights that dilute the voting power of our common stock, the rights of the holders of our common stock or the market price of our common stock could be adversely affected. In addition, the ability of our Board of Directors to issue shares of preferred stock without any action on the part of our shareholders may impede a takeover of us and prevent a transaction perceived to be favorable to our shareholders.
Shares eligible for future sale could have a dilutive effect.
Shares of our common stock eligible for future sale, including those that may be issued in any other private or public offering of our common stock for cash or as incentives under equity incentive plans, could have a dilutive effect on the market for our common stock and could adversely affect market prices. As of February 21, 2020,17, 2023, there were 150,000,000 shares of our common stock authorized, of which 56,562,63456,018,496 shares were outstanding.
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ITEM 1B. UNRESOLVED STAFF COMMENTS
None.



ITEM 2. PROPERTIES
The principal executive offices of the Company are located at 209 Troy Street, Tupelo, Mississippi. Various departments occupy each floor of the five-story building. The Technology Center, also located in Tupelo, houses electronic data processing, document preparation, document imaging, loan servicing and deposit operations.
As of December 31, 2019,2022, Renasant operated 160146 full-service branches, 1211 limited-service branches, 167 ATMs and ATM and40 Interactive Teller Machine (ITM) networks, which includes 180 at on-premise locations and 30 located at off-premise sites.Machines (ITMs). Our Community Banks and Wealth Management segments operate out of all of these offices.branches.
The Bank also operates 2220 locations used exclusively for mortgage banking threeand seven locations used exclusively for loan production andproduction. The Wealth Management segment operates two locations used exclusively for investment services.
Renasant Insurance, a wholly-owned subsidiary of the Bank, owns sevenoperates out of eight stand-alone offices and leases three branches throughout Mississippi.
Republic Business Credit, a wholly-owned subsidiary of the Bank, operates out of four stand-alone offices in California, Illinois, Louisiana and Texas.
We own or lease our facilities and believe all of our properties are in good condition to meet our business needs. None of our properties are subject to any material encumbrances.

ITEM 3. LEGAL PROCEEDINGS
There are no material pending legal proceedings to which the Company, the Bank, Renasant Insurance or any otherof its subsidiaries are a party or to which any of their property is subject, and no such legal proceedings were terminated in the fourth quarter of 2019.2022.

ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.


26


PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Market Information and Holders
The Company’s common stock trades on The NASDAQ Global Select Market (“NASDAQ”) under the ticker symbol “RNST.” On February 21, 2020,17, 2023, the Company had approximately 4,4554,150 shareholders of record and the closing sales price of the Company’s common stock was $31.95.$37.38.
Please refer to Item 12, Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters, for a discussion of the securities authorized for issuance under the Company’s equity compensation plans.
Issuer Purchases of Equity Securities
  
Total Number of Shares Purchased (1)
 Average Price per Share Total Number of Shares Purchased as Part of Publicly Announced Share Repurchase Plans 
Maximum Number of Shares or Approximate Dollar Value That May Yet Be Purchased Under Share Repurchase Plans (2)
October 1, 2019 to October 31, 2019 206,251
 $34.75
 206,251
 $44,125
November 1, 2019 to November 31, 2019 117,168
 35.33
 116,916
 39,994
December 1, 2019 to December 31, 2019 283,925
 35.48
 281,910
 29,994
Total 607,344
 $35.20
 605,077
 
(1)The Company announced a $50.0 million stock repurchase program on Total Number of Shares PurchasedAverage Price per Share
Total Number of Shares Purchased as Part of Publicly Announced Share Repurchase Plans(1)
Maximum Number of Shares or Approximate Dollar Value of Shares That May Yet Be Purchased Under Share Repurchase Plans(1)(2)
October 24, 2018, under which the Company was authorized1, 2022 to repurchase outstanding shares of its common stock either in open market purchases or privately-negotiated transactions. The stock repurchase program was completed during the first week of October 2019, with a total of 37,151 shares repurchased in October 2019. The Company also announced a new $50.0 million stock repurchase program in October 2019. During the fourth quarter of 2019, the Company repurchased 567,926 shares under the new program. The program will remain in effect until the earlier of October 2020 or the repurchase of the entire amount of common stock authorized31, 2022— $— — $50,000 
November 1, 2022 to be repurchased by the Board of Directors.November 30, 2022— — — 100,000 
December 1, 2022 to December 31, 2022— — — 100,000 
Total— $— — 
Share amounts(1)The Company announced a $50.0 million stock repurchase program in this column also include shares of Renasant common stock withheld to satisfy federalOctober 2021. This plan expired in October 2022, and state tax liabilities related to the vesting of time-based restricted stock awards and to satisfy the exercise price and tax liabilities related to the exercise of stock options during the three month period ended December 31, 2019. A total of 2,267 shares were withheld for such purposes in November and December 2019; no shares were withheld for tax purposesrepurchased under this plan in the fourth quarter of 2022 prior to its expiration. The Company announced a $100.0 million stock repurchase program in October 2019.2022 under which the Company is authorized to repurchase outstanding shares of its common stock either in open market purchases or privately-negotiated transactions. This plan will remain in effect for one year or, if earlier, the repurchase of the entire amount of common stock authorized to be repurchased. No shares were repurchased during the fourth quarter of 2022 under this plan.
(2)Dollars in thousands
(2)Dollars in thousands.
Unregistered Sales of Equity Securities
The Company did not sell any unregistered equity securities during 2019.2022.

27


Stock Performance Graph
The following performance graph, obtained from S&P Global Market Intelligence, compares the performance of our common stock to the NASDAQ MarketComposite Index and to the SNL GeographicS&P U.S. BMI Banks - Southeast Region Index, Southeast, which is a peer group of regional southeast bank holding companies (which includes(including the Company), for our reportingthe measurement period. The performance graph assumes that the value of the investment in our common stock, the NASDAQ Market Index and the SNL GeographicS&P U.S. BMI Banks - Southeast Region Index Southeast was $100 at December 31, 2014,January 1, 2017, and that all dividends were reinvested.

rnst-20221231_g1.jpg
 Period Ending December 31,
 201720182019202020212022
Renasant Corporation$100.00 $75.28 $90.52 $89.06 $102.67 $104.42 
NASDAQ Composite Index100.00 97.16 132.81 192.47 235.15 158.65 
S&P U.S. BMI Banks - Southeast Region Index100.00 82.62 116.45 104.41 149.13 121.30 
chart-cd6ee584b42f55dd95a.jpg(1)The S&P U.S. BMI Banks - Southeast Region Index, is a peer group of 51 regional bank holding companies, whose common stock is traded either on the New York Stock Exchange, NYSE Amex or NASDAQ, and which are headquartered in Alabama, Arkansas, Florida, Georgia, Mississippi, North Carolina, South Carolina, Tennessee, Virginia and West Virginia.
 Period Ending December 31,
 2014 2015 2016 2017 2018 2019
Renasant Corporation$100.00
 $121.49
 $152.06
 $149.91
 $112.85
 $135.70
NASDAQ Market Index100.00
 106.96
 116.45
 150.96
 146.67
 200.49
SNL Geographic Index, Southeast(1)
100.00
 98.44
 130.68
 161.65
 133.56
 188.08
(1)The SNL Geographic Index, Southeast, is a peer group of 70 regional bank holding companies, whose common stock is traded either on the New York Stock Exchange, NYSE Amex or NASDAQ, and who are headquartered in Alabama, Arkansas, Florida, Georgia, Mississippi, North Carolina, South Carolina, Tennessee, Virginia and West Virginia.
There can be no assurance that our common stock performance will continue in the future with the same or similar trends depicted in the performance graph above. We will not make or endorse any predictions as to future stock performance. The information provided under the heading “Stock Performance Graph” shall not be deemed to be “soliciting material” or to be “filed” with the SEC or subject to its proxy regulations or to the liabilities of Section 18 of the Securities Exchange Act of 1934, as amended, other than as provided in Item 201 of Regulation S-K. The information provided in this section shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.



ITEM 6. SELECTED FINANCIAL DATA(1)
(In Thousands, Except Share Data) (Unaudited)[RESERVED]
28
Year Ended December 31,2019 2018 2017 2016 2015
Interest income$542,580
 $461,854
 $374,750
 $329,138
 $263,023
Interest expense98,923
 65,329
 37,853
 28,147
 21,665
Net interest income443,657
 396,525
 336,897
 300,991
 241,358
Provision for loan losses7,050
 6,810
 7,550
 7,530
 4,750
Noninterest income153,254
 143,961
 132,140
 137,415
 108,270
Noninterest expense374,174
 345,029
 301,618
 295,099
 245,114
Income before income taxes215,687
 188,647
 159,869
 135,777
 99,764
Income taxes48,091
 41,727
 67,681
 44,847
 31,750
Net income$167,596
 $146,920
 $92,188
 $90,930
 $68,014
Per Common Share         
Net income – Basic$2.89
 $2.80
 $1.97
 $2.18
 $1.89
Net income – Diluted2.88
 2.79
 1.96
 2.17
 1.88
Book value at December 3137.39
 34.91
 30.72
 27.81
 25.73
Closing price(2)
35.42
 30.18
 40.89
 42.22
 34.41
Cash dividends declared and paid0.87
 0.80
 0.73
 0.71
 0.68
Dividend payout30.21% 37.24% 37.24% 32.72% 36.17%
At December 31,         
Assets$13,400,618
 $12,934,878
 $9,829,981
 $8,699,851
 $7,926,496
Loans, net of unearned income9,689,638
 9,083,129
 7,620,322
 6,202,709
 5,413,462
Securities1,290,613
 1,250,777
 671,488
 1,030,530
 1,105,205
Deposits10,213,168
 10,128,557
 7,921,075
 7,059,137
 6,218,602
Borrowings865,598
 651,324
 297,360
 312,135
 570,496
Shareholders’ equity2,125,689
 2,043,913
 1,514,983
 1,232,883
 1,036,818
Selected Ratios         
Return on average:         
Total assets1.30% 1.32% 0.97% 1.08% 0.99%
Shareholders’ equity7.95% 8.64% 6.68% 8.15% 7.76%
Average shareholders’ equity to average assets16.37% 15.32% 14.52% 13.26% 12.76%
At December 31,         
Shareholders’ equity to assets15.86% 15.80% 15.41% 14.17% 13.08%
Allowance for loan losses to total loans, net of unearned income(3)
0.69% 0.77% 0.83% 0.91% 1.11%
Allowance for loan losses to nonperforming loans(3)
208.92% 379.96% 348.37% 320.08% 283.46%
Nonperforming loans to total loans, net of unearned income(3)
0.33% 0.20% 0.24% 0.28% 0.39%
(1)Selected consolidated financial data includes the effect of mergers and other acquisition transactions from the date of each merger or other transaction. On September 1, 2018, Renasant Corporation acquired Brand Group Holdings, Inc., a Georgia corporation (“Brand”), headquartered in Lawrenceville, Georgia. On July 1, 2017, Renasant Corporation acquired Metropolitan BancGroup, Inc., a Delaware corporation (“Metropolitan”), headquartered in Ridgeland, Mississippi. On April 1, 2016, Renasant Bank, Renasant Corporation’s wholly-owned subsidiary, acquired KeyWorth Bank, a Georgia banking corporation (“KeyWorth”), headquartered in Johns Creek, Georgia. On July 1, 2015, Renasant Corporation acquired Heritage Financial Group, Inc., a Maryland corporation (“Heritage”), headquartered in Albany, Georgia. For additional information about the Brand acquisition, please refer to Item 1, Business, and Note 2, “Mergers and Acquisitions,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this Annual Report on Form 10-K. For additional information about the Metropolitan acquisition, please refer to Item 1, Business, and Note 2, “Mergers and


Acquisitions,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data in Renasant’s Annual Report on Form 10-K for the year ended December 31, 2018, filed with the SEC on February 27, 2019. For additional information about the KeyWorth and Heritage acquisitions, please refer to Item 1, Business, and Note 2, “Mergers and Acquisitions,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data in Renasant’s Annual Report on Form 10-K/A for the year ended December 31, 2017, filed with the SEC on February 28, 2018.
(2)Reflects the closing price on The NASDAQ Global Select Market on the last trading day of the Company’s fiscal year.
(3)Excludes assets acquired from Brand, Metropolitan, KeyWorth, Heritage and prior acquisitions and assets covered under loss share agreements with the FDIC. Effective December 8, 2016, Renasant Bank entered into an agreement with the FDIC that terminated all of the loss share agreements.



ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

(In Thousands, Except Share Data)
The following discussion and analysis of our financial condition as of December 31, 2022 and 2021 and results of operations for each of the years then ended should be read together with the cautionary language regarding forward-looking statements at the beginning of Part I of this Annual Report on Form 10-K and ourthe consolidated financial statements and related notes included under Part II, Item 8, Financial Statements and Supplementary Data, of this Annual Report on Form 10-K, as well as Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of our Annual Report on Form 10-K for the year ended December 31, 2018,2021, filed with the SEC on February 25, 2022, which provides a discussion of 20172020 items and year-to-year comparisons between 20182021 and 20172020 that are not included in this Annual Report on Form 10-K.
Performance Overview
Net income was $167,596$166,068 for 20192022 compared to $146,920$175,892 for 2018.2021. Basic and diluted earnings per share (“EPS”) were $2.89$2.97 and $2.88,$2.95, respectively, for 20192022 compared to $2.80$3.13 and $2.79,$3.12, respectively, for 2018.2021. At December 31, 2019,2022, total assets increased to $13,400,618$16,988,176 from $12,934,878$16,810,311 at December 31, 2018.2021. The comparability ofchanges in our financial condition and results of operations from 20182021 to 2019 has been influenced2022 were driven by a number of factors:
factors, the most prominent of which are highlighted below:
Acquisitions
Effective September 1, 2018, the Company completed its acquisition of Brand Group Holdings, Inc. (“Brand”) in a transaction valued at $474,453. Including the effect of purchase accounting adjustments, the Company acquired assets with a fair value of $2,334,333 which included gross loans with a fair value of $1,580,339, and assumed liabilities with a fair value of $1,859,880, including deposits with a fair value of $1,714,177. The acquisition expanded the Company’s footprint in the greater Atlanta, Georgia metropolitan area.
Financial Highlights
Net interest income increased 11.89%$57,297 to $443,657$481,298 for 20192022 as compared to $396,525$424,001 for 2018.2021. The increase from 20182021 to 20192022 was due primarily to the continued increase in average earnings assets fromloan yields due to the acquisition of Brand and organic growthcurrent rate environment, as well as changes in the Company’s non purchased loan portfolio. Yields onmix of earning assets increased as we replaced maturing assets with assets earning similar or higher ratesduring the year, partially offset by an increase in our cost of interest. Furthermore, thefunds. The Company capitalizedhas continued to focus on the rising rate environment over the last two years, ending in July 2019, by replacing maturing loans with new or renewed loans at similar or higher rates. These efforts helped offset the negative impact to our net interest income and net interest margin from not only rising costs of ourboth growing noninterest-bearing deposits and borrowings as competition increased in response to the aforementioned rate environment but also the impact of loan yields asoffering competitive interest rates decreased in the latter half of 2019.on interest-bearing deposits.
Net charge-offs as a percentage of average loans decreased towere 0.04% and 0.10% in 20192022 and 2021, respectively. The Company recorded a provision for credit losses on loans of $23,788 in 2022 as compared to 0.05% in 2018. Thea recovery of provision for credit losses of $1,700 in 2021. The increase year over year is reflective of loan losses was $7,050 for 2019 compared to $6,810 for 2018.growth and acquisitions.
Noninterest income was $153,254$149,253 for 20192022 compared to $143,961$226,984 for 2018.2021. The growthdecrease in noninterest income is primarily attributable to the Brand acquisition and growth in ourdecreased mortgage banking operations. Effective July 1, 2019, we became subject to the limitations on interchange fees imposed pursuant to §1075 of the Dodd-Frank Act (this provision, commonly referred to as the “Durbin Amendment,” is discussed in more detail under the heading “Supervision and Regulation” in Item 1, Business, in this report). The Durbin Amendment limitations reduced interchange fees by approximately $6,000production during the second half of 2019.year.
Noninterest expense was $374,174$395,455 and $345,029$429,826 for 20192022 and 2018,2021, respectively. The increasedecrease in noninterest expense and its related components is primarily attributable to the Brand acquisition as well as increasesdecreases in salaries and employee benefits, which was largely attributable to the decrease in mortgage commissions and incentives as production declined. Data processing expense decreased $6,826 during 2022 due to the Company engaged in above-average hiringrenegotiation of new production team members over the course of 2019 to support its long term growth strategy.certain contracts. The Company recorded merger expense related to its recent acquisitionsincurred a debt prepayment penalty of $279 and $14,246$6,123 during 2021 with no such penalty occurring in 2019 and 2018, respectively. Merger expense did not impact diluted EPS in 2019, but decreased it by $0.21 in 2018.2022.
Loans, net of unearned income, were $9,689,638$11,578,304 at December 31, 20192022 compared to $9,083,129$10,020,914 at December 31, 2018, which represents2021, an increase of 6.68% from the previous year. Excluding purchased loans of $2,101,664 and $2,693,417 at December 31, 2019 and 2018, respectively, the portfolio increased by $1,198,262, or 18.75%, from December 31, 2018.15.5%.
Deposits totaled $10,213,168$13,486,966 at December 31, 20192022 compared to $10,128,557$13,905,724 at December 31, 2018. Noninterest bearing2021. The decrease in deposits averaged $2,463,436, or 24.19%is due to increased competition as well as a normalization of average deposits for 2019 compared to $2,036,754, or 22.83% of average deposits, for 2018.following government stimulus programs in prior years.


A historical look at key performance indicators is presented below.
202220212020
Diluted EPS$2.95 $3.12 $1.48 
Diluted EPS Growth(5.45)%110.81 %(48.61)%
Shareholders’ equity to assets12.57 %13.15 %14.29 %
Tangible shareholders’ equity to tangible assets(1)
7.01 %7.86 %8.33 %
Return on Average Assets1.00 %1.11 %0.58 %
Return on Average Tangible Assets(1)
1.09 %1.21 %0.66 %
Return on Average Shareholders’ Equity7.60 %7.96 %3.96 %
Return on Average Tangible Shareholders’ Equity(1)
13.97 %14.53 %7.83 %
(1) These performance indicators are non-GAAP financial measures. A reconciliation of these financial measures from GAAP to non-GAAP as well as an explanation of why the Company provides these non-GAAP financial measures can be found under the “Non-GAAP Financial Measures” heading at the end of this Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations.

29
 2019 2018 2017 2016 2015
Diluted EPS$2.88
 $2.79
 $1.96
 $2.17
 $1.88
Diluted EPS Growth3.23% 42.35% (9.68)% 15.43% %
Shareholders’ equity to assets15.86% 15.80% 15.41 % 14.17% 13.08%
Tangible shareholders’ equity to tangible assets(1)
9.25% 8.92% 9.56 % 9.00% 7.54%
Return on Average Assets1.30% 1.32% 0.97 % 1.08% 0.99%
Return on Average Tangible Assets(1)
1.46% 1.47% 1.08 % 1.20% 1.11%
Return on Average Shareholders’ Equity7.95% 8.64% 6.68 % 8.15% 7.76%
Return on Average Tangible Shareholders’ Equity(1)
15.36% 15.98% 11.84 % 15.28% 14.50%
(1)These performance indicators are non-GAAP financial measures. A reconciliation of these financial measures from GAAP to non-GAAP as well as an explanation of why the Company provides these non-GAAP financial measures can be found under the “Non-GAAP Financial Measures” heading at the end of this Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations.


Critical Accounting Policies and Estimates
Our financial statements are prepared using accounting estimates for various accounts. Wherever feasible, we utilize third-party information to provide management with estimates. Although independent third parties are engaged to assist us in the estimation process, management evaluates the results, challenges assumptions and considers other factors that could impact these estimates. We monitor the status of proposed and newly issued accounting standards to evaluate the impact (or potential impact) on our financial condition and results of operations.operations or on the preparation of our financial statements. Our accounting policies, including the impact of newly issued accounting standards, are discussed in further detail in Note 1, “Significant Accounting Policies,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report. The following discussion detailssupplements the discussion of our significant accounting policies governing some ofin the more significant estimates used in preparing our financial statements.
Allowance for LoanCredit Losses on Loans
The accounting policyestimate most important to the presentation of our financial statements relates to the allowance for loancredit losses and the related provision for loan losses.credit losses which involves considerable subjective judgment and evaluation by management. The allowance for loancredit losses is availablean estimate of expected losses inherent within the Company’s loans held for investment portfolio and is maintained at a level believed adequate by management to absorb probablesuch expected credit losses, inherent in the entire loan portfolio. The appropriate level of the allowance is based on an ongoing analysis of the loan portfolio and represents an amount that management deems adequate to provide for inherent losses, including collective impairment as recognized underprescribed by the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic (“ASC”) 450, “Contingencies”326, “Financial Instruments - Credit Losses” (“ASC 450”), in our loan portfolio. Collective impairment326”; ASC 326 is calculated based on loans grouped by grade. Another componentalso referred to herein as “CECL”). Although we consider all reasonably-available information that we believe is relevant to making the assumptions that underlie the Company’s determination of the allowance is losses on loans assessed as impaired under ASC 310, “Receivables” (“ASC 310”). The balance of the loans determined to be impaired under ASC 310 and the related allowance is included in management’s estimation and analysisappropriate amount of the allowance for loan losses. The determinationcredit losses, future adjustments to the allowance may be necessary if actual economic or other conditions ultimately differ substantially from the assumptions we used in making the evaluation. Additionally, banking regulators periodically review our allowance for credit losses and may require us to recognize adjustments to the allowance based on their judgment of information available to them at the appropriate leveltime of their examination. Management evaluates the adequacy of the allowance is sensitivefor credit losses on a quarterly basis. Please refer to a varietythe discussion under the heading “Loans and the Allowance for Credit Losses” in Note 1, “Significant Accounting Policies,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report for more information regarding the estimates and assumptions, and the uncertainties underlying such estimates and assumptions, involved in the calculation of internal factors, primarily historical loss ratios and assigned risk ratings, and external factors, primarily the economic environment. While no one factor is dominant, each could cause actual loan losses to differ materially from originally estimated amounts. allowance for credit losses.
For more information about the considerations in establishing the allowance for loan losses and our loan policies and procedures for addressing credit risk, as well as for a discussion of the changes in the allowance for credit losses in 2021 and 2022, please refer to the disclosures in this Item under the heading “Risk Management – Credit Risk and Allowance for LoanCredit Losses.”
Business Combinations, Accounting for Purchased Loans
The Company accounts for its acquisitions under ASC 805, “BusinessBusiness Combinations,” which requires the use of the acquisition method of accounting. All identifiable assets acquired,For more information about the accounting for acquisitions, including loans,the estimates and liabilities assumed are recorded at fair valueassumptions, and recognized separately from goodwill. For a purchased loan, no allowance for loan losses is recorded on the acquisition date because the fair value measurements incorporateuncertainties underlying such estimates and assumptions, regarding credit risk. This applies even to a purchased loan with evidence of credit deterioration since origination pursuant to ASC 310-30, “Loans and Debt Securities Acquired with Deteriorated Credit Quality” (“ASC 310-30”). Generally speaking, rather than carry over an allowance for loan losses, as part of the acquisition we establish a “Day 1 Fair Value” of a purchased loan or pools of purchased loans sharing common risk characteristics, which equals the outstanding balance of a purchased loan or pool on the acquisition date less any credit and/or yield discount applied against the purchased loan or pool of loans. In other words, these loans or pools of loans are carried at values which represent our estimate of their future cash flows. After the acquisition date, a purchased loan or pool of loans will either meet or exceed the performance expectations established in determining the Day 1 Fair Values or deteriorate from such expected performance. If the cash flows expected to be collected on a purchased loan or pool of loans decreases from expectations established in determining the Day 1 Fair Values or since our most recent review of such portfolio’s performance, then the decrease is recognized as an impairment, and the Company provides for such loan or pool in the provision for loan losses in its consolidated statement of income; ultimately,


the Company may partially or fully charge-off the carrying value thereof. If performance expectations are exceeded such that we increase our expectations of cash flows to be collected on the loan or pool, then the Company reverses any previous provision for such loan or pool and, if it continues to exceed expectations subsequentplease refer to the reversal of any previously-established provision, then we adjust the amount of accretable yield recognized on a prospective basis over the loan’s or pool’s remaining life, which has a positive impact on interest income.
Additional detail about our loans acquired in connection with our mergers, including our acquisition of Brand, is set forth belowinformation under the heading “Risk Management -“Business Combinations, Accounting for Purchased Credit RiskDeteriorated Loans and Allowance for Loan Losses” andRelated Assets” in Note 5, “Purchased Loans”1, “Significant Accounting Policies,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.

Additional details about loans acquired in connection with our acquisitions is set forth below under the heading “Risk Management - Credit Risk and Allowance for Credit Losses.”

Financial Condition
The following discussion provides details regarding the changes in significant balance sheet accounts at December 31, 20192022 compared to December 31, 2018.
Mergers and Acquisitions
Acquisition of Brand Group Holdings, Inc.
On September 1, 2018, the Company completed its acquisition by merger of Brand Group Holdings, Inc. (“Brand”), the parent company of The Brand Banking Company. At closing, Brand merged with and into the Company, with the Company the surviving corporation in the merger; immediately thereafter, The Brand Banking Company merged with and into Renasant Bank, with Renasant Bank being the surviving banking corporation in the merger. The assets acquired and liabilities assumed, as presented in the table below, have been recorded at fair value.
  September 1, 2018
Cash and cash equivalents $193,436
Securities 71,122
Loans including loans held for sale 1,580,339
Premises and equipment 20,070
Intangible assets 356,171
Other assets 113,195
Total assets $2,334,333
   
Deposits $1,714,177
Borrowings 89,273
Other liabilities 56,430
Total liabilities $1,859,880
As part of the merger agreement, Brand agreed to divest the operations of its subsidiary Brand Mortgage Group, LLC (“BMG”), which transaction was completed as of October 31, 2018. As a result, the balance sheet and results of operations of BMG, which the Company considers to be immaterial to the overall results of the Company, are included in the Company's results from September 1, 2018 to October 31, 2018. The following table summarizes the results of operations for BMG included in the Company’s Consolidated Statements of Income for the year ended December 31, 2018:
Interest income $357
Interest expense 279
Net interest income 78
Noninterest income 4,043
Noninterest expense 4,398
Net income before taxes $(277)
The Company's financial condition and results of operations include the impact of Brand's operations since the September 1, 2018 acquisition date.


See Note 2, “Mergers and Acquisitions,” in the Notes to Consolidated Financial Statements included in Item 8, Financial Statements and Supplementary Data, in this report, for details regarding the Company’s recent mergers and acquisitions.
Assets
2021. Total assets were $13,400,618$16,988,176 at December 31, 20192022 compared to $12,934,878$16,810,311 at December 31, 2018. The acquisition of Brand increased total assets $2,334,333 at September 1, 2018.2021.
InvestmentsSecurities
The securities portfolio is used to provide a source for meeting liquidity needs and to supply securities to be used in collateralizing certain deposits and other types of borrowings. The securities portfolio also serves as an outlet to deploy excess liquidity rather than hold such excess funds as cash. The following table shows the carrying value of our securities portfolio by investment type and the percentage of such investment type relative to the entire securities portfolio at December 31:
30


2019 2018 2017 20222021
Balance 
% of
Portfolio
 Balance 
% of
Portfolio
 Balance 
% of
Portfolio
Balance% of
Portfolio
Balance% of
Portfolio
U.S. Treasury securities$499
 0.04% $
 % $
 %U.S. Treasury securities$— — %$3,010 0.11 %
Obligations of other U.S. Government agencies and corporations2,531
 0.20
 2,511
 0.20
 3,564
 0.53
Obligations of other U.S. Government agencies and corporations164,660 5.76 — — 
Obligations of states and political subdivisions223,131
 17.29
 203,269
 16.25
 234,481
 34.92
Obligations of states and political subdivisions436,788 15.28 426,751 15.23 
Mortgage backed securities998,101
 77.33
 990,437
 79.19
 406,765
 60.58
Mortgage backed securities2,122,855 74.28 2,313,167 82.54 
Trust preferred securities9,986
 0.77
 10,633
 0.85
 9,388
 1.40
Other debt securities56,365
 4.37
 43,927
 3.51
 17,290
 2.57
Other debt securities133,711 4.68 59,513 2.12 
$1,290,613
 100.00% $1,250,777
 100.00% $671,488
 100.00%
$2,858,014 100.00 %$2,802,441 100.00 %
Allowance for credit losses - held to maturity securitiesAllowance for credit losses - held to maturity securities(32)(32)
Securities, net of allowance for credit lossesSecurities, net of allowance for credit losses$2,857,982 $2,802,409 
During 2019,2022, primarily in the first half of the year, we deployed a portion of our excess liquidity into the securities portfolio and purchased $492,018$804,899 in investment securities. Mortgagesecurities, with mortgage backed securities and collateralized mortgage obligations (“CMOs”), in the aggregate, comprisedcomprising approximately 79%62% of thesuch purchases. CMOs are included in the “Mortgage backed securities” line item in the above table. The mortgage backed securities and CMOs held in our investment portfolio are issued by government sponsored entities. Obligations of other U.S. Government agencies and corporations comprised approximately 21% of purchases made in 2022. Obligations of state and political subdivisions comprised approximately 17%5% of purchases made during 2019.in 2022. Other debt securities in our investment portfolio, consistconsisting of corporate debt securities, and issuances from the Small Business Administration (“SBA”). and subordinated debt issuances, comprised the remaining 12% of purchases made during the year. We did not sell any securities in 2022. During 2022, proceeds from maturities and calls of securities totaled $452,955, and such proceeds were primarily reinvested in the securities portfolio or used to fund loan growth.
During 2021, we purchased $2,160,069 in investment securities, with mortgage backed securities and CMOs, in the aggregate, comprising approximately 93% of such purchases. Obligations of state and political subdivisions made up the remainder of the purchases made in 2021. The carrying value of securities sold during 20192021 totaled $212,137,$174,285 resulting in a net gain of $348, while proceeds$2,170. Proceeds from maturities and calls of securities during 20192021 totaled $262,287,$460,266, which were primarily reinvested in the securities portfolio.
The Company successfully implemented several strategic initiatives, collectively referred to as our “deleveraging strategy,” to manage its consolidated assets below $10,000,000 atDuring the year ended December 31, 20172022, the Company transferred, at fair value, $882,927 of securities from the available for sale portfolio to the held to maturity portfolio. The related net unrealized losses of $99,675 (after tax losses of $74,307) remained in order to delayaccumulated other comprehensive income (loss) and will be amortized over the impactremaining life of the Durbin Amendment. The deleveraging strategy involvedsecurities, offsetting the salerelated amortization of certain investment securities anddiscount on the shortening of the holding period of mortgage loans held for sale; the proceeds from these sales were used to reduce certain wholesale funding sources. During 2018, we purchased $686,887 in investment securities; the majority of these purchases were made as part of the releveraging of the Company’s balance sheet, which was completed in the second quarter of 2018, with the remainder of our purchases being ordinary course purchases of investmenttransferred securities. Mortgage backed securities and CMOs, in the aggregate, comprised approximately 97% of the purchases. The carrying value of securities sold during 2018 totaled $2,403 resulting in a net loss of $16. Proceeds from maturities and calls of securities during 2018 totaled $160,703, which were primarily reinvested in the securities portfolio. The Brand acquisition in 2018 contributed $71,122 at the acquisition date to the securities portfolio.
At December 31, 2019,2022, the net unrealized after tax losses remaining to be amortized in accumulated other comprehensive income (loss) was $68,613. No gains or losses were recognized at the time of transfer.
During 2021, the Company transferred, at fair value, $366,886 of securities from the available for sale portfolio to the held to maturity portfolio. The related net unrealized after tax gains of $2,048 remained in accumulated other comprehensive income (loss) and will be amortized over the remaining life of the securities, offsetting the related amortization of discount on the transferred securities. No gains or losses were recognized at the time of transfer.
The allowance for credit losses on held to maturity securities is evaluated on a quarterly basis in accordance with ASC 326. Expected credit losses on debt securities classified as held to maturity are measured on a collective basis by major security type. The estimates of expected credit losses are based on historical default rates, investment grades, current conditions, and reasonable and supportable forecasts about the future. At December 31, 2022 and 2021, the allowance for credit losses on held to maturity securities was $32.
At December 31, 2022, unrealized losses of $4,878$201,299 were recorded on available for sale investment securities with a carrying value of $364,723.$1,515,088. At December 31, 2018,2021, unrealized losses of $18,269$31,024 were recorded on available for sale securities with a carrying value of $822,506.$1,925,018. The Company does not intend to sell any of the securities in an unrealized loss position, and it is not more likely than not that the Company will be required to sell any such security prior to the recovery of its amortized cost basis, which may be maturity. Furthermore, even though a number of these securities have been in a continuous unrealized loss position for a period greater than twelve months, the Company is collecting principal and interest payments from the respective securitiesissuers as scheduled. Accordingly,As a result, the Company did not record any other-than-temporary impairment for the years endedDecember 31, 20192022 and 2018.2021.

31


The following table sets forth the scheduled maturity distribution and weighted average yield based on the amortized cost of the debt securities in our investment portfolio as of December 31, 2022.
 AmountYield  
Held to Maturity:
Obligations of states and political subdivisions
 Maturing within one year$150 3.17 %
 Maturing after one year through five years3,351 0.86 %
 Maturing after five years through ten years53,650 1.75 %
 Maturing after ten years234,735 1.85 %
Residential mortgage backed securities not due at a single maturity date:
Government agency MBS483,560 3.40 %
Government agency CMO423,315 3.49 %
Commercial mortgage backed securities not due at a single maturity date:
Government agency MBS17,006 1.79 %
Government agency CMO45,430 2.23 %
Other debt securities not due at a single maturity date62,875 3.27 %
Available for Sale:
Obligations of other U.S. Government agencies and corporations
 Maturing after one year through five years170,000 3.32 %
Obligations of states and political subdivisions
 Maturing within one year or less9,393 3.26 %
 Maturing after one year through five years32,061 3.45 %
 Maturing after five years through ten years37,533 3.03 %
 Maturing after ten years75,078 2.07 %
Other debt securities - corporate debt
 Maturing after one year through five years26,751 5.13 %
 Maturing after five years through ten years38,016 4.26 %
Residential mortgage backed securities not due at a single maturity date:
Government agency MBS508,415 1.90 %
Government agency CMO605,033 1.48 %
Commercial mortgage backed securities not due at a single maturity date:
Government agency MBS11,166 2.76 %
Government agency CMO211,435 2.03 %
Other debt securities not due at a single maturity date10,119 4.26 %
$3,059,072 1.79 %
In the table above, weighted average yields on tax-exempt obligations have been computed on a fully tax equivalent basis assuming a federal tax rate of 21% and a state tax rate of 4.45%, which is net of federal tax benefit. These yields were calculated using coupon interest and adjusting for discount accretion and premium amortization, where applicable.

For more information about the Company’s trust preferred securities, see Note 3,2, “Securities,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.


Loans Held for Sale
Loans held for sale were $318,272$110,105 at December 31, 20192022 compared to $411,427$453,533 at December 31, 2018. Included in the balance at December 31, 2018 is a portfolio2021. Mortgage loans to be sold, which made up all of non-mortgage consumer loans of approximately $191,578 acquired from Brand. In the third quarter of 2019, the Company reclassified this portfolio fromour loans held for sale to loans held for investment. At the timeat each of transfer, the portfolio totaled approximately $134,335. Aside from these loans, loans held for sale primarily consists of residential mortgage loans being held until they are sold on the secondary market.
Mortgage loans to be soldDecember 31, 2022 and 2021, are sold either on a “best efforts” basis or under a “mandatory delivery” sales agreement. Under a “best efforts” sales agreement, residential real estate originations are locked in at a contractual rate with third party private investors or directly with government sponsored entities, and the Company is obligated to sell the mortgages to such investors only if the mortgages are closed and funded. The risk we assume is conditioned upon loan underwriting and market conditions in the national mortgage market. Under a “mandatory delivery” sales agreement, the Company commits to deliver a certain principal amount of mortgage loans to an investor at a specified price and delivery date. Penalties are paid to the investor if we fail to satisfy the contract. Gains and losses are realized at the time consideration is received and all other criteria for sales treatment have been met. These loans are typically sold within 30-40 days after the loan is funded. Although loan fees and some interest income are derived from mortgage loans held for sale, the main source of income is gains from the sale of these loans in the secondary market.
Loans
Loans, excluding The decline in loans held for sale areyear over year is directly attributable to the decreased mortgage production in 2022 when compared to 2021.

32


Loans
Loans held for investment, which excludes loans held for sale, is the Company’s most significant earning asset, comprising 72.31%68.16% and 70.22%59.61% of total assets at December 31, 20192022 and 2018,2021, respectively. This percentage will fluctuate based on a number of factors, including the extent of our loan growth and whether the Company has excess liquidity on its balance sheet. The tableincrease in the ratio of loans held for investment to total earning assets during 2022 is a result of a material increase in the demand for loans.

The tables below setsset forth the balance of loans outstanding by loan type at December 31:
 2019 2018 2017 2016 2015
Commercial, financial, agricultural$1,367,972
 $1,295,912
 $1,039,393
 $717,490
 $636,837
Lease financing81,875
 61,865
 54,013
 46,841
 34,815
Real estate – construction826,483
 740,668
 633,389
 552,679
 357,665
Real estate – 1-4 family mortgage2,866,613
 2,795,343
 2,343,721
 1,878,177
 1,735,323
Real estate – commercial mortgage4,244,265
 4,051,509
 3,427,530
 2,898,895
 2,533,729
Installment loans to individuals302,430
 137,832
 122,276
 108,627
 115,093
Total loans, net of unearned income$9,689,638
 $9,083,129
 $7,620,322
 $6,202,709
 $5,413,462
The Brand acquisition on September 1, 2018 increased the loan portfolio by $1,322,207 on the acquisition date.
The following table presentsand the percentage of loans, by category, to total loans at December 31:
 December 31, 2022December 31, 2021
 Total
Loans
Percentage of Total LoansTotal
Loans
Percentage of Total Loans
Commercial, financial, agricultural (1)
$1,673,883 14.46 %$1,423,270 14.20 %
Lease financing, net of unearned discount115,013 0.99 %76,125 0.76 %
Real estate – construction:
Residential355,500 3.07 %302,275 3.02 %
Commercial974,837 8.42 %802,621 8.01 %
Total real estate – construction1,330,337 11.49 %1,104,896 11.03 %
Real estate – 1-4 family mortgage:
Primary2,222,856 19.20 %1,816,120 18.12 %
Home equity501,906 4.33 %474,604 4.74 %
Rental/investment334,382 2.89 %288,474 2.88 %
Land development157,119 1.36 %145,048 1.45 %
Total real estate – 1-4 family mortgage3,216,263 27.78 %2,724,246 27.19 %
Real estate – commercial mortgage:
Owner-occupied1,539,296 13.29 %1,563,351 15.60 %
Non-owner occupied3,452,910 29.82 %2,856,947 28.51 %
Land development125,857 1.09 %128,739 1.28 %
Total real estate – commercial mortgage5,118,063 44.20 %4,549,037 45.39 %
Installment loans to individuals124,745 1.08 %143,340 1.43 %
Total loans, net of unearned income$11,578,304 100.00 %$10,020,914 100.00 %
(1 ) Includes PPP loans of $4,832 of $58,391 as of December 31, for the last five years:
 2019 2018 2017 2016 2015
Commercial, financial, agricultural14.12% 14.27% 13.64% 11.57% 11.76%
Lease financing0.84
 0.68
 0.71
 0.75
 0.64
Real estate – construction8.53
 8.15
 8.31
 8.91
 6.61
Real estate – 1-4 family mortgage29.58
 30.78
 30.76
 30.28
 32.06
Real estate – commercial mortgage43.81
 44.60
 44.98
 46.74
 46.80
Installment loans to individuals3.12
 1.52
 1.60
 1.75
 2.13
Total100.00% 100.00% 100.00% 100.00% 100.00%
2022 and 2021, respectively.
Loan concentrations are considered to exist when there are amounts loaned to a number of borrowers engaged in similar activities that would cause them to be similarly impacted by economic or other conditions. At December 31, 2019,2022 and 2021, there were no concentrations of loans exceeding 10% of total loans other than loans disclosed in the table above.
In 2018 and 2019, the Company experienced organic loan growth across all categories of loans. Loans from our specialty commercial business lines, which consist of our asset-based lending, Small Business Administration lending, healthcare, factoring, and equipment lease financing banking groups, contributed $173,295 of the total increase in loans from December 31, 2018.
Looking at the change in loans geographically, loans in our Western Region (which includes Mississippi), Eastern Region (which includes Georgia and east Florida) and Central Region (which includes Alabama and the Florida panhandle) markets increased
33




$114,978, $379,214 and $142,999, respectively, when compared to December 31, 2018, while loans in our Northern Region (which includes Tennessee) decreased by $30,682.
The following tables providetable sets forth loans held for investment, net of unearned income, outstanding at December 31, 2022, which, based on remaining contractually-scheduled repayments of principal, are due in the periods indicated. Loans with balloon payments and longer amortizations are often repriced and extended beyond the initial maturity when credit conditions remain satisfactory. Demand loans, loans having no stated schedule of repayments and no stated maturity, and overdrafts are reported below as due in one year or less. See “Risk Management – Credit Risk and Allowance for Credit Losses” in this Item 7 for information regarding the risk elements applicable to, and a breakdownsummary of non purchasedour loan loss experience with respect to, the loans and purchasedin each of the categories listed below.
One Year or Less After One Year
Through Five Years
After Five Years Through Fifteen YearsAfter Fifteen YearsTotal
Commercial, financial, agricultural (1)
$1,103,371 $436,416 $133,798 $298 $1,673,883 
Lease financing, net of unearned income3,431 68,890 42,692 — 115,013 
Real estate – construction:
Residential244,226 11,128 96,033 4,113 355,500 
Commercial745,602 163,268 63,585 2,382 974,837 
Total real estate – construction989,828 174,396 159,618 6,495 1,330,337 
Real estate – 1-4 family mortgage:
Primary188,936 391,934 1,014,084 627,902 2,222,856 
Home equity499,824 1,900 73 109 501,906 
Rental/investment54,727 254,267 25,316 72 334,382 
Land development127,692 29,066 361 — 157,119 
Total real estate – 1-4 family mortgage871,179 677,167 1,039,834 628,083 3,216,263 
Real estate – commercial mortgage:
Owner-occupied357,205 689,934 466,499 25,658 1,539,296 
Non-owner occupied1,517,116 1,422,737 512,619 438 3,452,910 
Land development49,760 75,101 996 — 125,857 
Total real estate – commercial mortgage1,924,081 2,187,772 980,114 26,096 5,118,063 
Installment loans to individuals36,595 55,265 31,894 991 124,745 
Total loans, net of unearned income$4,928,485 $3,599,906 $2,387,950 $661,963 $11,578,304 
(1 ) Includes PPP loans from previous acquisitionsof $4,832 of $58,391 as of the dates presented:December 31, 2022 and 2021, respectively.

34


 December 31, 2019
 Non Purchased Purchased Total
Loans
Commercial, financial, agricultural$1,052,353
 $315,619
 $1,367,972
Lease financing81,875
 
 81,875
Real estate – construction:     
Residential272,643
 16,407
 289,050
Commercial493,329
 35,175
 528,504
Condominiums8,929
 
 8,929
Total real estate – construction774,901
 51,582
 826,483
Real estate – 1-4 family mortgage:     
Primary1,449,219
 332,729
 1,781,948
Home equity456,265
 117,275
 573,540
Rental/investment291,931
 43,169
 335,100
Land development152,711
 23,314
 176,025
Total real estate – 1-4 family mortgage2,350,126
 516,487
 2,866,613
Real estate – commercial mortgage:     
Owner-occupied1,209,204
 428,077
 1,637,281
Non-owner occupied1,803,587
 647,308
 2,450,895
Land development116,085
 40,004
 156,089
Total real estate – commercial mortgage3,128,876
 1,115,389
 4,244,265
Installment loans to individuals199,843
 102,587
 302,430
Total loans, net of unearned income$7,587,974
 $2,101,664
 $9,689,638
The following table sets forth the fixed and variable rate loans maturing or scheduled to reprice after one year as of December 31, 2022:
 December 31, 2018
 Non Purchased Purchased Total
Loans
Commercial, financial, agricultural$875,649
 $420,263
 $1,295,912
Lease financing61,865
 
 61,865
Real estate – construction:     
Residential214,452
 55,096
 269,548
Commercial421,067
 50,053
 471,120
Condominiums
 
 
Total real estate – construction635,519
 105,149
 740,668
Real estate – 1-4 family mortgage:     
Primary1,221,908
 458,035
 1,679,943
Home equity452,248
 157,245
 609,493
Rental/investment304,309
 57,878
 362,187
Land development109,425
 34,295
 143,720
Total real estate – 1-4 family mortgage2,087,890
 707,453
 2,795,343
Real estate – commercial mortgage:     
Owner-occupied1,052,521
 547,741
 1,600,262
Non-owner occupied1,446,353
 826,506
 2,272,859
Land development129,491
 48,897
 178,388
Total real estate – commercial mortgage2,628,365
 1,423,144
 4,051,509
Installment loans to individuals100,424
 37,408
 137,832
Total loans, net of unearned income$6,389,712
 $2,693,417
 $9,083,129


 Interest Sensitivity
 Fixed
Rate
Variable
Rate
Commercial, financial, agricultural$447,860 $122,652 
Lease financing, net of unearned income111,582 — 
Real estate – construction:
Residential32,061 79,213 
Commercial191,387 37,848 
Total real estate – construction223,448 117,061 
Real estate – 1-4 family mortgage:
Primary989,355 1,044,565 
Home equity1,879 203 
Rental/investment261,372 18,283 
Land development27,097 2,330 
Total real estate – 1-4 family mortgage1,279,703 1,065,381 
Real estate – commercial mortgage:
Owner-occupied1,065,435 116,656 
Non-owner occupied1,716,535 219,259 
Land development73,517 2,580 
Total real estate – commercial mortgage2,855,487 338,495 
Installment loans to individuals85,337 2,813 
Total loans, net of unearned income$5,003,417 $1,646,402 
Loans secured by real estate represented 81.92%, 83.53%, 84.05%, 85.93% and 85.47% of the Company’s total loan portfolio at December 31, 2019, 2018, 2017, 2016 and 2015, respectively. The following table provides further details of the types of loans in the Company’s loan portfolio secured by real estate at December 31:
 2019 2018 2017 2016 2015
Real estate – construction:         
Residential$289,050
 $269,548
 $203,441
 $216,311
 $168,615
Commercial528,504
 471,120
 417,079
 335,109
 186,569
Condominiums8,929
 
 12,869
 1,259
 2,481
Total real estate – construction826,483
 740,668
 633,389
 552,679
 357,665
Real estate – 1-4 family mortgage:         
Primary1,781,948
 1,679,943
 1,328,105
 1,029,399
 1,031,909
Home equity573,540
 609,493
 562,139
 486,599
 382,255
Rental/investment335,100
 362,187
 354,252
 282,154
 251,966
Land development176,025
 143,720
 99,225
 80,025
 69,193
Total real estate – 1-4 family mortgage2,866,613
 2,795,343
 2,343,721
 1,878,177
 1,735,323
Real estate – commercial mortgage:         
Owner-occupied1,637,281
 1,600,262
 1,374,455
 1,212,265
 1,082,554
Non-owner occupied2,450,895
 2,272,859
 1,873,692
 1,504,131
 1,272,259
Land development156,089
 178,388
 179,383
 182,499
 178,916
Total real estate – commercial mortgage4,244,265
 4,051,509
 3,427,530
 2,898,895
 2,533,729
Total loans secured by real estate$7,937,361
 $7,587,520
 $6,404,640
 $5,329,751
 $4,626,717


Deposits
Noninterest-Bearing Deposits to Total Deposits  
2019 2018
24.99% 22.89%

The Company relies on deposits as its major source of funds. Total deposits were $10,213,168$13,486,966 and $10,128,557$13,905,724 at December 31, 20192022 and 2018,2021, respectively. Noninterest-bearing deposits were $2,551,770$4,558,756 and $2,318,706$4,718,124 at December 31, 20192022 and 2018,2021, respectively, while interest-bearing deposits were $7,661,398$8,928,210 and $7,809,851$9,187,600 at December 31, 20192022 and 2018,2021, respectively. Interest-bearing deposits for 2022 included $233,133 of brokered deposits.
The increasedecrease in noninterest-bearing deposits across the Company’s footprint in 20192022 was attributable to organic growth throughout our footprint, as discussed below, and highlights the emphasis the Company has placed on growing core deposits (that is, deposits other than time and public fund deposits). The acquisition of Brand increased total depositsprimarily driven by $1,714,177 at the acquisition date, which consisted of $429,195 and $1,284,982 of noninterest-bearing andincreases in interest-bearing deposits, respectively.
deposit rates. Management continues to focus on growing and maintaining a stable source of funding, specifically noninterest-bearing deposits and other core deposits. Non-interest bearing deposits increased(that is, deposits excluding brokered deposits and time deposits greater than $250,000). Noninterest-bearing deposits decreased to 24.99%33.80% of total deposits at December 31, 2019,2022, as compared to 22.89%33.93% of total deposits at December 31, 2018.2021, due to noninterest-bearing deposits being moved to other types of deposits or financial products bearing higher interest rates. Under certain circumstances, however, management may elect to acquire non-core deposits in(in the form of brokered or time depositsdeposits) or public fund deposits (which are deposits of counties, municipalities or other political subdivisions). The source of funds that we select depends on the terms and how those terms assist us in mitigating interest rate risk, maintaining our liquidity position and managing our net interest margin. Accordingly, funds are acquired to meet anticipated funding needs at the rate and with other terms that, in management'smanagement’s view, best address our interest rate risk, liquidity and net interest margin parameters.
Public fund deposits may be readily obtained based on the Company’s pricing bid in comparison with competitors. Since publicPublic fund deposits are obtained through a bid process, these deposit balances may fluctuate as competitive and market forces change.change because these deposits are obtained through a bid process. Although the Company has focused on growing stable sources of deposits to reduce reliance on public fund deposits, we participateit participates in the bidding process for thesepublic fund deposits when pricing and other terms make it reasonable under the circumstances given market conditions or when management perceives that other factors, such as the public entity’s use of our treasury management or other products and services, make such participation advisable. Our public fund transaction accounts are principally obtained from public universities and municipalities, including school boards and utilities. Public fund deposits at December 31, 20192022 were $1,367,827$1,760,460 compared to $1,271,139$1,787,414 at December 31, 2018.2021.
Looking
35


Deposits that are in excess of the FDIC insurance limit (or similar state deposit insurance limits) and that are otherwise uninsured were $4,114,274 and $4,353,952 at the change in deposits geographically, deposits in our Western Region (which includes corporately managed deposits, such as brokered deposits), Eastern Region and Central Region markets increased $11,121, $85,695 and $53,424, respectively, when compared to December 31, 2018, while2022 and 2021, respectively. The following table shows the maturity of time deposits at December 31, 2022 that are in our Northern Region markets decreased $65,629.excess of the FDIC insurance limit (or similar state deposit insurance limits) and that are otherwise uninsured:
Three Months or Less$45,201 
Over Three through Six Months33,392 
Over Six through Twelve Months170,924 
Over 12 Months109,272 
Total$358,789 
Borrowed Funds

Total borrowings include federal funds purchased, securities sold under agreements to repurchase, advances from the FHLB,Federal Home Loan Bank (“FHLB”), subordinated notes and junior subordinated debentures. Borrowingsdebentures and are classified on the Consolidated Balance Sheets as either short-term borrowings or long-term debt. Short-term borrowings have original maturities less than one year and typically include federal funds purchased, securities sold under agreements to repurchase, federal funds purchased and short-term FHLB advances. There was $489,091 ofDuring 2022, we used short-term FHLB borrowings to fund loan growth. The following table presents our short-term borrowings on the balance sheetby type at December 31, 2019, consisting of security repurchase agreements of $9,091 and short-term borrowings from the FHLB of $480,000, compared to security repurchase agreements of $7,706 and short-term borrowings from the FHLB of $380,000 at December 31, 2018.31:
20222021
Security repurchase agreements$12,232 $13,947 
Short-term borrowings from the FHLB700,000 — 
Total short-term borrowings$712,232 $13,947 
At December 31, 2019,2022, long-term debt totaled $376,507 compared to $263,618consists of long-term FHLB advances, our junior subordinated debentures and our subordinated notes. The following table presents our long-term debt by type at December 31, 2018. 31:
20222021
Federal Home Loan Bank advances$— $417 
Junior subordinated debentures112,042 111,373 
Subordinated notes316,091 359,419 
Total long-term debt$428,133 $471,209 
Long-term FHLB borrowings are used to match-fund against large, fixed rate commercial or real estate loans with long-term maturities, which negateshelps mitigate interest rate exposure when rates rise. This was our primary use of long-term FHLB borrowings in 2018 and the first three quarters of 2019; in the fourth quarter of 2019, as interest rates declined following the Federal Reserve’s interest rate cuts, we used long-term FHLB borrowings as a source of liquidity in lieu of higher-costing deposits, which had not repriced as quickly following the interest rate cuts. Long-term FHLB advances were $152,337 and $6,690 December 31, 2019 and December 31, 2018, respectively. At December 31, 2019, there were $4 in long-term FHLB advances outstanding scheduled to mature within twelve months or less. The Company had $3,159,942$3,651,678 of availability on unused lines of credit with the FHLB at December 31, 20192022 compared to $3,301,543$4,214,274 at December 31, 2018.2021. The weighted-average interest rates on outstanding advances at December 31, 20192022 and 20182021 were 1.53%4.57% and 3.28%1.86%, respectively.

On November 23, 2021, the Company completed the public offering and sale of $200,000 of its 3.00% fixed-to-floating rate subordinated notes due December 1, 2031. The subordinated notes were sold at par, resulting in net proceeds, after deducting underwriting discounts and offering expenses, of approximately $197,000. The Company intends to use the net proceeds from this offering for general corporate purposes, which may include providing capital to support the Company’s organic growth or growth through strategic acquisitions, repaying indebtedness, financing investments, capital expenditures or for investments in Renasant Bank as regulatory capital.

During October and December 2021, respectively, the Company redeemed at par its $15,000 6.50% fixed-to-floating rate subordinated notes and redeemed $30,000 of its aggregate $60,000 5.00% fixed-to-floating rate subordinated notes, with the remaining $30,000 of such notes redeemed in the first quarter of 2022.
The Company owns other subordinated notes, the proceeds of which have been used for general corporate purposes similar to those described above. The subordinated notes qualify as Tier 2 capital under the current regulatory guidelines.
The Company owns the outstanding common securities of business trusts that issued corporation-obligated mandatorily redeemable preferred capital securities to third-party investors. The trusts used the proceeds from the issuance of their preferred capital securities and common securities (collectively referred to as “capital securities”) to buy floating rate junior subordinated
36


debentures issued by the Company (or by companies that the Company subsequently acquired). The debentures are the trusts’ only assets and interest payments from the debentures finance the distributions paid on the capital securities. The Company’s junior subordinated debentures totaled $110,215 at December 31, 2019 compared to $109,636 at December 31, 2018. The Company assumed $23,198 of junior subordinated debentures as a result of the acquisition of Brand.
The Company owns subordinated notes that, net of unamortized debt issuance costs, totaled $113,955 at December 31, 2019 compared to $147,239 at December 31, 2018. As part of the Brand acquisition, the Company assumed $30,000 of 8.50% fixed rate subordinated notes. We redeemed these notes during the third quarter of 2019 due to the 8.50% fixed interest rate and the fact that their preferential capital treatment began to phase out in 2019. The Company has used the net proceeds from the subordinated notes offerings for general corporate purposes, including providing capital to support the Company's growth organically or through strategic acquisitions, repaying indebtedness and financing investments and capital expenditures, and for investments in the Bank as regulatory capital. The subordinated notes qualify as Tier 2 capital under the current regulatory guidelines.
For more information about the terms and conditions of the Company’s junior subordinated debentures and subordinated notes, see Note 13,11, “Long-Term Debt,” in the Notes to the Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.

Results of Operations
Net Income
Net income for the year ended December 31, 20192022 was $167,596$166,068 compared to net income of $146,920$175,892 for the year ended December 31, 2018.2021. Basic earnings per share for the year ended December 31, 20192022 was $2.89$2.97 as compared to $2.80$3.13 for the year ended December 31, 2018.2021. Diluted earnings per share for the year ended December 31, 20192022 was $2.88$2.95 as compared to $2.79$3.12 for the year ended December 31, 2018.2021.
In 2018 and 2019,From time to time, the Company incurredincurs expenses and charges in connection with certain transactions with respect to which management is unable to accurately predict when these expenses or charges will be incurred or, when incurred, the amount thereof.of such expenses or charges. The following table presents the impact of these expenses and charges on reported earnings per shareEPS for the periods presented:dates presented. The “COVID-19 related expenses” line item in the table below primarily consists of (a) employee overtime and employee benefit accruals directly related to the Company’s response to both the COVID-19 pandemic itself and federal legislation enacted to address the pandemic, such as the CARES Act, and (b) expenses associated with supplying branches with protective equipment, sanitation supplies (such as floor markings and cautionary signage for branches, face coverings and hand sanitizer) and more frequent and rigorous branch cleaning. The mortgage servicing rights (“MSR”) valuation adjustment, gain on the sale of MSRs and swap termination gains are discussed below under the “Noninterest Income” heading, and the debt prepayment penalty, restructuring charges and the voluntary reimbursement of certain re-presentment NSF fees are discussed below under the “Noninterest Expense” heading in this Item.
Twelve Months Ended December 31,
Twelve Months Ended December 31, 20222021
2019 2018Pre-taxAfter-taxImpact to Diluted EPSPre-taxAfter-taxImpact to Diluted EPS
Pre-taxAfter-taxImpact to Diluted EPS Pre-taxAfter-taxImpact to Diluted EPS
MSR valuation adjustmentMSR valuation adjustment$— $— $— $(13,561)$(10,522)$(0.19)
Gain on sale of MSRGain on sale of MSR(2,960)(2,296)(0.04)— — — 
Swap termination gainsSwap termination gains— — — (4,676)(3,628)(0.06)
COVID-19 related expensesCOVID-19 related expenses— — — 1,511 1,172 0.02 
Restructuring chargesRestructuring charges732 568 0.01 368 286 0.01 
Merger and conversion expenses$279
$216
$
 $14,246
$11,095
$0.21
Merger and conversion expenses1,787 1,386 0.02 — — — 
Mortgage servicing rights valuation adjustment1,836
1,427
0.03
 


Debt prepayment penalty54
41

 


Debt prepayment penalty— — — 6,123 4,751 0.08 
Initial provision for acquisitionInitial provision for acquisition2,820 2,187 0.04 — — — 
Voluntary reimbursement of certain re-presentment NSF feesVoluntary reimbursement of certain re-presentment NSF fees1,255 973 0.02 — — — 
Note: Balances in the table above are shown to reflect impact to income if removed (i.e. negative balances for income items and positive balances for expense items).Note: Balances in the table above are shown to reflect impact to income if removed (i.e. negative balances for income items and positive balances for expense items).
Net Interest Income
Net interest income, the difference between interest earned on assets and the cost of interest-bearing liabilities, is the largest component of our net income, comprising 74.59%76.64% of total net revenue in 2019.2022. Total net revenue consists of net interest income on a fully taxable equivalent basis and noninterest income. The primary concerns in managing net interest income are the volume, mix and repricing of assets and liabilities.
Net interest income increased 11.89%13.51% to $443,657$481,298 for 20192022 compared to $396,525$424,001 in 2018.2021. On a tax equivalent basis, net interest income increased $47,560$58,984 to $449,986$489,704 in 20192022 as compared to $402,426$430,720 in 2018.2021. Net interest margin was 4.08%3.30% for 20192022 as compared to 4.16%3.07% for 2018.2021.
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The following table sets forth the daily average balance sheet data, including all major categories of interest-earning assets and interest-bearing liabilities, together with the interest earned or interest paid and the average yield or average rate on each such category for the years ended December 31, 2022, 2021 and 2020:

202220212020
 Average
Balance
Interest
Income/
Expense
Yield/  
 Rate
Average
Balance
Interest
Income/
Expense
Yield/  
 Rate
Average
Balance
Interest
Income/
Expense
Yield/  
 Rate
Assets
Interest-earning assets:
Loans held for investment(1)
$10,677,995 $476,746 4.46 %$10,310,070 $427,296 4.15 %$10,593,556 $458,686 4.33 %
Loans held for sale203,981 9,212 4.52 %454,727 12,632 2.78 %361,391 12,191 3.37 %
Securities:
Taxable(2)
2,654,621 44,750 1.69 %1,691,531 24,370 1.44 %1,021,999 24,102 2.36 %
Tax-exempt446,895 10,655 2.38 %335,399 9,418 2.81 %259,705 8,848 3.41 %
Total securities3,101,516 55,405 1.79 %2,026,930 33,788 1.67 %1,281,704 32,950 2.57 %
Interest-bearing balances with banks846,768 8,853 1.05 %1,263,364 1,688 0.13 %385,810 1,190 0.31 %
Total interest-earning assets14,830,260 550,216 3.71 %14,055,091 475,404 3.38 %12,622,461 505,017 4.00 %
Cash and due from banks201,419 199,705 201,815 
Intangible assets967,018 966,733 973,287 
Other assets639,155 684,457 705,886 
Total assets$16,637,852 $15,905,986 $14,503,449 
Liabilities and shareholders’ equity
Interest-bearing liabilities:
Deposits:
Interest-bearing demand(3)
$6,420,905 $25,840 0.40 %$6,177,944 $15,308 0.25 %$5,277,374 $23,995 0.45 %
Savings deposits1,116,013 1,023 0.09 %976,616 698 0.07 %764,146 758 0.10 %
Brokered deposits23,634 1,047 4.43 %— — — %— — — %
Time deposits1,310,398 7,298 0.56 %1,539,763 12,970 0.84 %1,952,213 29,263 1.50 %
Total interest-bearing deposits8,870,950 35,208 0.40 %8,694,323 28,976 0.33 %7,993,733 54,016 0.68 %
Borrowed funds624,887 25,304 4.05 %470,993 15,708 3.34 %765,769 17,319 2.26 %
Total interest-bearing liabilities9,495,837 60,512 0.64 %9,165,316 44,684 0.49 %8,759,502 71,335 0.81 %
Noninterest-bearing deposits4,760,432 4,310,834 3,391,619 
Other liabilities196,980 220,427 237,738 
Shareholders’ equity2,184,603 2,209,409 2,114,590 
Total liabilities and shareholders’ equity$16,637,852 $15,905,986 $14,503,449 
Net interest income/ net interest margin$489,704 3.30 %$430,720 3.07 %$433,682 3.44 %
(1)Shown net of unearned income.
(2)U.S. Government and some U.S. Government Agency securities are tax-exempt in the states in which we operate.
(3)Interest-bearing demand deposits include interest-bearing transactional accounts and money market deposits.

The daily average balances of nonaccruing assets are included in the foregoing table. Interest income and weighted average yields on tax-exempt loans and securities have been computed on a fully tax equivalent basis assuming a federal tax rate of 21% and a state tax rate of 4.45%, which is net of federal tax benefit.
Net interest income and net interest margin are influenced by internal and external factors. Internal factors include balance sheet changes in volume and mix as well as loan and deposit pricing decisions. External factors include changes in market interest rates, competition and the shape of the interest rate yield curve. As discussed in more detail below, growth in the Company’s loan portfolio was the largest contributing factor to the increase inDuring 2022, net interest income year over year. growth was primarily driven by increasing loan yields and changes in the mix of earning assets due to loan growth. This growth was partially offset by an increase in the cost of interest-bearing deposits and liabilities.
The following table sets forth a summary of the changes in interest earned, on a tax equivalent basis, and interest paid resulting from changes in volume and rates for the Company capitalizedfor the years indicated. Information is provided in each category with respect to changes attributable to (1) changes in volume (changes in volume multiplied by prior yield/rate); (2) changes in yield/rate (changes in yield/rate multiplied by prior volume); and (3) changes in both yield/rate and volume (changes in yield/rate
38


multiplied by changes in volume). The changes attributable to the combined impact of yield/rate and volume have been allocated on a pro-rata basis using the rising interest rate environment overabsolute ratio value of amounts calculated.
 2022 Compared to 20212021 Compared to 2020
 Volume   Rate           Net  Volume   Rate          Net 
Interest income:
Loans$15,638 $33,812 $49,450 $(17,322)$(14,068)$(31,390)
Loans held for sale(9,007)5,587 (3,420)2,802 (2,361)441 
Securities:
Taxable15,693 4,687 20,380 11,853 (11,585)268 
Tax-exempt2,805 (1,568)1,237 2,296 (1,726)570 
Interest-bearing balances with banks(731)7,896 7,165 1,479 (981)498 
Total interest-earning assets24,398 50,414 74,812 1,108 (30,721)(29,613)
Interest expense:
Interest-bearing demand deposits625 9,907 10,532 3,586 (12,273)(8,687)
Savings deposits109 216 325 181 (241)(60)
Brokered deposits1,047 — 1,047 — — — 
Time deposits(1,730)(3,942)(5,672)(5,305)(10,988)(16,293)
Borrowed funds5,797 3,799 9,596 (8,092)6,481 (1,611)
Total interest-bearing liabilities5,848 9,980 15,828 (9,630)(17,021)(26,651)
Change in net interest income$18,550 $40,434 $58,984 $10,738 $(13,700)$(2,962)
The daily average balances of nonaccruing assets are included in the last several years, ending in July 2019, by replacing maturing loans with new or renewed loans at similar or higher rates. These efforts helped offset the negative impact to our net interestforegoing table. Interest income and weighted average yields on tax-exempt loans and securities have been computed on a fully tax equivalent basis assuming a federal tax rate of 21% and a state tax rate of 4.45%, which is net interest margin from rising costs of our deposits and borrowings as competition increased in response to the aforementioned interest rate environment.


federal tax benefit.
Interest income, on a tax equivalent basis, was $548,909$550,216 for 20192022 compared to $467,755$475,404 for 2018,2021, an increase of $81,154.$74,812. The following table presents the percentage of total average earning assets, by type and yield, for 20192022 and 2018:2021:
Percentage of TotalYield
Percentage of Total Yield 2022202120222021
2019 2018 2019 2018
Loans held for investment83.15% 84.67% 5.31% 5.12%
Loans held for investment excluding PPP loansLoans held for investment excluding PPP loans71.90 %70.16 %4.46 %4.08 %
Paycheck Protection Program loansPaycheck Protection Program loans0.10 3.19 4.91 5.52 
Loans held for sale3.25
 2.80
 5.07
 4.77
Loans held for sale1.38 3.24 4.52 2.78 
Securities11.28
 10.99
 3.02
 3.10
Securities20.91 14.42 1.79 1.67 
Other2.32
 1.54
 2.30
 2.07
Interest-bearing balances with banksInterest-bearing balances with banks5.71 8.99 1.05 0.13 
Total earning assets100.00% 100.00% 4.98% 4.84%Total earning assets100.00 %100.00 %3.71 %3.38 %
In 2019,2022, interest income on loans held for investment, on a tax equivalent basis, increased $68,398$49,450 to $487,240$476,746 from $418,842$427,296 in 2018. The increase year over year is a result of the increase in the average balance of loans due to non purchased loan growth and the Brand acquisition, as well as an increase in yield on the loan portfolio.
Interest income on loans held for sale, on a tax equivalent basis, increased $5,279 to $18,171 in 2019 from $12,892 in 2018.2021. This increase iswas primarily due to the impactFederal Reserve aggressively raising interest rates in 2022 coupled with loan growth of the portfolio of non-mortgage consumer loans, acquired15.54% from Brand and supplemented by additional loans purchased in the second quarter of 2019, that was classified as held for sale until the third quarter of 2019 when the portfolio was reclassified to loans held for investment. The following table presents reported taxable equivalent yield on loans for the periods presented:
 Twelve months ended December 31,
 2019 2018
Taxable equivalent interest income on loans$505,411
 $431,734
    
Average loans, including loans held for sale$9,527,290
 $8,451,857
    
Loan yield5.30% 5.11%
December 31, 2021.
The impact from interest income collected on problem loans and purchase accounting adjustments on purchased loans to total interest income on loans, loan yield and net interest margin is shown in the table below for the periods presented:
Twelve months ended December 31,
 20222021
Net interest income collected on problem loans$2,949 $4,412 
Accretable yield recognized on purchased loans(1)
5,198 10,783 
Total impact to interest income on loans$8,147 $15,195 
Impact to total loan yield0.08 %0.15 %
Impact to net interest margin0.05 %0.11 %
(1)Includes additional interest income recognized in connection with the acceleration of paydowns and payoffs from purchased loans of $2,274 and $5,293 for the twelve months ended December 31, 2022 and 2021, respectively, which increased loan yield by 2 basis points and 4 basis points, respectively, for 2022 and 2021.
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 Twelve months ended December 31,
 2019 2018
Net interest income collected on problem loans$4,042
 $2,861
Accretable yield recognized on purchased loans(1)
27,227
 24,454
Total impact to interest income on loans$31,269
 $27,315
    
Impact to total loan yield0.33% 0.32%
Impact to net interest margin0.28% 0.28%
Interest income on loans held for sale, on a tax equivalent basis, decreased $3,420 to $9,212 in 2022 from $12,632 in 2021. The increase in yields was offset by decreases in volume during 2022.
(1)Includes additional interest income recognized in connection with the acceleration of paydowns and payoffs from purchased loans of $14,635 and $12,460 for the twelve months ended December 31, 2019 and 2018, respectively, which increased loan yield by 15 basis points for 2019 and 2018.
In 2019,2022, investment income, on a tax equivalent basis, increased $4,662$21,617 to $37,607$55,405 from $32,945$33,788 in 2018.2021. The following table presents the taxable equivalent yield on securities for the periods presented:
Twelve months ended December 31,
 20222021
Taxable equivalent interest income on securities$55,405 $33,788 
Average securities$3,101,516 $2,026,930 
Taxable equivalent yield on securities1.79 %1.67 %
 Twelve months ended December 31,
 2019 2018
Taxable equivalent interest income on securities$37,607
 $32,945
    
Average securities$1,244,376
 $1,061,882
    
Taxable equivalent yield on securities3.02% 3.10%
Although the tax equivalentThe increase in yield on securities during 2022 was downdue to purchases of higher yielding securities. The increase in 2019 as compared to 2018, the average balanceyield, coupled with growth in the investmentsecurities portfolio, increased overduring 2022 led to the same time frame and, as a result,growth in investment income, on a tax equivalent basis, increased in 2019. The decrease in taxable equivalent yield on securities was a result of an increase in premium amortization caused by the increase


in prepayment speeds experienced in the Company's mortgage backed securities portfolio given the current interest rate environment.basis.
Interest expense was $98,923$60,512 in 20192022 compared to $65,329$44,684 in 2018.2021. The following table presents, by type, the Company’s funding sources, which consist of total average deposits and borrowed funds, and the total cost of each funding source for each of the years presented:
Percentage of Total Cost of Funds Percentage of TotalCost of Funds
2019 2018 2019 2018 2022202120222021
Noninterest-bearing demand23.26% 21.88% % %Noninterest-bearing demand33.39 %32.00 %— %— %
Interest-bearing demand44.89
 45.62
 0.86
 0.56
Interest-bearing demand45.04 45.84 0.40 0.25 
Savings6.11
 6.41
 0.19
 0.15
Savings7.83 7.25 0.09 0.07 
Brokered depositsBrokered deposits0.17 — 4.43 — 
Time deposits21.91
 21.92
 1.71
 1.24
Time deposits9.19 11.42 0.56 0.84 
Short-term borrowings1.17
 1.67
 2.43
 2.10
Long-term Federal Home Loan Bank advances0.35
 0.08
 1.51
 3.29
Subordinated notes1.27
 1.35
 6.24
 5.54
Other long-term borrowed funds1.04
 1.07
 4.48
 5.11
Borrowed fundsBorrowed funds4.38 3.49 4.05 3.34 
Total deposits and borrowed funds100.00% 100.00% 0.93% 0.70%Total deposits and borrowed funds100.00 %100.00 %0.42 %0.33 %
Interest expense on deposits was $81,995$35,208 and $49,760$28,976 for 20192022 and 2018,2021, respectively. The cost of total deposits was 0.81%0.26% and 0.56%0.22% for the years ending December 31, 20192022 and 2018,2021, respectively. The cost of interest-bearing deposits was 1.06%0.40% and 0.72%0.33% for the same respective periods. The increase in both deposit expense and cost is attributable to both the increaseCompany’s efforts to offer competitive deposit rates in the average balance of all interest-bearing deposits resulting from the Brand acquisition and organic deposit growth as well as an increase in therising interest rates on interest-bearing deposits.rate environment. During 2019,2022, the Company continued its efforts to grow noninterest-bearing deposits. Low cost deposits resulting in an increasecontinue to be the preferred choice of $233,064. Althoughfunding; however, the Company continues to seek changes in the mix of itsmay rely on brokered deposits from higher costing time deposits to lower costing interest-bearing deposits and noninterest-bearing deposits, rates offered on the Company’s interest-bearing deposit accounts, including time deposits, have increased to match competitive market interest rates in order to maintain stable sources of funding.or wholesale borrowings when advantageous.
Interest expense on total borrowings was $16,928$25,304 and $15,569$15,708 for the years ending December 31, 20192022 and 2018 ,2021, respectively, while the cost of total borrowings was 4.17%4.05% and 4.01%3.34% for the years ended December 31, 20192022 and 2018,2021, respectively. The increase in interest expense is a result of higher average borrowings and rates driven by an increase in short-term FHLB borrowings in the latter part of 2022. The Company assumedissued $200,000 of its 3.00% fixed-to-floating rate subordinated notes during 2021 and juniorredeemed certain tranches of subordinated debentures in its acquisition of Brand, increasing the rate and mix of higher costing long-term borrowings. Additional interest expense from these assumed notes coupled with higher interest rates charged on our short-term FHLB advances as rates rose through July 2019, resulted in the increase to interest expensethird quarter of 2021 and costfirst quarter of total borrowings.2022.
A more detailed discussion of the cost of our funding sources is set forth below under the heading “Liquidity and Capital Resources” in this item. For more information about our outstanding subordinated notes and junior subordinated debentures, see Note 13,11, “Long-Term Debt,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.
Noninterest Income
Noninterest Income to Average Assets Noninterest Income to Average Assets Noninterest Income to Average Assets
(Excludes securities gains/losses)(Excludes securities gains/losses)(Excludes securities gains/losses)
2019 2018
1.19% 1.30%
202220222021
0.90%0.90%1.43%
Total noninterest income includes fees generated from deposit services and other fees and commissions, income from our insurance, wealth management and mortgage banking operations, realized gains on the sale of securities and all other noninterest income. Our focus is to develop and enhance our products that generate noninterest income in order to diversify our
40


revenue sources. Noninterest income as a percentage of total net revenuesrevenue was 25.41%23.36% and 26.35%34.51% for 20192022 and 2018,2021, respectively.
Noninterest income was $153,254$149,253 for the year ended December 31, 2019, an increase2022, a decrease of $9,293,$77,731, or 6.46%34.25%, as compared to $143,961$226,984 for 2018. While2021. The decrease during the acquisition of Brand boosted the growth of our noninterest income, our continued focus on diversification of our income streams also resulted in an increase in nearly all of the Company's components of noninterest income, some ofyear was driven by lower mortgage banking production, which was offset by the impact of the Durbin Amendment.


is discussed below.
Service charges on deposit accounts include maintenance fees on accounts, per item charges, account enhancement charges for additional packaged benefits and overdraft fees. Service charges on deposit accounts were $35,972$39,957 and $34,660$36,569 for the twelve months ended December 31, 20192022 and 2018,2021, respectively. Overdraft fees, the largest component of service charges on deposits, decreasedincreased to $23,097$21,575 for the twelve months ended December 31, 20192022 compared to $24,105$19,140 for the same period in 2018.2021. The Company completed its plans to eliminate certain overdraft and NSF fees, which will become effective January 1, 2023. These fees totaled approximately $5,500 and $4,700 in 2022 and 2021, respectively.
Fees and commissions decreasedincreased to $19,430$17,268 in 20192022 as compared to $23,868 for the same period$15,732 in 2018.2021. Fees and commissions include fees related to deposit services, such as ATM fees and interchange fees on debit card transactions. Interchange fees on debit card transactions, the largest component of fees and commissions, were $15,352$9,899 for the twelve months ended December 31, 20192022 compared to $20,390$10,405 for the same period in 2018. Effective July 1, 2019, we became subject to the limitations on interchange fees imposed pursuant to the Durbin Amendment. The Durbin Amendment limitations reduced interchange fees by approximately $6,000 over the last half of 2019. Management is continuing to develop and enhance strategies to offset this impact.2021.
Through Renasant Insurance, we offer a range of commercial and personal insurance products through major insurance carriers. Income earned on insurance products was $8,919$10,754 and $8,590$9,841 for the years ended December 31, 20192022 and 2018,2021, respectively. Contingency income is a bonus received from the insurance underwriters and is based both on commission income and claims experience on our clients’ policies during the previous year. Increases and decreases in contingency income are reflective of corresponding increases and decreases in the amount of claims paid by insurance carriers. Contingency income, which is included in the “Other noninterest income” line item on the Consolidated Statements of Income, was $828$567 and $832$1,063 for 20192022 and 2018,2021, respectively.
Our Wealth Management segment has two primary divisions: Trust and Financial Services. The Trust division operates on a custodial basis which includes administration of benefit plans, as well as accounting and money management for trust accounts. The division manages a number of trust accounts inclusive of personal and corporate benefit accounts, self-directed IRAs, and custodial accounts. Fees for managing these accounts are based on changes in market values of the assets under management in the account, with the amount of the fee depending on the type of account. The Financial Services division provides specialized products and services to our customers, which include fixed and variable annuities, mutual funds, and stocks offered through a third party provider. Wealth Management revenue was $14,433$22,339 for 20192022 compared to $13,540$20,455 for 2018.2021. The market value of assets under management or administration was $3,888,253$5,004,329 and $3,307,879$5,177,984 at December 31, 20192022 and 2018,2021, respectively.
Mortgage banking income is derived from the origination and sale of mortgage loans and the servicing of mortgage loans that the Company has sold but retained the right to service. Although loan fees and some interest income are derived from mortgage loans held for sale, the main source of income is gains from the sale of these loans in the secondary market. Originations of mortgage loans to be sold totaled $2,381,178$1,679,356 in 20192022 and $1,763,246$4,059,927 in 2018.2021. The increasedecrease in mortgage loan originations isin 2022 was due to material increases in mortgage interest rates from historically low rates, significantly dampening demand for mortgages nationwide. In 2022, the current interest rate environment as well as an increase in producers throughout our footprint in 2019. In addition to organic growth in the number of producers, in the second quarter of 2019 we acquired the wholesale mortgage operations of another financial institution, including allCompany sold a portion of its producers.mortgage servicing rights portfolio with a carrying value of $15,565 for a pre-tax gain of $2,960; there were no such sales in 2021. Mortgage banking income specifically mortgage servicing income, was negatively impacted during 2019in 2021 by a positive mortgage servicing rights valuation adjustment of $1,836, as actual prepayment speeds of the mortgages the Company serviced exceeded the Company's estimates of prepayment speeds.$13,561 with no such valuation adjustment in 2022.
The following table presents the components of mortgage banking income included in noninterest income at December 31:
20222021
2019 2018
Mortgage servicing income, net$657
 $3,846
Gain on sales of loans, net45,854
 40,318
Gain on sales of loans, net(1)
Gain on sales of loans, net(1)
$15,803 $82,399 
Fees, net11,385
 5,978
Fees, net10,371 17,161 
Mortgage servicing income, net(2)
Mortgage servicing income, net(2)
9,620 (3,517)
MSR valuation adjustmentMSR valuation adjustment— 13,561 
Mortgage banking income, net$57,896
 $50,142
Mortgage banking income, net$35,794 $109,604 
BMG contributed $3,683 to mortgage banking(1)Gain on sales of loans, net includes pipeline fair value adjustments
(2) Mortgage servicing income, during 2018 prior to its divestiture.
Noninterest income for the twelve months ended December 31, 2019net includes the Company's net gainsgain on sale of securitiesmortgage servicing rights of $348, as$2,960
During 2021, the Company sold securitiesterminated four interest rate swap contracts with a carrying value $212,137notional amounts of $25,000 each. These swaps hedged forecasted future FHLB borrowings which were no longer expected to occur at the time of saletermination. As a result of these terminations, the Company recognized a gain of $4,676 for the year ended December 31, 2021.
41


There were no net proceedsgains or losses on sales of $212,485. Lossessecurities during 2022. Gains on sales of securities for the twelve months ended 20182021 were $16,$2,170, resulting from the sale of approximately $2,403$174,285 in securities. For more information on securities sold during the two year period ended December 31, 2019,in 2021, see Note 3,2, “Securities,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.
Bank-owned life insurance (“BOLI”) income is derived from changes in the cash surrender value of the bank-owned life insurance policies and can fluctuate upon the collection of death benefitlife insurance proceeds. BOLI income increased to $6,109$9,267 in 20192022 as compared to $4,644$7,366 in 2021. The Company purchased $80,000 in additional BOLI policies during the first quarter of 2022 accounting for the same periodincrease in 2018. BOLI income.
In connection withaddition to the acquisition of Brand, the Company acquired BOLI with a cash surrender value of $40,081.


Othercontingency income described above, other noninterest income includes contingency income from our insurance underwriters, income from our SBA banking division and other miscellaneous income and can fluctuate based on the claims experience in our Insurance agency, production in our SBA banking division,production and recognition of other unseasonalnonseasonal income items. Other noninterest income was $10,147$13,874 for 20192022 compared to $8,533$20,571 for 2018.2021.
Noninterest Expense
Noninterest Expense to Average Assets         
2019 2018
2.91% 3.11%
Noninterest Expense to Average Assets
20222021
2.38%2.70%
Noninterest expense was $374,174$395,455 and $345,029$429,826 for 20192022 and 2018 ,2021, respectively. As mentioned previously, the Company incurred expenses in connection with certain transactions with respect to which management is unable to accurately predict when these expenses will be incurred or, when incurred, the amount of such expenses. The following table presents these expenses for the periods presented:
 Twelve Months Ended December 31,
 2019 2018
Merger and Conversion expenses$279
 $14,246
Debt prepayment penalty54
 
Aside from the expenses presented above, the increase in noninterest expense from 2018 to 2019 was primarily driven by the additional expenses associated with the acquisition of Brand’s operations, as discussed in more detail in the remainder of this section. Included in noninterest expense for the year ended December 31, 2018 is $4,398 attributable to BMG.
Twelve Months Ended December 31,
 20222021
COVID-19 related expenses$— $1,511 
Restructuring charges732 368 
Merger and conversion related expenses1,787 — 
Debt prepayment penalty— 6,123 
Voluntary reimbursement of certain re-presentment NSF fees1,255 — 
Salaries and employee benefits is the largest component of noninterest expense and represented 67.02%66.17% and 62.11%65.29% of total noninterest expense at December 31, 20192022 and 2018,2021, respectively. During 2019,2022, salaries and employee benefits increased $36,490,decreased $18,973, or 17.03%6.76%, to $250,784$261,654 as compared to $214,294$280,627 for 2018.2021. The increasedecrease in salaries and employee benefits is primarily attributabledue to new employees addeda decrease in mortgage commissions and incentives, driven by the decrease in mortgage production, offset by increases in the Brand acquisition, production hires made by the Company during 2019 throughoutminimum wage we pay our footprint and the impact of the wholesale mortgage operations acquiredemployees that were implemented in the second quarter of 2019.May 2022.
The compensationCompensation expense recorded in connection with awards of restricted stock, which is included within salaries and employee benefits, was $9,456$10,595 and $6,633$9,415 for 20192022 and 2018,2021, respectively. A portion of the restricted stock awards in both years was subject to the satisfaction of performance-based conditions.
Data processing costs decreased $6,826 to $14,900 in 2022 from $21,726 in 2021, driven primarily by the Company’s renegotiation of certain vendor contracts. The Company continues to examine new and existing contracts to negotiate favorable terms to offset the increased $1,052 to $19,679 in 2019 from $18,627 in 2018. Increasedvariable cost components of our data processing costs, resulting from the acquired operations of Brand have been slightly offset by cost savings realized through contract renegotiations.such as new accounts and increased transaction volume.
Net occupancy and equipment expense in 20192022 was $49,553, an increase$44,819, a decrease of $7,442, compared to $42,111$2,018 from $46,837 for 2018. Aside from the increase attributable to the additional locations and assets from Brand, the increase2021. The decrease in net occupancy and equipment expense is alsoprimarily attributable to investmentsthe restructuring and non-renewal or termination of certain branch leases.
The Company experienced a net gain of $453 in our IT infrastructure in response to banking and governmental regulation and increased global risk from cyber security breaches.
Expenses related to other real estate ownedexpense for 2019 were $2,013,2022, compared to $1,892expenses of $253 in 2018.2021. Expenses on other real estate owned for 20192022 include write downs of $1,265$110 of the carrying value to fair value on certain pieces of property held in other real estate owned compared to write downs of $1,545$306 in 2018.2021. Other real estate owned with a cost basis of $6,498$2,875 was sold during 2019,2022, resulting in a net lossgain of $94,$703, compared to other real estate owned with a cost basis of $7,127$6,166 sold during 20182021 for a net gain of $423.$176.
42


Professional fees include fees for legal and accounting services. Professional fees were $10,166 for 2019services, such as compared to $8,753 for 2018. Professional fees remain elevated in large part due to additional legal, accounting and consulting fees associated with compliance costs of newly enactedroutine litigation matters, external audit services as well as assistance in complying with newly-enacted and existing banking and governmental regulation. Professional fees were $11,872 for 2022 as compared to $11,776 for 2021.
Advertising and public relations expense was $11,607$14,325 for 2019,2022, an increase of $2,143$2,122 compared to $9,464$12,203 for 2018. This year-over-year increase is attributable2021. During 2022, the Company contributed approximately $1,350 to charitable organizations throughout Mississippi, Georgia and Alabama, for which it received a dollar-for-dollar tax credit, and such contributions are included in our advertising and marketing costs associated with the Company’s increased focus on digital marketing and branding throughout our footprint as well as an increase in the marketing of the Company’s community involvement.


public relations expense.
Amortization of intangible assets totaled $8,105$5,122 for 20192022 compared to $7,179$6,042 for 2018.2021. This amortization relates to finite-lived intangible assets which are being amortized over the useful lives as determined at acquisition. These finite-lived intangible assets have remaining estimated useful lives ranging from approximately 1one year to approximately 10ten years.
Communication expenses are those expenses incurred for communication to clients and between employees. Communication expenses were $8,858$7,958 for 20192022 as compared to $8,318$8,869 for 2018. 2021.
The increased costs overCompany incurred a $6,123 debt prepayment penalty in 2021 in connection with the last two years is dueprepayment of a $150,000 long-term FHLB advance.
Other noninterest expense includes the provision for unfunded commitments, business development and travel expenses, other discretionary expenses, loan fees expense and other miscellaneous fees and operating expenses. In 2022, the Company also recognized expense of $1,255 related to the overall increase is size and growthvoluntary reimbursement of certain re-presentment NSF fees previously charged to customers that are expected to be paid in 2023 in light of the Company.FDIC’s recent guidance to banks regarding such fees. Other noninterest expense was $32,739 for 2022 as compared to $35,002 for 2021. A provision for unfunded commitments of $83 was recorded for 2022 and a negative provision (recovery) for unfunded commitments of $500 was recorded in 2021.
Efficiency Ratio
 Efficiency Ratio
 2019 2018
Efficiency ratio (GAAP)62.03% 63.15%
Impact on efficiency ratio from:   
Net gains on sales of securities0.04 
Intangible amortization(1.34) (1.32)
Merger and conversion related expenses(0.05) (2.61)
Extinguishment of debt(0.01) 
Mortgage servicing rights valuation adjustment(0.19) 
Adjusted efficiency ratio (1)
60.48% 59.22%
(1)Adjusted efficiency ratio is a non-GAAP financial measure. A reconciliation of this financial measure from GAAP to non-GAAP as well as an explanation of why the Company provides non-GAAP financial measures can be found under the “Non-GAAP Financial Measures” heading at the end of this Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in this report.

Efficiency Ratio
20222021
Efficiency ratio (GAAP)61.89%65.35%
The efficiency ratio is onea measure of productivity in the banking industry. This(This ratio is calculateda measure of our ability to measure the cost of generating one dollar ofturn expenses into revenue. That is, the ratio is designed to reflect the percentage of one dollar which must be expended to generate thata dollar of revenue.) The Company calculates this ratio by dividing noninterest expense by the sum of net interest income on a fully tax equivalent basis and noninterest income. The table above shows the impact on the efficiency ratio of expenses that (1) the Company does not consider to be part of our normal operations, such as amortization of intangibles, or (2) the Company incurred in connection with certain transactions where management is unable to accurately predict when these expenses will be incurred or, when incurred, the amount of such expenses, such as merger and conversion related expenses and debt prepayment penalties. We remain committed to aggressively managing our costs within the framework of our business model. We expectOur goal is to improve the efficiency ratio to continue to improveover time from levels currently reported levels as a result of revenue growth while at the same time controlling noninterest expenses.
Income Taxes
Income tax expense for 20192022 and 20182021 was $48,091$45,240 and $41,727,$46,935, respectively. The effective tax rates for those years were 22.30%21.78% and 22.12%22.41%, respectively. For additional information regarding the Company’s income taxes, please refer to in Note 16,14, “Income Taxes,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.

Risk Management
The management of risk is an on-going process. Primary risks that are associated with the Company include credit, interest rate and liquidity risk. Credit and interest rate risk are discussed below, while liquidity risk is discussed in the next subsection under the heading “Liquidity and Capital Resources.”
Credit Risk and Allowance for LoanCredit Losses on Loans and Unfunded Commitments
Management of Credit Risk. Inherent in any lending activity is credit risk, that is, the risk of loss should a borrower default. The Company’s credit quality remained strong in 2019, and the Company continues to see the lowest levels of charge-offs and nonperforming loans since the 2008-2009 recession. These results are due in part to current economic conditions both nationally and in the Company’s markets, declining unemployment levels, improved labor participation rate, improved performance of the housing market, and the Company’s continued efforts to bring problem credits to resolution.
Management of Credit Risk. Credit risk is monitored and managed on an ongoing basis by a credit administration department, a problem asset resolution committee and the Board of Directors LoanCredit Review Committee. Credit quality,Oversight of the Company’s lending operations (including adherence to our policies and procedures governing the loan underwriting and monitoring process), credit quality and loss mitigation are major concerns of credit administration and these committees. The Company’s central appraisal review department


reviews and approves third-party appraisals obtained by the Company on real estate collateral and monitors loan maturities to ensure updated appraisals are obtained. This department is managed by a State Certified General Real Estate
43


Appraiser and employs fourthree additional State Certified General Real Estate Appraisers and four real estate evaluators.
We have a number of documented loan policies and procedures that set forth the approval and monitoring process of the lending function. Adherence to these policies and procedures is monitored by management and the Board of Directors. A number of committees and an underwriting staff oversee the lending operations of the Company. These include in-house problem asset resolution committees and the Board of Directors Loan Committee. In addition, we maintain a loan review staff to independently monitor loan quality and lending practices. Loan review personnel monitor and, if necessary, adjust the grades assigned to loans through periodic examination, focusing their review on commercial and real estate loans rather than consumer and small balance consumer mortgage loans, such as 1-4 family mortgage loans.

In compliance with loan policy, the lending staff is given lending limits based on their knowledge and experience. In addition, each lending officer’s prior performance is evaluated for credit quality and compliance as a tool for establishing and enhancing lending limits. Before funds are advanced on consumer and C&Icommercial loans below certain dollar thresholds, loans are reviewed and scored using centralized underwriting methodologies. Loan quality, or “risk-rating,” grades are assigned based upon certain factors, which include the scoring of the loans. This information is used to assist management in monitoring credit quality. Loan requests of amounts greater than an officer’s lending limits are reviewed for approval by senior credit officers or the Loan Committee of the Board of Directors.officers.

For commercial and commercial real estate secured loans, internal risk-rating grades are assigned by lending, credit administration and loan review personnel, based on an analysis of the financial and collateral strength and other credit attributes underlying each loan. Loan grades range from 110 to 9,95, with 1 being10 rated loans withhaving the least credit risk. Allowance factors established by management are applied toFor more information about the total balance of loansCompany’s loan grades, see the information under the heading “Credit Quality” in each grade to determine the amount neededNote 3, “Loans,” in the allowance for loan losses. The allowance factors are established based on historical loss ratios experienced by the Company for these loan types, as well as the credit quality criteria underlying each grade, adjusted for trendsNotes to Consolidated Financial Statements in Item 8, Financial Statements and expectations about losses inherentSupplementary Data, in our existing portfolios. In making these adjustments to the allowance factors, management takes into consideration factors which it believes are causing, or are likely in the future to cause, losses within our loan portfolio but that may not be fully reflected in our historical loss ratios. For portfolio balances of consumer, small balance consumer mortgage loans, such as 1-4 family mortgage loans, and certain other similar loan types, allowance factors are determined based on historical loss ratios by portfolio for the preceding eight quarters and may be adjusted by other qualitative criteria.this report.

Management’s problem asset resolution committee and the Board of Directors’ LoanCredit Review Committee monitor loans that are past due or those that have been downgraded and placed on the Company’s internal watch listare considered special mention or substandard due to a decline in the collateral value or cash flow of the debtor; the committees then adjust loan grades accordingly. This information is used to assist management in monitoring credit quality.
A loan is considered impaired when, based on current information and events, it is probable that the Company will be unable to collect the scheduled payments of principal and interest when due according to the contractual terms of the loan agreement. Impairment is measured on a loan-by-loan basis for problem loans of $500 or greater by, as applicable, the present value of expected future cash flows discounted at the loan’s effective interest rate, the loan’s obtainable market price or the fair value of the collateral if the loan is collateral dependent. For real estate collateral, the fair market value of the collateral is based upon a recent appraisal by a qualified and licensed appraiser of the underlying collateral. When the ultimate collectability of a loan’s principal is in doubt, wholly or partially, the loan is placed on nonaccrual.

After all collection efforts have failed, collateral securing loans may be repossessed and sold or, for loans secured by real estate, foreclosure proceedings initiated. The collateral is sold at public auction for fair market value (based upon recent appraisals described in the above paragraph), with fees associated with the foreclosure being deducted from the sales price. The purchase price is applied to the outstanding loan balance. If the loan balance is greater than the sales proceeds, the deficient balance is sent to the Board of Directors’ LoanCredit Review Committee for charge-off approval. These charge-offs reduce the allowance for loan losses.credit losses on loans. Charge-offs reflect the realization of losses in the portfolio that were recognized previously through the provision for loan losses.credit losses on loans.

The Company'sCompany’s practice is to charge off estimated losses as soon as such loss is identified and reasonably quantified. Net charge-offs for 20192022 were $3,914,$7,329, or 0.04%0.07% as a percentage of average loans, compared to net charge-offs of $3,995,$10,273, or 0.05%0.10% as a percentage of average loans, for 2018.2021. The charge-offs in 20192022 were fully reserved for in the Company’s allowance for loan losses and resulted in no additional provision for loan loss expense.credit losses.
Allowance for Loan Losses;Credit Losses on Loans; Provision for LoanCredit Losses on Loans. The allowance for loancredit losses is available to absorb probable credit losses inherent in the entire loanloans held for investment portfolio.


The Loan losses are charged against the allowance for credit losses when management believes the uncollectability of a loan lossesbalance is established after input from management, loan review andconfirmed. Subsequent recoveries, if any, are credited to the problem asset resolution committee. Factors considered by management in evaluatingallowance. Management evaluates the adequacy of the allowance which occurs on a quarterly basis, includebasis. For an in-depth discussion of our accounting policies and our methodology for determining the internal risk ratingappropriate level of individual credits, loan segmentation, historical and current trends in net charge-offs, trends in nonperforming loans, trends in past due loans, trendsthe allowance for credit losses, please refer to the information in the market values of underlying collateral securing loans“Critical Accounting Policies and Estimates” section above as well as the information under the headings “Loans and the unemployment rateAllowance for Credit Losses” and other current economic conditions“Business Combinations, Accounting for Purchased Credit Deteriorated Loans and Related Assets” in Note 1, “Significant Accounting Policies,” in the marketsNotes to Consolidated Financial Statements in which we operate. Item 8, Financial Statements and Supplementary Data, in this report.

In addition to its quarterly analysis of the allowance for credit losses, on a regular basis, management and the Board of Directors review loan ratios. These ratios include the allowance for loancredit losses as a percentage of total loans, net charge-offs as a percentage of average loans, the provision for loancredit lossesas a percentage of average loans, nonperforming loans as a percentage of total loans and the allowance coverage on nonperforming loans. Also, management reviews past due ratios by officer, community bank and the Company as a whole. Additional information about our accounting policies applicable to the allowance for loan losses can be found in the "Critical Accounting Policies" section above under the headings "Allowance for Loan Losses" and "Business Combinations, Accounting for Purchased Loans."

44


The allowance for loancredit losses on loans was $52,162$192,090 and $49,026$164,171 at December 31, 20192022 and 2018,2021, respectively. The following table presents the allocation of the allowance for loancredit losses by loan categoryon loans and the percentage of loans in each loan category to total loans at December 31 for each of the years presented.
 2019 2018 2017 2016 2015
 Balance% of Total Balance% of Total Balance% of Total Balance% of Total Balance% of Total
Commercial, financial, agricultural$10,658
14.12% $8,269
14.27% $5,542
13.64% $5,486
11.57% $4,186
11.76%
Real estate – construction5,029
8.53% 4,755
8.15% 3,428
8.31% 2,380
8.91% 1,852
6.61%
Real estate – 1-4 family mortgage9,814
29.58% 10,139
30.78% 12,009
30.76% 14,294
30.28% 13,908
32.06%
Real estate – commercial mortgage24,990
43.80% 24,492
44.60% 23,384
44.98% 19,059
46.73% 21,111
46.80%
Installment loans to individuals(1)
1,671
3.97% 1,371
2.20% 1,848
2.31% 1,518
2.51% 1,380
2.77%
Total$52,162
100.00% $49,026
100.00% $46,211
100.00% $42,737
100.00% $42,437
100.00%
(1)
Includes lease financing receivables.
For impaired loans, specific reserves are established to adjust the carrying value of the loan to its estimated net realizable value. The following table quantifies the amount of the specific reserve component of the allowance for loan losses, the amount of the allowance determined by applying allowance factors to graded loans, and the amount of the allowance allocated to credit-deteriorated purchased loans, as of the dates presented.
 2019 2018 2017 2016 2015
Specific reserves for impaired loans$2,012
 $1,514
 $2,674
 $4,141
 $7,600
Allocated reserves for remaining portfolio48,179
 44,960
 41,760
 35,776
 33,131
Purchased with deteriorated credit quality1,971
 2,552
 1,777
 2,820
 1,706
Total$52,162
 $49,026
 $46,211
 $42,737
 $42,437
The fair value of purchased loans accounted for in accordance with ASC 310-30 was $172,264 and $222,254 at December 31, 2019 and 2018, respectively. The Company continually monitors these loans as part of our normal credit review and monitoring procedures for changes in the estimated future cash flows. The period end amount of our allowance for loan losses allocated to loans accounted for under ASC 310-30 totaled $1,971 and $2,552 during 2019 and 2018, respectively.



20222021
Balance% of TotalBalance% of Total
Commercial, financial, agricultural$44,255 14.46 %$33,922 14.20 %
Lease financing2,463 0.99 %1,486 0.76 %
Real estate – construction19,114 11.49 %16,419 11.03 %
Real estate – 1-4 family mortgage44,727 27.78 %32,356 27.19 %
Real estate – commercial mortgage71,798 44.20 %68,940 45.39 %
Installment loans to individuals9,733 1.08 %11,048 1.43 %
Total$192,090 100.00 %$164,171 100.00 %
The provision for loancredit losses on loans charged to operating expense is an amount which,that, in the judgment of management, is necessary to
maintain the allowance for loancredit losses on loans at a level that is believed to be adequate to meet the inherent risks of losses in our loan
portfolio. The Company recorded a provision for credit losses on loans of $23,788 during 2022, as compared to a negative provision (recovery) for credit losses on loans of $1,700 during 2021. The Company’s allowance for credit loss model considers economic projections, primarily the national unemployment rate and GDP, over a reasonable and supportable period of two years. While credit metrics remained relatively stable, loan growth and acquisitions caused the Company’s model to indicate that the aforementioned provision for credit losses on loans was $7,050 and $6,810 for 2019 and 2018, respectively. The Company continues to experience low levels of classified loans and nonperforming loans, as illustrated in the nonperforming loan tables later in this section, which has allowed a relatively flat provision over the last three years.appropriate during 2022.
Provision for Credit Losses on Loans to Average Loans
20222021
0.22%(0.02)%
45

Provision for Loan Losses to Average Loans
2019 2018
0.08% 0.08%

The table below reflects the activity in the allowance for loancredit losses on loans for the years ended December 31:

20222021
Balance at beginning of year$164,171 $176,144 
Initial allowance for purchased loans with more than insignificant credit deterioration existing at the date of acquisition11,460 — 
Provision for (recovery of) credit losses on loans23,788 (1,700)
Charge-offs
Commercial, financial, agricultural5,120 7,087 
Lease financing13 
Real estate – construction— 52 
Real estate – 1-4 family mortgage757 1,164 
Real estate – commercial mortgage5,134 5,184 
Installment loans to individuals3,167 5,374 
Total charge-offs14,185 18,874 
Recoveries
Commercial, financial, agricultural2,471 1,470 
Lease financing146 49 
Real estate – construction— 13 
Real estate – 1-4 family mortgage821 1,498 
Real estate – commercial mortgage418 541 
Installment loans to individuals3,000 5,030 
Total recoveries6,856 8,601 
Net charge-offs7,329 10,273 
Balance at end of year$192,090 $164,171 
Provision for (recovery of) credit losses on loans to average loans0.22 %(0.02)%
Net charge-offs to average loans0.07 0.10 
Net charge-offs to allowance for credit losses on loans3.82 6.26 
Allowance for credit losses on loans to:
Total loans1.66 %1.64 %
Nonperforming loans337.73 323.14 
Nonaccrual loans339.71 332.57 
Nonaccrual loans to total loans:0.49 0.49 
The table below reflects net charge-offs to daily average loans outstanding, by loan category, during the years ended December 31:
20222021
Net Charge-offsAverage LoansNet Charge-offs to Average LoansNet Charge-offsAverage LoansNet Charge-offs to Average Loans
Commercial, financial, agricultural$2,649$1,489,5950.18%$5,617$1,832,4530.31%
Lease financing(139)95,906(0.14)%(36)75,988(0.05)%
Real estate – construction1,149,925—%391,012,017—%
Real estate – 1-4 family mortgage(64)3,042,187—%(334)2,721,765(0.01)%
Real estate – commercial mortgage4,7164,767,8880.10%4,6434,504,0930.10%
Installment loans to individuals167132,4940.13%344163,7540.21%
Total$7,329$10,677,9950.07%$10,273$10,310,0700.10%

46


 2019 2018 2017 2016 2015
Balance at beginning of year$49,026
 $46,211
 $42,737
 $42,437
 $42,289
Provision for loan losses7,050
 6,810
 7,550
 7,530
 4,750
Charge-offs         
Commercial, financial, agricultural2,681
 2,415
 2,874
 2,725
 943
Lease financing278
 202
 87
 
 419
Real estate – construction
 51
 
 
 26
Real estate – 1-4 family mortgage1,602
 2,023
 1,713
 3,906
 2,173
Real estate – commercial mortgage1,490
 1,197
 1,791
 2,123
 2,613
Installment loans to individuals(1)
7,427
 540
 543
 717
 602
Total charge-offs13,478
 6,428
 7,008
 9,471
 6,776
Recoveries         
Commercial, financial, agricultural1,428
 618
 422
 331
 361
Lease financing7
 
 
 
 
Real estate – construction21
 13
 105
 47
 26
Real estate – 1-4 family mortgage712
 573
 733
 997
 1,064
Real estate – commercial mortgage689
 1,108
 1,565
 757
 614
Installment loans to individuals(1)
6,707
 121
 107
 109
 109
Total recoveries9,564
 2,433
 2,932
 2,241
 2,174
Net charge-offs3,914
 3,995
 4,076
 7,230
 4,602
Balance at end of year$52,162
 $49,026
 $46,211
 $42,737
 $42,437
          
Net charge-offs to average loans0.04% 0.05% 0.06% 0.12% 0.10%
Net charge-offs to allowance for loan losses7.50% 8.15% 8.82% 16.92% 10.84%
  Allowance for loan losses to loans0.54% 0.54% 0.61% 0.69% 0.78%
  Allowance for loan losses to loans(2)
0.69% 0.77% 0.83% 0.91% 1.11%
  Allowance for loan losses to nonperforming loans(2)
208.92% 379.96% 348.37% 320.08% 283.46%
(1)
The increase in 2019 is related to the non-mortgage consumer loans acquired in the Brand acquisition and transferred to the held for investment category in the third quarter of 2019. These loans accounted for $6,565 in charge-offs and $6,565 in recoveries in 2019 and, therefore, had no impact on net charge-offs for the year.
(2)Excludes loans and nonperforming loans purchased in previous acquisitions (for additional information, see the information in footnote 3 to the table in Item 6, Selected Financial Data, in this report).


The following table provides further details of the Company’s net charge-offs of loans secured by real estate for the years ended December 31:
 
20222021
Real estate – construction:
Residential$— $39 
Real estate – 1-4 family mortgage:
Primary223 30 
Home equity(75)(79)
Rental/investment(9)(193)
Land development(203)(92)
Total real estate – 1-4 family mortgage(64)(334)
Real estate – commercial mortgage:
Owner-occupied609 (89)
Non-owner occupied4,276 4,733 
Land development(169)(1)
Total real estate – commercial mortgage4,716 4,643 
Total net charge-offs of loans secured by real estate$4,652 $4,348 
Allowance for Credit Losses on Unfunded Commitments; Provision for Credit Losses on Unfunded Commitments. The Company maintains a separate allowance for credit losses on unfunded loan commitments, which is included in the “Other liabilities” line item on the Consolidated Balance Sheets. Management estimates the amount of expected losses on unfunded loan commitments by calculating a likelihood of funding over the contractual period for exposures that are not unconditionally cancellable by the Company and applying the loss factors used in the allowance for credit loss on loans methodology described above to unfunded commitments for each loan type. No credit loss estimate is reported for off-balance-sheet credit exposures that are unconditionally cancellable by the Company. A roll-forward of the allowance for credit losses on unfunded commitments is shown in the table below.
 2019 2018 2017 2016 2015
Real estate – construction:         
Residential$(21) $38
 $(105) $(45) $5
Commercial
 
 
 
 
Condominiums
 
 
 (2) (5)
Total real estate – construction(21) 38
 (105) (47) 
Real estate – 1-4 family mortgage:         
Primary917
 351
 1,058
 941
 1,141
Home equity121
 823
 221
 210
 68
Rental/investment79
 (54) (131) 121
 179
Land development(227) 330
 (168) 1,637
 (279)
Total real estate – 1-4 family mortgage890
 1,450
 980
 2,909
 1,109
Real estate – commercial mortgage:         
Owner-occupied474
 162
 335
 522
 1,976
Non-owner occupied372
 134
 184
 439
 177
Land development(45) (207) (293) 405
 (154)
Total real estate – commercial mortgage801
 89
 226
 1,366
 1,999
Total net charge-offs of loans secured by real estate$1,670
 $1,577
 $1,101
 $4,228
 $3,108
Year Ended December 31,
20222021
Allowance for credit losses on unfunded loan commitments:
Beginning balance$20,035 $20,535 
Provision for (recovery of) credit losses on unfunded loan commitments (included in other noninterest expense)83 (500)
Ending balance$20,118 $20,035 
Nonperforming Assets. Nonperforming assets consist of nonperforming loans and other real estate owned. Nonperforming loans are loans on which the accrual of interest has stopped and loans that are contractually 90 days past due on which interest continues to accrue. Generally, the accrual of interest is discontinued when the full collection of principal or interest is in doubt or when the payment of principal or interest has been contractually 90 days past due, unless the obligation is both well secured and in the process of collection. Management, the problem asset resolution committee and our loan review staff closely monitor loans that are considered to be nonperforming.
Other real estate owned consists of properties acquired through foreclosure or acceptance of a deed in lieu of foreclosure. These properties are carried at the lower of cost or fair market value based on appraised value less estimated selling costs. Losses arising at the time of foreclosure of properties are charged against the allowance for loancredit losses. Reductions in the carrying value subsequent to acquisition are charged to earnings and are included in “Other real estate owned” in the Consolidated Statements of Income.


47


The following table provides details of the Company’s nonperforming assets that are non purchased and nonperforming assets that have been purchased in one of the Company's previous acquisitions as of the dates presented.
 Total
December 31, 2022
Nonaccruing loans$56,545 
Accruing loans past due 90 days or more331 
Total nonperforming loans56,876 
Other real estate owned1,763 
Total nonperforming assets$58,639 
Nonperforming loans to total loans0.49 %
Nonaccruing loans to total loans0.49 %
Nonperforming assets to total assets0.35 %
December 31, 2021
Nonaccruing loans$49,364 
Accruing loans past due 90 days or more1,441 
Total nonperforming loans50,805 
Other real estate owned2,540 
Total nonperforming assets$53,345 
Nonperforming loans to total loans0.51 %
Nonaccruing loans to total loans0.49 %
Nonperforming assets to total assets0.32 %
 Non Purchased Purchased  Total
December 31, 2019     
Nonaccruing loans$21,509
 $7,038
 $28,547
Accruing loans past due 90 days or more3,458
 4,317
 7,775
Total nonperforming loans24,967
 11,355
 36,322
Other real estate owned2,762
 5,248
 8,010
Total nonperforming assets$27,729
 $16,603
 $44,332
Nonperforming loans to total loans    0.37%
Nonperforming assets to total assets    0.33%
      
December 31, 2018     
Nonaccruing loans$10,218
 $5,836
 $16,054
Accruing loans past due 90 days or more2,685
 7,232
 9,917
Total nonperforming loans12,903
 13,068
 25,971
Other real estate owned4,853
 6,187
 11,040
Total nonperforming assets$17,756
 $19,255
 $37,011
Nonperforming loans to total loans    0.29%
Nonperforming assets to total assets    0.29%
Excluding the purchased nonperforming loans from the Company's acquisitions,The level of nonperforming loans increased $12,064$6,071 from December 31, 2018,2021, while non purchased other real estate owned decreased $2,091 from December 31, 2018.


$777 during the same period.
The following table presents nonperforming loans by loan category at December 31 for each of the years presented.
20222021
Commercial, financial, agricultural$12,543 $13,131 
Lease financing— 11 
Real estate – construction:
Residential77 — 
Commercial— — 
Condominiums— — 
Total real estate – construction77 — 
Real estate – 1-4 family mortgage:
Primary30,076 19,533 
Home equity1,909 1,719 
Rental/investment1,014 1,595 
Land development82 257 
Total real estate – 1-4 family mortgage33,081 23,104 
Real estate – commercial mortgage:
Owner-occupied5,499 5,039 
Non-owner occupied5,342 8,535 
Land development71 470 
Total real estate – commercial mortgage10,912 14,044 
Installment loans to individuals263 515 
Total nonperforming loans$56,876 $50,805 

48

 2019 2018 2017 2016 2015
Commercial, financial, agricultural$8,458
 $2,461
 $2,921
 $3,709
 $1,504
Lease financing226
 89
 159
 138
 
Real estate – construction:         
Residential
 68
 
 466
 176
Total real estate – construction
 68
 
 466
 176
Real estate – 1-4 family mortgage:         
Primary14,270
 10,102
 6,221
 6,179
 9,764
Home equity2,328
 2,047
 2,701
 2,777
 1,900
Rental/investment1,958
 757
 395
 2,292
 5,142
Land development367
 980
 1,078
 1,656
 2,091
Total real estate – 1-4 family mortgage18,923
 13,886
 10,395
 12,904
 18,897
Real estate – commercial mortgage:         
Owner-occupied4,526
 3,779
 5,473
 8,282
 9,177
Non-owner occupied2,459
 3,933
 3,087
 6,821
 8,372
Land development1,109
 958
 1,090
 2,757
 7,139
Total real estate – commercial mortgage8,094
 8,670
 9,650
 17,860
 24,688
Installment loans to individuals621
 797
 295
 437
 162
Total nonperforming loans$36,322
 $25,971
 $23,420
 $35,514
 $45,427

The Company continues its efforts to bring problem credits to resolution. The Company’s coverage ratio, or its allowance for loan losses as a percentage of nonperforming loans, was 143.61% as of December 31, 2019 as compared to 188.77% as of December 31, 2018. The coverage ratio for non purchased, nonperforming loans was 208.92% as of December 31, 2019 as compared to 379.96% as of December 31, 2018.
Management has evaluated the aforementioned loans and other loans classified as nonperforming and believes that all nonperforming loans have been adequately reserved for in the allowance for loancredit losses on loans at December 31, 2019.2022. Management also continually monitors past due loans for potential credit quality deterioration. Total loans 30-89 days past due on which interest was still accruing were $37,668$58,703 at December 31, 20192022 as compared to $36,597$27,604 at December 31, 2018.2021.
Although not classified as nonperforming loans, another category of assets that contribute to our credit risk is restructured loans. Restructured loans are those for which concessions have been granted to the borrower due to a deterioration of the borrower’s financial condition and are performing in accordance with the new terms. Such concessions may include reduction in interest rates or deferral of interest or principal payments. In evaluating whether to restructure a loan, management analyzes the long-term financial condition of the borrower, including guarantor and collateral support, to determine whether the proposed concessions will increase the likelihood of repayment of principal and interest. Restructured loans that are not performing in accordance with their restructured terms that are either contractually 90 days past due or placed on nonaccrual status are reported as nonperforming loans.


As shown below, restructured loans totaled $11,954$22,624 at December 31, 20192022 compared to $12,820$20,259 at December 31, 2018.2021. At December 31, 2019,2022, loans restructured through interest rate concessions represented 26%19% of total restructured loans, while loans restructured by a concession in payment terms represented the remainder. The following table provides further details of the Company’s restructured loans at December 31 for each of the years presented:

20222021
Commercial, financial, agriculturalCommercial, financial, agricultural$351 $967 
2019 2018
Commercial, financial, agricultural$523
 $337
Real estate – 1-4 family mortgage:   Real estate – 1-4 family mortgage:
Primary6,987
 6,261
Primary10,437 11,750 
Home equity213
 186
Home equity134 298 
Rental/investment596
 2,005
Rental/investment234 350 
Land development
 1
Land development88 — 
Total real estate – 1-4 family mortgage7,796
 8,453
Total real estate – 1-4 family mortgage10,893 12,398 
Real estate – commercial mortgage:   Real estate – commercial mortgage:
Owner-occupied3,096
 3,189
Owner-occupied3,437 5,407 
Non-owner occupied503
 722
Non-owner occupied7,819 1,341 
Land development36
 56
Land development72 75 
Total real estate – commercial mortgage3,635
 3,967
Total real estate – commercial mortgage11,328 6,823 
Installment loans to individuals
 63
Installment loans to individuals52 71 
Total restructured loans$11,954
 $12,820
Total restructured loans$22,624 $20,259 
Changes in the Company’s restructured loans are set forth in the table below for the periods presented.
20222021
Balance as of January 1$20,259 $20,448 
Additional loans with concessions10,332 12,639 
Reclassified as performing5,326 366 
Reductions due to:
Reclassified as nonperforming(7,411)(4,390)
Paid in full(4,758)(7,586)
Charge-offs— (205)
Principal paydowns(1,124)(1,013)
Balance as of December 31$22,624 $20,259 

49

 2019 2018
Balance as of January 1$12,820
 $14,553
Additional loans with concessions3,829
 2,573
Reclassified as performing2,183
 730
Reductions due to:   
Reclassified as nonperforming(2,772) (1,868)
Paid in full(951) (2,300)
Charge-offs(101) 
Paydowns(678) (868)
Measurement period adjustment on recently acquired loans(2,376) 
Balance as of December 31$11,954
 $12,820

The following table shows the principal amounts of nonperforming and restructured loans as of December 31 of each year presented. All loans where information exists about possible credit problems that would cause us to have serious doubts about the borrower’s ability to comply with the current repayment terms of the loan have been reflected in the table below.
 2019 2018 2017 2016 2015
Nonaccruing loans$28,547
 $16,054
 $14,674
 $22,620
 $29,034
Accruing loans past due 90 days or more7,775
 9,917
 8,746
 12,894
 16,393
Total nonperforming loans36,322
 25,971
 23,420
 35,514
 45,427
Restructured loans11,954
 12,820
 14,553
 11,475
 13,453
Total nonperforming and restructured loans$48,276
 $38,791
 $37,973
 $46,989
 $58,880
Nonperforming loans to loans0.37% 0.29% 0.31% 0.57% 0.84%


20222021
Nonaccruing loans$56,545 $49,364 
Accruing loans past due 90 days or more331 1,441 
Total nonperforming loans56,876 50,805 
Restructured loans22,624 20,259 
Total nonperforming and restructured loans$79,500 $71,064 
The following table provides details of the Company’s other real estate owned as of December 31 for each of the years presented:
2019 201820222021
Residential real estate$1,305
 $2,333
Residential real estate$699 $259 
Commercial real estate3,654
 4,297
Commercial real estate62 761 
Residential land development899
 1,099
Residential land development246 305 
Commercial land development2,152
 3,311
Commercial land development756 1,215 
Total other real estate owned$8,010
 $11,040
Total other real estate owned$1,763 $2,540 
Changes in the Company’s other real estate owned were as follows for the periods presented: 
2019 201820222021
Balance as of January 1$11,040
 $15,934
Balance as of January 1$2,540 $5,972 
Transfers of loans4,764
 3,826
Transfers of loans2,207 3,180 
Impairments(1,265) (1,545)Impairments(110)(306)
Dispositions(6,498) (7,127)Dispositions(2,875)(6,166)
Other(31) (48)Other(140)
Balance as of December 31$8,010
 $11,040
Balance as of December 31$1,763 $2,540 
We realized net losses of $94 and net gains of $423$703 and $176 on dispositions of other real estate owned during 20192022 and 2018,2021, respectively.
Interest Rate Risk
Market risk is the risk of loss from adverse changes in market prices and rates. The majority of assets and liabilities of a financial institution are monetary in nature and therefore differ greatly from most commercial and industrial companies that have significant investments in fixed assets and inventories. Our market risk arises primarily from interest rate risk inherent in lending and deposit-taking activities. Management believes a significant impact on the Company’s financial results stems from our ability to react to changes in interest rates. A sudden and substantial change in interest rates may adversely impact our earnings because the interest rates borne by assets and liabilities do not change at the same speed, to the same extent or on the same basis.
Because of the impact of interest rate fluctuations on our profitability, the Board of Directors and management actively monitor and manage our interest rate risk exposure. We have an Asset/Liability Committee (the “ALCO”) that is authorized by the Board of Directors to monitor our interest rate sensitivity and to make decisions relating to that process. The ALCO’s goal is to structure our asset/liability composition to maximize net interest income while managing interest rate risk so as to minimize the adverse impact of changes in interest rates on net interest income and capital. The ALCO uses an asset/liability model as the primary quantitative tool in measuring the amount of interest rate risk associated with changing market rates. The model is used to perform both net interest income forecast simulations for multiple year horizons and economic value of equity (“EVE”) analyses, each under various interest rate scenarios, which could impact the results presented in the table below.
Net interest income simulations measure the short and medium-term earnings exposure from changes in market interest rates in a rigorous and explicit fashion. Our current financial position is combined with assumptions regarding future business to calculate net interest income under various hypothetical rate scenarios. EVE measures our long-term earnings exposure from changes in market rates of interest. EVE is defined as the present value of assets minus the present value of liabilities at a point
50


in time for a given set of market rate assumptions. An increase in EVE due to a specified rate change indicates an improvement in the long-term earnings capacity of the balance sheet assuming that the rate change remains in effect over the life of the current balance sheet.


The following table presents the projected impact of a change in interest rates on (1) static EVE and (2) earnings at risk (that is, net interest income) for the 1-12 and 13-24 month periods commencing January 1, 2020,2023, in each case as compared to the result under rates present in the market on December 31, 2019.2022. The changes in interest rates assume an instantaneous and parallel shift in the yield curve and doesdo not take into account changes in the slope of the yield curve.

 Percentage Change In: Percentage Change In:
Immediate Change in Rates of: Economic Value Equity (EVE) Earning at Risk (EAR) (Net Interest Income)Immediate Change in Rates of:Economic Value Equity (EVE)Earning at Risk (EAR)
(Net Interest Income)
Static 1-12 Months 13-24 MonthsStatic1-12 Months13-24 Months
+400 15.83% 2.64% 11.63%
+300 12.84% 2.05% 9.01%
+200 8.63% 1.45% 6.12%+2002.32%7.21%9.30%
+100 4.72% 0.75% 2.97%+1001.46%3.85%4.90%
-100 (4.31)% (1.86)% (4.28)%-100(2.92)%(4.64)%(6.13)%
-200-200(9.11)%(10.58)%(14.45)%
The rate shock results for the EVE and net interest income simulations for the next 24 months produce an asset sensitive position at December 31, 2019 and are all within the parameters set by the Board of Directors.2022.
The preceding measures assume no change in the size or asset/liability compositions of the balance sheet, and they do not reflect future actions the ALCO may undertake in response to such changes in interest rates.
The scenarios assume instantaneous movements in interest rates in the increments of plus 100, 200, 300 and 400 basis points and minus 100 basis points.described in the table above. As interest rates are adjusted over a period of time, it is our strategy to proactively change the volume and mix of our balance sheet in order to mitigate our interest rate risk. The computation of the prospective effects of hypothetical interest rate changes requires numerous assumptions including asset prepayment speeds, the impact of competitive factors on our pricing of loans and deposits, how responsive our deposit repricing is to the change in market rates and the expected life of non-maturity deposits. These business assumptions are based upon our experience, business plans and published industry experience. Such assumptions may not necessarily reflect the manner or timing in which cash flows, asset yields and liability costs respond to changes in market rates. Because these assumptions are inherently uncertain, actual results will differ from simulated results.
The Company utilizes derivative financial instruments, including interest rate contracts such as swaps, caps and/or floors, forward commitments, and interest rate lock commitments, as part of its ongoing efforts to mitigate its interest rate risk exposure. For more information about the Company’s derivative financial instruments, see the “Off-Balance Sheet Transactions” section below and Note 15,13, “Derivative Instruments,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.

Liquidity and Capital Resources
Liquidity management is the ability to meet the cash flow requirements of customers who may be either depositors wishing to withdraw funds or borrowers needing assurance that sufficient funds will be available to meet their credit needs.
Core deposits, which are deposits excluding brokered deposits and time deposits and public fund deposits,greater than $250,000, are athe major source of funds used by the Bank to meet cash flow needs. Maintaining the ability to acquire these funds as needed in a variety of markets is the key to assuring the Bank’s liquidity. Our Asset/Liability Management Committee has established targets for our liquidity ratio, which helps determineWe may also access the Bank’s abilitybrokered deposit market where rates are favorable to meet cash and funding obligations under current financial and economic conditions, as well asother sources of liquidity. As core deposit balances declined over the ratiosecond half of our non-core funding to our total funding.2022, especially in the fourth quarter, we added $233,133 of brokered deposits. Management continually monitors thesethe Bank’s liquidity and non-core dependency ratios and also stresses our sources of liquidity under various scenarios to ensure that we maintain sufficient liquidity.compliance with targets established by the ALCO. At December 31, 2022, the Company remains below limits on brokered deposits and other funding sources established by the ALCO.
Our investment portfolio is another alternative for meeting liquidity needs. These assets generally have readily available markets that offer conversions to cash as needed. Within the next twelve months the securities portfolio is forecasted to generate cash flow through principal payments and maturities equal to 24.47%17.29% of the carrying value of the total securities portfolio. Securities within our investment portfolio are also used to secure certain deposit types and short-term borrowings. At December 31, 2019,2022, securities with a carrying value of $444,603$842,601 were pledged to secure government, public, trust, and other deposits and as collateral for short-term borrowings and derivative instruments as compared to $637,607$629,174 at December 31, 2018.2021.
51


Other sources available for meeting liquidity needs include federal funds purchased, security repurchase agreements and short-term and long-term advances from the FHLB. Interest is charged at the prevailing market rate on federal funds purchased and FHLB advances.these borrowings. Federal funds are short term borrowings, generally overnight borrowings, between financial institutions, thatwhile security repurchase agreements represent funds received from customers, generally on an overnight or continuous basis, which are used to maintain reserve requirementscollateralized by investment securities owned or, at times, borrowed and re-hypothecated by the Federal Reserve Bank.Company. There were no federal funds purchased outstanding at December 31, 2019 or 2018.2022, and 2021. Security repurchase agreements were $12,232 at December 31, 2022, as compared to $13,947 at December 31, 2021. The balance of


Company had $700,000 in short-term borrowingborrowings from the FHLB (i.e., advances with original maturities less than one year) at December 31, 2019 was $480,000, as compared to $380,0002022, and none at December 31, 2018.2021. We increased our short-term FHLB borrowings over the course of 2022 to fund our loan growth due to market pressure on deposit balances and rates. Long-term FHLB borrowings are used to match-fund against large, fixed rate commercial or real estate loans with long-term maturities, which negatesin order to minimize interest rate exposurerisk and also are used to meet day-to-day liquidity needs, particularly when the cost of such borrowings compares favorably to the rates rise. This was our primary use of long-term FHLB borrowings in 2018 and the first three quarters of 2019; in the fourth quarter of 2019, as interest rates declined following the Federal Reserve's interest rate cuts,that we used long-term FHLB borrowings as a source of liquidity in lieu of higher-costing deposits, which had not repriced as quickly following the rate cuts.would be required to pay to attract deposits. At December 31, 2019, the balance of our2022, there were no outstanding long-term advances with the FHLB was $152,337 as compared to $6,690$417 at December 31, 2018.2021. The total amount of the remaining credit available to us from the FHLB at December 31, 20192022 was $3,159,942.$3,651,678. We also maintain lines of credit with other commercial banks totaling $150,000.$180,000. These are unsecured, uncommitted lines of credit maturing at various times within the next twelve months. There were no amounts outstanding under these lines of credit at December 31, 20192022 or 2018.2021.
Finally, we can access the capital markets to meet liquidity needs. The Company maintains a shelf registration statement with the SEC, which allows the Company to raise capital from time to time through the sale of common stock, preferred stock, debt securities, warrants and units, or a combination thereof, subject to market conditions. Specific terms and prices will be determined at the time of any offering under a separate prospectus supplement that the Company will be required to file with the SEC at the time of the specific offering. The proceeds of the sale of securities, if and when offered, will be used as described in any prospectus supplement and could include general corporate purposes, the expansion of the Company’s banking, insurance and wealth management operations as well as other business opportunities. In 20162021, we accessed the capital markets to generate liquidity throughin the saleform of our subordinated notes. Additionally,notes and in prior years we have issued other subordinated notes and assumed subordinated notes as part of previous acquisitions in 2017 and 2018, the Company assumed other subordinated notes.acquisitions. For more information concerning the offering ofabout our subordinated notes, and the details of the assumed subordinated notes please see Note 13,11, “Long-Term Debt” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.

Our strategy in choosing funds is focused on minimizing cost along with consideringin the context of our balance sheet composition, and interest rate risk position.position and liquidity needs to fund loan growth. Accordingly, management targets growth of non-interest bearing deposits. While we do not control the types of deposit instruments our clients choose, we do influence those choices with the rates and the deposit specials we offer. We constantly monitor our funds position, short- and long-term liquidity needs and evaluate the effect that various funding sources have on our financial position. The following table presents, by type, the Company’s funding sources, which consist of total average deposits and borrowed funds, and the total cost of each funding source for each of the years presented:
Percentage of Total Cost of Funds Percentage of TotalCost of Funds
2019 2018 2019 2018 2022202120222021
Noninterest-bearing demand23.26% 21.88% % %Noninterest-bearing demand33.39 %32.00 %— %— %
Interest-bearing demand44.89
 45.62
 0.86
 0.56
Interest-bearing demand45.04 45.84 0.40 0.25 
Savings6.11
 6.41
 0.19
 0.15
Savings7.83 7.25 0.09 0.07 
Brokered depositsBrokered deposits0.17 — 4.43 — 
Time deposits21.91
 21.92
 1.71
 1.24
Time deposits9.19 11.42 0.56 0.84 
Short-term borrowings1.17
 1.67
 2.43
 2.10
Long-term Federal Home Loan Bank advances0.35
 0.08
 1.51
 3.29
Subordinated notes1.27
 1.35
 6.24
 5.54
Other long-term borrowings1.04
 1.07
 4.48
 5.11
BorrowingsBorrowings4.38 3.49 4.05 3.34 
Total deposits and borrowed funds100.00% 100.00% 0.93% 0.70%Total deposits and borrowed funds100.00 %100.00 %0.42 %0.33 %
Cash and cash equivalents were $414,930$575,992 at December 31, 2019,2022, compared to $569,111$1,877,965 at December 31, 2018.2021. Cash used in investing activities for the year ended December 31, 20192022 was $505,910$2,043,657 compared to $503,287$660,003 in 2018.2021. Proceeds from the sale, maturity or call of securities within our investment portfolio were $474,772$452,955 for 20192022 compared to $163,090$636,721 for 2018.2021. These proceeds from the investment portfolio were primarily reinvested back into the securities portfolio or used to fund loan growth.interest-earning assets. Purchases of investment securities were $492,018$804,899 for 20192022 compared to $686,887$2,160,069 for 2018.2021.
Cash provided by financing activities for the year ended December 31, 20192022 was $188,106$167,639 compared to $708,833$1,762,106 for the year ended December 31, 2018.2021. Overall deposits excluding deposits acquired during each year, increased $85,925decreased $418,758 for the year ended December 31, 20192022 compared to an increase of $496,404$1,846,643 for the same period in 2018.2021.
Restrictions on Bank Dividends, Loans and Advances
52


The Company’s liquidity and capital resources, as well as its ability to pay dividends to our shareholders, are substantially dependent on the ability of the Bank to transfer funds to the Company in the form of dividends, loans and advances. Under Mississippi law, a Mississippi bank may not pay dividends unless its earned surplus is in excess of three times capital stock. A Mississippi bank with earned surplus in excess of three times capital stock may pay a dividend, subject to the approval of the DBCF. In addition, the FDIC has the authority to prohibit the Bank from engaging in business practices that the FDIC considers to be unsafe or unsound, which, depending on the financial condition of the Bank, could include the payment of dividends. Accordingly, the approval of the DBCF is required prior to the Bank paying dividends to the Company, and under certain circumstances the approval of the FDIC may be required.


In addition to the FDIC and DBCF restrictions on dividends payable by the Bank to the Company, the Federal Reserve provided guidance on the criteria that it will use to evaluate the request by a bank holding company to pay dividends in an aggregate amount that will exceed the company’s earnings for the period in which the dividends will be paid, which did not apply to the Company in 2022 or 2021. For purposes of this analysis, “dividend” includes not only dividends on preferred and common equity but also dividends on debt underlying trust preferred securities and other Tier 1 capital instruments. The Federal Reserve’s criteria evaluates whether the holding company (1) has net income over the past four quarters sufficient to fully fund the proposed dividend (taking into account prior dividends paid during this period), (2) is considering stock repurchases or redemptions in the quarter, (3) does not have a concentration in commercial real estate and (4) is in good supervisory condition, based on its overall condition and its asset quality risk. A holding company not meeting these criteria will require more in-depth consultations with the Federal Reserve.
Federal Reserve regulations also limit the amount the Bank may loan to the Company unless such loans are collateralized by specific obligations. At December 31, 2019,2022, the maximum amount available for transfer from the Bank to the Company in the form of loans was $138,862.$178,131. The Company maintains a line of credit collateralized by cash with the Bank totaling $3,061.$3,000. There were no amounts outstanding under this line of credit at December 31, 2019. These2022.

None of these restrictions did not havehad any impact on the Company’s ability to meet its cash obligations in 2019,2022, nor does management expect such restrictions to materially impact the Company’s ability to meet its currently-anticipated cash obligations.

Off-Balance Sheet Transactions
The Company enters into loan commitments, standby letters of credit and derivative financial instruments in the normal course of its business. Loan commitments are made to accommodate the financial needs of the Company’s customers. Standby letters of credit commit the Company to make payments on behalf of customers when certain specified future events occur. Both arrangements have credit risk essentially the same as that involved in extending loans to customers and are subject to the Company’s normal credit policies. Collateral (e.g., securities, receivables, inventory, equipment, etc.) is obtained based on management’s credit assessment of the customer.
Loan commitments and standby letters of credit do not necessarily represent future cash requirements of the Company in that while the borrower has the ability to draw upon these commitments at any time, these commitments often expire without being drawn upon. The Company’s unfunded loan commitments and standby letters of credit outstanding at December 31, 2019 and 2018 were as follows:
 2019 2018
Loan commitments$2,324,262
 $2,068,749
Standby letters of credit94,824
 104,664
The Company closely monitors the amount of remaining future commitments to borrowers in light of prevailing economic conditions and adjusts these commitments as necessary. The Company will continue this process as new commitments are entered into or existing commitments are renewed.
The Company utilizes derivative financial instruments, including interest rate contracts such as swaps, caps and/or floors, as part of its ongoing efforts to mitigate its interest rate risk exposure and to facilitate the needs of its customers. The Company enters into derivative instruments that are not designated as hedging instruments to help its commercial customers manage their exposure to interest rate fluctuations. To mitigate the interest rate risk associated with these customer contracts, the Company enters into an offsetting derivative contract position with other financial institutions. The Company manages its credit risk, or potential risk of default by its commercial customers, through credit limit approval and monitoring procedures. At December 31, 2019, the Company had notional amounts of $219,664 on interest rate contracts with corporate customers and $219,664 in offsetting interest rate contracts with other financial institutions to mitigate the Company’s rate exposure on its corporate customers’ contracts.
Additionally, the Company enters into interest rate lock commitments with its customers to mitigate the interest rate risk associated with the commitments to fund fixed-rate residential mortgage loans and also enters into forward commitments to sell residential mortgage loans to secondary market investors.
The Company also enters into forward interest rate swap contracts on its FHLB borrowings and its junior subordinated debentures that are all accounted for as cash flow hedges. Under each of these contracts, the Company pays a fixed rate of interest and receives a variable rate of interest based on the three-month LIBOR plus a predetermined spread.
For more information about the Company’s off-balance sheet transactions, see Note 15, “Derivative Instruments” and Note 21, “Commitments, Contingent Liabilities and Financial Instruments with Off-Balance Sheet Risk,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.


Contractual Obligations

The following table presents, as of December 31, 2019,2022, significant fixed and determinable contractual obligations to third parties by payment date.date, that may impact the Company’s liquidity position. The Note Reference below refers to the applicable footnote in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.

  Payments Due In:
 Note
Reference  
Less Than
One Year  
One to
Three
Years
Three to
Five Years
Over Five
Years
Total
Lease liabilities(1)
23$7,342 $11,527 $8,914 $48,292 $76,075 
Deposits without a stated maturity(2)
911,791,526 — — — 11,791,526 
Time deposits(2)(3)
91,236,045 424,265 31,704 3,426 1,695,440 
Short-term Federal Home Loan Bank advances10700,000 — — — 700,000 
Other short-term borrowings1012,232 — — — 12,232 
Junior subordinated debentures11— — — 112,042 112,042 
Subordinated notes11— — — 316,091 316,091 
Total contractual obligations$13,747,145 $435,792 $40,618 $479,851 $14,703,406 
(1)Represents the undiscounted cash flows.
(2)Excludes interest.
(3)Includes brokered deposits in the amount of $233,133.

Off-Balance Sheet Commitments
The Company enters into loan commitments, standby letters of credit and derivative financial instruments in the normal course of its business. Loan commitments are made to accommodate the financial needs of the Company’s customers. Standby letters of credit commit the Company to make payments on behalf of customers when certain specified future events occur. Both arrangements have credit risk essentially the same as that involved in extending loans to customers and are subject to the
53


   Payments Due In:
 
Note
Reference  
 
Less Than
One Year  
 
One to
Three
Years
 
Three to
Five Years
 
Over Five
Years
 Total
Lease liabilities(1)
26 $9,725
 $17,309
 $15,680
 $78,124
 $120,838
Deposits without a stated maturity(2)
11 8,052,536
 
 
 
 8,052,536
Time deposits(2)
11 1,403,585
 714,613
 39,115
 3,319
 2,160,632
Short-term borrowings12 489,091
 
 
 
 489,091
Federal Home Loan Bank advances13 4
 624
 
 151,709
 152,337
Junior subordinated debentures13 
 
 
 110,215
 110,215
Subordinated notes13 
 
 
 113,955
 113,955
Total contractual obligations  $9,954,941
 $732,546
 $54,795
 $457,322
 $11,199,604
Company’s normal credit policies. Collateral (e.g., securities, receivables, inventory, equipment, etc.) is obtained based on management’s credit assessment of the customer.
(1)Represents the undiscounted cash flows.
(2)Excludes interest.
Loan commitments and standby letters of credit do not necessarily represent future cash requirements of the Company. While the borrower has the ability to draw upon these commitments at any time (assuming the borrower’s compliance with the terms of the loan commitment), these commitments often expire without being drawn upon. The Company’s unfunded loan commitments and standby letters of credit outstanding at December 31, 2022 and 2021 were as follows:
20222021
Loan commitments$3,577,614 $3,104,940 
Standby letters of credit98,357 89,830 
The Company closely monitors the amount of remaining future commitments to borrowers in light of prevailing economic conditions and adjusts these commitments as necessary. The Company will continue this process as new commitments are entered into or existing commitments are renewed.
The Company utilizes derivative financial instruments, including interest rate contracts such as swaps, caps, floors and/or collars, as part of its ongoing efforts to mitigate its interest rate risk exposure and to facilitate the needs of its customers. The Company enters into derivative instruments that are not designated as hedging instruments to help its commercial customers manage their exposure to interest rate fluctuations. To mitigate the interest rate risk associated with these customer contracts, the Company enters into an offsetting derivative contract position with other financial institutions. The Company manages its credit risk, or potential risk of default by its commercial customers, through credit limit approval and monitoring procedures. At December 31, 2022, the Company had notional amounts of $258,646 on interest rate contracts with corporate customers and $258,646 in offsetting interest rate contracts with other financial institutions to mitigate the Company’s rate exposure on its corporate customers’ contracts.
Additionally, the Company enters into interest rate lock commitments with its customers to mitigate the interest rate risk associated with the commitments to fund fixed-rate residential mortgage loans and also enters into forward commitments to sell residential mortgage loans to secondary market investors.
Finally, the Company enters into forward interest rate swap contracts on its FHLB borrowings and its junior subordinated debentures that are accounted for as cash flow hedges. Under each of these contracts, the Company pays a fixed rate of interest and receives a variable rate of interest based on the three-month or one-month LIBOR plus a predetermined spread. The Company entered into an interest rate swap contract on its subordinated notes that is accounted for as a fair value hedge. Under this contract, the Company pays a variable rate of interest based on the three-month LIBOR plus a predetermined spread and receives a fixed rate of interest.
For more information about the Company’s off-balance sheet transactions, see Note 13, “Derivative Instruments” and Note 18, “Commitments, Contingent Liabilities and Financial Instruments with Off-Balance Sheet Risk,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.

Shareholders’ Equity and Regulatory Matters
Total shareholders’ equity of the Company was $2,125,689$2,136,016 and $2,043,913$2,209,853 at December 31, 20192022 and 2018,2021, respectively. Book value per share was $37.39$38.18 and $34.91$39.63 at December 31, 20192022 and 2018,2021, respectively. The growthdecrease in shareholders’ equity was attributable to earnings retention andbeing more than offset by changes in accumulated other comprehensive income offset byand dividends declared and common stock repurchased through the stock repurchase program.
The Company maintains a shelf registration statement with the SEC. The shelf registration statement, which was effective upon filing, allows the Company to raise capital from time to time through the sale of common stock, preferred stock, debt securities, warrants and units, or a combination thereof, subject to market conditions. Specific terms and prices will be determined at the time of any offering under a separate prospectus supplement that the Company will be required to file with the SEC at the time of the specific offering. The proceeds of the sale of securities, if and when offered, will be used for general corporate purposes as described in any prospectus supplement and could include the expansion of the Company’s banking, insurance and wealth management operations as well as other business opportunities.
The Company completed its previously announced $50,000 stock repurchase program in October 2019. The weighted average price of all shares of common stock repurchased over the entire repurchase program was $34.45.declared.
In October 2019,2022, the Company'sCompany’s Board of Directors approved a new stock repurchase program, authorizing the Company to repurchase up to $50,000$100,000 of its outstanding common stock, either in open market purchases or privately-negotiated transactions. During the fourth quarter of 2019, the Company repurchased $20.0 million of common stock at a weighted average price of $35.23 under the new program. The program will remain in effect until the earlier of October 20202023 or the repurchase of the entire amount of common stock authorized to be repurchased by the Board of Directors.
The Company has junior subordinated debentures with a carrying value of $110,215$112,042 at December 31, 2019,2022, of which $106,624$108,450 are included in the Company’s Tier 1 capital. Federal Reserve guidelines limit the amount of securities that, similar to our junior subordinated debentures, are includable in Tier 1 capital, but these guidelines did not impact the amount of debentures we include in Tier 1 capital. Although our existing junior subordinated debentures are currently unaffected by these Federal Reserve guidelines, on account of changes enacted as part of the Dodd-Frank Act, any new trust preferred securities are not
54


includable in Tier 1 capital. Further, if as a result ofwe make an acquisition we exceed $15,000,000 in assets, or if we make any acquisition afternow that we have exceeded $15,000,000 in assets, we will lose Tier 1 treatment of our junior subordinated debentures.
The Company has subordinated notes with a carrying value of $113,955$316,091 at December 31, 2019, of which $113,617 are2022, and $359,419 at December 31, 2021 included in the Company'sCompany’s Tier 2 capital. As previously discussed in the “Financial Condition” section above, in the fourth quarter of 2021, the Company issued $200,000 of its 3.00% fixed-to-floating rate subordinated notes due December 1, 2031. During October and December 2021, respectively, the Company redeemed at par its $15,000 6.50% fixed-to-floating rate subordinated notes and redeemed $30,000 of its aggregate $60,000 5.00% fixed-to-floating rate subordinated notes, with the remaining $30,000 of such notes redeemed in the first quarter of 2022.


The Federal Reserve, the FDIC and the Office of the Comptroller of the Currency have issued guidelines governing the levels of capital that bank holding companies and banks must maintain. Those guidelines specify capital tiers, which include the following classifications:
Capital Tiers
Tier 1 Capital to

Average Assets

(Leverage)
Common Equity Tier 1 to

Risk - Weighted Assets
Tier 1 Capital to

Risk - Weighted

Assets
Total Capital to

Risk - Weighted

Assets
Well capitalized5% or above6.5% or above8% or above10% or above
Adequately capitalized4% or above4.5% or above6% or above8% or above
UndercapitalizedLess than 4%Less than 4.5%Less than 6%Less than 8%
Significantly undercapitalizedLess than 3%Less than 3%Less than 4%Less than 6%
Critically undercapitalized Tangible Equity / Total Assets less than 2%

55


The following table includes the capital ratios and capital amounts for the Company and the Bank for the years presented:
 ActualMinimum Capital
Requirement to be
Well Capitalized
Minimum Capital
Requirement to be
Adequately
Capitalized (including the phase-in of the Capital Conservation Buffer)
 AmountRatioAmountRatioAmountRatio
December 31, 2022
Renasant Corporation:
Tier 1 leverage ratio$1,481,197 9.36 %$790,853 5.00 %$632,683 4.00 %
Common equity tier 1 capital ratio1,372,747 10.21 %874,093 6.50 %941,331 7.00 %
Tier 1 risk-based capital ratio1,481,197 11.01 %1,075,807 8.00 %1,143,045 8.50 %
Total risk-based capital ratio1,968,001 14.63 %1,344,758 10.00 %1,411,996 10.50 %
Renasant Bank:
Tier 1 leverage ratio$1,630,389 10.30 %$791,299 5.00 %$633,040 4.00 %
Common equity tier 1 capital ratio1,630,389 12.10 %876,066 6.50 %943,455 7.00 %
Tier 1 risk-based capital ratio1,630,389 12.10 %1,078,235 8.00 %1,145,624 8.50 %
Total risk-based capital ratio1,781,312 13.22 %1,347,794 10.00 %1,415,183 10.50 %
December 31, 2021
Renasant Corporation:
Tier 1 leverage ratio$1,422,077 9.15 %$777,289 5.00 %$621,831 4.00 %
Common equity tier 1 capital ratio1,314,295 11.18 %763,952 6.50 %822,717 7.00 %
Tier 1 risk-based capital ratio1,422,077 12.10 %940,248 8.00 %999,014 8.50 %
Total risk-based capital ratio1,897,167 16.14 %1,175,610 10.00 %1,234,076 10.50 %
Renasant Bank:
Tier 1 leverage ratio$1,580,904 10.18 %$776,700 5.00 %$621,360 4.00 %
Common equity tier 1 capital ratio1,580,904 13.46 %763,713 6.50 %822,460 7.00 %
Tier 1 risk-based capital ratio1,580,904 13.46 %939,954 8.00 %998,702 8.50 %
Total risk-based capital ratio1,697,163 14.44 %1,174,943 10.00 %1,233,690 10.50 %
 Actual 
Minimum Capital
Requirement to be
Well Capitalized
 
Minimum Capital
Requirement to be
Adequately
Capitalized (including the phase-in of the Capital Conservation Buffer)
 Amount Ratio Amount Ratio Amount Ratio
December 31, 2019           
Renasant Corporation:           
Tier 1 leverage ratio$1,262,588
 10.37% $608,668
 5.00% $486,934
 4.00%
Common equity tier 1 capital ratio1,156,828
 11.12% 676,106
 6.50% 728,114
 7.00%
Tier 1 risk-based capital ratio1,262,588
 12.14% 832,131
 8.00% 884,139
 8.50%
Total risk-based capital ratio1,432,949
 13.78% 1,040,163
 10.00% 1,092,171
 10.50%
Renasant Bank:           
Tier 1 leverage ratio$1,331,809
 10.95% $607,907
 5.00% $486,326
 4.00%
Common equity tier 1 capital ratio1,331,809
 12.81% 675,581
 6.50% 727,548
 7.00%
Tier 1 risk-based capital ratio1,331,809
 12.81% 831,484
 8.00% 883,452
 8.50%
Total risk-based capital ratio1,388,553
 13.36% 1,039,355
 10.00% 1,091,323
 10.50%
December 31, 2018           
Renasant Corporation:           
Tier 1 leverage ratio$1,188,412
 10.11% $587,939
 5.00% $470,352
 4.00%
Common equity tier 1 capital ratio1,085,751
 11.05% 638,468
 6.50% 626,189
 6.375%
Tier 1 risk-based capital ratio1,188,412
 12.10% 785,806
 8.00% 773,528
 7.875%
Total risk-based capital ratio1,386,507
 14.12% 982,258
 10.00% 969,979
 9.875%
Renasant Bank:           
Tier 1 leverage ratio$1,276,976
 10.88% $587,090
 5.00% $469,672
 4.00%
Common equity tier 1 capital ratio1,276,976
 13.02% 637,552
 6.50% 625,291
 6.375%
Tier 1 risk-based capital ratio1,276,976
 13.02% 784,679
 8.00% 772,418
 7.875%
Total risk-based capital ratio1,331,619
 13.58% 980,849
 10.00% 968,588
 9.875%
As previously disclosed, the Company adopted CECL as of January 1, 2020. The Company has elected to take advantage of transitional relief offered by the Federal Reserve and FDIC to delay for two years the estimated impact of CECL on regulatory capital, followed by a three-year transitional period to phase out the capital benefit provided by the two-year delay.
For a detailed discussion of the capital adequacy guidelines applicable to the Company and the Bank, please refer to the information under the heading “Capital Adequacy Guidelines” in the “Supervision and Regulation-Supervision and Regulation of Renasant Corporation” sectionssection and the “Supervision and Regulation-Supervision and Regulation of Renasant Bank” section in Item 1, Business, in this report.



Non-GAAP Financial Measures
In addition to results presented in accordance with generally accepted accounting principles in the United States of America (“GAAP”),GAAP, this document contains certain non-GAAP financial measures, namely, return on average tangible shareholders’ equity, return on average tangible assets and the ratio of tangible equity to tangible assets and an adjusted efficiency ratio.assets. These non-GAAP financial measures adjust GAAP financial measures to exclude intangible assets and certain charges (such as, when applicable, merger and conversion expenses, debt prepayment penalties and asset valuation adjustments) with respect to which the Company is unable to accurately predict when these charges will be incurred or, when incurred, the amount thereof.assets. Management uses these non-GAAP financial measures to evaluatewhen evaluating capital utilization and adequacy. In addition, the Company believes that these non-GAAP financial measures facilitate the making of period-to-period comparisons and are meaningful indicators of its operating performance, particularly because these measures are widely used by industry analysts for companies with merger and acquisition activities. Also, because intangible assets such as goodwill and the core deposit intangible and charges such as merger and conversion expenses can vary extensively from company to company and as to intangible assets, are excluded from the calculation of a financial institution’s
56


regulatory capital, the Company believes that the presentation of this non-GAAP financial information allows readers to more easily compare the Company’s results to information provided in other regulatory reports and the results of other companies. The reconciliations from GAAP to non-GAAP for these financial measures are below.
Return on average tangible shareholders’ equity and Return on average tangible assets
202220212020
Net income (GAAP)$166,068 $175,892 $83,651 
   Amortization of intangibles5,122 6,042 7,121 
Tax effect of adjustment noted above (1)
(1,119)(1,354)(1,382)
Tangible net income (non-GAAP)$170,071 $180,580 $89,390 
Average shareholders’ equity (GAAP)$2,184,603 $2,209,409 $2,114,590 
   Intangibles967,018 966,733 973,287 
Average tangible shareholders’ equity (non-GAAP)$1,217,585 $1,242,676 $1,141,303 
Average total assets (GAAP)$16,637,852 $15,905,986 $14,503,449 
   Intangibles967,018 966,733 973,287 
Average tangible assets (non-GAAP)$15,670,834 $14,939,253 $13,530,162 
Return on (average) shareholders’ equity (GAAP)7.60 %7.96 %3.96 %
   Effect of adjustment for intangible assets6.37 %6.57 %3.87 %
Return on average tangible shareholders’ equity (non-GAAP)13.97 %14.53 %7.83 %
Return on (average) assets (GAAP)1.00 %1.11 %0.58 %
   Effect of adjustment for intangible assets0.09 %0.10 %0.08 %
Return on average tangible assets (non-GAAP)1.09 %1.21 %0.66 %
Return on average tangible shareholders' equity and Return on average tangible assets
  2019 2018 2017 2016 2015
Net income (GAAP) $167,596
 $146,920
 $92,188
 $90,930
 $68,014
   Amortization of intangibles 8,105
 7,179
 6,530
 6,747
 6,069
Tax effect of adjustment noted above (1)
 (1,808) (1,588) (2,172) (2,229) (1,932)
Tangible net income (non-GAAP) 173,893
 152,511
 96,546
 95,448
 72,151
  
        
Average shareholders' equity (GAAP) 2,107,832
 1,701,334
 1,380,950
 1,116,038
 876,915
   Intangibles 976,065
 747,008
 565,507
 491,530
 379,469
Average tangible shareholders' equity (non-GAAP) 1,131,767
 954,326
 815,443
 624,508
 497,446
  
        
Average total assets (GAAP) 12,875,986
 11,104,567
 9,509,308
 8,416,510
 6,874,982
   Intangibles 976,065
 747,008
 565,507
 491,530
 379,469
Average tangible assets (non-GAAP) 11,899,921
 10,357,559
 8,943,801
 7,924,980
 6,495,513
           
Return on (average) shareholders' equity (GAAP) 7.95% 8.64% 6.68% 8.15% 7.76%
   Effect of adjustment for intangible assets 7.41% 7.34% 5.16% 7.13% 6.74%
Return on average tangible shareholders' equity (non-GAAP) 15.36% 15.98% 11.84% 15.28% 14.50%
           
Return on (average) assets (GAAP) 1.30% 1.32% 0.97% 1.08% 0.99%
   Effect of adjustment for intangible assets 0.16% 0.15% 0.11% 0.12% 0.12%
Return on average tangible assets (non-GAAP) 1.46% 1.47% 1.08% 1.20% 1.11%
(1) Tax effect is calculated based on the respective periods’ effective tax rate. The effective tax rate for 2017 was calculated ignoring the impact from the revaluation of net deferred tax assets.



Tangible common equity ratio (Tangible shareholders' equity to tangible assets)
 2019 2018 2017 2016 2015
Actual shareholders' equity (GAAP)$2,125,689
 $2,043,913
 $1,514,983
 $1,232,883
 $1,036,818
   Intangibles976,943
 977,793
 635,556
 494,608
 474,682
Actual tangible shareholders' equity (non-GAAP)1,148,746
 1,066,120
 879,427
 738,275
 562,136
          
Actual total assets (GAAP)13,400,618
 12,934,878
 9,829,981
 8,699,851
 7,926,496
   Intangibles976,943
 977,793
 635,556
 494,608
 474,682
Actual tangible assets (non-GAAP)12,423,675
 11,957,085
 9,194,425
 8,205,243
 7,451,814
          
Tangible Common Equity Ratio         
Shareholders' equity to actual assets (GAAP)15.86% 15.80% 15.41% 14.17% 13.08%
   Effect of adjustment for intangible assets6.61% 6.88% 5.85% 5.17% 5.54%
Tangible shareholders' equity to tangible assets (non-GAAP)9.25% 8.92% 9.56% 9.00% 7.54%
Return on average tangible shareholders' equity and Return on average tangible assets with exclusions
  2019 2018 2017
Net income (GAAP) $167,596
 $146,920
 $92,188
Merger and conversion expense 279
 14,246
 10,378
Debt prepayment penalties 54
 
 205
MSR valuation adjustment 1,836
 
 
Revaluation of net deferred tax assets 
 
 14,486
Tax effect of adjustments noted above (1)
 (484) (3,151) (3,521)
Net income with exclusions (non-GAAP) 169,281
 158,015
 113,736
Amortization of intangibles 8,105
 7,179
 6,530
Tax effect of adjustment noted above (1)
 (1,808) (1,588) (2,172)
Tangible net income with exclusions (non-GAAP) 175,578
 163,606
 118,094
    
 
Average shareholders' equity (GAAP) 2,107,832
 1,701,334
 1,380,950
Intangibles 976,065
 747,008
 565,507
Average tangible shareholders' equity (non-GAAP) 1,131,767
 954,326
 815,443
    
 
Average total assets (GAAP) 12,875,986
 11,104,567
 9,509,308
Intangibles 976,065
 747,008
 565,507
Average tangible assets (non-GAAP) 11,899,921
 10,357,559
 8,943,801
    
 
Return on average shareholders' equity with exclusions (non-GAAP) 8.03% 9.29% 8.24%
Effect of adjustment for intangible assets 7.48% 7.85% 6.24%
Return on average tangible shareholders' equity with exclusions (non-GAAP) 15.51% 17.14% 14.48%
    
 
Return on average assets with exclusions (non-GAAP) 1.31% 1.42% 1.20%
Effect of adjustment for intangible assets 0.17% 0.16% 0.12%
Return on average tangible assets with exclusions(non-GAAP) 1.48% 1.58% 1.32%
(1) Tax effect is calculated based on the respective periods’ effective tax rate. The effective tax rate for 2017 was calculated ignoring the impact from the revaluation of net deferred tax assets.


Adjusted Efficiency Ratio
  2019 2018
Interest income (fully tax equivalent basis) $548,909
 $467,755
Interest expense 98,923
 65,329
Net interest income (fully tax equivalent basis) 449,986
 402,426
     
Total noninterest income 153,254
 143,961
Net gains on sales of securities 348
 (16)
MSR valuation adjustment (1,836) 
Adjusted noninterest income 154,742
 143,977
     
Total noninterest expense 374,174
 345,029
Intangible amortization 8,105
 7,179
Merger and conversion related expenses 279
 14,246
Extinguishment of debt 54
 
Adjusted noninterest expense 365,736
 323,604
     
Efficiency Ratio (GAAP) 62.03% 63.15%
Adjusted Efficiency Ratio (non-GAAP) 60.48% 59.22%
Tangible common equity ratio (Tangible shareholders’ equity to tangible assets)
202220212020
Shareholders’ equity (GAAP)$2,136,016 $2,209,853 $2,132,733 
   Intangibles1,015,884 963,781 969,823 
Tangible shareholders’ equity (non-GAAP)$1,120,132 $1,246,072 $1,162,910 
Total assets (GAAP)$16,988,176 $16,810,311 $14,929,612 
   Intangibles1,015,884 963,781 969,823 
Tangible assets (non-GAAP)$15,972,292 $15,846,530 $13,959,789 
Tangible Common Equity Ratio
Shareholders’ equity to assets (GAAP)12.57 %13.15 %14.29 %
   Effect of adjustment for intangible assets5.56 %5.29 %5.96 %
Tangible shareholders’ equity to tangible assets (non-GAAP)7.01 %7.86 %8.33 %
None of the non-GAAP financial measures the Company has included in this document is intended to be considered in isolation or as a substitute for any measure prepared in accordance with GAAP. Readers of this Form 10-K should note that, because there are no standard definitions for how to calculate the non-GAAP financial measures that we use as well as the results, the Company'sCompany’s calculations may not be comparable to similarly titled measures presented by other companies. Also, there may be limits in the usefulness of these measures to readers of this document. As a result, the Company encourages readers to consider its consolidated financial statements and footnotes thereto in their entirety and not to rely on any single financial measure.
57


SEC Form 10-K
A COPY OF THIS ANNUAL REPORT ON FORM 10-K, AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, MAY BE OBTAINED WITHOUT CHARGE BY DIRECTING A WRITTEN REQUEST TO: JOHN S. OXFORD, SENIOR VICE PRESIDENT AND DIRECTOR OF MARKETING AND PUBLIC RELATIONS, RENASANT BANK, 209 TROY STREET, TUPELO, MISSISSIPPI, 38804-4827.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Please refer to the discussion found under the headings “Risk Management – Interest Rate Risk” and “Liquidity and Capital Resources” in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in this report for the disclosures required pursuant to this Item 7A.

SEC Form 10-K
A COPY OF THIS ANNUAL REPORT ON FORM 10-K, AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, MAY BE OBTAINED WITHOUT CHARGE BY DIRECTING A WRITTEN REQUEST TO: JOHN S. OXFORD, SENIOR VICE PRESIDENT AND CHIEF MARKETING OFFICER, RENASANT BANK, 209 TROY STREET, TUPELO, MISSISSIPPI, 38804-4827.


58


ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The Consolidated Financial Statements of the Company meeting the requirements of Regulation S-X are included on the succeeding pages of this Item. All schedules have been omitted because they are not required or are not applicable.

RENASANT CORPORATION AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS
Years Ended December 31, 2019, 20182022, 2021 and 20172020
CONTENTS
Page
Reports of Independent Registered Public Accounting Firm (Horne LLP, Memphis, TN PCAOB ID #: 171)


59


Report on Management’s Assessment of Internal Control over Financial Reporting
Renasant Corporation (the “Company”) is responsible for the preparation, integrity and fair presentation of the consolidated financial statements included in this annual report. The consolidated financial statements and notes included in this annual report have been prepared in conformity with accounting principles generally accepted in the United States and necessarily include some amounts that are based on management’s best estimates and judgments.
Management of the Company is responsible for establishing and maintaining effective internal control over financial reporting designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States. The Company’s internal control over financial reporting includes those policies and procedures that: (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of any unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.
The system of internal control over financial reporting as it relates to the financial statements is evaluated for effectiveness by management and tested for reliability through a program of internal audits. Actions are taken to correct potential deficiencies as they are identified. Any system of internal control, no matter how well designed, has inherent limitations, including the possibility that a control can be circumvented or overridden, and misstatements due to error or fraud may occur and not be detected. Also, because of changes in conditions, internal control effectiveness may vary over time. Accordingly, even an effective system of internal control will provide only reasonable assurance with respect to financial statement preparation.
Management, with the participation of the Company’s principal executive officer and principal financial officer, conducted an assessment of the effectiveness of the Company’s system of internal control over financial reporting as of December 31, 2019,2022, based on criteria for effective internal control over financial reporting described in the “Internal Control - Integrated Framework,” (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management has concluded that, as of December 31, 2019,2022, the Company’s system of internal control over financial reporting is effective and meets the criteria of the “Internal Control – Integrated Framework.” HORNE LLP, the Company’s independent registered public accounting firm that has audited the Company’s financial statements included in this annual report, has issued an attestation report on the Company’s internal control over financial reporting which is included herein.
rnst-20221231_g2.jpg
kca17.jpgrnst-20221231_g3.jpg
C. Mitchell WaycasterKevin D. ChapmanJames C. Mabry IV
President andExecutive Vice President and
Chief Executive OfficerChief Financial and Operating Officer
February 26, 202024, 2023


60


Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of Renasant Corporation

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Renasant Corporation (the “Company”) ") as of December 31, 20192022 and 2018,2021, the related consolidated statements of income, comprehensive income, changes in shareholders'shareholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2019,2022, and the related notes to the consolidated financial statements (collectively, referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20192022 and 2018,2021, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2019,2022, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (the “PCAOB”), the Company’sCompany's internal control over financial reporting as of December 31, 2019,2022, based on criteria established in the Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013, and our report datedFebruary 26, 2020, 24, 2023, expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company’sCompany's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the auditaudits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit MattersMatter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (i) relates(1) relate to accounts or disclosures that are material to the financial statements and (ii) involved(2) involve especially challenging, subjective or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matter or on the accounts or disclosures to which it relates.

Allowance for LoanCredit Losses - Loans

Description of the Matter

As described in Notes 1 and 64 to the financial statements, the Company’s allowance for loancredit losses (“ACL”) is a valuation allowance that reflects the Company's estimationbest estimate of incurredexpected credit losses inherent within the Company’s loans held for investment portfolio and is maintained at a level believed adequate by management to absorb credit losses inherent in itsthe entire loan portfolio in accordance with Accounting Standards Codification ASC 326: Financial Instruments – Credit Losses. The ACL is measured over the contractual life of loans held for investment and is estimated using relevant available information relating to the extent they are both probablepast events, current conditions, and reasonable to estimate.and supportable forecasts, as well as qualitative adjustments. The allowance for loan lossesACL was $52,162,000$192,090,000 at December 31, 2019,2022, which consistsconsisted of two components;1) $185,648,000 of loss allocations on pools of loans that share similar risk characteristics and 2) $6,442,000 of loss allocations on individual loans that do not share risk characteristics with other loans and the allowancemeasurement of expected credit losses for such individual loans.

61


The Company’s measurement of expected credit losses of loans on a pool basis when the loans share similar risk characteristics is based off historical data that is adjusted, as necessary, for both internal and external qualitative factors where there are differences in the historical loss data of the Company and current or projected future conditions. Consideration of the relevant qualitative factors are used to bring the ACL to the level management believes is appropriate based on factors that are otherwise unaccounted for in the quantitative process. The ACL also includes reserves for loans individually evaluated for impairment (“specific reserves”) and the allowance foron an individual basis, such as certain loans collectively evaluated for impairment (“general reserves”).

The Company's general reserves include reserves basedgraded substandard or on historical charge-off factors and qualitative general reserve factors. The component for qualitative general reserve factors involves an evaluation of items which are not yet reflectednonaccrual. Management applies judgment in the factors for historical charge-offs including changes in: lending policies and procedures, economic and business conditions, nature and volume of the portfolio, lending staff, volume and severity of delinquent loans, loan review systems, collateral values, and concentrations of credit. The evaluation of these items results in qualitative general reserve factors, which contribute significantly to the general reserve component of the estimate of the allowance for loan losses.



We identified management’s estimate of the aggregate effectdetermination of the qualitative reserve factors and reserves assigned on an individual basis to estimate the allowance for loan lossesACL.

The ACL was identified by us as a critical audit matter as it involvedbecause of the extent of auditor judgment applied and significant audit effort to evaluate the significant subjective auditor judgment. Management'sand complex judgments made by management including the judgment required in evaluating management's determination of the qualitative generalfactors and the reserve factors involved especially subjective judgment because management's estimate reliesassumptions for loans evaluated on qualitative analysis to determinean individual basis.

How We Addressed the quantitative impact the items have on the allowance.Matter in Our Audit

The primary audit procedures we performed in response to address this critical audit matter included:

a.Obtained an understanding of the Company’s process for establishing the ACL, including determination of the qualitative factors and reserve assumptions for loans evaluated on an individual basis, and evaluated the process utilized by management to challenge the model results and determine the best estimate of the ACL as of the balance sheet date.
b.Evaluated the design and tested the operating effectiveness of the controls overassociated with the determination of items used to estimate the qualitative general reserve factors,ACL process, including controls addressing:
The data used asaround the basis for the adjustments relating to qualitative general reserve factors.
Management's determination of loans excluded from qualitative general reserve factors calculation.
Management's review of the qualitative and quantitative conclusions related to the qualitative general reserve factors and the resulting allocation to the allowance.

Substantively tested the general reserves related to qualitative general reserve factors which included:
Evaluation of the completenessreliability and accuracy of data inputs used as a basis for the adjustments relating to the qualitative general reserve factors.
Evaluation of loans excluded from the qualitative general reserve calculation for propriety of classification.
Evaluation of the reasonableness of management's judgments related to the qualitative and quantitative assessment of the data used in the determinationmodel, management's review and approval of the selected qualitative generalfactors, the reserve assumptions for loans evaluated on an individual basis, the governance of the credit loss methodology, and management's review and approval of the ACL.
c.Assessed reasonableness of model methodology and key modeling assumptions, as well as the appropriateness of management's qualitative framework, and reserve assumptions for loans evaluated on an individual basis.
d.Performed specific substantive tests of the model utilized, qualitative factors and the resulting allocationreserve assumptions for loans evaluated on an individual basis. We evaluated if qualitative factors were applied based on a comprehensive framework and compared the adjustments utilized by management to both internal portfolio metrics and external macroeconomic data (as applicable) to support adjustments and evaluate trends in such adjustments. Within our reserve testing for loans evaluated on an individual basis, we evaluated management's assumptions, including collateral valuations. In addition, we evaluated the Company’s estimate of the overall ACL giving consideration to the allowance. Our evaluation considered the weight of confirming and disconfirming evidence from internal and external sources,Company’s borrowers, loan portfolio, performance and third-party data,macroeconomic trends, independently obtained and compared such information to comparable financial institutions and considered whether management’s assumptions were applied consistently period to period.new or contrary information existed.


/s/ HORNE LLP
/s/ HORNE LLP
We have served as the Company’s auditor since 2005.
Memphis, Tennessee
February 26, 202024, 2023


62


Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Directors of Renasant CorporationCorporation:
Opinion on the Internal Control Over Financial Reporting

We have audited Renasant Corporation’s (the "Company"“Company”) internal control over financial reporting as of December 31, 2019,2022, based on criteria established in the Internal Control - Integrated Frameworkissued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2019,2022, based on criteria for effective internal control over financial reporting describedestablished in the Internal Control - Integrated Frameworkissued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (the “PCAOB”), the consolidated financial statements of the Company as of December 31, 20192022 and our report dated February 26, 202024, 2023 expressed an unqualified opinion.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting in the accompanying Report on Management’s Assessment of Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ HORNE LLP
Memphis, Tennessee
February 26, 202024, 2023


63


Renasant Corporation and Subsidiaries
Consolidated Balance Sheets
(In Thousands, Except Share Data)
 December 31,
 2019 2018
Assets   
Cash and due from banks$191,065
 $198,515
Interest-bearing balances with banks223,865
 370,596
Cash and cash equivalents414,930
 569,111
Securities available for sale, at fair value1,290,613
 1,250,777
Loans held for sale ($318,272 and $219,848 carried at fair value at December 31, 2019 and 2018, respectively)318,272
 411,427
Loans, net of unearned income:   
Non purchased loans and leases7,587,974
 6,389,712
Purchased loans2,101,664
 2,693,417
Total loans, net of unearned income9,689,638
 9,083,129
Allowance for loan losses(52,162) (49,026)
Loans, net9,637,476
 9,034,103
Premises and equipment, net309,697
 209,168
Other real estate owned:   
Non purchased2,762
 4,853
Purchased5,248
 6,187
Total other real estate owned, net8,010
 11,040
Goodwill939,683
 932,928
Other intangible assets, net37,260
 44,865
Bank-owned life insurance225,942
 220,608
Mortgage servicing rights53,208
 48,230
Other assets165,527
 202,621
Total assets$13,400,618
 $12,934,878
Liabilities and shareholders’ equity   
Liabilities   
Deposits   
Noninterest-bearing$2,551,770
 $2,318,706
Interest-bearing7,661,398
 7,809,851
Total deposits10,213,168
 10,128,557
Short-term borrowings489,091
 387,706
Long-term debt376,507
 263,618
Other liabilities196,163
 111,084
Total liabilities11,274,929
 10,890,965
Shareholders’ equity   
Preferred stock, $.01 par value – 5,000,000 shares authorized; no shares issued and outstanding
 
Common stock, $5.00 par value – 150,000,000 shares authorized; 59,296,725 shares issued; 56,855,002 and 58,546,480 shares outstanding, respectively296,483
 296,483
Treasury stock, at cost, 2,441,723 and 750,245 shares, respectively(83,189) (24,245)
Additional paid-in capital1,294,276
 1,288,911
Retained earnings617,355
 500,660
Accumulated other comprehensive income (loss), net of taxes764
 (17,896)
Total shareholders’ equity2,125,689
 2,043,913
Total liabilities and shareholders’ equity$13,400,618
 $12,934,878
 December 31,
 20222021
Assets
Cash and due from banks$193,513 $182,710 
Interest-bearing balances with banks382,479 1,695,255 
Cash and cash equivalents575,992 1,877,965 
Securities held to maturity (net of allowance for credit losses of $32 at both December 31, 2022 and 2021) (fair value of $1,206,540 and $415,552, respectively)1,324,040 416,357 
Securities available for sale, at fair value1,533,942 2,386,052 
Loans held for sale, at fair value110,105 453,533 
Loans held for investment, net of unearned income11,578,304 10,020,914 
Allowance for credit losses(192,090)(164,171)
Loans, net11,386,214 9,856,743 
Premises and equipment, net283,595 293,122 
Other real estate owned, net1,763 2,540 
Goodwill991,708 939,683 
Other intangible assets, net24,176 24,098 
Bank-owned life insurance373,808 287,359 
Mortgage servicing rights84,448 89,018 
Other assets298,385 183,841 
Total assets$16,988,176 $16,810,311 
Liabilities and shareholders’ equity
Liabilities
Deposits
Noninterest-bearing$4,558,756 $4,718,124 
Interest-bearing8,928,210 9,187,600 
Total deposits13,486,966 13,905,724 
Short-term borrowings712,232 13,947 
Long-term debt428,133 471,209 
Other liabilities224,829 209,578 
Total liabilities14,852,160 14,600,458 
Shareholders’ equity
Preferred stock, $0.01 par value – 5,000,000 shares authorized; no shares issued and outstanding— — 
Common stock, $5.00 par value – 150,000,000 shares authorized; 59,296,725 shares issued; 55,953,104 and 55,756,233 shares outstanding, respectively296,483 296,483 
Treasury stock, at cost, 3,343,621 and 3,540,492 shares, respectively(111,577)(118,027)
Additional paid-in capital1,302,422 1,300,192 
Retained earnings857,725 741,648 
Accumulated other comprehensive loss, net of taxes(209,037)(10,443)
Total shareholders’ equity2,136,016 2,209,853 
Total liabilities and shareholders’ equity$16,988,176 $16,810,311 
See Notes to Consolidated Financial Statements.

64


Renasant Corporation and Subsidiaries
Consolidated Statements of Income
(In Thousands, Except Share Data)
 Year Ended December 31,
 2019 2018 2017
Interest income     
Loans$501,336
 $428,374
 $344,472
Securities     
Taxable29,875
 23,948
 18,531
Tax-exempt5,477
 6,456
 9,433
Other5,892
 3,076
 2,314
Total interest income542,580
 461,854
 374,750
Interest expense     
Deposits81,995
 49,760
 24,620
Borrowings16,928
 15,569
 13,233
Total interest expense98,923
 65,329
 37,853
Net interest income443,657
 396,525
 336,897
Provision for loan losses7,050
 6,810
 7,550
Net interest income after provision for loan losses436,607
 389,715
 329,347
Noninterest income     
Service charges on deposit accounts35,972
 34,660
 33,224
Fees and commissions19,430
 23,868
 21,934
Insurance commissions8,919
 8,590
 8,361
Wealth management revenue14,433
 13,540
 11,884
Mortgage banking income57,896
 50,142
 43,415
Net gains (losses) on sales of securities348
 (16) 148
BOLI income6,109
 4,644
 4,353
Other10,147
 8,533
 8,821
Total noninterest income153,254
 143,961
 132,140
Noninterest expense     
Salaries and employee benefits250,784
 214,294
 184,540
Data processing19,679
 18,627
 16,474
Net occupancy and equipment49,553
 42,111
 37,756
Other real estate owned2,013
 1,892
 2,470
Professional fees10,166
 8,753
 7,150
Advertising and public relations11,607
 9,464
 8,248
Intangible amortization8,105
 7,179
 6,530
Communications8,858
 8,318
 7,578
Merger and conversion related expenses279
 14,246
 10,378
Extinguishment of debt54
 
 205
Other13,076
 20,145
 20,289
Total noninterest expense374,174
 345,029
 301,618
Income before income taxes215,687
 188,647
 159,869
Income taxes48,091
 41,727
 67,681
Net income$167,596
 $146,920
 $92,188
Basic earnings per share$2.89
 $2.80
 $1.97
Diluted earnings per share$2.88
 $2.79
 $1.96
Cash dividends per common share$0.87
 $0.80
 $0.73
 Year Ended December 31,
 202220212020
Interest income
Loans$479,910 $435,464 $466,432 
Securities
Taxable45,523 24,732 24,224 
Tax-exempt7,524 6,800 6,287 
Other8,853 1,689 1,189 
Total interest income541,810 468,685 498,132 
Interest expense
Deposits35,208 28,976 54,016 
Borrowings25,304 15,708 17,319 
Total interest expense60,512 44,684 71,335 
Net interest income481,298 424,001 426,797 
Provision for (recovery of) credit losses on loans23,788 (1,700)85,350 
Provision for credit losses on held to maturity securities— 32 — 
Provision for other credit losses— — 1,500 
Provision for (recovery of) credit losses23,788 (1,668)86,850 
Net interest income after provision for credit losses457,510 425,669 339,947 
Noninterest income
Service charges on deposit accounts39,957 36,569 31,326 
Fees and commissions17,268 15,732 13,043 
Insurance commissions10,754 9,841 8,990 
Wealth management revenue22,339 20,455 16,504 
Mortgage banking income35,794 109,604 150,499 
Swap termination gains— 4,676 — 
Net gains on sales of securities— 2,170 46 
BOLI income9,267 7,366 5,627 
Other13,874 20,571 9,497 
Total noninterest income149,253 226,984 235,532 
Noninterest expense
Salaries and employee benefits261,654 280,627 302,388 
Data processing14,900 21,726 20,685 
Net occupancy and equipment44,819 46,837 54,080 
Other real estate owned(453)253 2,754 
Professional fees11,872 11,776 11,293 
Advertising and public relations14,325 12,203 10,322 
Intangible amortization5,122 6,042 7,121 
Communications7,958 8,869 8,866 
Merger and conversion related expenses1,787 — — 
Restructuring charges732 368 7,365 
Swap termination charges— — 2,040 
Debt prepayment penalty— 6,123 121 
Other32,739 35,002 44,953 
Total noninterest expense395,455 429,826 471,988 
Income before income taxes211,308 222,827 103,491 
Income taxes45,240 46,935 19,840 
Net income$166,068 $175,892 $83,651 
Basic earnings per share$2.97 $3.13 $1.49 
Diluted earnings per share$2.95 $3.12 $1.48 
Cash dividends per common share$0.88 $0.88 $0.88 
See Notes to Consolidated Financial Statements.

65


Renasant Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income
(In Thousands)
 Year Ended December 31,
 2019 2018 2017
Net income$167,596
 $146,920
 $92,188
Other comprehensive income, net of tax:     
Securities available for sale:     
Unrealized holding gains (losses) on securities18,625
 (8,315) (2,218)
Reclassification adjustment for losses (gains) realized in net income1,872
 12
 (91)
Unrealized holding gains on securities transferred from held to maturity to available for sale
 
 8,108
Amortization of unrealized holding gains on securities transferred to the held to maturity category
 
 (173)
Total securities available for sale20,497
 (8,303) 5,626
Derivative instruments:     
Unrealized holding (losses) gains on derivative instruments(2,217) 365
 536
Total derivative instruments(2,217) 365
 536
Defined benefit pension and post-retirement benefit plans:     
Net gain arising during the period68
 308
 1,028
Amortization of net actuarial loss recognized in net periodic pension cost312
 245
 249
Total defined benefit pension and post-retirement benefit plans380
 553
 1,277
Other comprehensive income (loss), net of tax18,660
 (7,385) 7,439
Comprehensive income$186,256
 $139,535
 $99,627
 Year Ended December 31,
 202220212020
Net income$166,068 $175,892 $83,651 
Other comprehensive income, net of tax:
Securities available for sale:
Unrealized holding (losses) gains on securities(214,351)(38,371)20,717 
Reclassification adjustment for gains realized in net income— (1,618)(34)
Amortization of unrealized holding losses (gains) on securities transferred to the held to maturity category3,701 (54)— 
Total securities available for sale(210,650)(40,043)20,683 
Derivative instruments:
Unrealized holding gains on derivative instruments14,993 8,087 688 
Reclassification adjustment for (gains) losses realized in net income related to swap termination— (3,486)1,521 
Total derivative instruments14,993 4,601 2,209 
Defined benefit pension and post-retirement benefit plans:
Net (loss) gain arising during the period(3,062)(264)797 
Reclassification adjustment for settlement loss related to the voluntary early retirement program realized in net income— — 422 
New prior service cost— — (362)
Amortization of net actuarial loss recognized in net periodic pension cost125 195 193 
Amortization of prior service cost— — 362 
Total defined benefit pension and post-retirement benefit plans(2,937)(69)1,412 
Other comprehensive (loss) income, net of tax(198,594)(35,511)24,304 
Comprehensive (loss) income$(32,526)$140,381 $107,955 
See Notes to Consolidated Financial Statements.

66


Renasant Corporation and Subsidiaries
Consolidated Statements of Changes in Shareholders’ Equity
(In Thousands, Except Share Data)
  
Common Stock Treasury Stock Additional Paid-In Capital Retained Earnings Accumulated Other Comprehensive Income (Loss)  
 Shares Amount     Total
Balance at January 1, 201744,332,273
 $225,535
 $(21,692) $707,408
 $337,536
 $(15,904) $1,232,883
Net income        92,188
   92,188
Other comprehensive income          7,439
 7,439
Comprehensive income            99,627
Reclassification of the income tax effects of the Tax Cuts and Jobs Act to Retained earnings

        2,046
 (2,046) 
Cash dividends ($0.73 per share)        (34,416)   (34,416)
Common stock issued in connection with an acquisition4,883,182
 24,416
 

 189,174
     213,590
Issuance of common stock for stock-based compensation awards105,776
   1,786
 (3,976)     (2,190)
Stock-based compensation expense      5,293
     5,293
Other, net      196
 
   196
Balance at December 31, 201749,321,231
 $249,951
 $(19,906) $898,095
 $397,354
 $(10,511) $1,514,983
Net income        146,920
   146,920
Other comprehensive loss          (7,385) (7,385)
Comprehensive income            139,535
Repurchase of shares in connection with stock repurchase program(199,065)   (7,062)   

 
 (7,062)
Cash dividends ($0.80 per share)        (43,614)   (43,614)
Common stock issued in connection with an acquisition9,306,477
 46,532
 

 387,987
     434,519
Repurchase of shares in connection with acquisition related to stock-based compensation awards(2,000)   (93)       (93)
Issuance of common stock for stock-based compensation awards119,837
   2,816
 (4,679)     (1,863)
Stock-based compensation expense      7,251
     7,251
Other, net      257
 

   257
Balance at December 31, 201858,546,480
 $296,483
 $(24,245) $1,288,911
 $500,660
 $(17,896) $2,043,913
Net income        167,596
   167,596
Other comprehensive income          18,660
 18,660
Comprehensive income            186,256
Repurchase of shares in connection with stock repurchase program(1,820,202)   (62,944)       (62,944)
Cash dividends ($0.87 per share)        (50,901)   (50,901)
Issuance of common stock for stock-based compensation awards128,724
   4,000
 (4,831)     (831)
Stock-based compensation expense      10,196
     10,196
Balance at December 31, 201956,855,002
 $296,483
 $(83,189) $1,294,276
 $617,355
 $764
 $2,125,689
  
Common StockTreasury StockAdditional Paid-In CapitalRetained EarningsAccumulated Other Comprehensive Income (Loss) 
 SharesAmountTotal
Balance at January 1, 202056,855,002 $296,483 $(83,189)$1,294,276 $617,355 $764 $2,125,689 
Cumulative effect adjustment due to the adoption of ASU 2016-13— — — — (35,099)— (35,099)
Net income— — — — 83,651 — 83,651 
Other comprehensive income— — — — — 24,304 24,304 
Comprehensive income107,955 
Repurchase of shares in connection with stock repurchase program(818,886)— (24,569)— — — (24,569)
Cash dividends ($0.88 per share)— — — — (50,134)— (50,134)
Issuance of common stock for stock-based compensation awards164,371 — 6,204 (7,890)— — (1,686)
Stock-based compensation expense— — — 10,577 — — 10,577 
Balance at December 31, 202056,200,487 $296,483 $(101,554)$1,296,963 $615,773 $25,068 $2,132,733 
Net income— — — — 175,892 — 175,892 
Other comprehensive loss— — — — — (35,511)(35,511)
Comprehensive income140,381 
Repurchase of shares in connection with stock repurchase program(612,107)— (21,315)— — — (21,315)
Cash dividends ($0.88 per share)— — — — (50,017)— (50,017)
Issuance of common stock for stock-based compensation awards167,853 — 4,842 (6,845)— — (2,003)
Stock-based compensation expense— — — 10,074 — — 10,074 
Balance at December 31, 202155,756,233 $296,483 $(118,027)$1,300,192 $741,648 $(10,443)$2,209,853 
Net income— — — — 166,068 — 166,068 
Other comprehensive loss— — — — — (198,594)(198,594)
Comprehensive loss(32,526)
Cash dividends ($0.88 per share)— — — — (49,991)— (49,991)
Issuance of common stock for stock-based compensation awards196,871 — 6,450 (9,275)— — (2,825)
Stock-based compensation expense— — — 11,505 — — 11,505 
Balance at December 31, 202255,953,104 $296,483 $(111,577)$1,302,422 $857,725 $(209,037)$2,136,016 
See Notes to Consolidated Financial Statements.

67


Renasant Corporation and Subsidiaries
Consolidated Statements of Cash Flows
(In Thousands, Except Share Data)
 Year Ended December 31,
 202220212020
Operating activities
Net income$166,068 $175,892 $83,651 
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for (recovery of) credit losses23,788 (1,668)86,850 
Depreciation, amortization and accretion42,744 47,350 34,633 
Deferred income tax expense (benefit)2,280 11,411 (13,662)
Proceeds from sale of mortgage servicing rights18,525 — — 
Gain on sale of mortgage servicing rights(2,960)— — 
Funding of mortgage loans held for sale(1,679,356)(4,059,927)(4,479,421)
Proceeds from sales of mortgage loans held for sale2,043,360 4,116,106 4,530,328 
Gains on sales of mortgage loans held for sale(15,803)(82,399)(150,406)
Valuation adjustment to mortgage servicing rights— (13,561)11,726 
Gains on sales of securities— (2,170)(46)
Debt prepayment penalty— 6,123 121 
(Gains) losses on sales of premises and equipment(239)(840)38 
Stock-based compensation11,505 10,074 10,577 
Increase in other assets(29,671)(20,812)(59,224)
(Decrease) increase in other liabilities(6,196)(42,920)27,077 
Net cash provided by operating activities574,045 142,659 82,242 
Investing activities
Purchases of securities available for sale(713,096)(2,107,934)(515,657)
Proceeds from sales of securities available for sale— 176,455 44,906 
Proceeds from call/maturities of securities available for sale385,507 458,020 437,981 
Purchases of securities held to maturity(91,803)(52,135)— 
Proceeds from call/maturities of securities held to maturity67,448 2,246 — 
Net (increase) decrease in loans(1,456,119)910,063 (1,233,232)
Purchases of premises and equipment(14,838)(20,516)(28,270)
Proceeds from sales of premises and equipment1,234 9,813 — 
Purchase of bank-owned life insurance(80,000)(50,000)— 
Net change in FHLB stock(27,807)3,980 18,840 
Proceeds from sales of other assets3,578 6,342 8,438 
Net cash paid in acquisitions(120,888)— — 
Other, net3,127 3,663 1,446 
Net cash used in investing activities(2,043,657)(660,003)(1,265,548)
Financing activities
Net (decrease) increase in noninterest-bearing deposits(159,368)1,033,076 1,133,278 
Net (decrease) increase in interest-bearing deposits(259,390)813,567 712,781 
Net increase (decrease) in short-term borrowings668,805 (7,393)(467,872)
Proceeds from long-term debt— 197,061 98,266 
Repayment of long-term debt(32,417)(202,873)(171)
Cash paid for dividends(49,991)(50,017)(50,134)
Repurchase of shares in connection with stock repurchase program— (21,315)(24,569)
Net cash provided by financing activities167,639 1,762,106 1,401,579 
Net (decrease) increase in cash and cash equivalents(1,301,973)1,244,762 218,273 
Cash and cash equivalents at beginning of year1,877,965 633,203 414,930 
Cash and cash equivalents at end of year$575,992 $1,877,965 $633,203 
 Year Ended December 31,
 2019 2018 2017
Operating activities     
Net income$167,596
 $146,920
 $92,188
Adjustments to reconcile net income to net cash provided by operating activities:     
Provision for loan losses7,050
 6,810
 7,550
Depreciation, amortization and accretion8,185
 3,496
 4,832
Deferred income tax expense20,041
 16,444
 23,461
Revaluation of net deferred tax assets due to changes in tax law
 
 14,486
Funding of mortgage loans held for sale(2,381,178) (1,763,246) (1,683,454)
Proceeds from sales of mortgage loans held for sale2,328,607
 1,698,141
 1,775,450
Gains on sales of mortgage loans held for sale(45,854) (40,318) (19,675)
Valuation adjustment to mortgage servicing rights1,836
 
 
(Gains) losses on sales of securities(348) 16
 (148)
Penalty on prepayment of debt54
 
 205
(Gains) losses on sales of premises and equipment(881) (198) 565
Stock-based compensation10,196
 7,251
 5,293
Net change in other loans held for sale59,885
 60,599
 
Decrease (increase) in other assets683
 (11,849) (1,139)
Decrease in other liabilities(12,249) (41,954) (12,572)
Net cash provided by operating activities163,623
 82,112
 207,042
Investing activities     
Purchases of securities available for sale(492,018) (686,887) (210,190)
Proceeds from sales of securities available for sale212,485
 2,387
 495,340
Proceeds from call/maturities of securities available for sale262,287
 160,703
 169,445
Proceeds from call/maturities of securities held to maturity
 
 15,882
Net increase in loans(465,182) (115,208) (440,205)
Purchases of premises and equipment(34,966) (22,360) (13,047)
Proceeds from sales of premises and equipment3,728
 921
 2,101
Net change in FHLB stock(11,315) (4,706) (5,481)
Proceeds from sales of other assets18,404
 8,361
 14,131
Net cash (paid) received in acquisition(250) 153,502
 41,685
Other, net917
 
 
Net cash (used in) provided by investing activities(505,910) (503,287) 69,661
Financing activities     
Net increase in noninterest-bearing deposits233,064
 49,087
 11,588
Net (decrease) increase in interest-bearing deposits(147,139) 447,317
 (88,717)
Net increase (decrease) in short-term borrowings101,385
 263,753
 (19,862)
Proceeds from long-term debt150,000
 
 
Repayment of long-term debt(35,359) (849) (170,240)
Cash paid for dividends(50,901) (43,614) (34,416)
Repurchase of shares in connection with stock repurchase program(62,944) (7,062) 
Cash received on exercise of stock options
 201
 173
Net cash provided by (used in) financing activities188,106
 708,833
 (301,474)
Net (decrease) increase in cash and cash equivalents(154,181) 287,658
 (24,771)
Cash and cash equivalents at beginning of year569,111
 281,453
 306,224
Cash and cash equivalents at end of year$414,930
 $569,111
 $281,453

See Notes to Consolidated Financial Statements.         7668




Renasant Corporation and Subsidiaries
Consolidated Statements of Cash Flows (continued)


Year Ended December 31, Year Ended December 31,
2019 2018 2017 202220212020
Supplemental disclosures     Supplemental disclosures
Cash paid for interest$98,396
 $66,706
 $36,888
Cash paid for interest$54,562 $45,745 $73,686 
Cash paid for income taxes$26,727
 $24,520
 $32,556
Cash paid for income taxes$41,764 $50,977 $39,989 
Noncash transactions:     Noncash transactions:
Transfers of loans to other real estate$4,764
 $3,826
 $6,699
Transfers of loans to other real estate$2,207 $3,180 $8,588 
Financed sales of other real estate owned$611
 $531
 $773
Financed sales of other real estate owned$— $577 $148 
Transfers of mortgage loans held for sale to loans held for investment$189
 $1,732
 $563
Transfers of other loans held for sale to loans held for investment$134,335
 $
 $
Common stock issued in acquisition of businesses$
 $434,519
 $213,590
Recognition of operating right-of-use assets$91,181
 $
 $
Recognition of operating right-of-use assets$3,475 $8,142 $9,393 
Recognition of operating lease liabilities$94,700
 $
 $
Recognition of operating lease liabilities$3,475 $8,142 $9,393 
Available for sale securities transferred to held to maturity securitiesAvailable for sale securities transferred to held to maturity securities$882,927 $366,886 $— 
See Notes to Consolidated Financial Statements.
69


Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements


Note 1 – Significant Accounting Policies
(Dollar amounts in thousands)
Nature of Operations: Renasant Corporation (referred to herein as the “Company”) owns and operates Renasant Bank (“Renasant Bank” or the “Bank”) and, Renasant Insurance, Inc., Park Place Capital Corporation and Continental Republic Capital, LLC (doing business as “Republic Business Credit”). Through its subsidiaries, the Company offers a diversified range of financial, wealth management, fiduciary and insurance services to its retail and commercial customers from full service offices located throughout norththe Southeast as well as offers factoring and central Mississippi, Tennessee, Alabama, Georgia and Florida.asset-based lending on a nationwide basis.
Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
Consolidation: The accompanying Consolidated Financial Statements and these Notes to Consolidated Financial Statements include the accounts of the Company and its consolidated subsidiaries, all of which are wholly-owned. All intercompany balances and transactions have been eliminated. Certain prior year amounts have been reclassified to conform to the current year presentation. Reclassifications had no effect on prior years’ net income or shareholders’ equity.
Cash and Cash Equivalents: The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents.
Securities: Debt securities are classified as held to maturity when purchased if management has the positive intent and ability to hold the securities to maturity. Held to maturity securities are stated at amortized cost. Presently, the Company has no intention of establishing a trading classification. Securities not classified as held to maturity or trading are classified as available for sale. Available for sale securities are stated at fair value, with the unrealized gains and losses, net of tax, reported in accumulated other comprehensive income within shareholders’ equity.
The amortized cost of securities, regardless of classification, is adjusted for amortization of premiums and accretion of discounts. Such amortization and accretion is included in interest income from securities, as is dividend income. Realized gains and losses on sales of securities are reflected under the line item “Net gains (losses) on sales of securities” on the Consolidated Statements of Income. The cost of securities sold is based on the specific identification method.
The Company evaluates its allowance for credit losses on the held to maturity investment portfolio for other-than-temporary-impairment (“OTTI”) on a quarterly basis in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic (“ASC”) 320, “Investments326, “Financial Instruments - DebtCredit Losses (“ASC 326”; ASC 326 is also referred to as “CECL”). Expected credit losses on debt securities classified as held to maturity are measured on a collective basis by major security type. The estimates of expected credit losses are based on historical default rates, investment grades, current conditions, and Equity Securities.” Impairmentreasonable and supportable forecasts about the future. The allowance is assessed atincreased through provision for credit losses and decreased by charge-offs, net of recoveries of amounts previously charged-off. All of the individual security level. residential and commercial mortgage-backed securities recorded as held to maturity are issued by U.S. Government agencies and GSEs. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major rating agencies and have a long history of no credit losses. The state and political subdivision securities are highly rated by major rating agencies.
The Company considersalso evaluates available for sale investment securities in an investment security impaired if the fair value of the security is less than its cost or amortized costunrealized loss position on a quarterly basis. Impairment is considered to be other-than-temporary ifIf the Company intends to sell the investment security or if the Company doesit is more likely than not expect to recover the entire amortized cost basis of the security before the Company isthat it will be required to sell before recovery, the security or the security’s maturity. When impairment of an equity security is considered to be other-than-temporary, the security is written down to its fair value and an impairmententire unrealized loss is recorded as a loss within noninterest income in the Consolidated Statements of Income. When impairmentIncome with a corresponding adjustment to the amortized cost basis of a debt security is considered to be other-than-temporary, the security is written down to its fair value. The amount of OTTI recorded as a loss within noninterest income depends on whether an entity intendssecurity. If the Company does not intend to sell the debt security and whether it is not more likely than not that the entity will be required to sell the security before recovery of its amortized cost basis. If an entity intends to, or has decided to, sell the debt security or more likely than notit will be required to sell the security before recovery of its amortized cost basis, OTTI must be recognized in earnings in an amount equal to the entire difference betweenCompany evaluates if any of the security’s amortized cost basis and its fair value. If an entity does not intend to sell the debt security and itunrealized loss is not more likely than not that the entity will be required to sell the security before recovery of its amortized cost basis, OTTI is separated into the amount representing credit loss and the amount related to all other market factors.a potential credit loss. The amount, if any, related to credit loss is recognized in earnings as a provision for credit loss and a corresponding allowance for credit losses is established; each is calculated as the difference between the estimate of discounted future cash flows and the amortized cost basis of the security. A number of qualitative and quantitative factors, including but not limited to the financial condition of the underlying issuer and current and projected deferrals or defaults, are considered by management in the estimate of the discounted future cash flows. The remaining difference between the fair value and the amortized cost basis of the security is considered the amount related to other market factors and is recognized in other comprehensive income, net of applicable taxes.
70


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1 – Significant Accounting Policies (continued)

Recognition of investment interest is discontinued on debt securities that are transferred to nonaccrual status. A number of qualitative factors, including but not limited to the financial condition of the underlying issuer and current and projected deferrals or defaults, are considered by management in the determination of whether the debt security should be transferred to nonaccrual status. The interest on nonaccrual investment securities is accounted for on the cash-basis method until the debt security qualifies for return to accrual status. See Note 3,2, “Securities,” for further details regarding the Company’s securities portfolio.

Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Securities Sold Under Agreements to Repurchase: Securities sold under agreements to repurchase are accounted for as collateralized financing transactions and are recorded at the amounts at which the securities were sold. Securities, generally U.S. government and federal agency securities, pledged as collateral under these financing arrangements cannot be sold or repledged by the secured party.
Loans Held for Sale: Residential mortgage loans held for sale are included in the line itemThe “Loans held for sale” line item on the Company’s Consolidated Balance Sheets.Sheets consists of residential mortgage loans held for sale. The Company has elected to carry these loans at fair value as permitted under the guidance in ASC 825, “Financial Instruments”Financial Instruments (“ASC 825”). Gains and losses are realized at the time consideration is received and all other criteria for sales treatment have been met. These realized and unrealized gains and losses are classified under the line item “Mortgage banking income” on the Consolidated Statements of Income.
In connection withFactoring: The Company provides short-term financing to certain clients by operating as a factor. The Company purchases accounts receivable from its clients and then generally collects the acquisitionreceivables directly from the clients’ account customers. Cash is advanced to the Company’s client to the extent of Brand (as defined below in Note 2, “Mergers and Acquisitions”), the Company acquired a portfolio of non-mortgage consumer loans, which were also includedadvance rate, less any applicable fees, set forth in the line item “Loans held for sale”individual factoring agreement. The unadvanced portion of the purchased receivables are considered client reserves and may be used to settle payment disputes or collection shortfalls. Upon collection of the receivable and settlement of any client obligation, the client reserves are returned to the client. Factoring receivables, net of client receivables, are reported as “Loans” on the Company’s Consolidated Balance SheetSheets. Factoring fees are reported as interest income on loans while other fees generated from factoring relationships are reported as noninterest income on the Consolidated Statements of December 31, 2018. During 2019, the Company made the decision to hold the portfolio for the foreseeable future and therefore transferred the loans from the held for sale category to the held for investment category. While these non-mortgage consumer loans were classified as held for sale, the Company carried these loans at the lower of amortized cost or fair value.Income.
Loans and the Allowance for LoanCredit Losses: Loans that management has the intent and ability to hold for the foreseeable future or until maturity or pay-off generally are reported at their amortized cost or outstanding unpaid principal balances, in either case adjusted for charge-offs, the allowance for loancredit losses, any deferred fees or costs on originated loans and any purchase discounts or premiums on purchased loans. Renasant Bank defers certain nonrefundable loan origination fees as well as the direct costs of originating or acquiring loans. The deferred fees and costs are then amortized over the term of the note for all loans with payment schedules. Loans with no payment schedule are amortized using the interest method. The amortization of these deferred fees is presented as an adjustment to the yield on loans. Interest income is accrued on the unpaid principal balance.
Loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. Generally, the recognition of interest on mortgage and commercial and industrial loans is discontinued at the time the loan is 90 days past due unless the credit is well-secured and in process of collection. Consumer and other retail loans are typically charged-off no later than the time the loan is 120 days past due. In all cases, loans are placed on nonaccrual status or charged-off at an earlier date if collection of principal or interest is considered doubtful. Loans may be placed on nonaccrual regardless of whether or not such loans are considered past due. All interest accrued for the current year, but not collected, for loans that are placed on nonaccrual or charged-off is reversed against interest income.income; the amount of interest income recognized on nonaccrual loans was immaterial for the years ended December 31, 2022, 2021 and 2020. The interest on these loans is accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.
A loan is considered impaired when, based on current information and events, it is probable that As a result, the Company will be unablehas made an accounting policy election to collectexclude accrued interest from the scheduled paymentsmeasurement of principal orthe allowance for credit losses. As of December 31, 2022 and 2021, the Company has accrued interest when due accordingreceivable for loans of $49,850 and $41,692, respectively, which is recorded in the “Other assets” line item on the Consolidated Balance Sheets. Although the Company made the election to exclude accrued interest from the contractual termsmeasurement of the allowance for credit losses, the Company did have an allowance for credit losses on interest deferred as part of the loan agreement. Impairment is measured on a loan-by-loan basis for commercial and construction loans above a minimum dollar amount threshold by, as applicable, the present value of expected future cash flows discounted at the loan’s effective interest rate, the loan’s obtainable market price or the fair value of the collateral if the loan is collateral dependent. Large groups of smaller balance homogeneous loans are evaluated collectively for impairment. When the ultimate collectability of an impaired loan’s principal isdeferral program implemented in doubt, wholly or partially, all cash receipts are applied to principal. Once the recorded balance has been reduced to zero, future cash receipts are applied to interest income,response to the extent any interest has been foregone,COVID-19 pandemic of $1,248 and then they are recorded$1,273, respectively, as recoveries of any amounts previously charged-off. For impaired loans, a specific reserve is established to adjust the carrying value of the loan to its estimated net realizable value.December 31, 2022 and 2021.
Restructured loans are those for which concessions have been granted to the borrower due to a deterioration of the borrower’s financial condition and are performing in accordance with the new terms. Such concessions may include reduction in interest rates or deferral of interest or principal payments. In evaluating whether to restructure a loan, management analyzes the long-term financial condition of the borrower, including guarantor and collateral support, to determine whether the proposed
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Notes to Consolidated Financial Statements
Note 1 – Significant Accounting Policies (continued)

concessions will increase the likelihood of repayment of principal and interest. Restructured loans that are not performing in accordance with their restructured terms that are either contractually 90 days past due or have been placed on nonaccrual status are reported as nonperforming loans.
The allowance for loancredit losses is an estimate of expected losses inherent within the Company’s loans held for investment portfolio and is maintained at a level believed adequate by management to absorb probable credit losses inherent in the entire loan portfolio. The appropriate level of the allowance is based on an ongoing analysis of thesuch loan portfolio and represents an amount that management deems adequate to provide for inherent losses, including collective impairment as recognized

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1 – Significant Accounting Policies (continued)


underin accordance with ASC 450, “Contingencies.” Collective impairment is calculated based on loans grouped by grade. Another component of the allowance is losses on loans assessed as impaired under ASC 310, “Receivables” (“ASC 310”). The balance of these loans and their related allowance is included in management’s estimation and analysis of the allowance for loan losses.326. Management and the internal loan review staff evaluateevaluates the adequacy of the allowance for loancredit losses quarterly.on a quarterly basis. Expected credit loss inherent in non-cancellable off-balance-sheet credit exposures is accounted for as a separate liability in the Consolidated Balance Sheets. The allowance for credit losses for loans held for investment, as reported in the Company’s Consolidated Balance Sheets, is adjusted by a provision for credit losses, which is reported in earnings, and reduced by net charge-offs. Loan losses are charged against the allowance for credit losses when management believes the uncollectability of a loan lossesbalance is evaluated based on a continuingconfirmed. Subsequent recoveries, if any, are credited to the allowance.
The credit loss estimation process involves procedures to appropriately consider the unique characteristics of the Company’s loan portfolio segments. Credit quality is assessed and monitored by evaluating various attributes, and the results of those evaluations are utilized in underwriting new loans and in the Company’s process for the estimation of expected credit losses. Credit quality monitoring procedures and indicators can include an assessment of problem loans, the types of loans, historical loss experience, new lending products, emerging credit trends, changes in the size and character of loan categories and other factors, including itsthe Company’s risk rating system, regulatory guidance and economic conditions.conditions, such as the unemployment rate and GDP growth in the markets in which the Company operates, as well as trends in the market values of underlying collateral securing loans, all as determined based on input from management, loan review staff and other sources. This evaluation is complex and inherently subjective, as it requires estimates by management that are inherently uncertain and therefore susceptible to significant revision as more information becomes available. Similarly, there may be significant changes in the allowance and provision for credit losses in future periods as the estimates and assumptions underlying such estimates are adjusted in light of then-prevailing factors and forecasts. Changes in any of the assumptions involved in the estimation process may result in significant changes in the allowance and provision for credit losses in those future periods.
The methodology for estimating the amount of expected credit losses reported in the allowance for credit losses has two basic components: first, a collective (or pooled) component for estimating expected credit losses for pools of loans that share similar risk characteristics; and second, an asset-specific component involving individual loans that do not share risk characteristics with other loans and the measurement of expected credit losses for such individual loans.
Loans Evaluated on a Collective (Pool) Basis
The allowance for credit losses for loans that share similar risk characteristics with other loans is calculated on a collective or pool basis, where such loans are segregated into loan portfolio segments based upon similarity of credit risk. The Company’s primary loan portfolio segments are as follows:
Commercial, Financial, and Agricultural (“Commercial”) - Commercial loans are customarily granted to established local business customers in the Company’s market area on a collateralized basis to meet their credit needs. Maturities are typically short term in nature and are commensurate with the secondary source of repayment that serves as the Company’s collateral. Although commercial loans may be collateralized by equipment or other business assets, the repayment of this type of loan depends primarily on the creditworthiness and projected cash flow of the borrower (and any guarantors). Thus, the chief considerations when assessing the risk of a commercial loan are the local business borrower’s ability to sell its products/services, thereby generating sufficient operating revenue to repay the Company under the agreed upon terms and conditions, and the general business conditions of the local economy or other market that the business serves. The Company's factoring receivables are categorized as commercial loans; for these commercial loans, the risk assessment considers the ability of the client's account customer, rather than the client itself, to repay the Company.
Real Estate - Construction - The Company’s construction loan portfolio consists of loans for the construction of single family residential properties, multi-family properties and commercial projects. Maturities for construction loans generally range from six to 12 months for residential properties and from 24 to 36 months for non-residential and multi-family properties. The source of repayment of a construction loan comes from the sale or lease of newly-constructed property, although often construction loans are repaid with the proceeds of a commercial real estate loan that the Company makes to the owner or lessor of the newly-constructed property.
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Notes to Consolidated Financial Statements
Note 1 – Significant Accounting Policies (continued)

Real Estate - 1-4 Family Mortgage - This segment of the Company’s loan portfolio includes loans secured by first or second liens on residential real estate in which the property is the principal residence of the borrower, as well as loans secured by residential real estate in which the property is rented to tenants or is otherwise not the principal residence of the borrower; loans for the preparation of residential real property prior to construction are also included in this segment. Finally, this segment includes home equity loans or lines of credit and term loans secured by first and second mortgages on the residences of borrowers who elect to use the accumulated equity in their homes for purchases, refinances, home improvements, education and other personal expenditures. The Company attempts to minimize the risk associated with residential real estate loans by scrutinizing the financial condition of the borrower; typically, the maximum loan-to-value ratio is also limited.
Real Estate - Commercial Mortgage - Included in this portfolio segment (referred to collectively as “commercial real estate loans”) are “owner-occupied” loans in which the owner develops a property with the intention of locating its business there. Payments on these loans are dependent on the successful development and management of the business as well as the borrower’s ability to generate sufficient operating revenue to repay the loan. In some instances, in addition to the mortgage on the underlying real estate of the business, commercial real estate loans are secured by other non-real estate collateral, such as equipment or other assets used in the business. In addition to owner-occupied commercial real estate loans, the Company offers loans in which the owner develops a property where the source of repayment of the loan will come from the sale or lease of the developed property, for example, retail shopping centers, hotels and storage facilities. These loans are referred to as “non-owner occupied” commercial real estate loans. The Company also offers commercial real estate loans to developers of commercial properties for purposes of site acquisition and preparation and other development prior to actual construction (referred to as “commercial land development loans”). Non-owner occupied commercial real estate loans and commercial land development loans are dependent on the successful completion of the project and may be affected by adverse conditions in the real estate market or the economy as a whole.
Lease Financing - This segment of the Company’s loan portfolio includes loans granted to provide capital to businesses for commercial equipment needs. These loans are generally granted for periods ranging between two and five years at fixed rates of interest. Loss or decline of income by the borrower due to unplanned occurrences represents the primary risk of default to the Company. In the event of default, a shortfall in the value of the collateral may pose a loss in this loan category. The Company obtains a lien against the collateral securing the loan and holds title (if applicable) until the loan is repaid in full. Transportation, manufacturing, healthcare, material handling, printing and construction are the industries that typically obtain lease financing.
Installment Loans to Individuals - Installment loans to individuals (or “consumer loans”) are granted to individuals for the purchase of personal goods. Loss or decline of income by the borrower due to unplanned occurrences represents the primary risk of default to the Company. In the event of default, a shortfall in the value of the collateral may pose a loss in this loan category. Before granting a consumer loan, the Company assesses the applicant’s credit history and ability to meet existing and proposed debt obligations. Although the applicant’s creditworthiness is the primary consideration, the underwriting process also includes a comparison of the value of the collateral, if any, to the proposed loan amount. The Company obtains a lien against the collateral securing the loan and holds title (if applicable) until the loan is repaid in full.
In determining the allowance for credit losses on loans evaluated on a collective basis, the Company categorizes loan pools based on loan type and/or risk rating. The Company uses two CECL models: (1) a loss rate model, based on average historical life-of-loan loss rates, which is used for the Real Estate - 1-4 Family Mortgage, Real Estate - Construction and the Installment Loans to Individuals portfolio segments, and (2) for the C&I, Real Estate - Commercial Mortgage and Lease Financing portfolio segments, the Company uses a probability of default/loss given default model, which calculates an expected loss percentage for each loan pool by considering (a) the probability of default, based on the migration of loans from performing (using risk ratings) to default using life-of-loan analysis periods, and (b) the historical severity of loss, based on the aggregate net lifetime losses incurred per loan pool.
The historical loss rates calculated as described above are adjusted, as necessary, for both internal and external qualitative factors where there are differences in the historical loss data of the Company and current or projected future conditions. Internal factors include loss history, changes in credit quality (including movement between risk ratings) and/or credit concentration and changes in the nature and volume of the respective loan portfolio segments. External factors include current and reasonable and supportable forecasted economic conditions and changes in collateral values. These factors are used to adjust the historical loss rates (as described above) to ensure that they reflect management’s expectation of future conditions based on a reasonable and supportable forecast period. To the extent the lives of the loans in the portfolio extend beyond the period for which a reasonable and supportable forecast can be made, when necessary, the models immediately revert back to the historical loss rates adjusted for qualitative factors related to current conditions.
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Notes to Consolidated Financial Statements
Note 1 – Significant Accounting Policies (continued)

Loans Evaluated on an Individual Basis
For loans that do not share similar risk characteristics with other loans, an individual analysis is performed to determine the expected credit loss. If the respective loan is collateral dependent (that is, when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral), the expected credit loss is measured as the difference between the amortized cost basis of the loan and the fair value of the collateral. The fair value of collateral is initially based on external appraisals. Generally, collateral values for loans for which measurement of expected losses is established throughdependent on the fair value of such collateral are updated every twelve months, either from external third parties or in-house certified appraisers. Third-party appraisals are obtained from a provisionpre-approved list of independent, local appraisal firms. The fair value of the collateral derived from external appraisal is then adjusted for loan losses chargedthe estimated cost to earnings resulting from measurements of inherent credit risk in the loan portfolio and estimates of probable lossessell if repayment or impairments of individual loans. Loan losses are charged against the allowance when management believes the uncollectabilitysatisfaction of a loan balance is confirmed. Subsequent recoveries,dependent on the sale (rather than only on the operation) of the collateral. Other acceptable methods for determining the expected credit losses for individually evaluated loans (typically used when the loan is not collateral dependent) is a discounted cash flow approach or, if any,applicable, an observable market price. Once the expected credit loss amount is determined, an allowance equal to such expected credit loss is included in the allowance for credit losses.
The Company considers the loans in the Real Estate - Construction, Real Estate - 1-4 Family Mortgage and Real Estate - Commercial Mortgage loan segments disclosed as individually evaluated in Note 4, “Allowance for Credit Losses” as collateral dependent with the type of collateral being real estate.
The Company maintains a separate allowance for credit losses on unfunded loan commitments, which is included in the “Other liabilities” line item on the Consolidated Balance Sheets. Changes in such allowance are creditedrecorded in the “Other noninterest expense” line item on the Consolidated Statements of Income. Management estimates the amount of expected losses on unfunded loan commitments by calculating a likelihood of funding over the contractual period for exposures that are not unconditionally cancellable by the Company and applying the loss factors used in the allowance for credit losses on loans methodology described above to unfunded commitments for each loan type. No credit loss estimate is reported for off-balance-sheet credit exposures that are unconditionally cancellable by the allowance.Company.
See Note 4, “ Non Purchased Loans,” Note 5, “Purchased Loans,3, “Loans,” and Note 6, “ Allowance4, “Allowance for LoanCredit Losses” for disclosures regarding the Company’s past due and nonaccrual loans, impaired loans and restructured loans and its allowance for loancredit losses.
Business Combinations, Accounting for Credit-Deteriorated Purchased Credit Deteriorated Loans and Related Assets: Business combinations are accounted for by applying the acquisition method in accordance with ASC 805, “Business Combinations.Business Combinations.” Under the acquisition method, identifiable assets acquired and liabilities assumed and any non-controlling interest in the acquireeacquired company at the acquisition date are measured at their fair values as of that date and are recognized separately from goodwill. Results of operations of the acquired entities are included in the Consolidated Statements of Income from the date of acquisition. Acquisition costs incurred by the Company are expensed as incurred.
LoansFor a purchased asset that the Company has the intent of holding for investment, ASC 326 requires the Company to determine whether the asset has experienced more-than-insignificant deterioration in business combinations with evidencecredit quality since origination. Factors used in the determination will vary but may include delinquency history, historical accrual status, down grades in the risk rating by the seller, among others. The Company's review of an asset during its due diligence evaluation of the purchase may identify other unique attributes that would indicate more-than-insignificant deterioration has occurred such as the borrower's financial condition, credit rating or credit score as well as the value of underlying collateral. The Company analyzes these factors collectively and may also consider market conditions or economic factors that would indicate a purchased asset has experienced more-than-insignificant deterioration in credit quality since origination and for which it is probableorigination. Such assets that all contractually required payments will not be collectedhave experienced more-than insignificant deterioration are consideredreferred to be credit-impaired. Purchasedas purchased credit deteriorated loans are accounted(“PCD”) assets. ASC 326 provides for in accordance with ASC 310-30, “Loans and Debt Securities Acquired with Deteriorated Credit Quality” (“ASC 310-30”), and initially measured atspecial initial recognition of PCD assets, commonly referred to as the “gross-up” approach, where the allowance for credit losses is recognized by adding it to the fair value which includes estimated futureto arrive at the Day 1 amortized cost basis. After initial recognition, the accounting for PCD assets will generally follow the credit loss model that applies to that type of asset. Non-PCD assets record the Day 1 allowance for credit losses expected to be incurredthrough earnings on the date of purchase. The Company will accrete or amortize as interest income the fair value discounts on both PCD and non-PCD assets over the life of the loans. Increases in expected cash flowsasset.
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Notes to be collected on these loans are recognized as an adjustment of the loan’s yield over its remaining life, while decreases in expected cash flows are recognized as an impairment.Consolidated Financial Statements
Note 1 – Significant Accounting Policies (continued)

Premises and Equipment: Premises and equipment are stated at cost less accumulated depreciation. Depreciation is computed primarily by use of the straight-line method for furniture, fixtures, equipment, autos and premises. The annual provisions for depreciation have been computed primarily using estimated lives of forty40 years for premises, three to seven years for furniture and equipment and three to five years for computer equipment and autos. Leasehold improvements are expensed over the period of the leases or the estimated useful life of the improvements, whichever is shorter.
Effective January 1, 2019, ASC 842, “Leases”Leases” (“ASC 842”) requires a lessee to recognize a right-of-use asset and a lease liability for all leases with a term greater than twelve12 months on its balance sheet regardless of the whether the lease is classified as financing or operating.
All of the Company’s lessee arrangements are operating leases, being real estate leases for Company facilities. Under these arrangements, the Company records right-of-use assets and corresponding lease liabilities, each of which is based on the present value of the remaining lease payments and are discounted at the Company’s incremental borrowing rate. Right-of-use assets are reported in premises and equipment on the Consolidated Balance Sheets and the related lease liabilities are reported in other liabilities.liabilities. All leases are recorded on the Consolidated Balance Sheets except for leases with an initial term less than 12 months for which the Company elected the short-term lease recognition exemption.under ASC 842. Lease terms may contain renewal and extension options and early termination features. Many leases include one or more options to renew, with renewal terms that can extend the lease term from one to 20 years or more. The exercise of lease renewal options is at the Company’s sole discretion. Renewal options which are reasonably certain to be exercised in the future were included in the measurement of right-of-use assets and lease liabilities.
Lease expense is recognized on a straight-line basis over the lease term and is recorded in the “Net occupancy and equipment expenseexpense” line item in the Consolidated Statements of Income. Variable lease payments consist primarily of common area maintenance, insurance and taxes. The Company does not have any material sublease agreements currently in place.
Other Real Estate Owned: Other real estate owned consists of properties acquired through foreclosure or acceptance of a deed in lieu of foreclosure. These properties are initially recorded into other real estate at fair market value less cost to sell and are subsequently carried at the lower of cost or fair market value based on appraised value less estimated selling costs. Losses arising at the time of foreclosure of properties are charged against the allowance for loancredit losses. Reductions in the carrying value subsequent

Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

to acquisition are charged to earnings and are included under the line item “Other real estate owned” on the Consolidated Statements of Income.
Mortgage Servicing Rights: The Company retains the right to service certain mortgage loans that it sells to secondary market investors. These mortgage servicing rights are recognized as a separate asset on the date the corresponding mortgage loan is sold. Mortgage servicing rights are amortized in proportion to and over the period of estimated net servicing income. These servicing rights are carried at the lower of amortized cost or fair value. Fair value is determined using an income approach with various assumptions including expected cash flows, prepayment speeds, market discount rates, servicing costs, mortgage interest rates and other factors. Servicing rights are evaluated for impairment based upon the fair value of the rights as compared to carrying amount. Impairment is recognized through a valuation allowance, to the extent that unamortized cost exceeds fair value. If the Company later determines that all or a portion of the impairment no longer exists, a reduction of the valuation allowance may be recorded as an increase to income. Changes in valuation allowances related to servicing rights are reported in the line item “Mortgage banking income” on the Consolidated Statements of Income. The fair values of servicing rights are subject to significant fluctuations as a result of changes in estimated and actual prepayment speeds and default rates and losses. See Note 8, “Mortgage Servicing Rights”, for further details. From time to time, the Company may sell a portion or all of its mortgage servicing rights. Any gains or losses on such sales are reported in the line item “Mortgage banking income” on the Consolidated Statements of Income.
Goodwill and Other Intangible Assets: Goodwill represents the excess of the cost of an acquisition over the fair value of the net assets acquired. Other intangible assets represent purchased assets that lack physical substance but can be distinguished from goodwill because of contractual or other legal rights. Intangibles with finite lives are amortized over their estimated useful lives. Goodwill and other intangible assets are subject to impairment testing annually or more frequently if events or circumstances indicate possible impairment.impairment; if impaired, such assets are recorded at fair value. Goodwill is assigned to the Company’s reporting segments. In determining the fair value of the Company’s reporting units, management uses the market approach. Other intangible assets, consisting of core deposit intangibles and customer relationship intangibles, are reviewed for events or circumstances which could impact the recoverability of the intangible asset, such as a loss of core deposits, increased competition or adverse changes in the economy. No impairment was identified for the Company’s goodwill or its other intangible assets as a result of the testing performed during 2019, 20182022, 2021 or 2017.2020.
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Notes to Consolidated Financial Statements
Note 1 – Significant Accounting Policies (continued)

Bank-Owned Life Insurance: Bank-owned life insurance (“BOLI”) is an institutionally-priced insurance product that is specifically designed for purchase by insured depository institutions. The Company has purchased such insurance policies on certain employees, with Renasant Bank being listed as the primary beneficiary. The carrying value of BOLI is recorded at the cash surrender value of the policies, net of any applicable surrender charges. In connection with the acquisition of Brand (as defined below in Note 2, “Mergers and Acquisitions”), the Company acquired BOLI with a cash surrender value of $40,081 at the acquisition date. Changes in the value of the cash surrender value of the policies are reflected under the line item “BOLI income” on the Consolidated Statements of Income.
Revenue from Contracts with Customers: ASC 606, “RevenueRevenue from Contracts with Customers (“ASC 606”), provides guidance on revenue recognition from contracts with customers. For revenue streams within its scope, ASC 606 requires costs that are incremental to obtaining a contract to be capitalized. In the case of the Company, these costs include sales commissions for insurance, and wealth management products.fees, and revenue from certain sales of OREO. ASC 606 has established, and the Company has utilized, a practical expedient allowing costs that, if capitalized, would have an amortization period of one year or less to instead be expensed as incurred.
Service Charges on Deposit Accounts
Service charges on deposit accounts include maintenance fees on accounts, per item charges, account enhancement charges for additional packaged benefits and overdraft fees. The contracts with deposit account customers are day-to-day contracts and are considered to be terminable at will by either party. Therefore, the fees are all considered to be earned when charged and simultaneously collected.
Fees and Commissions
Fees and commissions include fees related to deposit services, such as ATM fees and interchange fees on debit card transactions. These fees are earned at the point in time when the services are rendered, and therefore the related revenue is recognized as the Company’s performance obligation is satisfied.
Insurance Commissions
Insurance commissions are earned when policies are placed by customers with the insurance carriers and are collected and recognized using two different methods: the agency bill method and the direct bill method.
Under the agency bill method, Renasant Insurance is responsible for billing the customers directly and then collecting and remitting the premiums to the insurance carriers. Agency bill revenue is recognized at the later of the invoice date or effective date of the policy. The Company has established a reserve for such policies which is derived from historical collection experience and updated

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1 – Significant Accounting Policies (continued)


annually. The contract balances (i.e. accounts receivable and accounts payable related to insurance commissions earned and premiums due) and the reserve established are considered inconsequentialimmaterial to the overall financial results of the Company.
Under the direct bill method, premium billing and collections are handled by the insurance carriers, and a commission is then paid to Renasant Insurance. Direct bill revenue is recognized when the cashcommission payment is received from the insurance carriers. While there is recourse on these commissions in the event of policy cancellations, based on the Company’s historical data, significant or material reversals of revenue based on policy cancellations are not anticipated. The Company monitors policy cancellations on a monthly basis and, if a significant or material set of transactionscancellations were to occur, the Company would adjust earnings accordingly.
The Company also earns contingency income that it recognizes on a cash basis. Contingency income is a bonus received from the insurance underwriters and is based on commission income and claims experience on the Company’s clients’ policies during the previous year. Increases and decreases in contingency income are reflective of corresponding increases and decreases in the amount of claims paid by insurance carriers.
Wealth Management Revenue
Fees for managing trust accounts (inclusive of personal and corporate benefit accounts, self-directed IRAs, and custodial accounts) are based on the value of assets under management in the account, with the amount of the fee depending on the type of account. Revenue is recognized on a monthly basis, and there is little to no risk of a material reversal of revenue.        
Fees for other wealth management services, such as investment guidance relating to fixed and variable annuities, mutual funds, stocks and other investments, are recognized based on either trade activity, whichwhere fees are recognized at the time of the trade, or assets under management, whichwhere fees are recognized monthly.monthly, and there is little to no risk of material reversal of revenue.
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Notes to Consolidated Financial Statements
Note 1 – Significant Accounting Policies (continued)

Sales of Other Real Estate Owned (“OREO”)
The Company continually markets the properties included in the OREO portfolio. The Company will at times, in the ordinary course of business, provide seller-financing on sales of OREO. In cases where a sale is seller-financed, the Company must ensure the commitment of both parties to perform their respective obligations and the collectability of the transaction price in order to properly recognize the revenue on the sale of OREO. This is accomplished through the Company’s loan underwriting process. In this process the Company considers thingsfactors such as the buyer’s initial equity in the property, the credit quality of the buyer, the financing terms of the loan and the cash flow from the property, if applicable. If it is determined that the contract criteria in ASC 606 have been met, the revenue on the sale of OREO will be recognized on the closing date of the sale when the Company has transferred title to the buyer and obtained the right to receive payment for the property. In instances where sales are not seller-financed, the Company recognizes revenue on the closing date of the sale when the Company has obtained payment for the property and transferred title to the buyer. For additional information on OREO, please see Note 8,6, “Other Real Estate Owned.”
Income Taxes: Income taxes are accounted for under the liability method. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. It is the Company’s policy to recognize interest and penalties, if incurred, related to unrecognized tax benefits in income tax expense. The Company and its subsidiaries file a consolidated federal income tax return. Renasant Bank provides for income taxes on a separate-return basis and remits to the Company amounts determined to be currently payable.
Deferred income taxes, included in “Other assets” on the Consolidated Balance Sheets, reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Realization of deferred tax assets is dependent upon the generation of a sufficient level of future taxable income and recoverable taxes paid in prior years. Although realization is not assured, management believes that the Company and its subsidiaries will realize a substantial majority of the deferred tax assets. A valuation allowance, if needed, reduces deferred tax assets to the expected amount most likely to be realized through a charge to income tax expense.
Fair Value Measurements: ASC 820, “FairFair Value Measurements and Disclosures,” provides guidance for using fair value to measure assets and liabilities and also establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to a valuation based on quoted prices in active markets for identical assets and liabilities (Level 1), moderate priority to a valuation based on quoted prices in active markets for similar assets and liabilities and/or based on assumptions that are observable in the market (Level 2), and the lowest priority to a valuation based on assumptions that are not observable in the market (Level 3). See Note 17,15, “Fair Value Measurements,” for further details regarding the Company’s methods and assumptions used to estimate the fair values of the Company’s financial assets and liabilities.

Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Derivative Instruments and Hedging Activities: The Company utilizes derivative financial instruments as part of its ongoing efforts to manage its interest rate risk exposure.exposure as well as to meet the needs of its customers. Derivative financial instruments are included in the Consolidated Balance Sheets line item “Other assets” or “Other liabilities” at fair value in accordance with ASC 815, “DerivativesDerivatives and Hedging.Hedging.
Cash flow hedges are utilized to mitigate the exposure to variability in expected future cash flows or other types of forecasted transactions. For the Company’s derivatives designated as cash flow hedges, changes in the fair value of cash flow hedges are, to the extent that the hedging relationship is effective, recorded as other comprehensive income and are subsequently recognized in earnings at the same time that the hedged item is recognized in earnings. There were no ineffective portions for 2022. The ineffective portions of the changes in fair value of the hedging instruments are immediately recognized in earnings. The assessment of the effectiveness of the hedging relationship is evaluated under the hypothetical derivative method.
Fair value hedges are utilized to mitigate the exposure to future interest rate risk. For the Company’s derivatives designated as fair value hedges, the gain or loss on the derivative instrument as well as the offsetting loss or gain on the hedged liability attributable to the hedged risk are recognized in current earnings. The gain or loss on the derivative instrument is presented on the same line item as the earnings effect of the hedged item.
The Company also utilizes derivative instruments that are not designated as hedging instruments. The Company enters into interest rate cap and/or floor agreements with its customers and then enters into an offsetting derivative contract position with other financial institutions to mitigate the interest rate risk associated with these customer contracts. Because these derivative
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Notes to Consolidated Financial Statements
Note 1 – Significant Accounting Policies (continued)

instruments are not designated as hedging instruments, changes in the fair value of the derivative instruments are recognized currently in earnings.
The Company enters into interest rate lock commitments on certain residential mortgage loans with its customers to mitigate the interest rate risk associated with the commitments to fund fixed-rate mortgage loans. Under such commitments, interest rates for a mortgage loan are typically locked in for up to 45 days with the customer. These interest rate lock commitments are recorded at fair value in the Company’s Consolidated Balance Sheets. Gains and losses arising from changes in the valuation of the commitments are recognized currently in earnings and are reflected under the line item “Mortgage banking income” on the Consolidated Statements of Income.
The Company utilizes two methods to deliver mortgage loans to be sold to an investor. Under a “best efforts” sales agreement, the Company enters into a sales agreement with an investor in the secondary market to sell the loan when an interest rate lock commitment is entered into with a customer, as described above. Under a “best efforts” sales agreement, the Company is obligated to sell the mortgage loan to the investor only if the loan is closed and funded. Thus, the Company will not incur any liability to an investor if the mortgage loan commitment in the pipeline fails to close. Under a “mandatory delivery” sales agreement, the Company commits to deliver a certain principal amount of mortgage loans to an investor at a specified price and delivery date. Penalties are paid to the investor should the Company fail to satisfy the contract. These types of mortgage loan commitments are recorded at fair value inon the Company’s Consolidated Balance Sheets. Gains and losses arising from changes in the valuation of these commitments are recognized currently in earnings and are reflected under the line item “Mortgage banking income” on the Consolidated Statements of Income.
Treasury Stock: Treasury stock is recorded at cost. Shares held in treasury are not retired.authorized but unissued shares.
Retirement Plans: The Company sponsors a noncontributory pension plan and provides retiree medical benefits for certain employees. The Company’s independent actuary firm prepares actuarial valuations of pension cost and obligation under ASC 715, “CompensationCompensation – Retirement Benefits”Benefits (“ASC 715”), using assumptions and estimates derived in accordance with the guidance set forth in ASC 715. Expense related to the plans is included under the line item “Salaries and employee benefits” on the Consolidated Statements of Income. Actuarial gains and losses are recognized in accumulated other comprehensive income, net of tax, until they are amortized as a component of plan expense. See Note 14,12, “Employee Benefit and Deferred Compensation Plans,” for further details regarding the Company’s retirement plans.
Stock-Based Compensation: The Company recognizes compensation expense for all share-based payments to employees in accordance with ASC 718, “CompensationCompensation - Stock Compensation.Compensation (“ASC 718”). Compensation expense for option grants and restricted stock awards is determined based on the estimated fair value of the stock options and restricted stock on the applicable grant or award date and is recognized over the respective awards’ vesting period. The Company has elected to account for forfeitures in compensation cost when they occur as permitted under the guidance in ASC 718, “Compensation - Stock Compensation” (“ASC 718”).718. Expense associated with the Company’s stock-based compensation is included under the line item “Salaries and employee benefits” on the Consolidated Statements of Income. See Note 14,12, “Employee Benefit and Deferred Compensation Plans,” for further details regarding the Company’s stock-based compensation.
Earnings Per Common Share: Basic net income per common share is calculated by dividing net income by the weighted-average number of common shares outstanding for the period. Diluted net income per common share reflects the pro forma dilution of shares outstanding, assuming outstanding stock options were exercised into common shares and nonvested restricted stock awards, whose vesting is subject to future service requirements, were outstanding common shares as of the awards’ respective grant dates,

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1 – Significant Accounting Policies (continued)


calculated in accordance with the treasury method. See Note 20,17, “Net Income Per Common Share,” for the reconciliation of the numerators and denominators of the basic and diluted earnings per share computations.
Subsequent Events: The Company has evaluated, for consideration of recognition or disclosure, subsequent events that have occurred through the date of issuance of its financial statements, and has determined that no significant events occurred after December 31, 20192022 but prior to the issuance of these financial statements that would have a material impact on its Consolidated Financial Statements.
Impact of Recently-Issued Accounting Standards and Pronouncements:
78

Effective January 1, 2019, the Company adopted Accounting Standards Update (“ASU”) 2016-02, “Leases (Topic 842)” and its related amendments (“ASC 842”), which changed the accounting model and disclosure requirements for leases. The former accounting model for leases distinguished between capital leases, which were recognized on the balance sheet, and operating leases, which were not.  Under the new standard, the lease classifications are defined as finance leases, which are similar to capital leases under prior GAAP, and operating leases.  Further, under the new standard a lessee recognizes a lease liability and a right-of-use asset for all leases with a term greater than 12 months on its balance sheet regardless of the lease’s classification.  The accounting model and disclosure requirements for lessors remains substantially unchanged from prior GAAP.  A modified retrospective transition approach is required, applying the new standard to all leases existing at the date of initial application. The Company chose to use the effective date approach and, as such, all periods after January 1, 2019 are presented in accordance with ASC 842 whereas periods prior to January 1, 2019 are presented in accordance with prior lease accounting. Financial information was not updated, and the disclosures required under ASC 842 were not provided for dates and periods before January 1, 2019.
ASC 842 provides for a number of optional practical expedients, of which the Company has elected several including (i) the option not to separate the lease and non-lease components; (ii) the “package of practical expedients,” where the Company does not have to reassess (A) whether expired or existing contracts contain leases under the new definition of a lease, (B) lease classification for expired or existing leases and (C) whether previously capitalized initial direct costs would qualify for capitalization under ASC 842; and (iii) the use of hindsight in determining the lease term, which permits the use of information available after lease inception to determine the lease term via the knowledge of renewal options exercised but not available at the lease’s inception.
Upon adoption, the Company recorded a right-of-use asset in the amount of $53,042 and a corresponding lease liability in the amount of $56,562 on January 1, 2019. The Company has included newly applicable lease disclosures in Note 26, “Leases.”
In June 2016, FASB issued ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). This update significantly changes the way entities recognize impairment on many financial assets by requiring immediate recognition of estimated credit losses expected to occur over the asset’s remaining life. FASB describes this impairment recognition model as the current expected credit loss (“CECL”) model and believes the CECL model will result in more timely recognition of credit losses since the CECL model incorporates expected credit losses versus incurred credit losses. The scope of FASB’s CECL model includes loans, held-to-maturity debt instruments, lease receivables, loan commitments and financial guarantees that are not accounted for at fair value. Additionally, ASU 2016-13 amends the accounting for credit losses on available for sale securities and purchased financial assets with credit deterioration.
ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Entities should apply the amendment by means of a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year of adoption. Over the course of 2019, FASB issued a number of updates clarifying various matters arising under ASU 2016-13, including the following: (1) ASU 2018-19 was issued to clarify that receivables arising from operating leases are not within the scope of Subtopic 326-20; instead, impairment of receivables arising from operating leases should be accounted for in accordance with Topic 842, Leases; (2) ASU 2019-04 was issued and provides entities alternatives for measurement of accrued interest receivable, clarifies the steps entities should take when recording the transfer of loans or debt securities between measurement classifications or categories and clarifies that entities should include expected recoveries on financial assets; (3) ASU 2019-05 was issued to provide entities that have certain instruments within the scope of Subtopic 320-20 with an option to irrevocably elect the fair value option in Subtopic 825-10; and (4) ASU 2019-11 was issued to clarify and address stakeholders' specific issues relating to expected recoveries on purchased credit deteriorated assets and transition and disclosure relief related to troubled debt restructured loans and accrued interest, respectively. Early adoption is permitted.
The Company has developed a CECL allowance model which calculates reserves over the life of the loan and is largely driven by portfolio characteristics, risk-grading, economic outlook, and other key methodology assumptions. Those assumptions are based upon the existing probability of default and loss given default framework. The Company currently expects an increase of $35,000 to $45,000 in the allowance for credit losses and an increase of $10,000 to $15,000 in the reserve for unfunded commitments. The

Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Company's CECL committee will periodically refine the model as needed. The Company is in the process of finalizing the review of the most recent model run and finalizing assumptions including qualitative adjustments and economic forecasts. As the Company is currently working to finalize the CECL model and the controls and processes around the model, the overall increases discussed above could differ from the numbers disclosed. Once final, the Company will record a one-time cumulative-effect adjustment to our allowance.

In January 2017, FASB issued ASU 2017-04, “Intangibles - Goodwill and Other (Topic 350)” (“ASU 2017-04”). ASU 2017-04 amends and simplifies current goodwill impairment testing by eliminating certain testing under the current provisions. Under the new guidance, an entity should perform the goodwill impairment test by comparing the fair value of a reporting unit with its carrying value and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if a quantitative impairment test is necessary. ASU 2017-04 became effective January 1, 2020 and is not expected to have a material impact on the Company’s financial statements.
In March 2017, FASB issued ASU 2017-08, “Receivables - Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities” (“ASU 2017-08”). ASU 2017-08 requires the amortization period for certain callable debt securities held at a premium to be the earliest call date.  ASU 2017-08 became effective January 1, 2019 and did not have a material impact on the Company’s financial statements.
In August 2017, FASB issued ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities” (“ASU 2017-12”). ASU 2017-12 is intended to simplify hedge accounting by eliminating the requirement to separately measure and report hedge effectiveness. ASU 2017-12 also expands the application of hedge accounting by modifying current requirements to include hedge accounting on partial-term hedges, the hedging of prepayable financial instruments and other strategies. This update became effective January 1, 2019 and did not have a material impact on the Company’s financial statements.
In August 2018, FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 is intended to improve the disclosures on fair value measurements by eliminating, amending and adding certain disclosure requirements. These changes are intended to reduce costs for preparers while providing more useful information for financial statement users.   ASU 2019-01 became effective January 1, 2020 and is not expected to have a material impact on the Company’s financial statements.
In March 2019, FASB issued ASU 2019-01, “Leases (Topic 842): Codification Improvements” (“ASU 2019-01”). ASU 2019-01 is intended to clarify potential implementation questions related to ASC 842. This includes clarification on the determination of fair value of underlying assets by lessors that are not manufacturers or dealers, cash flow presentation of sales-type and direct financing leases and transition disclosures related to accounting changes and error corrections.  ASU 2019-01 became effective January 1, 2020 and is not expected to have a material impact on the Company’s financial statements.

Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note 2 – Mergers and Acquisitions
(Dollar amounts in thousands, except per share data)
Acquisition of Brand Group Holdings, Inc.
Effective September 1, 2018, the Company completed its acquisition by merger of Brand Group Holdings, Inc. (“Brand”), the parent company of The Brand Banking Company (“Brand Bank”), in a transaction valued at approximately $474,453. The Company issued 9,306,477 shares of common stock and paid approximately $21,879 to Brand shareholders, excluding cash paid for fractional shares, and paid approximately $17,157, net of tax benefit, to Brand stock option holders for 100% of the voting equity interest in Brand. At closing, Brand merged with and into the Company, with the Company the surviving corporation in the merger; immediately thereafter, Brand Bank merged with and into Renasant Bank, with Renasant Bank the surviving banking corporation in the merger. On September 1, 2018, Brand operated 13 banking locations throughout the greater Atlanta market.

The Company recorded approximately $356,171 in intangible assets, which consist of goodwill of $328,637 and a core deposit intangible of $27,534. Goodwill resulted from a combination of revenue enhancements from expansion in existing markets and efficiencies resulting from operational synergies. The fair value of the core deposit intangible is being amortized over the estimated useful life, currently expected to be approximately 10 years. The goodwill is not deductible for income tax purposes. The following table summarizes the allocation of purchase price to assets and liabilities acquired in connection with the Company’s acquisition of Brand based on their fair values on September 1, 2018.
Purchase Price:  
Shares issued to common shareholders9,306,477
 
Purchase price per share$46.69
 
Value of stock paid $434,519
Cash consideration paid 21,879
Cash paid for fractional shares 4
Cash settlement for stock options, net of tax benefit 17,157
Deal charges paid on behalf of Brand 894
  Total Purchase Price
 $474,453
Net Assets Acquired:  
Stockholders’ equity at acquisition date$138,896
 
Increase (decrease) to net assets as a result of fair value adjustments
to assets acquired and liabilities assumed:
  
  Securities(323) 
Loans, including loans held for sale(27,611) 
Premises and equipment910
 
Intangible assets27,534
 
Other assets(4,495) 
  Deposits(1,367) 
  Borrowings(2,023) 
  Other liabilities13,338
 
  Deferred income taxes957
 
     Total Net Assets Acquired
 145,816
Goodwill resulting from merger(1)
 $328,637
(1) The goodwill resulting from the merger has been assigned to the Community Banks operating segment.

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 2 - Mergers1 – Significant Accounting Policies (continued)

Impact of Recently-Issued Accounting Standards and Acquisitions (continued)Pronouncements:


In March 2020, FASB issued ASU 2020-04, “Reference Rate Reform (Topic 842): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”), which provides temporary, optional guidance to ease the potential burden of accounting for reference rate reform on financial reporting. ASU 2020-04 provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions if certain criteria are met that reference the London Interbank Offering Rate (“LIBOR”) or another reference rate expected to be discontinued. As the guidance is intended to assist stakeholders during the global market-wide reference rate transition period, it was in effect only from March 12, 2020 through December 31, 2022. The following table summarizes the estimated fair value on September 1, 2018Company transitioned new production from LIBOR instruments to a set of assets acquired and liabilities assumed on that
date in connectionalternative indices at December 31, 2021. The Company’s LIBOR Transition Committee is currently developing a plan to transition legacy positions with the merger with Brand:intent to minimize the impact to the Bank and its customers.
Cash and cash equivalents $193,436
Securities 71,122
Loans, including loans held for sale 1,580,339
Premises and equipment 20,070
Intangible assets 356,171
Other assets 113,195
Total assets 2,334,333
   
Deposits 1,714,177
Borrowings 89,273
Other liabilities 56,430
Total liabilities 1,859,880

As part of the merger agreement, Brand agreed to divest the operations of its subsidiary Brand Mortgage Group, LLC (“BMG”In March 2022, FASB issued ASU 2022-02, “Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures” (“ASU 2022-02”), which transactioneliminates the accounting guidance for troubled debt restructurings in Accounting Standards Codification (“ASC”) Subtopic 310-40, “Receivables - Troubled Debt Restructurings by Creditors,” while enhancing disclosures requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. Additionally, ASU 2022-02 requires entities to disclose current-period gross write-offs by year of origination for financing receivables and net investments in leases. ASU 2022-02 was completed as of October 31, 2018. As a result, the balance sheet and results of operations of BMG, which the Company considers to be immaterial to the overall results of the Company, were included in the Company’s balance sheet and consolidated results of operations from September 1, 2018 to October 31, 2018. The following table summarizes the significant assets acquired and liabilities assumed from BMG:

(in thousands)September 1, 2018
Loans held for sale48,100
Borrowings34,139


The following table summarizes the results of operations for BMG included in the Company’s Consolidated Statements of
Income for the twelve months ended December 31, 2018:

(in thousands)  
Interest income $357
Interest expense 279
Net interest income 78
Noninterest income 4,043
Noninterest expense 4,398
Net loss before taxes $(277)


Supplemental Pro Forma Combined Condensed Results of Operations
The following unaudited pro forma combined condensed consolidated financial information presents the results of operations for the twelve months ended December 31, 2019 and 2018 of the Company as though the Brand merger had been completed as of January 1, 2018, except that the results of operations for BMG are only included through its October 31, 2018 divestiture. The unaudited estimated pro forma information combines the historical results of Brand with the Company’s historical consolidated results and includes certain adjustments reflecting the estimated impact of certain fair value adjustments for the periods presented. The pro forma information is not necessarily indicative of what would have occurred had the acquisitions taken placeeffective on January 1, 2018.2023. The pro forma information does not includeadoption of this accounting pronouncement will have no impact on the effect of any cost-saving or revenue-enhancing strategies. Merger expenses are reflected in the period in which they were incurred.Company’s financial statements aside from additional and revised disclosures.
79


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 2 - Mergers and Acquisitions (continued)


 Twelve Months Ended
 December 31,
 2019 2018
Net interest income - pro forma (unaudited)$443,657
 $455,513
    
Noninterest income - pro forma (unaudited)$153,254
 $153,850
    
Noninterest expense - pro forma (unaudited)$374,174
 $452,699
    
Net income - pro forma (unaudited)$167,596
 $115,646
    
Earnings per share - pro forma (unaudited):   
Basic$2.89
 $1.97
Diluted$2.88
 $1.97

Due to the timing of the respective system conversions and the integration of operations into the Company’s existing operations, historical reporting for acquired operations is impracticable, and, therefore, disclosure of the amounts of revenue and expenses of the acquired institutions since the acquisition dates is impracticable.



Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note 3 – Securities
(In Thousands, Except Number of Securities)

The amortized cost and fair value of securities available for sale were as follows as of the dates presented:
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
December 31, 2022
Obligations of other U.S. Government agencies and corporations$170,000 $— $(5,340)$164,660 
Obligations of states and political subdivisions154,066 204 (9,368)144,902 
Residential mortgage backed securities:
Government agency mortgage backed securities508,415 37 (52,036)456,416 
Government agency collateralized mortgage obligations605,033 — (103,864)501,169 
Commercial mortgage backed securities:
Government agency mortgage backed securities11,166 — (1,053)10,113 
Government agency collateralized mortgage obligations211,435 — (25,589)185,846 
Other debt securities74,885 — (4,049)70,836 
$1,735,000 $241 $(201,299)$1,533,942 
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
December 31, 2021
U.S. Treasury securities$3,007 $$— $3,010 
Obligations of states and political subdivisions153,847 5,532 (269)159,110 
Residential mortgage backed securities:
Government agency mortgage backed securities967,497 7,854 (6,816)968,535 
Government agency collateralized mortgage obligations1,008,514 457 (20,371)988,600 
Commercial mortgage backed securities:
Government agency mortgage backed securities14,717 365 (1)15,081 
Government agency collateralized mortgage obligations216,859 812 (3,419)214,252 
Other debt securities36,515 1,097 (148)37,464 
$2,400,956 $16,120 $(31,024)$2,386,052 
 
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Fair
Value
December 31, 2019       
U.S. Treasury securities$498
 $1
 $
 $499
Obligations of other U.S. Government agencies and corporations2,518
 16
 (3) 2,531
Obligations of states and political subdivisions218,362
 5,134
 (365) 223,131
Residential mortgage backed securities:       
Government agency mortgage backed securities708,970
 8,951
 (1,816) 716,105
Government agency collateralized mortgage obligations172,178
 1,322
 (262) 173,238
Commercial mortgage backed securities:       
Government agency mortgage backed securities30,372
 659
 (24) 31,007
Government agency collateralized mortgage obligations76,456
 1,404
 (109) 77,751
Trust preferred securities12,153
 
 (2,167) 9,986
Other debt securities55,364
 1,133
 (132) 56,365
 $1,276,871
 $18,620
 $(4,878) $1,290,613
 
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Fair
Value
December 31, 2018       
Obligations of other U.S. Government agencies and corporations$2,536
 $13
 $(38) $2,511
Obligations of states and political subdivisions200,798
 3,038

(567)
203,269
Residential mortgage backed securities:       
Government agency mortgage backed securities621,690
 719
 (9,126) 613,283
Government agency collateralized mortgage obligations332,697
 274
 (5,982) 326,989
Commercial mortgage backed securities:       
Government agency mortgage backed securities21,957
 257
 (384) 21,830
Government agency collateralized mortgage obligations28,446
 24
 (135) 28,335
Trust preferred securities12,359
 
 (1,726) 10,633
Other debt securities44,046
 192
 (311) 43,927
 $1,264,529
 $4,517
 $(18,269) $1,250,777

80


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 -2 – Securities (continued)


Securities soldThe amortized cost and fair value of securities held to maturity were as follows foras of the periodsdates presented:
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
December 31, 2022
Obligations of states and political subdivisions$291,886 $17 $(48,325)$243,578 
Residential mortgage backed securities
Government agency mortgage backed securities483,560 — (24,432)459,128 
Government agency collateralized mortgage obligations423,315 — (30,706)392,609 
Commercial mortgage backed securities
Government agency mortgage backed securities17,006 — (3,261)13,745 
Government agency collateralized mortgage obligations45,430 — (6,559)38,871 
Other debt securities62,875 — (4,266)58,609 
$1,324,072 $17 $(117,549)$1,206,540 
Allowance for credit losses - held to maturity securities(32)
Held-to-maturity securities, net of allowance for credit losses$1,324,040 
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
Carrying Value Net Proceeds Gain/(Loss)
Twelve months ended December 31, 2019     
December 31, 2021December 31, 2021
Obligations of states and political subdivisions$11,799
 $11,813
 $14
Obligations of states and political subdivisions$267,641 $333 $(685)$267,289 
Residential mortgage backed securities:     
Residential mortgage backed securitiesResidential mortgage backed securities
Government agency mortgage backed securities72,556
 71,944
 (612)Government agency mortgage backed securities60,507 (198)60,310 
Government agency collateralized mortgage obligations122,692
 120,892
 (1,800)Government agency collateralized mortgage obligations24,832 — (92)24,740 
Commercial mortgage backed securities:     
Commercial mortgage backed securitiesCommercial mortgage backed securities
Government agency mortgage backed securities4,838
 4,720
 (118)Government agency mortgage backed securities1,855 — — 1,855 
Government agency collateralized mortgage obligationsGovernment agency collateralized mortgage obligations39,505 — (117)39,388 
Other debt securities252
 257
 5
Other debt securities22,049 — (79)21,970 
Other equity securities
 2,859
 2,859
$212,137
 $212,485
 $348
$416,389 $334 $(1,171)$415,552 
Allowance for credit losses - held to maturity securitiesAllowance for credit losses - held to maturity securities(32)
Held-to-maturity securities, net of allowance for credit lossesHeld-to-maturity securities, net of allowance for credit losses$416,357 
During the year ended December 31, 2022, the Company transferred, at fair value, $882,927 of securities from the available for sale portfolio to the held to maturity portfolio. The related net unrealized loss of $99,675 (after tax loss of $74,307) remained in accumulated other comprehensive income (loss) and will be amortized over the remaining life of the securities, offsetting the related amortization of discount on the transferred securities. No gains or losses were recognized at the time of transfer.

81
 Carrying Value Net Proceeds Gain/(Loss)
Twelve months ended December 31, 2018     
Obligations of states and political subdivisions$901
 $893
 $(8)
Residential mortgage backed securities:     
Government agency mortgage backed securities943
 942
 (1)
Government agency collateralized mortgage obligations559
 552
 (7)
 $2,403
 $2,387
 $(16)

 Carrying Value Net Proceeds Gain/(Loss)
Twelve months ended December 31, 2017     
Obligations of other U.S. Government agencies and corporations$11,088
 $10,974
 $(114)
Obligations of states and political subdivisions110,019
 112,199
 2,180
Residential mortgage backed securities:     
Government agency mortgage backed securities264,924
 263,217
 (1,707)
Government agency collateralized mortgage obligations72,153
 71,781
 (372)
Commercial mortgage backed securities:     
Government agency mortgage backed securities14,104
 14,082
 (22)
Government agency collateralized mortgage obligations6,289
 6,289
 
Trust preferred securities9,346
 9,403
 57
Other debt securities7,269
 7,395
 126
 $495,192
 $495,340
 $148

The sales of other equity securities included in the table above for the twelve months ended December 31, 2019 represent the Company’s sale of the majority of its shares of Visa Class B common stock during the third quarter of 2019.
Included in the table above for the twelve months ended December 31, 2017 are securities sold by the Company during the fourth quarter of 2017 in an effort to manage its consolidated assets below $10,000,000 at December 31, 2017, in order to delay the adverse impact on the Company of the Durbin Amendment to the Dodd-Frank Act, which applies to banking institutions with assets over $10,000,000 at year-end. Securities sold to achieve this strategy had an aggregate carrying value of $446,880 on the dates of sale, and the Company collected net proceeds of $446,971, resulting in a $91 net gain on the sales.

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 -2 – Securities (continued)


There were no available for sale securities sold during the year ended December 31, 2022. Available for sale securities sold were as follows for the periods presented:
Carrying ValueNet ProceedsGain/(Loss)
Twelve months ended December 31, 2021
Obligations of states and political subdivisions$47 $49 $
Residential mortgage backed securities:
Government agency mortgage backed securities145,572 149,473 3,901 
Government agency collateralized mortgage obligations12,362 12,562 200 
Trust preferred securities12,021 9,961 (2,060)
Other debt securities4,283 4,410 127 
$174,285 $176,455 $2,170 
Carrying ValueNet ProceedsGain/(Loss)
Twelve months ended December 31, 2020
Obligations of states and political subdivisions$2,696 $2,561 $(135)
Residential mortgage backed securities:
Government agency mortgage backed securities16,093 16,294 201 
Government agency collateralized mortgage obligations26,071 26,051 (20)
$44,860 $44,906 $46 
Gross realized gains and gross realized losses on sales of securities available for sale were as follows for the periods presented:
 Year Ended December 31,
 2019 2018 2017
Gross gains on sales of securities available for sale$2,979
 $11
 $2,497
Gross losses on sales of securities available for sale(2,631) (27) (2,349)
Gain on sales of securities available for sale, net$348
 $(16) $148

 Year Ended December 31,
 20212020
Gross gains on sales of securities available for sale$4,322 $230 
Gross losses on sales of securities available for sale(2,152)(184)
Gains on sales of securities available for sale, net$2,170 $46 
At December 31, 20192022 and 2018,2021, securities with a carrying value of approximately $416,849$824,417 and $619,308,$607,681, respectively, were pledged to secure government, public, trust, and other deposits. Securities with a carrying value of $27,754$18,184 and $18,299$21,493 were pledged as collateral for short-term borrowings and derivative instruments at December 31, 20192022 and 2018,2021, respectively.

82


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 2 – Securities (continued)

The amortized cost and fair value of securities at December 31, 20192022 by contractual maturity are shown below. Expected maturities will differ from contractual maturities because issuers may call or prepay obligations with or without call or prepayment penalties.
 Held to MaturityAvailable for Sale
 Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
Due within one year$150 $149 $9,393 $9,377 
Due after one year through five years3,351 3,162 228,812 222,940 
Due after five years through ten years53,650 46,253 75,549 71,029 
Due after ten years234,720 194,000 75,078 67,926 
Residential mortgage backed securities:
Government agency mortgage backed securities483,560 459,128 508,415 456,416 
Government agency collateralized mortgage obligations423,315 392,609 605,033 501,169 
Commercial mortgage backed securities:
Government agency mortgage backed securities17,006 13,745 11,166 10,113 
Government agency collateralized mortgage obligations45,430 38,871 211,435 185,846 
Other debt securities62,890 58,623 10,119 9,126 
$1,324,072 $1,206,540 $1,735,000 $1,533,942 
 Available for Sale
 
Amortized
Cost
 
Fair
Value
Due within one year$17,132
 $17,294
Due after one year through five years30,969
 31,820
Due after five years through ten years78,892
 81,860
Due after ten years120,038
 118,890
Residential mortgage backed securities:   
Government agency mortgage backed securities708,970
 716,105
Government agency collateralized mortgage obligations172,178
 173,238
Commercial mortgage backed securities:   
Government agency mortgage backed securities30,372
 31,007
Government agency collateralized mortgage obligations76,456
 77,751
Other debt securities41,864
 42,648
 $1,276,871
 $1,290,613

83


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 -2 – Securities (continued)


The following table presentstables present the gross unrealized losses and fair value of investment securities, aggregated by investment category and the length of time the investments have been in a continuous unrealized loss position, as of the dates presented:
Less than 12 Months 12 Months or More Total Less than 12 Months12 Months or MoreTotal
# 
Fair
Value
 
Unrealized
Losses
 # 
Fair
Value
 
Unrealized
Losses
 # 
Fair
Value
 
Unrealized
Losses
#Fair
Value
Unrealized
Losses
#Fair
Value
Unrealized
Losses
#Fair
Value
Unrealized
Losses
Available for Sale:            Available for Sale:
December 31, 2019            
December 31, 2022December 31, 2022
Obligations of other U.S. Government agencies and corporations0 $
 $
 1 $1,008
 $(3) 1 $1,008
 $(3)Obligations of other U.S. Government agencies and corporations5$164,660 $(5,340)$— $— 5$164,660 $(5,340)
Obligations of states and political subdivisions26 33,902
 (365) 0 
 
 26 33,902
 (365)Obligations of states and political subdivisions8496,939 (4,869)1133,038 (4,499)95129,977 (9,368)
Residential mortgage backed securities:            Residential mortgage backed securities:
Government agency mortgage backed securities37 233,179
 (1,504) 16 20,775
 (312) 53 253,954
 (1,816)Government agency mortgage backed securities97214,516 (15,115)29237,970 (36,921)126452,486 (52,036)
Government agency collateralized mortgage obligations11 45,319
 (262) 0 
 
 11 45,319
 (262)Government agency collateralized mortgage obligations16109,753 (8,552)36391,416 (95,312)52501,169 (103,864)
Commercial mortgage backed securities:            Commercial mortgage backed securities:
Government agency mortgage backed securities1 4,976
 (23) 2 1,190
 (1) 3 6,166
 (24)Government agency mortgage backed securities410,114 (1,053)— — 410,114 (1,053)
Government agency collateralized mortgage obligations1 4,910
 (109) 0 
 
 1 4,910
 (109)Government agency collateralized mortgage obligations1667,026 (3,828)21118,821 (21,760)37185,847 (25,588)
Trust preferred securities0 
 
 2 9,986
 (2,167) 2 9,986
 (2,167)
Other debt securities3 8,737
 (131) 1 741
 (1) 4 9,478
 (132)Other debt securities2563,423 (3,167)17,412 (883)2670,835 (4,050)
Total79 $331,023
 $(2,394) 22 $33,700
 $(2,484) 101 $364,723
 $(4,878)Total247$726,431 $(41,924)98$788,657 $(159,375)345$1,515,088 $(201,299)
December 31, 2018            
Obligations of other U.S. Government agencies and corporations0 $
 $
 2 $1,480
 $(38) 2 $1,480
 $(38)
December 31, 2021December 31, 2021
Obligations of states and political subdivisions34 22,159
 (193) 26 16,775
 (374) 60 38,934
 (567)Obligations of states and political subdivisions8$34,303 $(216)3$3,892 $(53)11$38,195 $(269)
Residential mortgage backed securities:            Residential mortgage backed securities:
Government agency mortgage backed securities91 354,731
 (3,945) 73 125,757
 (5,181) 164 480,488
 (9,126)Government agency mortgage backed securities41727,546 (6,312)112,305 (504)42739,851 (6,816)
Government agency collateralized mortgage obligations24 97,451
 (840) 60 140,076
 (5,142) 84 237,527
 (5,982)Government agency collateralized mortgage obligations49966,126 (20,371)— — 49966,126 (20,371)
Commercial mortgage backed securities:            Commercial mortgage backed securities:
Government agency mortgage backed securities5 6,506
 (74) 4 7,468
 (310) 9 13,974
 (384)Government agency mortgage backed securities11,791 (1)1432 — 22,223 (1)
Government agency collateralized mortgage obligations2 9,950
 (23) 1 4,888
 (112) 3 14,838
 (135)Government agency collateralized mortgage obligations21160,919 (3,072)29,005 (347)23169,924 (3,419)
Trust preferred securities0 
 
 2 10,633
 (1,726) 2 10,633
 (1,726)
Other debt securities12 19,011
 (88) 3 5,621
 (223) 15 24,632
 (311)Other debt securities18,699 (148)— — 18,699 (148)
Total168 $509,808
 $(5,163) 171 $312,698
 $(13,106) 339 $822,506
 $(18,269)Total121$1,899,384 $(30,120)7$25,634 $(904)128$1,925,018 $(31,024)
84


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 2 – Securities (continued)

 Less than 12 months 12 months or more Total
Held to Maturity:# Fair Value Unrealized Losses# Fair Value Unrealized Losses# Fair Value Unrealized Losses
December 31, 2022
Obligations of states and political subdivisions105$191,442 $(35,870)24$49,697 $(12,454)129$241,139 $(48,324)
Residential mortgage backed securities:
Government agency mortgage backed securities894,258 (4,186)62364,870 (20,246)70459,128 (24,432)
Government agency collateralized mortgage obligations498,912 (5,479)14293,698 (25,227)18392,610 (30,706)
Commercial mortgage backed securities:
Government agency mortgage backed securities113,745 (3,261)— — 113,745 (3,261)
Government agency collateralized mortgage obligations27,651 (626)731,220 (5,932)938,871 (6,558)
Other debt securities242,567 (2,013)816,042 (2,253)1058,609 (4,266)
Total122$448,575 $(51,435)115$755,527 $(66,112)237$1,204,102 $(117,547)
December 31, 2021
Obligations of states and political subdivisions24$62,131 $(685)$— $— 24$62,131 $(685)
Residential mortgage backed securities:
Government agency mortgage backed securities5053,560 (181)15,354 (17)5158,914 (198)
Government agency collateralized mortgage obligations124,740 (92)— — 124,740 (92)
Commercial mortgage backed securities:
Government agency collateralized mortgage obligations739,388 (117)— — 739,388 (117)
Other debt securities821,972 (79)— — 821,972 (79)
Total90$201,791 $(1,154)1$5,354 $(17)91$207,145 $(1,171)
The Company does not intend to sell any of the securities in an unrealized loss position, and it is not more likely than not that the Company will be required to sell any such security prior to the recovery of its amortized cost basis, which may be maturity. Furthermore, even though a number of these securities have been in a continuous unrealized loss position for a period greater than twelve months, the Company is collecting principal and interest payments from the respective issuers as scheduled. Based upon its review of securities with unrealized losses as of December 31, 2022, the Company determined that all such losses resulted from factors not deemed credit related. As such,a result, the Company did not record any other-than-temporary impairment for the years ended December December��31, 20192022 and 2018.2021.
The Company holds investments in pooled trust preferred securities that had a cost basis of $12,153 and $12,359 and a fair value of $9,986 and $10,633 at December 31, 2019 and 2018, respectively. AsAt each of December 31, 2019,2022 and 2021, the investments in pooled trust preferredallowance for credit losses on held to maturity securities consistedwas $32. The Company monitors the credit quality of 2debt securities representing interests in various tranches of trusts collateralizedheld to maturity using bond investment grades assigned by debt issued by 148 financial institutions. Management’s determinationthird party ratings agencies. Updated investment grades are obtained as they become available from the agencies. On December 31, 2022, 99.99% of the fair valueamortized cost of each of its holdings in pooled trust preferreddebt securities is based on the current credit ratings, the known deferrals and defaultsheld to maturity were rated A or higher by the underlying issuing financial institutionsratings agencies.

85


Renasant Corporation and the degreeSubsidiaries
Notes to which future deferralsConsolidated Financial Statements
Note 3 – Loans
(In Thousands, Except Number of Loans)
The following is a summary of loans and defaults would be required to occur before the cash flowleases, excluding loans held for the Company’s tranches is negatively impacted. In addition, management continually monitors key credit quality and capital ratios of the issuing institutions.sale, at December 31:
20222021
Commercial, financial, agricultural$1,673,883 $1,423,270 
Lease financing122,167 80,192 
Real estate – construction:
Residential355,500 302,275 
Commercial974,837 802,621 
Total real estate – construction1,330,337 1,104,896 
Real estate – 1-4 family mortgage:
Primary2,222,856 1,816,120 
Home equity501,906 474,604 
Rental/investment334,382 288,474 
Land development157,119 145,048 
Total real estate – 1-4 family mortgage3,216,263 2,724,246 
Real estate – commercial mortgage:
Owner-occupied1,539,296 1,563,351 
Non-owner occupied3,452,910 2,856,947 
Land development125,857 128,739 
Total real estate – commercial mortgage5,118,063 4,549,037 
Installment loans to individuals124,745 143,340 
Gross loans11,585,458 10,024,981 
Unearned income(7,154)(4,067)
Loans, net of unearned income$11,578,304 $10,020,914 

86


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 - Securities– Loans (continued)


This determination is further supported by quarterly valuations, which are performed by third parties, of each security obtained by the Company. The Company does not intend to sell the investments before recovery of the investments' amortized cost, and it is not more likely than not that the Company will be required to sell the investments before recovery of the investments’ amortized cost, which may be at maturity. At December 31, 2019, management did not, and does not currently, believe such securities will be settled at a price less than the amortized cost of each investment, but the Company previously concluded that it was probable that there had been an adverse change in estimated cash flows for both trust preferred securities and recognized credit related impairment losses on these securities in 2011. For the years ended December 31, 2019, 2018 and 2017, the Company determined the pooled trust preferred securities and their estimated cash flow were fairly valued, and 0 additional impairment was recognized during these periods.
The following table provides information regarding the Company’s investments in pooled trust preferred securities at December 31, 2019:
Name 
Single/
Pooled
 
Class/
Tranche
 
Amortized
Cost
 
Fair
Value
 
Unrealized
Loss
 
Lowest
Credit
Rating
 
Issuers
Currently
in Deferral
or Default
XXIII Pooled B-2 $8,182
 $6,410
 $(1,772) BB 15%
XXVI Pooled B-2 3,971
 3,576
 (395) B 19%
      $12,153
 $9,986
 $(2,167)    

The following table provides a summary of the cumulative credit related losses recognized in earnings for which a portion of OTTI has been recognized in other comprehensive income:
 2019 2018
Balance at January 1$(261) $(261)
Additions related to credit losses for which OTTI was not previously recognized
 
Increases in credit loss for which OTTI was previously recognized
 
Reductions for securities sold during the period
 
Balance at December 31$(261) $(261)


Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note 4 – Non Purchased Loans
(In Thousands, Except Number of Loans)
“Purchased” loans are those loans acquired in any of the Company’s previous acquisitions, including FDIC-assisted acquisitions. “Non purchased” loans include all of the Company’s other loans, other than loans held for sale.
For purposes of this Note 4, all references to “loans” mean non purchased loans.
The following is a summary of non purchased loans and leases at December 31:
 2019 2018
Commercial, financial, agricultural$1,052,353
 $875,649
Lease financing85,700
 64,992
Real estate – construction774,901
 635,519
Real estate – 1-4 family mortgage2,350,126
 2,087,890
Real estate – commercial mortgage3,128,876
 2,628,365
Installment loans to individuals199,843
 100,424
Gross loans7,591,799
 6,392,839
Unearned income(3,825) (3,127)
Loans, net of unearned income$7,587,974
 $6,389,712


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 4 - Non Purchased Loans (continued)



Past Due and Nonaccrual Loans
The following table providestables provide an aging of past due and nonaccrual loans, segregated by class, as of the dates presented:
 Accruing LoansNonaccruing Loans
 30-89 Days
Past Due
90 Days
or More
Past Due
Current
Loans
Total
Loans
30-89 Days
Past Due
90 Days
or More
Past Due
Current
Loans
Total
Loans
Total
Loans
December 31, 2022
Commercial, financial, agricultural$1,303 $69 $1,660,037 $1,661,409 $18 $2,373 $10,083 $12,474 $1,673,883 
Lease financing— — 122,167 122,167 — — — — 122,167 
Real estate – construction:
Residential49 — 355,374 355,423 — — 77 77 355,500 
Commercial8,525 — 966,312 974,837 — — — — 974,837 
Total real estate – construction8,574 — 1,321,686 1,330,260 — — 77 77 1,330,337 
Real estate – 1-4 family mortgage:
Primary28,198 — 2,164,582 2,192,780 6,015 12,503 11,558 30,076 2,222,856 
Home equity5,376 — 494,621 499,997 450 754 705 1,909 501,906 
Rental/investment720 38 332,648 333,406 20 331 625 976 334,382 
Land development174 — 156,863 157,037 46 36 — 82 157,119 
Total real estate – 1-4 family mortgage34,468 38 3,148,714 3,183,220 6,531 13,624 12,888 33,043 3,216,263 
Real estate – commercial mortgage:
Owner-occupied8,557 219 1,525,240 1,534,016 1,495 2,244 1,541 5,280 1,539,296 
Non-owner occupied3,521 — 3,444,047 3,447,568 5,304 — 38 5,342 3,452,910 
Land development279 — 125,507 125,786 — 40 31 71 125,857 
Total real estate – commercial mortgage12,357 219 5,094,794 5,107,370 6,799 2,284 1,610 10,693 5,118,063 
Installment loans to individuals2,001 122,481 124,487 38 100 120 258 124,745 
Unearned income— — (7,154)(7,154)— — — — (7,154)
Loans, net of unearned income$58,703 $331 $11,462,725 $11,521,759 $13,386 $18,381 $24,778 $56,545 $11,578,304 
 Accruing Loans Nonaccruing Loans
 
30-89 Days
Past Due
 
90 Days
or More
Past Due
 
Current
Loans
 
Total
Loans
 
30-89 Days
Past Due
 
90 Days
or More
Past Due
 
Current
Loans
 
Total
Loans
 
Total
Loans
December 31, 2019                
Commercial, financial, agricultural$605
 $476
 $1,045,802
 $1,046,883
 $387
 $5,023
 $60
 $5,470
 $1,052,353
Lease financing
 
 85,474
 85,474
 
 226
 
 226
 85,700
Real estate – construction794
 
 774,107
 774,901
 
 
 
 
 774,901
Real estate – 1-4 family mortgage18,020
 2,502
 2,320,328
 2,340,850
 623
 6,571
 2,082
 9,276
 2,350,126
Real estate – commercial mortgage2,362
 276
 3,119,785
 3,122,423
 372
 4,655
 1,426
 6,453
 3,128,876
Installment loans to individuals1,000
 204
 198,555
 199,759
 
 17
 67
 84
 199,843
Unearned income
 
 (3,825) (3,825) 
 
 
 
 (3,825)
Total$22,781
 $3,458
 $7,540,226
 $7,566,465
 $1,382
 $16,492
 $3,635
 $21,509
 $7,587,974
December 31, 2018                
Commercial, financial, agricultural$3,397
 $267
 $870,457
 $874,121
 $
 $1,356
 $172
 $1,528
 $875,649
Lease financing607
 89
 64,296
 64,992
 
 
 
 
 64,992
Real estate – construction887
 
 634,632
 635,519
 
 
 
 
 635,519
Real estate – 1-4 family mortgage10,378
 2,151
 2,071,401
 2,083,930
 238
 2,676
 1,046
 3,960
 2,087,890
Real estate – commercial mortgage1,880
 13
 2,621,902
 2,623,795
 
 2,974
 1,596
 4,570
 2,628,365
Installment loans to individuals368
 165
 99,731
 100,264
 3
 157
 
 160
 100,424
Unearned income
 
 (3,127) (3,127) 
 
 
 
 (3,127)
Total$17,517
 $2,685
 $6,359,292
 $6,379,494
 $241
 $7,163
 $2,814
 $10,218
 $6,389,712
87


Restructured loans that are not performing in accordance with their restructured terms that are either contractually 90 days or more past due or placed on nonaccrual status are reported as nonperforming loans. Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 – Loans (continued)


 Accruing LoansNonaccruing Loans
 30-89 Days
Past Due
90 Days
or More
Past Due
Current
Loans
Total
Loans
30-89 Days
Past Due
90 Days
or More
Past Due
Current
Loans
Total
Loans
Total
Loans
December 31, 2021
Commercial, financial, agricultural$3,447 $103 $1,406,692 $1,410,242 $1,711 $4,283 $7,034 $13,028 $1,423,270 
Lease financing— — 80,181 80,181 — 11 — 11 80,192 
Real estate – construction:
Residential1,077 — 301,198 302,275 — — — — 302,275 
Commercial— — 802,621 802,621 — — — — 802,621 
Total real estate – construction1,077 — 1,103,819 1,104,896 — — — — 1,104,896 
Real estate – 1-4 family mortgage:
Primary15,827 425 1,780,760 1,797,012 2,177 10,420 6,511 19,108 1,816,120 
Home equity1,617 — 471,268 472,885 182 919 618 1,719 474,604 
Rental/investment421 445 286,458 287,324 26 771 353 1,150 288,474 
Land development431 — 144,360 144,791 — 65 192 257 145,048 
Total real estate – 1-4 family mortgage18,296 870 2,682,846 2,702,012 2,385 12,175 7,674 22,234 2,724,246 
Real estate – commercial mortgage:
Owner-occupied2,231 359 1,556,081 1,558,671 163 1,111 3,406 4,680 1,563,351 
Non-owner occupied260 89 2,848,152 2,848,501 — — 8,446 8,446 2,856,947 
Land development476 — 127,793 128,269 — 292 178 470 128,739 
Total real estate – commercial mortgage2,967 448 4,532,026 4,535,441 163 1,403 12,030 13,596 4,549,037 
Installment loans to individuals1,817 20 141,008 142,845 45 106 344 495 143,340 
Unearned income— — (4,067)(4,067)— — — — (4,067)
Loans, net of unearned income$27,604 $1,441 $9,942,505 $9,971,550 $4,304 $17,978 $27,082 $49,364 $10,020,914 
There were 2no restructured loans totaling $164 that were contractually 90 days past due or more and still accruing at December 31, 2019.2022. There was 1one restructured loan totaling $41$36 that was contractually 90 days past due or more and still accruing at December 31, 2018.2021. The outstanding balance of restructured loans on nonaccrual status was $3,058$20,765 and $3,128$25,702 at December 31, 20192022 and 2018,2021, respectively.

88


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 4 - Non Purchased3 – Loans (continued)



Impaired Loans
Impaired loans recognized in conformity with ASC 310, segregated by class, were as follows as of the dates and for the periods presented:
 As of December 31, 2019 Year Ended December 31, 2019
 
Recorded
Investment
 
Unpaid
Principal
Balance
 
Related
Allowance
 
Average
Recorded
Investment
 
Interest
Income
Recognized
With a related allowance recorded:         
Commercial, financial, agricultural$5,722
 $6,623
 $1,222
 $6,787
 $30
Lease financing226
 226
 3
 231
 
Real estate – construction
 
 
 
 
Real estate – 1-4 family mortgage13,689
 14,018
 143
 14,364
 200
Real estate – commercial mortgage7,361
 8,307
 390
 7,034
 120
Installment loans to individuals84
 91
 1
 97
 2
Total$27,082
 $29,265
 $1,759
 $28,513
 $352
With no related allowance recorded:         
Commercial, financial, agricultural$
 $
 $
 $
 $
Lease financing
 
 
 
 
Real estate – construction9,145
 9,145
 
 8,516
 438
Real estate – 1-4 family mortgage
 
 
 
 
Real estate – commercial mortgage1,080
 2,760
 
 1,159
 33
Installment loans to individuals
 
 
 
 
Total$10,225
 $11,905
 $
 $9,675
 $471
Totals$37,307
 $41,170
 $1,759
 $38,188
 $823
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 4 - Non Purchased Loans (continued)



 As of December 31, 2018 Year Ended December 31, 2018
 
Recorded
Investment
 
Unpaid
Principal
Balance
 
Related
Allowance
 
Average
Recorded
Investment
 
Interest
Income
Recognized
With a related allowance recorded:         
Commercial, financial, agricultural$1,834
 $2,280
 $163
 $2,079
 $35
Lease financing
 
 
 
 
Real estate – construction7,302
 7,302
 63
 7,180
 162
Real estate – 1-4 family mortgage9,077
 9,767
 61
 9,212
 191
Real estate – commercial mortgage4,609
 5,765
 689
 4,889
 72
Installment loans to individuals223
 232
 1
 239
 2
Total$23,045
 $25,346
 $977
 $23,599
 $462
With no related allowance recorded:         
Commercial, financial, agricultural$
 $
 $
 $
 $
Lease financing
 
 
 
 
Real estate – construction2,165
 2,165
 
 2,165
 55
Real estate – 1-4 family mortgage
 
 
 
 
Real estate – commercial mortgage1,238
 2,860
 
 1,316
 32
Installment loans to individuals
 
 
 
 
Total$3,403
 $5,025
 $
 $3,481
 $87
Totals$26,448
 $30,371
 $977
 $27,080
 $549

The average recorded investment in impaired loans for the year ended December 31, 2017 was $21,998. Interest income recognized on impaired loans for the year ended December 31, 2017 was $573.
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 4 - Non Purchased Loans (continued)



Restructured Loans
At December 31, 2019, 20182022, 2021 and 2017,2020, there were $4,679, $5,325$22,624, $20,259 and $5,588,$20,448, respectively, of restructured loans. The following table illustrates the impact of modifications classified as restructured loans held on the Consolidated Balance Sheets and still performing in accordance with their restructured terms at period end, segregated by class, as of the periods presented.
 
Number of
Loans
 
Pre-Modification
Outstanding
Recorded
Investment
 
Post-Modification
Outstanding
Recorded
Investment
December 31, 2019     
Commercial, financial, agricultural2
 $187
 $185
Real estate – 1-4 family mortgage5
 460
 459
Total7
 $647
 $644
December 31, 2018     
Real estate – 1-4 family mortgage9
 $1,764
 $1,763
Real estate – commercial mortgage2
 94
 89
Total11
 $1,858
 $1,852
December 31, 2017     
Commercial, financial, agricultural2
 $331
 $330
Real estate – 1-4 family mortgage8
 598
 586
Real estate – commercial mortgage3
 683
 313
Installment loans to individuals1
 4
 3
Total14
 $1,616
 $1,232

Number of
Loans
Pre-Modification
Outstanding
Amortized Cost
Post-Modification
Outstanding Amortized Cost
December 31, 2022
Commercial, financial, agricultural$113 $114 
Real estate – 1-4 family mortgage:
Primary20 3,061 3,086 
Land development98 94 
Total real estate – 1-4 family mortgage23 3,159 3,180 
Real estate – commercial mortgage:
Owner-occupied246 246 
Non-owner occupied6,500 6,500 
Total real estate – commercial mortgage6,746 6,746 
Total26 $10,018 $10,040 
December 31, 2021
Commercial, financial, agricultural$5,393 $5,393 
Real estate – 1-4 family mortgage:
Primary36 6,061 6,108 
Real estate – commercial mortgage:
Non-owner occupied837 810 
Total45 $12,291 $12,311 
December 31, 2020
Commercial, financial, agricultural$2,891 $2,890 
Real estate – 1-4 family mortgage:
Primary24 3,928 3,886 
Home equity159 162 
Rental/investment142 207 
Total real estate – 1-4 family mortgage28 4,229 4,255 
Real estate – commercial mortgage:
Owner-occupied6,192 5,883 
Non-owner occupied752 754 
Land development189 189 
Total real estate – commercial mortgage12 7,133 6,826 
Installment loans to individuals49 40 
Total51 $14,302 $14,011 
At December 31, 20182022, 2021 and December 31, 20172020, the Company had $139$491, $117 and $184,$522, respectively, in troubled debt restructurings that subsequently defaulted within twelve months of the restructuring. There were no such occurrences for the year ended December 31, 2019.

89


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 4 - Non Purchased3 – Loans (continued)



Changes in the Company’s restructured loans are set forth in the table below.
 
Number of
Loans
 
Recorded
Investment
Totals at January 1, 201854
 $5,588
Additional advances or loans with concessions11
 1,861
Reclassified as performing3
 295
Reductions due to:   
Reclassified as nonperforming(8) (639)
Paid in full(9) (1,556)
Principal paydowns
 (224)
Totals at December 31, 201851
 $5,325
Additional advances or loans with concessions7
 661
Reclassified as performing5
 252
Reductions due to:   
Reclassified as nonperforming(9) (808)
Paid in full(8) (581)
Principal paydowns
 (170)
Totals at December 31, 201946
 $4,679

Number of
Loans
Amortized Cost
Totals at December 31, 2020124 $20,448 
Additional loans with concessions45 12,639 
Reclassified as performing366 
Reductions due to:
Reclassified as nonperforming(18)(4,390)
Paid in full(21)(7,586)
Charge-offs(1)(205)
Principal paydowns— (1,013)
Totals at December 31, 2021135 $20,259 
Additional loans with concessions24 10,332 
Reclassified as performing12 5,326 
Reductions due to:
Reclassified as nonperforming(28)(7,411)
Paid in full(23)(4,758)
Principal paydowns— (1,124)
Totals at December 31, 2022120 $22,624 
The allocated allowance for loancredit losses attributable to restructured loans was $125$625 and $34$389 at December 31, 20192022 and 2018,2021, respectively. The Company had 0no remaining availability under commitments to lend additional funds on these restructured loans at December 31, 20192022 and $42$307 in remaining availability under commitments to lend additional funds on these restructured loans at December 31, 2018.
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 4 - Non Purchased Loans (continued)



2021.
Credit Quality
For commercial and commercial real estate securedestate-secured loans, internal risk-rating grades are assigned by lending, credit administration or loan review personnel, based on an analysis of the financial and collateral strength and other credit attributes underlying each loan. Management analyzes the resulting ratings, as well as other external statistics and factors such as delinquency, to track the migration performance of the portfolio balances of commercial and commercial real estate secured loans. Loan grades range between 110 and 9,95, with 110 being loans with the least credit risk. Loans within the “Pass” grade (historically, those(those with a risk rating between 110 and 4)60) generally have a lower risk of loss and therefore a lower risk factor applied to the loan balances. The “Pass” grade is reserved for loans with a risk rating between 1 and 4A, and the “Watch”“Special Mention” grade (those with a risk rating of 4B and 4E) is utilized on70) represents a temporary basis for “Pass” grade loansloan where a significant adverse risk-modifying action is anticipated in the near term.term and, left uncorrected, could result in deterioration of the credit quality of the loan. Loans that migrate toward the “Substandard” grade (those with a risk rating between 580 and 9)95) generally have a higher risk of loss and therefore a higher risk factor applied to those related loan balances.
The following table presentstables present the Company’s loan portfolio by year of origination and internal risk-rating grades as of the dates presented:
 Term Loans Amortized Cost Basis by Origination Year
 20222021202020192018PriorRevolving LoansRevolving Loans Converted to TermTotal
Loans
December 31, 2022
Commercial, Financial, Agricultural$460,604 $209,964 $142,790 $63,164 $25,099 $35,142 $717,422 $3,522 $1,657,707 
Pass450,559 209,580 141,712 62,370 21,963 28,014 704,491 2,384 1,621,073 
Special Mention719 — 1,010 383 678 — 11,616 80 14,486 
Substandard9,326 384 68 411 2,458 7,128 1,315 1,058 22,148 
 Pass Watch Substandard Total
December 31, 2019       
Commercial, financial, agricultural$779,798
 $11,949
 $11,715
 $803,462
Real estate – construction698,950
 501
 9,209
 708,660
Real estate – 1-4 family mortgage339,079
 3,856
 3,572
 346,507
Real estate – commercial mortgage2,737,629
 31,867
 26,711
 2,796,207
Installment loans to individuals6
 
 
 6
Total$4,555,462
 $48,173
 $51,207
 $4,654,842
December 31, 2018       
Commercial, financial, agricultural$615,803
 $18,326
 $6,973
 $641,102
Real estate – construction558,494
 2,317
 8,157
 568,968
Real estate – 1-4 family mortgage321,564
 4,660
 4,260
 330,484
Real estate – commercial mortgage2,210,100
 54,579
 24,144
 2,288,823
Installment loans to individuals
 
 
 
Total$3,705,961
 $79,882
 $43,534
 $3,829,377
90


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 4 - Non Purchased3 – Loans (continued)



 Term Loans Amortized Cost Basis by Origination Year
 20222021202020192018PriorRevolving LoansRevolving Loans Converted to TermTotal
Loans
Lease Financing Receivables$61,424 $18,379 $18,318 $10,628 $4,557 $1,707 $ $ $115,013 
Pass58,204 18,379 15,846 9,060 3,269 1,353 — — 106,111 
Watch— — — — — 354 — — 354 
Substandard3,220 — 2,472 1,568 1,288 — — — 8,548 
Real Estate - Construction$595,185 $476,190 $109,705 $8,525 $381 $6,858 $13,757 $424 $1,211,025 
Residential$214,386 $16,483 $589 $— $381 $— $3,925 $424 $236,188 
Pass214,371 16,483 589 — 381 — 3,925 424 236,173 
Special Mention— — — — — — — 
Substandard— — — — — — — 
Commercial$380,799 $459,707 $109,116 $8,525 $— $6,858 $9,832 $— $974,837 
Pass380,799 459,707 109,116 8,525 — 6,858 9,832 — 974,837 
Special Mention— — — — — — — — — 
Substandard— — — — — — — — — 
Real Estate - 1-4 Family Mortgage$233,370 $141,066 $48,653 $24,664 $25,604 $35,971 $26,920 $1,238 $537,486 
Primary$12,877 $7,965 $5,068 $2,435 $4,522 $8,723 $4,931 $106 $46,627 
Pass12,616 7,965 5,068 2,421 4,522 8,419 4,931 106 46,048 
Special Mention— — — — — 51 — — 51 
Substandard261 — — 14 — 253 — — 528 
Home Equity$272 $1,187 $— $38 $$27 $14,485 $141 $16,155 
Pass272 1,187 — 38 27 14,485 16,021 
Special Mention— — — — — — — — — 
Substandard— — — — — — — 134 134 
Rental/Investment$138,481 $85,711 $42,056 $21,997 $14,785 $24,448 $5,972 $787 $334,237 
Pass138,137 85,522 41,604 21,097 14,671 22,899 5,972 482 330,384 
Special Mention231 — — — — 174 — — 405 
Substandard113 189 452 900 114 1,375 — 305 3,448 
Land Development$81,740 $46,203 $1,529 $194 $6,292 $2,773 $1,532 $204 $140,467 
Pass80,514 46,203 1,525 194 6,292 2,723 1,532 204 139,187 
Special Mention1,226 — — — — — — — 1,226 
Substandard— — — — 50 — — 54 
Real Estate - Commercial Mortgage$1,624,197 $1,000,563 $713,303 $531,424 $277,862 $810,919 $121,305 $25,173 $5,104,746 
Owner-Occupied$309,792 $319,174 $239,946 $178,137 $128,452 $302,495 $57,869 $3,300 $1,539,165 
Pass298,851 314,429 237,058 175,262 122,537 282,657 50,640 3,300 1,484,734 
Special Mention9,640 3,047 815 1,670 — 672 4,808 — 20,652 
Substandard1,301 1,698 2,073 1,205 5,915 19,166 2,421 — 33,779 
Non-Owner Occupied$1,256,098 $657,121 $466,703 $346,908 $144,872 $501,863 $57,637 $21,680 $3,452,882 
Pass1,252,484 647,937 466,703 322,997 127,358 418,294 57,637 12,142 3,305,552 
Special Mention506 — — 21,961 17,509 8,975 — — 48,951 
Substandard3,108 9,184 — 1,950 74,594 — 9,538 98,379 
Land Development$58,307 $24,268 $6,654 $6,379 $4,538 $6,561 $5,799 $193 $112,699 
Pass58,307 24,228 6,342 6,379 4,465 6,067 5,799 193 111,780 
Special Mention— 40 — — — — — — 40 
Substandard— — 312 — 73 494 — — 879 
For portfolio balances of consumer, consumer mortgage
91


Renasant Corporation and certain other similar loan types, allowance factors are determined based on historical loss ratios by portfolio for the preceding eight quartersSubsidiaries
Notes to Consolidated Financial Statements
Note 3 – Loans (continued)


 Term Loans Amortized Cost Basis by Origination Year
 20222021202020192018PriorRevolving LoansRevolving Loans Converted to TermTotal
Loans
Installment loans to individuals$ $ $ $24 $ $ $ $ $24 
Pass— — — 24 — — — — 24 
Special Mention— — — — — — — — — 
Substandard— — — — — — — — — 
Total loans subject to risk rating$2,974,780 $1,846,162 $1,032,769 $638,429 $333,503 $890,597 $879,404 $30,357 $8,626,001 
Pass2,945,114 1,831,620 1,025,563 608,367 305,463 777,311 859,244 19,242 8,371,924 
Special Mention12,328 3,087 1,825 24,014 18,187 10,226 16,424 80 86,171 
Substandard17,338 11,455 5,381 6,048 9,853 103,060 3,736 11,035 167,906 

 Term Loans Amortized Cost Basis by Origination Year
 20212020201920182017PriorRevolving LoansRevolving Loans Converted to TermTotal
Loans
December 31, 2021
Commercial, Financial, Agricultural$300,748 $245,940 $122,996 $56,732 $27,631 $36,665 $595,956 $4,083 $1,390,751 
Pass299,731 245,657 120,748 54,654 23,521 27,482 591,096 2,901 1,365,790 
Special Mention— 136 1,798 527 605 1,196 651 — 4,913 
Substandard1,017 147 450 1,551 3,505 7,987 4,209 1,182 20,048 
Real Estate - Construction$461,370 $371,694 $174,369 $15,414 $ $4,393 $3,769 $2,428 $1,033,437 
Residential$210,734 $12,598 $— $601 $— $686 $3,769 $2,428 $230,816 
Pass210,734 12,598 — 601 — 686 3,769 2,428 230,816 
Special Mention— — — — — — — — — 
Substandard— — — — — — — — — 
Commercial$250,636 $359,096 $174,369 $14,813 $— $3,707 $— $— $802,621 
Pass250,636 359,096 174,369 14,813 — 3,707 — — 802,621 
Special Mention— — — — — — — — — 
Substandard— — — — — — — — — 
Real Estate - 1-4 Family Mortgage$205,137 $83,038 $60,392 $40,195 $31,121 $41,687 $27,010 $1,142 $489,722 
Primary$15,599 $7,698 $3,696 $8,470 $5,517 $13,402 $4,888 $— $59,270 
Pass15,599 7,698 3,530 8,470 5,433 10,465 4,877 — 56,072 
Special Mention— — — — — 59 — — 59 
Substandard— — 166 — 84 2,878 11 — 3,139 
Home Equity$1,318 $— $42 $131 $— $42 $14,702 $211 $16,446 
Pass1,318 — 42 131 — 42 14,332 10 15,875 
Special Mention— — — — — — — — — 
Substandard— — — — — — 370 201 571 
Rental/Investment$111,006 $61,801 $33,852 $24,324 $25,163 $25,275 $5,782 $931 $288,134 
Pass110,987 60,855 32,851 24,050 24,981 24,133 5,631 931 284,419 
Special Mention— 249 — — — 38 — — 287 
Substandard19 697 1,001 274 182 1,104 151 — 3,428 
92


Renasant Corporation and may be adjusted by other qualitative criteria. Subsidiaries
Notes to Consolidated Financial Statements
Note 3 – Loans (continued)


 Term Loans Amortized Cost Basis by Origination Year
 20212020201920182017PriorRevolving LoansRevolving Loans Converted to TermTotal
Loans
Land Development$77,214 $13,539 $22,802 $7,270 $441 $2,968 $1,638 $— $125,872 
Pass74,818 13,539 22,769 7,270 411 1,560 1,638 — 122,005 
Special Mention2,396 — — — — — — — 2,396 
Substandard— — 33 — 30 1,408 — — 1,471 
Real Estate - Commercial Mortgage$1,168,118 $836,549 $680,831 $394,608 $421,898 $844,635 $153,358 $35,968 $4,535,965 
Owner-Occupied$312,031 $305,686 $220,057 $177,689 $157,886 $317,878 $62,182 $9,748 $1,563,157 
Pass310,736 304,555 218,447 174,865 148,298 292,356 62,182 8,036 1,519,475 
Special Mention1,210 1,131 — — 3,286 722 — 1,712 8,061 
Substandard85 — 1,610 2,824 6,302 24,800 — — 35,621 
Non-Owner Occupied$809,784 $511,803 $449,734 $209,010 $258,914 $510,213 $81,238 $26,220 $2,856,916 
Pass800,348 503,009 436,387 185,353 203,128 464,713 81,238 16,314 2,690,490 
Special Mention9,235 8,794 11,356 23,650 33,176 8,383 — — 94,594 
Substandard201 — 1,991 22,610 37,117 — 9,906 71,832 
Land Development$46,303 $19,060 $11,040 $7,909 $5,098 $16,544 $9,938 $— $115,892 
Pass46,034 17,030 11,040 7,857 5,098 10,656 9,938 — 107,653 
Special Mention44 — — — — 5,141 — — 5,185 
Substandard225 2,030 — 52 — 747 — — 3,054 
Installment loans to individuals$ $ $42 $ $ $ $ $ $42 
Pass— — 42 — — — — — 42 
Special Mention— — — — — — — — — 
Substandard— — — — — — — — — 
Total loans subject to risk rating$2,135,373 $1,537,221 $1,038,630 $506,949 $480,650 $927,380 $780,093 $43,621 $7,449,917 
Pass2,120,941 1,524,037 1,020,225 478,064 410,870 835,800 774,701 30,620 7,195,258 
Special Mention12,885 10,310 13,154 24,177 37,067 15,539 651 1,712 115,495 
Substandard1,547 2,874 5,251 4,708 32,713 76,041 4,741 11,289 139,164 

The following table presentstables present the performing status of the Company’s loan portfolio not subject to risk rating as of the dates presented:
 Term Loans Amortized Cost Basis by Origination Year
 20222021202020192018PriorRevolving LoansRevolving Loans Converted to TermTotal
Loans
December 31, 2022
Commercial, Financial, Agricultural$13 $ $ $ $ $16,163 $ $ $16,176 
Performing Loans13 — — — — 16,163 — — 16,176 
Non-Performing Loans— — — — — — — — — 
Lease Financing Receivables$ $ $ $ $ $ $ $ $ 
Performing Loans— — — — — — — — — 
Non-Performing Loans— — — — — — — — — 
Real Estate - Construction$57,570 $61,245 $497 $ $ $ $ $ $119,312 
Residential$57,570 $61,245 $497 $— $— $— $— $— $119,312 
Performing Loans57,493 61,245 497 — — — — — 119,235 
Non-Performing Loans77 — — — — — — — 77 
 Performing Non-Performing Total
December 31, 2019     
Commercial, financial, agricultural$247,575
 $1,316
 $248,891
Lease financing81,649
 226
 81,875
Real estate – construction66,241
 
 66,241
Real estate – 1-4 family mortgage1,992,331
 11,288
 2,003,619
Real estate – commercial mortgage330,714
 1,955
 332,669
Installment loans to individuals199,549
 288
 199,837
Total$2,918,059
 $15,073
 $2,933,132
December 31, 2018     
Commercial, financial, agricultural$233,046
 $1,501
 $234,547
Lease financing61,776
 89
 61,865
Real estate – construction66,551
 
 66,551
Real estate – 1-4 family mortgage1,751,994
 5,412
 1,757,406
Real estate – commercial mortgage338,367
 1,175
 339,542
Installment loans to individuals100,099
 325
 100,424
Total$2,551,833
 $8,502
 $2,560,335
93


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 – Loans (continued)


 Term Loans Amortized Cost Basis by Origination Year
 20222021202020192018PriorRevolving LoansRevolving Loans Converted to TermTotal
Loans
Commercial$— $— $— $— $— $— $— $— $— 
Performing Loans— — — — — — — — — 
Non-Performing Loans— — — — — — — — — 
Real Estate - 1-4 Family Mortgage$704,214 $546,256 $351,213 $155,549 $116,951 $319,567 $481,254 $3,773 $2,678,777 
Primary$694,941 $541,801 $350,205 $154,979 $115,876 $318,364 $— $63 $2,176,229 
Performing Loans694,221 538,870 345,912 150,821 109,156 307,178 — 63 2,146,221 
Non-Performing Loans720 2,931 4,293 4,158 6,720 11,186 — — 30,008 
Home Equity$— $111 $— $— $— $676 $481,254 $3,710 $485,751 
Performing Loans— 111 — — — 609 480,094 3,026 483,840 
Non-Performing Loans— — — — — 67 1,160 684 1,911 
Rental/Investment$— $— $— $— $— $145 $— $— $145 
Performing Loans— — — — — 145 — — 145 
Non-Performing Loans— — — — — — — — — 
Land Development$9,273 $4,344 $1,008 $570 $1,075 $382 $— $— $16,652 
Performing Loans9,257 4,344 1,008 570 1,075 319 — — 16,573 
Non-Performing Loans16 — — — — 63 — — 79 
Real Estate - Commercial Mortgage$4,805 $3,518 $2,587 $1,281 $691 $435 $ $ $13,317 
Owner-Occupied$— $— $131 $— $— $— $— $— $131 
Performing Loans— — 131 — — — — — 131 
Non-Performing Loans— — — — — — — — — 
Non-Owner Occupied$— $— $28 $— $— $— $— $— $28 
Performing Loans— — 28 — — — — — 28 
Non-Performing Loans— — — — — — — — — 
Land Development$4,805 $3,518 $2,428 $1,281 $691 $435 $— $— $13,158 
Performing Loans4,805 3,518 2,422 1,281 691 435 — — 13,152 
Non-Performing Loans— — — — — — — 
Installment loans to individuals$44,255 $15,976 $6,416 $14,252 $17,095 $10,626 $16,062 $39 $124,721 
Performing Loans44,227 15,927 6,389 14,211 17,076 10,532 16,062 35 124,459 
Non-Performing Loans28 49 27 41 19 94 — 262 
Total loans not subject to risk rating$810,857 $626,995 $360,713 $171,082 $134,737 $346,791 $497,316 $3,812 $2,952,303 
Performing Loans810,016 624,015 356,387 166,883 127,998 335,381 496,156 3,124 2,919,960 
Non-Performing Loans841 2,980 4,326 4,199 6,739 11,410 1,160 688 32,343 

94


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 – Loans (continued)


 Term Loans Amortized Cost Basis by Origination Year
 20212020201920182017PriorRevolving LoansRevolving Loans Converted to TermTotal
Loans
December 31, 2021
Commercial, Financial, Agricultural$71 $ $ $1 $ $8,983 $23,464 $ $32,519 
Performing Loans71 — — — 8,983 23,464 — 32,519 
Non-Performing Loans— — — — — — — — — 
Lease Financing Receivables$26,301 $23,270 $15,504 $7,713 $2,169 $1,168 $ $ $76,125 
Performing Loans26,301 23,270 15,504 7,713 2,167 1,159 — — 76,114 
Non-Performing Loans— — — — — — 11 
Real Estate - Construction$57,283 $12,561 $1,615 $ $ $ $ $ $71,459 
Residential$57,283 $12,561 $1,615 $— $— $— $— $— $71,459 
Performing Loans57,283 12,561 1,615 — — — — — 71,459 
Non-Performing Loans— — — — — — — — — 
Commercial$— $— $— $— $— $— $— $— $— 
Performing Loans— — — — — — — — — 
Non-Performing Loans— — — — — — — — — 
Real Estate - 1-4 Family Mortgage$554,483 $419,252 $205,216 $157,015 $137,607 $308,441 $448,379 $4,131 $2,234,524 
Primary$542,659 $415,863 $203,941 $154,655 $134,194 $305,457 $— $81 $1,756,850 
Performing Loans542,053 414,931 201,475 149,478 131,571 298,023 — 81 1,737,612 
Non-Performing Loans606 932 2,466 5,177 2,623 7,434 — — 19,238 
Home Equity$111 $— $79 $767 $2,441 $2,331 $448,379 $4,050 $458,158 
Performing Loans111 — 79 767 2,441 2,204 447,298 3,740 456,640 
Non-Performing Loans— — — — — 127 1,081 310 1,518 
Rental/Investment$— $— $99 $— $23 $218 $— $— $340 
Performing Loans— — 99 — 23 164 — — 286 
Non-Performing Loans— — — — — 54 — — 54 
Land Development$11,713 $3,389 $1,097 $1,593 $949 $435 $— $— $19,176 
Performing Loans11,688 3,298 1,065 1,593 874 435 — — 18,953 
Non-Performing Loans25 91 32 — 75 — — — 223 
Real Estate - Commercial Mortgage$5,265 $3,584 $2,082 $947 $499 $695 $ $ $13,072 
Owner-Occupied$— $136 $58 $— $— $— $— $— $194 
Performing Loans— 136 58 — — — — — 194 
Non-Performing Loans— — — — — — — — — 
Non-Owner Occupied$— $31 $— $— $— $— $— $— $31 
Performing Loans— 31 — — — — — — 31 
Non-Performing Loans— — — — — — — — — 
Land Development$5,265 $3,417 $2,024 $947 $499 $695 $— $— $12,847 
Performing Loans5,265 3,417 2,008 947 499 644 — — 12,780 
Non-Performing Loans— — 16 — — 51 — — 67 
Installment loans to individuals$44,302 $15,436 $23,114 $28,298 $11,706 $5,798 $14,574 $70 $143,298 
Performing Loans44,254 15,360 23,035 28,270 11,672 5,574 14,557 59 142,781 
Non-Performing Loans48 76 79 28 34 224 17 11 517 
Total loans not subject to risk rating$687,705 $474,103 $247,531 $193,974 $151,981 $325,085 $486,417 $4,201 $2,570,997 
Performing Loans687,026 473,004 244,938 188,769 149,247 317,186 485,319 3,880 2,549,369 
Non-Performing Loans679 1,099 2,593 5,205 2,734 7,899 1,098 321 21,628 
95


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 – Loans (continued)


Related Party Loans
Certain executive officers and directors of Renasantthe Bank and their associates are customers of and have other transactions with Renasant Bank. Related party loans and commitments are made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with persons not related to the Company or the Bank and do not involve more than a normal risk of collectability or present other unfavorable features. A summary of the changes in related party loans follows:
Loans at December 31, 2018$22,225
New loans and advances5,378
Payments received(1,723)
Changes in related parties36
Loans at December 31, 2019$25,916

Loans at December 31, 2021$29,907 
New loans and advances3,778 
Payments received(674)
Loans at December 31, 2022$33,011 
No related party loans were classified as past due, nonaccrual, impaired or restructured at December 31, 20192022 or 2018.2021. Unfunded commitments to certain executive officers and directors and their associates totaled $7,266$7,387 and $6,982$10,471 at December 31, 20192022 and 2018,2021, respectively.

Renasant CorporationDuring 2022, the Company acquired Southeastern Commercial Finance, LLC and Subsidiaries

NotesContinental Republic Capital, LLC (doing business as “Republic Business Credit”). The acquired loans were added to Consolidated Financial Statements

Note 5 – Purchased Loans
(In Thousands, Except Numberthe commercial, financial, and agricultural loan category at their fair value of Loans)
For purposes$105,610 at the date of this Note 5, all references to “loans” mean purchased loans.
acquisition. The following is a summarycarrying amount of purchased credit deteriorated (“PCD”) loans at December 31:the acquisition date is detailed below.
Carrying Amount
Purchase price of loans at acquisition$13,654 
Allowance for credit losses at acquisition11,460 
Par value of acquired loans at acquisition$25,114 
 2019 2018
Commercial, financial, agricultural$315,619
 $420,263
Lease financing
 
Real estate – construction51,582
 105,149
Real estate – 1-4 family mortgage516,487
 707,453
Real estate – commercial mortgage1,115,389
 1,423,144
Installment loans to individuals102,587
 37,408
Gross loans2,101,664
 2,693,417
Unearned income
 
Loans, net of unearned income$2,101,664
 $2,693,417
96



Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 5 – Purchased Loans (continued)


Past Due and Nonaccrual Loans
The following table provides an aging of past due and nonaccrual loans, segregated by class, as of the dates presented:
 Accruing Loans Nonaccruing Loans
 
30-89 Days
Past Due
 
90 Days
or More
Past Due
 
Current
Loans
 
Total
Loans
 
30-89 Days
Past Due
 
90 Days
or More
Past Due
 
Current
Loans
 
Total
Loans
 
Total
Loans
December 31, 2019                
Commercial, financial, agricultural$1,889
 $998
 $311,218
 $314,105
 $
 $1,246
 $268
 $1,514
 $315,619
Lease financing
 
 
 
 
 
 
 
 
Real estate – construction319
 
 51,263
 51,582
 
 
 
 
 51,582
Real estate – 1-4 family mortgage5,516
 2,244
 503,826
 511,586
 605
 2,762
 1,534
 4,901
 516,487
Real estate – commercial mortgage3,454
 922
 1,110,570
 1,114,946
 
 123
 320
 443
 1,115,389
Installment loans to individuals3,709
 153
 98,545
 102,407
 1
 51
 128
 180
 102,587
Unearned income
 
 
 
 
 
 
 
 
Total$14,887
 $4,317
 $2,075,422
 $2,094,626
 $606
 $4,182
 $2,250
 $7,038
 $2,101,664
December 31, 2018                
Commercial, financial, agricultural$1,811
 $97
 $417,786
 $419,694
 $
 $477
 $92
 $569
 $420,263
Lease financing
 
 
 
 
 
 
 
 
Real estate – construction1,235
 68
 103,846
 105,149
 
 
 
 
 105,149
Real estate – 1-4 family mortgage8,981
 4,455
 690,697
 704,133
 202
 1,881
 1,237
 3,320
 707,453
Real estate – commercial mortgage5,711
 2,410
 1,413,346
 1,421,467
 
 1,401
 276
 1,677
 1,423,144
Installment loans to individuals1,342
 202
 35,594
 37,138
 2
 24
 244
 270
 37,408
Unearned income
 
 
 
 
 
 
 
 
Total$19,080
 $7,232
 $2,661,269
 $2,687,581
 $204
 $3,783
 $1,849
 $5,836
 $2,693,417

Restructured loans that are not performing in accordance with their restructured terms that are either contractually 90 days or more past due or placed on nonaccrual status are reported as nonperforming loans. There were 2 restructured loans totaling $106 that were contractually 90 days past due or more and still accruing at December 31, 2019. There were 8 restructured loans totaling $413 that were contractually 90 days past due or more and still accruing at December 31, 2018. The outstanding balance of restructured loans on nonaccrual status was $1,667 and $1,868 at December 31, 2019 and 2018, respectively.

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 5 – Purchased Loans (continued)


Impaired Loans
Non credit deteriorated loans that were subsequently impaired and recognized in conformity with ASC 310, segregated by class, were as follows as of the dates and for the periods presented:
 As of December 31, 2019 Year Ended December 31, 2019
 
Recorded
Investment
 
Unpaid
Principal
Balance
 
Related
Allowance
 
Average
Recorded
Investment
 
Interest
Income
Recognized
With a related allowance recorded:         
Commercial, financial, agricultural$1,837
 $2,074
 $212
 $1,700
 $8
Lease financing
 
 
 
 
Real estate – construction2,499
 2,490
 16
 2,386
 3
Real estate – 1-4 family mortgage2,801
 2,914
 17
 2,900
 41
Real estate – commercial mortgage981
 1,017
 6
 1,031
 40
Installment loans to individuals110
 110
 2
 96
 
Total$8,228
 $8,605
 $253
 $8,113
 $92
With no related allowance recorded:         
Commercial, financial, agricultural$901
 $905
 $
 $912
 $
Lease financing
 
 
 
 
Real estate – construction772
 779
 
 770
 
Real estate – 1-4 family mortgage3,772
 4,550
 
 4,134
 73
Real estate – commercial mortgage128
 131
 
 137
 7
Installment loans to individuals71
 92
 
 85
 
Total$5,644
 $6,457
 $
 $6,038
 $80
Totals$13,872
 $15,062
 $253
 $14,151
 $172

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 5 – Purchased Loans (continued)


 As of December 31, 2018 Year Ended December 31, 2018
 
Recorded
Investment
 
Unpaid
Principal
Balance
 
Related
Allowance
 
Average
Recorded
Investment
 
Interest
Income
Recognized
With a related allowance recorded:         
Commercial, financial, agricultural$600
 $658
 $173
 $614
 $10
Lease financing
 
 
 
 
Real estate – construction576
 576
 5
 576
 6
Real estate – 1-4 family mortgage1,381
 1,404
 18
 1,362
 18
Real estate – commercial mortgage2,066
 2,116
 338
 2,011
 40
Installment loans to individuals246
 247
 3
 247
 1
Total$4,869
 $5,001
 $537
 $4,810
 $75
With no related allowance recorded:         
Commercial, financial, agricultural$11
 $13
 $
 $13
 $1
Lease financing
 
 
 
 
Real estate – construction
 
 
 
 
Real estate – 1-4 family mortgage3,780
 4,383
 
 4,407
 111
Real estate – commercial mortgage146
 150
 
 159
 7
Installment loans to individuals24
 33
 
 7
 
Total$3,961
 $4,579
 $
 $4,586
 $119
Totals$8,830
 $9,580
 $537
 $9,396
 $194

The average recorded investment in non credit deteriorated loans that were subsequently impaired for the year ended December 31, 2017 was $7,687. Interest income recognized on non credit deteriorated loans that were subsequently impaired for the year ended December 31, 2017 was $299.

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 5 – Purchased Loans (continued)


Credit deteriorated loans recognized in conformity with ASC 310-30, segregated by class, were as follows as of the dates and for the periods presented:
 As of December 31, 2019 Year Ended December 31, 2019
 
Recorded
Investment
 
Unpaid
Principal
Balance
 
Related
Allowance
 
Average
Recorded
Investment
 
Interest
Income
Recognized
With a related allowance recorded:         
Commercial, financial, agricultural$3,695
 $7,370
 $292
 $6,919
 $187
Lease financing
 
 
 
 
Real estate – construction
 
 
 
 
Real estate – 1-4 family mortgage10,061
 10,372
 291
 10,369
 529
Real estate – commercial mortgage52,501
 55,017
 1,386
 54,885
 2,904
Installment loans to individuals640
 640
 2
 652
 29
Total$66,897
 $73,399
 $1,971
 $72,825
 $3,649
With no related allowance recorded:         
Commercial, financial, agricultural$25,843
 $41,792
 $
 $37,535
 $1,208
Lease financing
 
 
 
 
Real estate – construction863
 882
 
 618
 21
Real estate – 1-4 family mortgage25,482
 32,597
 
 26,687
 1,665
Real estate – commercial mortgage50,632
 64,912
 
 53,586
 3,500
Installment loans to individuals2,547
 4,771
 
 3,232
 335
Total$105,367
 $144,954
 $
 $121,658
 $6,729
Totals$172,264
 $218,353
 $1,971
 $194,483
 $10,378
 As of December 31, 2018 Year Ended December 31, 2018
 
Recorded
Investment
 
Unpaid
Principal
Balance
 
Related
Allowance
 
Average
Recorded
Investment
 
Interest
Income
Recognized
With a related allowance recorded:         
Commercial, financial, agricultural$3,779
 $4,071
 $161
 $4,276
 $204
Lease financing
 
 
 
 
Real estate – construction
 
 
 
 
Real estate – 1-4 family mortgage12,169
 12,601
 488
 12,894
 647
Real estate – commercial mortgage62,003
 65,273
 1,901
 65,756
 3,201
Installment loans to individuals660
 660
 2
 675
 29
Total$78,611
 $82,605
 $2,552
 $83,601
 $4,081
With no related allowance recorded:         
Commercial, financial, agricultural$25,364
 $40,332
 $
 $12,102
 $669
Lease financing
 
 
 
 
Real estate – construction
 
 
 
 
Real estate – 1-4 family mortgage36,074
 41,222
 
 36,801
 1,647
Real estate – commercial mortgage78,435
 100,427
 
 78,368
 3,578
Installment loans to individuals3,770
 7,630
 
 2,095
 109
Total$143,643
 $189,611
 $
 $129,366
 $6,003
Totals$222,254
 $272,216
 $2,552
 $212,967
 $10,084


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 5 – Purchased Loans (continued)


The average recorded investment in credit-deteriorated loans for the year ended December 31, 2017 was $253,172. Interest income recognized on credit-deteriorated loans for the year ended December 31, 2017 was $12,869.
Restructured Loans
At December 31, 2019, 2018 and 2017, there were $7,275, $7,495 and $8,965, respectively, of restructured loans. The following table illustrates the impact of modifications classified as restructured loans held on the Consolidated Balance Sheets and still performing in accordance with their restructured terms at period end, segregated by class, as of the periods presented.
 
Number of
Loans
 
Pre-Modification
Outstanding
Recorded
Investment
 
Post-Modification
Outstanding
Recorded
Investment
December 31, 2019     
Commercial, financial, agricultural2
 $2,778
 $2,778
Real estate – 1-4 family mortgage2
 73
 73
Real estate – commercial mortgage1
 80
 76
Total5
 $2,931
 $2,927
December 31, 2018     
Commercial, financial, agricultural1
 $48
 $44
Real estate – 1-4 family mortgage2
 142
 127
Real estate – commercial mortgage2
 522
 381
Total5
 $712
 $552
December 31, 2017     
Real estate – 1-4 family mortgage23
 3,744
 3,127
Real estate – commercial mortgage5
 3,115
 2,231
Total28
 $6,859
 $5,358

During the years ended December 31, 2019, 2018 and 2017, the Company had $101, $5 and $212, respectively, in troubled debt restructurings that subsequently defaulted within twelve months of the restructuring.


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 5 – Purchased Loans (continued)


Changes in the Company’s restructured loans are set forth in the table below.
 
Number of
Loans
 
Recorded
Investment
Totals at January 1, 201872
 $8,965
Additional advances or loans with concessions5
 712
Reclassified from nonperforming4
 435
Reductions due to:   
Reclassified as nonperforming(13) (1,229)
Paid in full(14) (744)
Principal paydowns
 (644)
Totals at December 31, 201854
 $7,495
Additional advances or loans with concessions5
 3,168
Reclassified from nonperforming14
 1,931
Reductions due to:   
Reclassified as nonperforming(11) (1,964)
Paid in full(7) (370)
Charge-offs(1) (101)
Principal paydowns
 (508)
Measurement period adjustment on recently acquired loans
 (2,376)
Totals at December 31, 201954
 $7,275

The allocated allowance for loan losses attributable to restructured loans was $17 and $58 at December 31, 2019 and 2018, respectively. The Company had $6 remaining availability under commitments to lend additional funds on these restructured loans at December 31, 2019 and $3 in remaining availability under commitments to lend additional funds on these restructured loans at December 31, 2018.
Credit Quality
The following table presents the Company’s loan portfolio by risk-rating grades as of the dates presented:
 Pass Watch Substandard Total
December 31, 2019       
Commercial, financial, agricultural$259,760
 $7,166
 $5,220
 $272,146
Real estate – construction48,994
 
 
 48,994
Real estate – 1-4 family mortgage78,105
 791
 3,935
 82,831
Real estate – commercial mortgage909,513
 56,334
 15,835
 981,682
Installment loans to individuals
 
 
 
Total$1,296,372
 $64,291
 $24,990
 $1,385,653
December 31, 2018       
Commercial, financial, agricultural$333,147
 $33,857
 $2,744
 $369,748
Real estate – construction101,122
 
 842
 101,964
Real estate – 1-4 family mortgage113,874
 7,347
 7,585
 128,806
Real estate – commercial mortgage1,198,540
 43,046
 9,984
 1,251,570
Installment loans to individuals
 
 2
 2
Total$1,746,683
 $84,250
 $21,157
 $1,852,090


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 5 – Purchased Loans (continued)


The following table presents the performing status of the Company’s loan portfolio not subject to risk rating as of the dates presented:
 Performing Non-Performing Total
December 31, 2019     
Commercial, financial, agricultural$13,935
 $
 $13,935
Lease financing
 
 
Real estate – construction1,725
 
 1,725
Real estate – 1-4 family mortgage394,476
 3,638
 398,114
Real estate – commercial mortgage30,472
 101
 30,573
Installment loans to individuals99,139
 261
 99,400
Total$539,747
 $4,000
 $543,747
December 31, 2018     
Commercial, financial, agricultural$21,303
 $69
 $21,372
Lease financing
 
 
Real estate – construction3,185
 
 3,185
Real estate – 1-4 family mortgage526,699
 3,705
 530,404
Real estate – commercial mortgage30,951
 185
 31,136
Installment loans to individuals32,676
 300
 32,976
Total$614,814
 $4,259
 $619,073

Loans Purchased with Deteriorated Credit Quality
Loans purchased in business combinations that exhibited, at the date of acquisition, evidence of deterioration of the credit quality since origination, such that it was probable that all contractually required payments would not be collected, were as follows as of the dates presented:
  Total Purchased Credit Deteriorated Loans
December 31, 2019  
Commercial, financial, agricultural $29,538
Lease financing 
Real estate – construction 863
Real estate – 1-4 family mortgage 35,543
Real estate – commercial mortgage 103,133
Installment loans to individuals 3,187
Total $172,264
December 31, 2018  
Commercial, financial, agricultural $29,143
Lease financing 
Real estate – construction 
Real estate – 1-4 family mortgage 48,243
Real estate – commercial mortgage 140,438
Installment loans to individuals 4,430
Total $222,254


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 5 – Purchased Loans (continued)


The following table presents the fair value of loans recognized in accordance with ASC 310-30 at the time of acquisition:
 Total Purchased Credit Deteriorated Loans
December 31, 2019 
Contractually-required principal and interest$247,383
Nonaccretable difference(1)
(51,087)
Cash flows expected to be collected196,296
Accretable yield(2)
(24,032)
Fair value$172,264
December 31, 2018 
Contractually-required principal and interest$319,214
Nonaccretable difference(1)
(62,695)
Cash flows expected to be collected256,519
Accretable yield(2)
(34,265)
Fair value$222,254
(1)Represents contractual principal cash flows of $44,115 and $52,061, respectively, and interest cash flows of $6,972 and $10,634, respectively, not expected to be collected.
(2)Represents contractual principal cash flows of $1,615 and $1,667, respectively, and interest cash flows of $22,417 and $32,598, respectively, expected to be collected.
Changes in the accretable yield of loans purchased with deteriorated credit quality, recognized in accordance with ASC 310-30, were as follows:
 Total Purchased Credit Deteriorated Loans
Balance at January 1, 2018$(32,207)
Additions through acquisition(10,143)
Reclasses from nonaccretable difference(7,883)
Accretion15,340
Charge-off628
Balance at December 31, 2018$(34,265)
Measurement period adjustment on recently acquired loans(3,712)
Reclasses from nonaccretable difference(8,472)
Accretion20,873
Charge-off1,544
Balance at December 31, 2019$(24,032)

The following table presents the fair value of loans purchased from Brand as of the September 1, 2018 acquisition date.
At acquisition date: September 1, 2018
  Contractually-required principal and interest $1,625,079
  Nonaccretable difference (164,554)
  Cash flows expected to be collected 1,460,525
  Accretable yield (138,318)
      Fair value $1,322,207


Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note 64 – Allowance for LoanCredit Losses
(In Thousands, Except Number of Loans)
The following is a summary of non purchased and purchased loans and leases at December 31:
 2019 2018
Commercial, financial, agricultural$1,367,972
 $1,295,912
Lease financing85,700
 64,992
Real estate – construction826,483
 740,668
Real estate – 1-4 family mortgage2,866,613
 2,795,343
Real estate – commercial mortgage4,244,265
 4,051,509
Installment loans to individuals302,430
 137,832
Gross loans9,693,463
 9,086,256
Unearned income(3,825) (3,127)
Loans, net of unearned income9,689,638
 9,083,129
Allowance for loan losses(52,162) (49,026)
Net loans$9,637,476
 $9,034,103


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 6 – Allowance for Loan Losses (continued)


Thousands)
Allowance for LoanCredit Losses on Loans
The following table provides a roll-forward of the allowance for credit losses by loan lossescategory and a breakdown of the ending balance of the allowance based on the Company’s impairmentcredit loss methodology for the periods presented:
CommercialReal Estate  -
Construction
Real Estate -
1-4 Family
Mortgage
Real Estate  -
Commercial
Mortgage
Lease FinancingInstallment Loans to IndividualsTotal
Year Ended December 31, 2022
Allowance for credit losses on loans:
Beginning balance$33,922 $16,419 $32,356 $68,940 $1,486 $11,048 $164,171 
Impact of PCD loans acquired during the period11,460 — — — — — 11,460 
Charge-offs(5,120)— (757)(5,134)(7)(3,167)(14,185)
Recoveries2,471 — 821 418 146 3,000 6,856 
Net charge-offs(2,649)— 64 (4,716)139 (167)(7,329)
Provision (recoveries) of credit losses on loans1,522 2,695 12,307 7,574 838 (1,148)23,788 
Ending balance$44,255 $19,114 $44,727 $71,798 $2,463 $9,733 $192,090 
Period-End Amount Allocated to:
Individually evaluated$4,397 $— $46 $1,729 $— $270 $6,442 
Collectively evaluated39,858 19,114 44,681 70,069 2,463 9,463 185,648 
Ending balance$44,255 $19,114 $44,727 $71,798 $2,463 $9,733 $192,090 
Loans:
Individually evaluated$8,536 $489 $9,202 $10,953 $— $270 $29,450 
Collectively evaluated1,665,347 1,329,848 3,207,061 5,107,110 115,013 124,475 11,548,854 
Ending balance$1,673,883 $1,330,337 $3,216,263 $5,118,063 $115,013 $124,745 $11,578,304 
Nonaccruing loans with no allowance for credit losses$464 $— $7,278 $3,157 $— $— $10,899 
97
 Commercial 
Real Estate  -
Construction
 
Real Estate -
1-4 Family
Mortgage
 
Real Estate  -
Commercial
Mortgage
 
Installment
and Other(1)
 Total
Year Ended December 31, 2019           
Allowance for loan losses:           
Beginning balance$8,269
 $4,755
 $10,139
 $24,492
 $1,371
 $49,026
Charge-offs(2,681) 
 (1,602) (1,490) (7,705) (13,478)
Recoveries1,428
 21
 712
 689
 6,714
 9,564
Net charge-offs(1,253) 21
 (890) (801) (991) (3,914)
Provision for loan losses3,642
 253
 565
 1,299
 1,291
 7,050
Ending balance$10,658
 $5,029
 $9,814
 $24,990
 $1,671
 $52,162
Period-End Amount Allocated to:           
Individually evaluated for impairment$1,434
 $16
 $160
 $396
 $6
 $2,012
Collectively evaluated for impairment8,932
 5,013
 9,363
 23,208
 1,663
 48,179
Purchased with deteriorated credit quality292
 
 291
 1,386
 2
 1,971
Ending balance$10,658
 $5,029
 $9,814
 $24,990
 $1,671
 $52,162
Year Ended December 31, 2018           
Allowance for loan losses:           
Beginning balance$5,542
 $3,428
 $12,009
 $23,384
 $1,848
 $46,211
Charge-offs(2,415) (51) (2,023) (1,197) (742) (6,428)
Recoveries618
 13
 573
 1,108
 121
 2,433
Net charge-offs(1,797) (38) (1,450) (89) (621) (3,995)
Provision for loan losses4,524
 1,365
 (420) 1,197
 144
 6,810
Ending balance$8,269
 $4,755
 $10,139
 $24,492

$1,371
 $49,026
Period-End Amount Allocated to:           
Individually evaluated for impairment$336
 $68
 $79
 $1,027
 $4
 $1,514
Collectively evaluated for impairment7,772
 4,687
 9,572
 21,564
 1,365
 44,960
Purchased with deteriorated credit quality161
 
 488
 1,901
 2
 2,552
Ending balance$8,269
 $4,755
 $10,139
 $24,492
 $1,371
 $49,026
Year Ended December 31, 2017           
Allowance for loan losses:           
Beginning balance$5,486
 $2,380
 $14,294
 $19,059
 $1,518
 $42,737
Charge-offs(2,874) 
 (1,713) (1,791) (630) (7,008)
Recoveries422
 105
 733
 1,565
 107
 2,932
Net charge-offs(2,452) 105
 (980) (226) (523) (4,076)
Provision for loan losses2,508
 943
 (1,305) 4,551
 853
 7,550
Ending balance$5,542
 $3,428
 $12,009
 $23,384
 $1,848
 $46,211
Period-End Amount Allocated to:           
Individually evaluated for impairment$190
 $4
 $606
 $1,867
 $7
 $2,674
Collectively evaluated for impairment5,040
 3,424
 10,831
 20,625
 1,840
 41,760
Purchased with deteriorated credit quality312
 
 572
 892
 1
 1,777
Ending balance$5,542
 $3,428
 $12,009
 $23,384
 $1,848
 $46,211
            
(1)
Includes lease financing receivables.


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 64 – Allowance for LoanCredit Losses (continued)


CommercialReal Estate  -
Construction
Real Estate -
1-4 Family
Mortgage
Real Estate  -
Commercial
Mortgage
Lease FinancingInstallment Loans to IndividualsTotal
Year Ended December 31, 2021
Allowance for credit losses on loans:
Beginning balance$39,031 $16,047 $32,165 $76,127 $1,624 $11,150 $176,144 
Charge-offs(7,087)(52)(1,164)(5,184)(13)(5,374)(18,874)
Recoveries1,470 13 1,498 541 49 5,030 8,601 
Net charge-offs(5,617)(39)334 (4,643)36 (344)(10,273)
Provision for credit losses on loans508 411 (143)(2,544)(174)242 (1,700)
Ending balance$33,922 $16,419 $32,356 $68,940 $1,486 $11,048 $164,171 
Period-End Amount Allocated to:
Individually evaluated$9,239 $— $216 $2,401 $— $607 $12,463 
Collectively evaluated24,683 16,419 32,140 66,539 1,486 10,441 151,708 
Ending balance$33,922 $16,419 $32,356 $68,940 $1,486 $11,048 $164,171 
Loans:
Individually evaluated$12,776 $— $5,360 $14,623 $— $690 $33,449 
Collectively evaluated1,410,494 1,104,896 2,718,886 4,534,414 76,125 142,650 9,987,465 
Ending balance$1,423,270 $1,104,896 $2,724,246 $4,549,037 $76,125 $143,340 $10,020,914 
Nonaccruing loans with no allowance for credit losses$397 $— $2,329 $5,270 $— $22 $8,018 
The Company’s allowance for credit loss model considers economic projections, primarily the national unemployment rate and GDP, over a reasonable and supportable period of two years. While credit metrics remained relatively stable, loan growth and acquisitions caused the Company’s allowance model to indicate that an increase to the allowance for credit losses was appropriate during 2022.
Allowance for Credit Losses on Unfunded Loan Commitments
The following table provides the recorded investment in loans, net of unearned income, based on the Company’s impairment methodology asa roll-forward of the dates presented:allowance for credit losses on unfunded loan commitments for the periods presented.
Year Ended
20222021
Allowance for credit losses on unfunded loan commitments:
Beginning balance$20,035 $20,535 
Provision for (recovery of) credit losses on unfunded loan commitments (included in other noninterest expense)83 (500)
Ending balance$20,118 $20,035 

98
 Commercial 
Real Estate  -
Construction
 
Real Estate -
1-4 Family
Mortgage
 
Real Estate  -
Commercial
Mortgage
 
Installment
and Other(1)
 Total
December 31, 2019           
Individually evaluated for impairment$8,460
 $12,416
 $20,262
 $9,550
 $491
 $51,179
Collectively evaluated for impairment1,329,974
 813,204
 2,810,808
 4,131,582
 380,627
 9,466,195
Acquired with deteriorated credit quality29,538
 863
 35,543
 103,133
 3,187
 172,264
Ending balance$1,367,972
 $826,483
 $2,866,613
 $4,244,265
 $384,305
 $9,689,638
December 31, 2018           
Individually evaluated for impairment$2,445
 $10,043
 $14,238
 $8,059
 $493
 $35,278
Collectively evaluated for impairment1,264,324
 730,625
 2,732,862
 3,903,012
 194,774
 8,825,597
Acquired with deteriorated credit quality29,143
 
 48,243
 140,438
 4,430
 222,254
Ending balance$1,295,912
 $740,668
 $2,795,343
 $4,051,509
 $199,697
 $9,083,129
(1)Includes lease financing receivables.


Note 75 – Premises and Equipment
(In Thousands)
Bank premises and equipment at December 31 are summarized as follows:
 2019 2018
Premises$233,345
 $218,730
Leasehold improvements13,582
 10,241
Furniture and equipment61,380
 52,043
Computer equipment25,062
 20,972
Autos147
 166
Lease right-of-use assets84,754
 
Total418,270
 302,152
Accumulated depreciation(108,573) (92,984)
Net$309,697
 $209,168

20222021
Premises$250,038 $247,484 
Leasehold improvements33,325 29,412 
Furniture and equipment68,275 65,286 
Computer equipment26,356 24,412 
Autos143 143 
Lease right-of-use assets54,930 63,547 
Total433,067 430,284 
Accumulated depreciation(149,472)(137,162)
Net$283,595 $293,122 
Depreciation expense was $16,379, $14,358$14,857, $16,406 and $13,136$18,699 for the years ended December 31, 2019, 20182022, 2021 and 2017,2020, respectively.
See Note 26,23, “Leases,” for further details regarding the Company’s right-of-use assets.


Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note 86 – Other Real Estate Owned
(In Thousands)
The following table provides details of the Company’s other real estate owned (“OREO”) purchased and non purchased,, net of valuation allowances and direct write-downs, as of the dates presented:
Total
OREO
December 31, 2022
Residential real estate$699 
Commercial real estate62 
Residential land development246 
Commercial land development756 
Total$1,763 
December 31, 2021
Residential real estate$259 
Commercial real estate761 
Residential land development305 
Commercial land development1,215 
Total$2,540 
 Purchased OREO Non Purchased OREO 
Total
OREO
December 31, 2019     
Residential real estate$890
 $415
 $1,305
Commercial real estate2,106
 1,548
 3,654
Residential land development530
 369
 899
Commercial land development1,722
 430
 2,152
Total$5,248
 $2,762
 $8,010
December 31, 2018     
Residential real estate$423
 $1,910
 $2,333
Commercial real estate2,686
 1,611
 4,297
Residential land development678
 421
 1,099
Commercial land development2,400
 911
 3,311
Total$6,187
 $4,853
 $11,040
99


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 6 – Other Real Estate Owned (continued)

Changes in the Company’s purchased and non purchased OREO were as follows for the periods presented:
Total
OREO
Balance at December 31, 2020$5,972 
Transfers of loans3,180 
Impairments(306)
Dispositions(6,166)
Other(140)
Balance at December 31, 2021$2,540 
Transfers of loans2,207 
Impairments(110)
Dispositions(2,875)
Other
Balance at December 31, 2022$1,763 
 Purchased OREO Non Purchased OREO 
Total
OREO
Balance at December 31, 2017$11,524
 $4,410
 $15,934
Transfers of loans906
 2,920
 3,826
Impairments(1,021) (524) (1,545)
Dispositions(5,220) (1,907) (7,127)
Other(2) (46) (48)
Balance at December 31, 2018$6,187
 $4,853
 $11,040
Transfers of loans2,287
 2,477
 4,764
Impairments(890) (375) (1,265)
Dispositions(2,305) (4,193) (6,498)
Other(31) 
 (31)
Balance at December 31, 2019$5,248
 $2,762
 $8,010

At December 31, 2022 and 2021, the amortized cost of loans secured by Real Estate - 1-4 Family Mortgage in the process of foreclosure was $375 and $22, respectively.
Components of the line item “Other real estate owned” in the Consolidated Statements of Income were as follows, as of the dates presented:
 December 31,
 202220212020
Repairs and maintenance$54 $79 $279 
Property taxes and insurance93 69 364 
Impairments110 306 2,160 
Net gains on OREO sales(703)(176)(23)
Rental income(7)(25)(26)
Total$(453)$253 $2,754 
 December 31,
 2019 2018 2017
Repairs and maintenance$326
 $425
 $728
Property taxes and insurance343
 385
 423
Impairments1,265
 1,545
 1,893
Net losses (gains) on OREO sales94
 (423) (405)
Rental income(15) (40) (169)
Total$2,013
 $1,892
 $2,470


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements


Note 97 – Goodwill and Other Intangible Assets
(In Thousands)
Changes in the carrying amount of goodwill during the years ended December 31, 2019 and 20182022 were as follows:
 Community BanksInsuranceTotal
Balance at December 31, 2020$936,916 $2,767 $939,683 
Additions to goodwill and other adjustments— — — 
Balance at December 31, 2021$936,916 $2,767 $939,683 
Additions to goodwill from the Southeastern Commercial Finance, LLC acquisition6,608 — 6,608 
Additions to goodwill from the Continental Republic Capital, LLC acquisition45,417 — 45,417 
Balance at December 31, 2022$988,941 $2,767 $991,708 
 Community Banks Insurance Total
Balance at December 31, 2017$608,279
 $2,767
 $611,046
Addition to goodwill from Brand acquisition321,882
 
 321,882
Balance at December 31, 2018$930,161
 $2,767
 $932,928
Measurement period adjustments to goodwill from Brand acquisition6,755
 
 6,755
Balance at December 31, 2019$936,916
 $2,767
 $939,683

The 2018 addition
100


Renasant Corporation and Subsidiaries
Notes to goodwill from the Brand acquisition represents the excess of the purchase price over the initial fair value of the assets acquiredConsolidated Financial Statements
Note 7 – Goodwill and liabilities assumed in the transaction. The addition to goodwill in 2019 resulted from measurement period adjustments from the Brand acquisition and is primarily related to adjustments on the fair value of loans, debt and other assets. The purchase accounting related to the Brand acquisition is now final.Other Intangible Assets (continued)

The following table provides a summary of finite-lived intangible assets as of the dates presented:
 
Gross  Carrying
Amount
 
Accumulated
Amortization
 
Net Carrying
Amount
December 31, 2019     
Core deposit intangible$82,492
 $(46,599) $35,893
Customer relationship intangible2,470
 (1,103) 1,367
Total finite-lived intangible assets$84,962
 $(47,702) $37,260
December 31, 2018     
Core deposit intangible$82,492
 $(38,634) $43,858
Customer relationship intangible1,970
 (963) 1,007
Total finite-lived intangible assets$84,462
 $(39,597) $44,865

Gross  Carrying
Amount
Accumulated
Amortization
Net Carrying
Amount
December 31, 2022
Core deposit intangible$82,492 $(64,339)$18,153 
Customer relationship intangible7,670 (1,647)6,023 
Total finite-lived intangible assets$90,162 $(65,986)$24,176 
December 31, 2021
Core deposit intangible$82,492 $(59,399)$23,093 
Customer relationship intangible2,470 (1,465)1,005 
Total finite-lived intangible assets$84,962 $(60,864)$24,098 
Core deposit intangible amortization expense for the years ended December 31, 2019, 20182022, 2021 and 20172020 was $7,965, $7,048$4,941, $5,861 and $6,399,$6,940, respectively. Customer relationship intangible amortization expense for the year ended December 31, 20192022, 2021 and 2020 was $140, whereas the expense for the same time period in each of 2018$181, $181 and 2017 was $131. $181, respectively.
The estimated amortization expense of finite-lived intangible assets for the five succeeding fiscal years is summarized as follows:
Core Deposit IntangibleCustomer Relationship IntangibleTotal
2023$4,042 $1,336 $5,378 
20243,498 1,192 4,690 
20253,102 1,048 4,150 
20262,899 860 3,759 
20272,775 628 3,403 
 Core Deposit Intangible Customer Relationship Intangible Total
2020$6,940
 $181
 $7,121
20215,860
 181
 6,041
20224,940
 181
 5,121
20234,042
 181
 4,223
20243,498
 181
 3,679


Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note 108 – Mortgage Servicing Rights
(In Thousands)
Changes in the Company’s mortgage servicing rights (“MSRs”) were as follows, for the periods presented:
Carrying Value at January 1, 2018$39,339
Capitalization13,905
Amortization(5,014)
Carrying Value at December 31, 2018$48,230
Capitalization13,823
Amortization(7,009)
Valuation adjustment(1,836)
Carrying Value at December 31, 2019$53,208

Carrying Value at January 1, 2021$62,994 
Capitalization33,948 
Amortization(21,485)
Valuation adjustment13,561 
Carrying Value at December 31, 2021$89,018 
Sale of MSRs(15,565)
Capitalization22,788 
Amortization(11,793)
Carrying Value at December 31, 2022$84,448 
During 2019, the Company recognized a negativeThe valuation adjustment on MSRs in earningsadjustments reflected in the amounttable above as well as any gains recognized on the sale of $1,836, which wasMSRs are included in “Mortgage banking income” in the Consolidated Statements of Income. There were 0 such adjustments recognized during 2018 or 2017. The movement of mortgage interest rates has an inverse relationship with prepayment speeds and discount rates. The decline in interest rates during 2019, which resulted in higher than estimated prepayment speeds, was the largest contributor

101

Renasant Corporation and Subsidiaries
Notes to the negative valuation adjustment. A continued decline in mortgage interest rates may cause additional negative adjustments to the valuation of the Company’s MSRs.Consolidated Financial Statements

Note 8 – Mortgage Servicing Rights (continued)
Data and key economic assumptions related to the Company’s mortgage servicing rights as of December 31 are as follows: 
 2019 2018 2017
Unpaid principal balance$4,871,155
 $4,635,712
 $4,012,519
Weighted-average prepayment speed (CPR)11.48% 7.95% 8.04%
Estimated impact of a 10% increase$(2,469) $(1,264) $(1,592)
Estimated impact of a 20% increase(4,774) (2,569) (3,095)
      
Discount rate9.69% 9.45% 9.69%
Estimated impact of a 100bp increase$(2,027) $(2,657) $(2,027)
Estimated impact of a 200bp increase(3,908) (5,103) (3,896)
      
Weighted-average coupon interest rate4.04% 4.04% 3.89%
Weighted-average servicing fee (basis points)29.20
 27.47
 26.36
Weighted-average remaining maturity (in years)6.35
 8.03
 7.98

202220212020
Unpaid principal balance$7,494,413 $8,728,629 $7,322,671 
Weighted-average prepayment speed (CPR)7.00 %10.56 %15.05 %
Estimated impact of a 10% increase$(5,393)$(3,875)$(4,001)
Estimated impact of a 20% increase(10,354)(7,464)(7,674)
Discount rate10.30 %9.82 %9.86 %
Estimated impact of a 100bp increase$(1,765)$(4,153)$(2,144)
Estimated impact of a 200bp increase(3,957)(8,119)(4,144)
Weighted-average coupon interest rate3.51 %3.29 %3.58 %
Weighted-average servicing fee (basis points)32.4430.3729.94
Weighted-average remaining maturity (in years)8.336.695.14
The Company recorded servicing fees of $9,491, $8,876$18,452, $17,968 and $5,735, respectively,$12,628, for the twelve months ended December 31, 2019, 20182022, 2021 and 2017,2020, respectively. These fees are included under the line item “Mortgage banking income” in the Consolidated Statements of Income.

Note 119 – Deposits
(In Thousands)
The following is a summary of deposits as of December 31:
20222021
Noninterest-bearing deposits$4,558,756 $4,718,124 
Interest-bearing demand deposits6,151,142 6,695,879 
Savings deposits1,081,628 1,080,338 
Time deposits(1)
1,695,440 1,411,383 
Total deposits$13,486,966 $13,905,724 
 2019 2018
Noninterest-bearing deposits$2,551,770
 $2,318,706
Interest-bearing demand deposits4,832,945
 4,822,382
Savings deposits667,821
 624,685
Time deposits2,160,632
 2,362,784
Total deposits$10,213,168
 $10,128,557

(1)
Includes brokered deposits in the amount of $233,133 for 2022.

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 11 – Deposits (continued)


The approximate scheduled maturities of time deposits, including brokered deposits, at December 31, 20192022 are as follows:
2020$1,403,585
2021460,652
2022253,961
202321,481
202417,634
Thereafter3,319
Total$2,160,632

2023$1,236,045 
2024336,382 
202587,883 
202619,575 
202712,129 
Thereafter3,426 
Total$1,695,440 
The aggregate amount of time deposits in denominations of $250 or more at December 31, 20192022 and 20182021 was $585,717$402,289 and $549,351,$326,076, respectively. Certain executive officers and directors and their respective affiliates had amounts on deposit with Renasant Bank of approximately $33,929$25,537 and $44,327$27,908 at December 31, 20192022 and 2018,2021, respectively.

102


Note 1210 – Short-Term Borrowings
(In Thousands)
Short-term borrowings as of December 31 are summarized as follows:
 2019 2018
Securities sold under agreements to repurchase$9,091
 $7,706
Federal Home Loan Bank short-term advances480,000
 380,000
Total short-term borrowings$489,091
 $387,706

20222021
Securities sold under agreements to repurchase$12,232 $13,947 
Federal Home Loan Bank short-term advances700,000 — 
Total short-term borrowings$712,232 $13,947 
Securities sold under agreements to repurchase (“repurchase agreements”) represent funds received from customers, generally on an overnight or continuous basis, which are collateralized by investment securities owned or, at times, borrowed and re-hypothecated by the Company. The securities used as collateral consist primarily of U.S. Government agency mortgage backed securities, U.S. Government agency collateralized mortgage obligations, obligations of U.S. Government agencies, and obligations of states and political subdivisions. All securities are maintained by the Company’s safekeeping agents. These securities are reviewed by the Company on a daily basis, and the Company may be required to provide additional collateral due to changes in the fair market value of these securities. The terms of the Company’s repurchase agreements are continuous but may be canceled at any time by the Company or the customer.
Federal Home Loanfunds, of which there were none at December 31, 2022 and 2021, are short term borrowings, generally overnight borrowings, between financial institutions that are generally used to maintain reserve requirements at the Federal Reserve Bank or elsewhere.
FHLB short-term advances are borrowings with original maturities of less than one year. In connection with the prepayment of $430,000 in short-term advances from the FHLB during 2020, the Company incurred penalty charges of $121 which is included in the line item “Debt prepayment penalty” in the Consolidated Statements of Income. The Company did not prepay any outstanding short-term advances from the FHLB in 2022 and 2021. The Company had availability on unused lines of credit with the FHLB of $3,651,678 at December 31, 2022.
The average balances and cost of funds of short-term borrowings for the years ending December 31 are summarized as follows:
 Average Balances Cost of Funds
 2019 2018 2017 2019 2018 2017
Federal Home Loan Bank short-term advances$114,965
 $147,749
 $208,332
 2.59% 2.21% 1.27%
Securities sold under agreements to repurchase8,479
 7,986
 9,215
 0.15
 0.17
 0.17
Total short-term borrowings$123,444
 $155,735
 $217,547
 2.43% 2.10% 1.22%

 Average BalancesCost of Funds
 202220212020202220212020
Federal Home Loan Bank short-term advances$175,370 $— $345,601 2.52 %— %1.09 %
Federal funds purchased97 747 363 3.97 0.33 — 
Securities sold under agreements to repurchase12,217 12,662 10,889 0.36 0.29 0.30 
Total short-term borrowings$187,684 $13,409 $356,853 2.38 %0.29 %1.07 %
The Company maintains lines of credit with correspondent banks totaling $150,000$180,000 at December 31, 2019.2022. Interest is charged at the market federal funds rate on all advances. There were 0no amounts outstanding under these lines of credit at December 31, 20192022 or 2018.2021.


Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note 1311 – Long-Term Debt
(In Thousands)
Long-term debt as of December 31, 20192022 and 20182021 is summarized as follows:
20222021
Federal Home Loan Bank advances$— $417 
Junior subordinated debentures112,042 111,373 
Subordinated notes316,091 359,419 
Total long-term debt$428,133 $471,209 
 2019 2018
Federal Home Loan Bank advances$152,337
 $6,690
Other long-term debt
 53
Junior subordinated debentures110,215
 109,636
Subordinated notes113,955
 147,239
Total long-term debt$376,507
 $263,618
103

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements

Note 11 – Long-Term Debt (continued)
Federal Home Loan Bank advancesAdvances
Long-term advances from the FHLB outstanding at December 31, 2019 had maturities ranging from 2020 to 2030 with a combination of fixed and floating rates ranging from 1.09% to 4.34%. Weighted-average interest rates on outstanding advances at December 31, 2019 and 2018 were 1.53% and 3.28%, respectively. These advances are collateralized by a blanket lien on the Company’s loans. The Company had availability on unused lines of credit with the FHLB of $3,159,942 at December 31, 2019.
In connection with the prepayment of $2,094 in long-term advances from the FHLB during 2019, the Company incurred penalty charges of $54, which is included under the line item “Extinguishment of debt” in the Consolidated Statements of Income. The Company did not prepay any outstanding long-term advances from the FHLB during 2018 or 2017.

2022 and 2020. In connection with the prepayment of $150,000 in long-term advances from the FHLB during 2021, the Company incurred penalty charges of $6,123 which is included in the line item “Debt prepayment penalty” in the Consolidated Statements of Income.
Junior subordinated debenturesSubordinated Debentures
The Company owns the outstanding common securities of business trusts that issued corporation-obligated mandatorily redeemable preferred capital securities to third-party investors. The trusts used the proceeds from the issuance of their preferred capital securities and common securities (collectively referred to as “capital securities”) to buy floating rate junior subordinated debentures issued by the Company (or by companies that the Company subsequently acquired). The debentures are the trusts’ only assets and interest payments from the debentures finance the distributions paid on the capital securities. Distributions on the capital securities are payable quarterly at a rate per annum equal to the interest rate being earned by the trusts on the debentures held by the trusts. The capital securities are subject to mandatory redemption, in whole or in part, upon repayment of the debentures. The Company has entered into an agreement which fully and unconditionally guarantees the capital securities of each trust subject to the terms of the guarantee.
The following table provides detailsinterest rate on the debentures as of December 31, 2019:
 
Principal
Amount
 Interest Rate 
Year of
Maturity
 
Amount
Included in
Tier 1 Capital
PHC Statutory Trust I$20,619
 4.75% 2033 $20,000
PHC Statutory Trust II31,959
 3.76
 2035 31,000
Capital Bancorp Capital Trust I12,372
 3.46
 2035 12,000
First M&F Statutory Trust I30,928
 3.22
 2036 21,098
Brand Group Holdings Statutory Trust I10,310
 3.99
 2035 9,108
Brand Group Holdings Statutory Trust II5,155
 4.89
 2037 5,058
Brand Group Holdings Statutory Trust III5,155
 4.89
 2038 5,058
Brand Group Holdings Statutory Trust IV3,093
 5.64
 2038 3,302

During 2003, the Company formed PHC Statutory Trust I to provide funds for the cash portion of the Renasant Bancshares, Inc. acquisition. The interest rate for PHC Statutory Trust I reprices quarterly equal to the three-month LIBOR at the determination date plus 285 basis points. In April 2012, the Company entered into an interest rate swap agreement effective March 17, 2014,

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 13 – Long-Term Debt (continued)


pursuant to which the Company receives a variable rate of interest based on the three-month LIBOR plus a spread of 2.85% and pays a fixed rate of interest of 5.49%. The debentures owned by PHC Statutory Trust I are currently redeemable at par.
During 2005, the Company formed PHC Statutory Trust II to provide funds for the cash portion of the Heritage Financial Holding Corporation (“HFHC”) acquisition. The interest rate for PHC Statutory Trust II reprices quarterly equal to the three-month LIBOR at the determination date plus 187 basis points. The debentures owned by PHC Statutory Trust II are currently redeemable at par.
In connection with the acquisition of HFHC, the Company assumed the debentures issued by Heritage Financial Statutory Trust I. On February 22, 2017, the Company redeemed these debentures. The debentures were redeemed for an aggregate amount of $10,515, which included the principal amount of $10,310 and a prepayment penalty of $205.
In connection with the acquisition of Capital Bancorp, Inc. (“Capital”) in 2007, the Company assumed the debentures issued to Capital Bancorp Capital Trust I. The discount associated with the Company’s assumption of the debentures issued to Capital Bancorp Capital Trust I was fully amortized during 2010. The interest rate for Capital Bancorp Capital Trust I reprices quarterly equal to the three-month LIBOR plus 150 basis points. In March 2012, the Company entered into an interest rate swap agreement effective March 31, 2014, whereby the Company receives a variable rate of interest based on the three-month LIBOR plus a spread of 1.50% and pays a fixed rate of interest of 4.42%. The debentures owned by Capital Bancorp Capital Trust I are currently redeemable at par.
In connection with the acquisition of First M&F Corporation (“First M&F”) in 2013, the Company assumed the debentures issued to First M&F Statutory Trust I. The discount associated with the Company’s assumption of the debentures issued to First M&F Statutory Trust I had a carrying value of $8,902 at December 31, 2019 and $9,450 at December 31, 2018. The discount is being amortized through March 2036. The interest rate for First M&F Statutory Trust I reprices quarterly equal to the three-month LIBOR plus a spread of 133 basis points. In April 2018, the Company entered into an interest rate swap agreement effective June 15, 2018, which calls for the Company to pay a fixed rate of 4.180% and receive a variable rate of three-month LIBOR plus a spread of 133 basis points on a quarterly basis and will mature in June 2028. The debentures owned by First M&F Statutory Trust I are currently redeemable at par.
In connection with the acquisition of Brand in 2018, the Company assumed the debentures issued to Brand Group Holdings Statutory Trust I, Brand Group Holdings Statutory Trust II, Brand Group Holdings Statutory Trust III and Brand Group Holdings Statutory Trust IV. The interest rate for the each trust acquired from Brand reprices quarterly equal to the three-month LIBOR at the determination date plus 205 basis points for Brand Group Holdings Statutory Trust I, plus 300 basis points for Brand Group Holdings Statutory Trust II and III, and plus 375 basis points for Brand Group Holdings Statutory Trust IV.applicable spread. The debentures owned by the respective trusts listed above are all currently redeemable at par. The net discount associated withfollowing table provides the Company’s assumptiondetails of the debentures issuedas of December 31, 2022:
Principal
Amount
Carrying ValueSpread (in bps)Year of
Maturity
Amount
Included in
Tier 1 Capital
PHC Statutory Trust I$20,619 $20,619 2852033$20,000 
PHC Statutory Trust II31,959 31,959 187203531,000 
Capital Bancorp Capital Trust I12,372 12,372 150203512,000 
First M&F Statutory Trust I30,928 23,751 133203622,822 
Brand Trust I10,310 9,573 20520359,263 
Brand Trust II5,155 5,205 30020375,050 
Brand Trust III5,155 5,205 30020385,050 
Brand Trust IV3,093 3,358 37520383,265 
Total$112,042 $108,450 
The Company has entered into interest rate swap agreements on the PHC Statutory Trust I, Capital Bancorp Capital Trust I, and First M&F Statutory Trust I pursuant to which the Company received an amount approximately equal to the respective Brand trusts hadinterest paid on the debentures and paid a carrying valuefixed rate of $474interest equal to 5.49%, 4.42%, and 4.18%, respectively, at December 31, 2019 and is being amortized through September 2038.2022.
The Company has classified $106,624$108,450 of the debentures described in the above paragraphs as Tier 1 capital. Federal Reserve guidelines limit the amount of securities that, similar to ourthe Company’s junior subordinated debentures, are includable in Tier 1 capital, but these guidelines did not impact the amount of debentures we includethe Company includes in Tier 1 capital. Although ourthe Company’s existing junior subordinated debentures are currently unaffected by these Federal Reserve guidelines, on account of changes enacted as part of the Dodd-Frank Act, any new trust preferred securities are not includable in Tier 1 capital. Further, if as a result of anthe Company makes any acquisition we exceednow that it exceeds $15,000,000 in assets, or if we make any acquisition after we have exceeded $15,000,000 in assets, wethe Company will lose Tier 1 treatment of our junior subordinated debentures.
For more information about the Company’s derivative financial instruments, see Note 15,13, “Derivative Instruments.”
Subordinated notes
On August 22, 2016,During October and December 2021, respectively, the Company redeemed at par its $15,000 6.50% fixed-to-floating rate subordinated notes and redeemed $30,000 of its aggregate $60,000 5.00% fixed-to-floating rate subordinated notes, with the remaining $30,000 of such notes redeemed in the first quarter of 2022.
104

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements

Note 11 – Long-Term Debt (continued)
The Company has issued and sold fixed-to-floating rate subordinated notes (referred to collectively as the “Notes”) in an underwritten public offering $60,000 aggregate principal amount of its 5.00% Fixed-to-Floating Rate Subordinated Notes due 2026 (the “2026 Notes”) and $40,000 aggregate principal amount of its 5.50% Fixed-to-Floating Rate Subordinated Notes due 2031 (the “2031 Notes”),offerings at a public offering price equal to 100% of the aggregate principal amounts of the Notes. As part of the Metropolitan BancGroup, Inc. (“Metropolitan”; the 2026 Notes, the 2031 Notes and the Metropolitan Notes are referred to collectively as the “Notes”) acquisition in 2017, the Company assumed $15,000 of 6.50% Fixed-to-Floating Rate Subordinated Notes due 2026 (the “Metropolitan Notes”). As part of the Brand acquisition in 2018, the Company assumed $30,000 of 8.50% Fixed Rate Subordinated Notes due 2024 (the “Brand Notes”).
During 2019, the Company redeemed the Brand Notes and incurred a debt prepayment penalty of $900, which was accounted for in the purchase accounting fair value adjustment.

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 13 – Long-Term Debt (continued)


The Metropolitan Notes, 2026 Notes and 2031 Notes mature on July 1, 2026, September 1, 2026 and on September 1, 2031, respectively. Until but excluding July 1, 2021, the Company pays interestInterest on the Metropolitan Notes is payable semi-annually in arrears on each January 1at the applicable fixed rate until but excluding the fixed to floating transition date and July 1payable quarterly in arrears thereafter at a fixed annual interestthe applicable benchmark rate equal to 6.50%. From and including July 1, 2021 toplus spread, until but excluding the maturity date or the date of earlier redemption the interest rate on the Metropolitan Notes will reset quarterly to an annual interest rate equal to the then-current three-month LIBOR rate plus a spread of 554.5 basis points, payable quarterly in arrears on each January 1, April 1, July 1 and October 1. Until but excluding September 1, 2021 and 2026, respectively, the Company pays interest on the 2026 Notes and 2031 Notes semi-annually in arrears on each March 1 and September 1 at a fixed annual interest rate equal to 5.00% and 5.50%, respectively. From and including September 1, 2021 and 2026, respectively, to but excluding the maturity date or the date of earlier redemption, the interest rate on the 2026 Notes and 2031 Notes will reset quarterly to an annual interest rate equal to the then-current three-month LIBOR rate plus a spread of 384 basis points and 407.1 basis points, respectively, payable quarterly in arrears on each March 1, June 1, September 1 and December 1. Notwithstanding the foregoing, for alldate. A summary of the Notes in the event that three-month LIBOR is less than 0, three-month LIBOR shall be deemed to be 0. as follows:
Issue DateInitial principalFixed rateFixed to floating transition dateBenchmark rateSpread (in bps)Debt outstandingMaturity
August 22, 2016$40,000 5.50%September 1, 20263-month LIBOR407.1$40,000 September 1, 2031
September 3, 2020$100,000 4.50%September 15, 20303-month SOFR402.5$100,000 September 15, 2035
November 23, 2021$200,000 3.00%December 1, 20263-month SOFR191$200,000 December 1, 2031
Debt issuance costs and fair value adjustment(23,909)
Total subordinated debt$316,091 
Beginning with the interest paymentfixed to floating transition date of July 1, 2021, as to the Metropolitan Notes, September 1, 2021 as to the 2026 Notes, and September 1, 2026, as to the 2031 Notes, and on any interest payment date thereafter, the Company may redeem the applicable Notes in whole or in part at a redemption price equal to 100% of the principal amount of the respective Notes to be redeemed plus accrued and unpaid interest to but excluding the date of redemption.
The Company may also redeem any series of the Notes at any time, at the Company’s option, in whole or in part, if: (i) a change or prospective change in law occurs that could prevent the Company from deducting interest payable on the Notes for U.S. federal income tax purposes; (ii) a subsequent event occurs that could preclude the Notes from being recognized as Tier 2 capital for regulatory capital purposes; or (iii) the Company is required to register as an investment company under the Investment Company Act of 1940, as amended. In each case, the redemption price is 100% of the principal amount of the Notes being redeemed plus any accrued and unpaid interest to but excluding the redemption date. There is no sinking fund for the benefit of the Notes, and none of the Notes are convertible or exchangeable.
The aggregate stated maturities of long-term debt outstanding at December 31, 2019,2022, are summarized as follows:
Federal Home Loan Bank advancesJunior subordinated debenturesSubordinated notesTotal
2023$— $— $— $— 
2024— — — — 
2025— — — — 
2026— — — — 
2027— — — — 
Thereafter— 112,042 316,091 428,133 
Total$— $112,042 $316,091 $428,133 
2020$4
2021140
2022484
2023
2024
Thereafter375,879
Total$376,507


Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note 1412 – Employee Benefit and Deferred Compensation Plans
(In Thousands, Except Share Data)
Pension and Post-retirement Medical Plans
The Company sponsors a noncontributory defined benefit pension plan, under which participation and benefit accruals ceased as of December 31, 1996. The Company’s funding policy is to contribute annually to the plan an amount not less than the minimum required contribution, as determined annually by consulting actuaries in accordance with funding standards imposed under the Internal Revenue Code of 1986, as amended. NaNNo contributions were made or required in 20192022 or 2018.2021. The Company does not anticipate that a contribution will be required in 2020.2023. The plan’s accumulated benefit obligation and projected benefit obligation are substantially the same since benefit accruals have ceased. The accumulated benefit obligation was $28,020$21,230 and $24,945$27,567 at December 31, 20192022 and 2018,2021, respectively. There is no additional minimum pension liability required to be recognized.
105


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 12 – Employee Benefit and Deferred Compensation Plans (continued)

The Company provides retiree medical benefits, consisting of the opportunity to purchase coverage at subsidized rates under the Company’s group medical plan. Employees eligible to participate must:must (i) have been employed by the Company and enrolled in the Company’s group medical plan as of December 31, 2004;2004 and (ii) retire from the Company between ages 55 and 65 with at least 15 years of service or 70 points (points determined as the sum of the employee’s age and years of service). The Company periodically determines the portion of the premiums to be paid by each retiree and the portion to be paid by the Company. Coverage ceases when a retiree attains age 65 and is eligible for Medicare. The Company contributed $151$3 and $89$231 to the plan in 20192022 and 2018,2021, respectively; the Company expects to contribute approximately $155$163 in 2020.2023.
The Company accounts for its obligations related to retiree benefits in accordance with ASC 715, “CompensationCompensation – Retirement Benefits.Benefits.” The assumed rate of increase in the per capita cost of covered benefits (i.e., the health care cost trend rate) for 20202022 is 4.8%7.5%. Increasing or decreasing the assumed health care cost trend rates by one percentage point in each year would not materially increase or decrease the accumulated post-retirement benefit obligation or the service and interest cost components of net periodic post-retirement benefit costs as of December 31, 20192022 and for the year then ended.

In 2020, the Company offered a voluntary early retirement program (referred to as the “VERP”) to eligible employees. Among other items, participants in the VERP received accelerated payouts from the Company’s defined benefit pension plan, retiree medical benefits on terms substantially identical to those applicable to other retirees, and other cash payments. Cash payments are a noninterest expense and are included in the “Restructuring charges” line item on the Consolidated Statements of Income.
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 14 – Employee Benefit and Deferred Compensation Plans (continued)


InformationThe following table presents information relating to the defined benefit pension plan maintained by Renasant Bank (“Pension Benefits - Renasant”) and to the post-retirement health and life plan (“Other Benefits”) as of December 31, 20192022 and 2018 is as follows:2021:
 Pension Benefits RenasantOther Benefits
 2022202120222021
Change in benefit obligation
Benefit obligation at beginning of year$27,567 $28,226 $586 $1,019 
Service cost— — 
Interest cost738 682 12 14 
Plan participants’ contributions— — 85 152 
Actuarial loss (gain)(5,256)672 (48)(221)
Benefits paid(1)
(1,819)(2,013)(88)(383)
Benefit obligation at end of year$21,230 $27,567 $551 $586 
Change in fair value of plan assets
Fair value of plan assets at beginning of year$30,399 $30,549 
Actual return on plan assets(7,726)1,863 
Contribution by employer— — 
Benefits paid(1,819)(2,013)
Fair value of plan assets at end of year$20,854 $30,399 
Funded status at end of year$(376)$2,832 $(551)$(586)
Weighted-average assumptions as of December 31
Discount rate used to determine the benefit obligation4.94 %2.79 %4.74 %2.35 %
 Pension Benefits Renasant Other Benefits
 2019 2018 2019 2018
Change in benefit obligation       
Benefit obligation at beginning of year$24,945
 $27,859
 $881
 $1,170
Service cost
 
 7
 8
Interest cost1,176
 1,043
 31
 31
Plan participants’ contributions
 
 60
 75
Actuarial loss (gain)3,671
 (2,016) (60) (239)
Benefits paid(1,772) (1,941) (212) (164)
Benefit obligation at end of year$28,020
 $24,945
 $707
 $881
Change in fair value of plan assets       
Fair value of plan assets at beginning of year$25,206
 $26,913
    
Actual return on plan assets5,151
 234
    
Contribution by employer
 
    
Benefits paid(1,772) (1,941)    
Fair value of plan assets at end of year$28,585
 $25,206
    
Funded status at end of year$565
 $261
 $(707) $(881)
Weighted-average assumptions as of December 31       
Discount rate used to determine the benefit obligation3.59% 4.56% 2.91% 4.07%

(1)
Attributable to retiree medical benefits.
The discount rate assumptions at December 31, 20192022 were determined using a yield curve approach. A yield curve was developed forfrom a selection of high quality fixed-income investments whose cash flows approximate the timing and amount of expected cash flows from the plans. The selected discount rate is the rate that produces the same present value of the plans’ projected benefit payments.

106


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1412 – Employee Benefit and Deferred Compensation Plans (continued)


The components of net periodic benefit cost and other amounts recognized in other comprehensive income for the defined benefit pension and post-retirement health and life plans for the years ended December 31, 2019, 20182022, 2021 and 20172020 are as follows: 
 Pension Benefits RenasantOther Benefits
 202220212020202220212020
Service cost$$$$4$5$6
Interest cost738682984121413
Expected return on plan assets(1,684)(1,768)(1,651)
Prior service cost recognized(1)
485
Recognized actuarial loss (gain)243265349(76)(3)(90)
Settlement/curtailment/termination losses(1)
567
Net periodic benefit cost(703)(821)249(60)16414
Net actuarial loss (gain) arising during the period4,155577(1,090)(48)(221)21
Net Settlement/curtailment/termination losses(1)
(567)
New prior service cost(1)
485
Amortization of net actuarial (loss) gain recognized in net periodic pension cost(243)(265)(349)76390
Amortization of prior service cost(1)
(485)
Total recognized in other comprehensive income3,912312(2,006)28(218)111
Total recognized in net periodic benefit cost and other comprehensive income$3,209$(509)$(1,757)$(32)$(202)$525
Weighted-average assumptions as of December 31
Discount rate used to determine net periodic pension cost2.79 %2.44 %3.59 %2.35 %1.77 %2.91 %
Expected return on plan assets5.75 %6.00 %6.00 %N/AN/AN/A
 Pension Benefits Renasant Other Benefits
 2019 2018 2017 2019 2018 2017
Service cost$
 $
 $
 $7
 $8
 $9
Interest cost1,176
 1,043
 1,168
 31
 31
 42
Expected return on plan assets(1,450) (2,077) (1,941) 
 
 
Prior service cost recognized
 
 
 
 
 
Recognized actuarial loss442
 328
 401
 (23) 
 6
Settlement/curtailment/termination losses
 
 
 
 
 
Net periodic benefit cost168
 (706) (372) 15
 39
 57
Net actuarial (gain) loss arising during the period(31) (173) (1,051) (60) (240) (328)
Net Settlement/curtailment/termination losses
 
 
 
 
 
Amortization of net actuarial loss recognized in net periodic pension cost(442) (328) (401) 23
 
 (6)
Total recognized in other comprehensive income(473) (501) (1,452) (37) (240) (334)
Total recognized in net periodic benefit cost and other comprehensive income$(305) $(1,207) $(1,824) $(22) $(201) $(277)
Weighted-average assumptions as of December 31           
Discount rate used to determine net periodic pension cost4.56% 3.96% 4.35% 4.07% 3.37% 3.57%
Expected return on plan assets6.00% 6.00% 8.00% N/A
 N/A
 N/A

(1)
Attributable to retiree medical benefits and accelerated defined benefit pension plan payouts provided to VERP participants and, with respect to amounts included in Net periodic benefit cost, included in the “Restructuring charges” line item on the Consolidated Statements of Income.
Future estimated benefit payments under the Renasant defined benefit pension plan and post-retirement health and life planother benefits are as follows:
Pension Benefits RenasantOther
Benefits
2023$2,187 $163 
20242,037 69 
20252,032 80 
20261,948 74 
20271,871 63 
2028 - 20328,700 158 
 Pension Benefits Renasant 
Other
Benefits
2020$2,131
 $155
20212,146
 133
20222,145
 103
20232,127
 94
20242,105
 86
2025 - 20299,763
 195

107


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1412 – Employee Benefit and Deferred Compensation Plans (continued)


Amounts recognized in accumulated other comprehensive income, before tax, for the year ended December 31, 20192022 are as follows:
 Pension Benefits Renasant 
Other
Benefits
Prior service cost$
 $
Actuarial loss (gain)9,090
 (192)
Total$9,090
 $(192)

Pension Benefits RenasantOther
Benefits
Prior service cost$— $— 
Actuarial loss (gain)11,306 (271)
Total$11,306 $(271)
The estimated costs that will be amortized from accumulated other comprehensive income into net periodic benefit cost over the next fiscal yearduring 2023 are as follows:
 Pension Benefits Renasant 
Other
Benefits
Prior service cost$
 $
Actuarial loss (gain)318
 (67)
Total$318
 $(67)

Pension Benefits RenasantOther
Benefits
Prior service cost$— $— 
Actuarial loss (gain)243 (76)
Total$243 $(76)
Prior to 2018,Substantially all of the investment objectiveassets of the Company’s defined benefit pension plan was to achieve above average income and moderate long-term growth, by combining an equity income strategy (allocation of 65% to 75% of assets) and an intermediate fixed income strategy (allocation of 25% to 35% of assets) and investing directly in debt and equity securities. In 2018, the Company’s investment committee modified the strategy by focusing on portfolio growth and including interest rate hedging, both of which were intended to preserve the funded status of the plan. Substantially, all of the plan’s assets were liquidated and the proceeds reinvestedare invested in a collective trust, which in turn invests in other collective or pooled trusts with individual investment mandates. The collective trust’s asset allocation is approximately 55%57% in growth assets, consisting of interests in trusts invested in equity securities, high yield fixed income securities, and direct real estate investments (approximately 5%8% of assets), and approximately 45%43% in assets intended to hedge against the volatility arising from interest rate risk, consisting of interests in trusts invested in long duration fixed income securities. The collective trust is actively managed allowing changes in the asset allocation to enhance returns and mitigate risk.risk, with the mandate to preserve the funded status of the plan through portfolio growth and interest rate hedging. Management’s trust investment committee periodically reviews the collective trust’s performance and asset allocation to ensure that the plan’s investment objectives are satisfied and that the investment strategy of the trust has not materially changed.
The expected long-term rate of return was estimated using market benchmarks for investment classes applied to the plan’s target asset allocation and was computed using a valuation methodology which projects future returns based on current valuations rather than historical returns. The decrease in the expected return for 2018 (as compared to 2017) is attributable to the change in investment strategy, which resulted in a more conservative asset allocation.
The fair values of the Company’s defined benefit pension plan assets by category at December 31, 20192022 and 20182021 are below. Investments in collective trusts, which are measured at net asset value per share (or “NAV”), consist of trusts that invest primarily in liquid equity and fixed income securities and have a small direct investment in real estate. There is generally no restriction on redemptions or withdrawals for benefit payments or in the event of plan termination; 60 days notice is required to redeem or withdraw assets for any other purpose.
Quoted Prices In
Active Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Measured at NAVTotals
December 31, 2022December 31, 2022
Cash and cash equivalentsCash and cash equivalents$66 $— $— $— $66 
Investments in collective trustsInvestments in collective trusts— — — 20,788 20,788 
Quoted Prices In
Active Markets
for Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Measured at NAV Totals
December 31, 2019         
Cash and cash equivalents$39
 $
 $
 $
 $39
Investments in collective trusts
 
 
 28,546
 28,546
$39
 $
 $
 $28,546
 $28,585
$66 $— $— $20,788 $20,854 
108


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1412 – Employee Benefit and Deferred Compensation Plans (continued)


 
Quoted Prices In
Active Markets
for Identical
Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Measured at NAV Totals
December 31, 2018         
Cash and cash equivalents$40 $— $— $— $40
Investments in collective trusts   25,166 25,166
 $40 $— $— $25,166 $25,206

Quoted Prices In
Active Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Measured at NAVTotals
December 31, 2021
Cash and cash equivalents$42 $— $— $— $42 
Investments in collective trusts— — — 30,357 30,357 
$42 $— $— $30,357 $30,399 
Other Retirement Plans
The Company maintains a 401(k) plan, which is a contributory plan maintained in the form of a “safe harbor” arrangement. Employees are immediately enrolled in the plan and eligible to make pre-tax deferrals, subject to limits imposed under the plan and the deferral limit established annually by the IRS, and receive Company matching contributions not in excess of 4% of compensation. The Company also makesmay make a nondiscretionarydiscretionary profit-sharing contribution for each eligible participant in an amount equalup to 5% of plan compensation and 5% of plan compensation in excess of the Social Security wage base. In orderbase (prior to participate in2020, the nondiscretionaryprofit-sharing contribution was non-discretionary). To be eligible to receive this profit-sharing contribution, an employee must: (i) be employed on the last day of the year and be credited with 1000 hours of service during the year; (ii) die or become disabled during the year; or (iii) have attained the early or normal retirement age (as defined in the plan). Senior executive officers of the Bank are not eligible to receive these discretionary contributions. No profit-sharing contribution was made for the year 2022. The Company’s costs related to the 401(k) plan, excluding employee deferrals, in 2019, 20182022, 2021 and 20172020 were $16,009, $13,477$7,045, $11,919 and $11,471,$17,888, respectively.
Deferred Compensation Plans and Arrangements
The Company maintains 2two deferred compensation plans: a Deferred Stock Unit Plan and a Deferred Income Plan. Nonemployee directors may defer all or a portion of their fees and retainer; eligible officers may defer base salary and bonus subject to limits determined annually by the Company. Amounts deferred to the Deferred Stock Unit Plan are invested in units representing shares of the Company’s common stock; benefits are paid in the form of common stock, with cash distributed in lieu of fractional shares. Amounts deferred to the Deferred Income Plan are notionally invested in the discretion of each participant from among investment alternatives substantially similar to those available under the Company’s 401(k) plan. Directors and officers who participated in the predecessor to the Deferred Income Plan as of December 31, 2006, may also invest in a preferential interest rate alternative that is derived from the Moody’s Average Corporate Bond Rate. Benefits payable from the Deferred Income Plan equal the account balance of each participant. Beneficiaries of directors and officers who have continuously deferred at rates prescribed by the Company since January 1, 2005, and who die while employed by the Company or serving as a director may receive an additional preretirement death benefit from the Deferred Income Plan.
In connection with itsthe Company’s acquisition of Brand Group Holdings, Inc. and its affiliates,(“Brand”), the Company assumed the Brand Group Holdings, Inc. Deferred Compensation Plan. Deferral elections in effect as of the time of acquisition were given effect for compensation earned during 2018; no further deferrals have been or will be made to the plan. Account balances maintained under the plan will be distributed as provided under the terms of the plan and individual participant elections. Pending distribution, balances will be notionally invested by each participant in designated investment alternatives.
The Company’s Deferred Stock Unit and Deferred Income Plan are unfunded. It is anticipated that such plans will result in no additional cost to the Company because life insurance policies on the lives of participants have been purchased in amounts estimated to be sufficient to pay plan benefits. The Company is both the owner and beneficiary of the policies. A trust is maintained for the plan assumed in connection with the acquisition of Brand Group Holdings, Inc. The value of the trust is equal to the benefits payable from such plan. The trust is maintained in the form of a grantor trust, of which the Company is named as grantor and owner. The expense recorded in 2019, 20182022, 2021 and 20172020 for the Company’s Deferred Stock Unit and Deferred Income Plan, including in 2019 expense for the plan assumed in connection with the acquisition of Brand Group Holdings, Inc., inclusive of deferrals, was $3,610, $1,290$1,486, $3,274 and $1,935,$3,965, respectively. 
In 2007, the Company assumed supplemental executive retirement plans (SERPs) in connection with the acquisition of Capital Bancorp, Inc. and its affiliates. The plans are designed to provide 4four officers specified annual benefits for a 15-year period upon the attainment of a designated retirement age. Liabilities associated with the SERPs totaled $3,921$3,523 and $3,865$3,679 at December 31, 20192022 and 2018,2021, respectively. The plans are not qualified under Section 401 of the Internal Revenue Code.


109


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1412 – Employee Benefit and Deferred Compensation Plans (continued)


Incentive Compensation Plans
Under the Company’s Performance Based Rewards Plan, annual cash bonuses are paid to eligible officers and employees, subject to the attainment of designated performance criteria that may relate to the Company’s performance, the performance of an affiliate, region, division or profit center, and/or to individual or team performance. The Company annually sets minimum, target, and superior levels of performance. Minimum performance must be attained for the payment of any bonus; superior performance must be attained for maximum payouts. The expense associated with the plan for 2019, 20182022, 2021 and 20172020 was $4,200, $5,117$9,545, $8,609 and $4,490,$6,425, respectively.
TheIn 2020, the Company maintains a long-term equity compensation plan -implemented the 20112020 Long-Term Incentive Compensation Plan - whichthat provides for the grant of stock options and stock appreciation rights and the award of restricted stock. stock and restricted stock units (which replaced the Company’s previous long-term equity incentive compensation plan, under which restricted stock awards remain outstanding).
Options granted under the plan permit the acquisition of shares of the Company’s common stock at an exercise price equal to the fair market value of the shares on the date of grant. Options may be subject to time-based vesting or the attainment of performance criteria; all options expire ten years after the date of grant. Options that do not vest or expire unexercised are forfeited and canceled. Stock appreciation rights may be granted under the plan on terms similar to options. There were 0no stock options or stock appreciation rights granted during the years ended December 31, 2019, 20182022, 2021 or 2017.2020. There was 0no compensation expense (recognized or unrecognized) associated with options recorded for the years ended December 31, 2019, 20182022, 2021 or 2017.
2020.

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 14 – Employee Benefit and Deferred Compensation Plans (continued)


No options remained outstanding as of December 31, 2021. The following table summarizes information about options outstanding, exercised and forfeited as of and for the three years ended December 31, 2019, 20182021 and 2017:2020: 
 Shares 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Life
 
Aggregate
Intrinsic
Value
Outstanding at January 1, 2017185,625
 $15.97
    
Granted
 
    
Exercised(95,875) 16.25
    
Forfeited
 
    
Outstanding at December 31, 201789,750
 $15.67
 3.14 $2,263
Exercisable at December 31, 201789,750
 $15.67
 3.14 $2,263
Granted
 
    
Exercised(41,000) 15.54
    
Forfeited(5,000) 15.32
    
Outstanding at December 31, 201843,750
 $15.84
 2.63 $627
Exercisable at December 31, 201843,750
 $15.84
 2.63 $627
Granted
 
    
Exercised(14,500) 15.79
    
Forfeited
 
    
Outstanding at December 31, 201929,250
 $15.86
 1.94 $574
Exercisable at December 31, 201929,250
 $15.86
 1.94 $574

 SharesWeighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Life
Aggregate
Intrinsic
Value
Outstanding at January 1, 202029,250 $15.86 
Granted— — 
Exercised(18,750)16.37 
Forfeited— — 
Outstanding at December 31, 202010,500 $14.96 1.00$191 
Exercisable at December 31, 202010,500 $14.96 1.00$191 
Granted— — 
Exercised(10,500)14.96 
Forfeited— — 
Outstanding at December 31, 2021— $— 0.00$— 
Exercisable at December 31, 2021— $— 0.00$— 
The total intrinsic value of options exercised during the three years ended December 31, 2019, 20182021 and 20172020 was $290, $1,180$262 and $2,487,$279, respectively. All options outstanding during 2019, 2018 and 2017that were fully vested and exercisable as of December 31, 2017.2017 have been exercised.
The Company also awardsplan permits the award of performance-based restricted stock to executives and other officers and employees and time-based restricted stock to non-employee directors, executives, and other officers and employees. The plan also permits the award of restricted stock units to officers and employees on terms similar to restricted stock awards. Performance-based awards are subject to the attainment of designated performance criteria during a fixed performance cycle. Performance criteria may relate to the Company’s performance measured on an absolute basis or relative to a defined peer group. Performance criteria may also relate to the performance of an affiliate, region, division or profit center of the Company or to individual performance. The Company annually sets minimum, target, and superior levels; minimum performance must be attained for the vesting of any shares; superior performance must be attained for maximum payouts. Time-based restricted stock awards relate to a fixed number of shares that vest at the end of a designated service period.
In 2022, the Company made performance-based and time-based restricted stock awards; restricted stock units were not awarded. The fair value of each restricted stock award is the closing price of the Company’s common stock on the business day
110


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 12 – Employee Benefit and Deferred Compensation Plans (continued)

immediately preceding the date of the award. For restricted stock awarded under the plan, the Company recorded compensation expense of $10,046, $7,251$11,244, $9,882 and $5,293$10,419 for the years ended December 31, 2019, 20182022, 2021 and 2017,2020, respectively. The following table summarizes the changes in restricted stock as of and for the year ended December 31, 2019:2022:
 
Performance-
Based
Restricted
Stock
 
Weighted
Average
Grant-Date
Fair Value
 
Time-
Based
Restricted
Stock
 
Weighted
Average
Grant-Date
Fair Value
Not vested at beginning of year41,300
 $40.89
 304,955
 $41.82
Awarded154,250
 30.18
 308,557
 32.12
Vested(77,625) 30.18
 (92,292) 39.90
Forfeited and cancelled(2,200) 30.18
 (20,288) 38.36
Not vested at end of year115,725
 $34.00
 500,932
 $36.34



Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 14 – Employee Benefit and Deferred Compensation Plans (continued)


Performance-
Based
Restricted
Stock
Weighted
Average
Grant-Date
Fair Value
Time-
Based
Restricted
Stock
Weighted
Average
Grant-Date
Fair Value
Not vested at beginning of year146,561 $34.67 603,714 $34.48 
Awarded81,308 38.45 324,633 37.20 
Vested(66,566)35.42 (222,283)32.81 
Forfeited and cancelled(5,465)37.26 (25,661)37.20 
Not vested at end of year155,838 $36.23 680,403 $36.23 
Unrecognized stock-based compensation expense related to restricted stock totaled $11,156$12,990 at December 31, 2019.2022. As of such date, the weighted average period over which the unrecognized expense is expected to be recognized was approximately 1.91.97 years. There was 0 unrecognized stock-based compensation expense related to stock options at December 31, 2019.
At December 31, 2019,2022, an aggregate of 1,455,9712,543,213 shares of Company common stock were available for issuance under the Company’s employee benefit plans of which 959,279982,176 shares were available for issuance under the Company'sCompany’s 401(k) plan, 48,541145,273 shares were available under the Company'sCompany’s Deferred Stock Unit Plan, and 448,1511,073,186 shares were available under the Company's 2011Company’s 2020 Long-Term Incentive Compensation Plan.

Note 1513 – Derivative Instruments
(In Thousands)
The Company utilizesuses certain derivative financial instruments including interest rate contracts suchto meet the needs of customers as swaps, caps and/or floors,well as part of its ongoing efforts to mitigate itsmanage the interest rate risk exposure and to facilitate the needs of its customers. associated with certain transactions.
Non-hedge derivatives
The Company from time to time enters into derivative instruments that are not designated as hedging instruments to help its commercial customers manage their exposure to interest rate fluctuations. To mitigate the interest rate risk associated with these customer contracts, the Company enters into an offsetting derivative contract position. The Company manages its credit risk, or potential risk of default by its commercial customers, through credit limit approval and monitoring procedures. At December 31, 2019, the Company had notional amounts of $219,664 on interest rate contracts with corporate customers and $219,664 in offsetting interest rate contracts with other financial institutions to mitigate the Company’s rate exposure on its corporate customers’ contracts.
In June 2014, the Company entered into 2 forward interest rate swap contracts on floating rate liabilities at the Bank level with notional amounts of $15,000 each. The interest rate swap contracts are accounted for as cash flow hedges with the objective of protecting against any interest rate volatility on future FHLB borrowings for a four-year and five-year period beginning June 1, 2018 and December 3, 2018 and ending June 2022 and June 2023, respectively. Under these contracts, Renasant Bank will pay a fixed interest rate of interest and will receive a variable interest rate based on the three-month LIBOR plus a pre-determined spread with quarterly net settlements.
In March and April 2012, the Company entered into 2 interest rate swap agreements effective March 30, 2014 and March 17, 2014, respectively. Under these swap agreements, the Company receives a variable rate of interest based on the three-month LIBOR plus a pre-determined spread and pays a fixed rate of interest. The agreements, which both terminate in March 2022, are accounted for as cash flow hedges to reduce the variability in cash flows resulting from changes in interest rates on $32,000 of the Company’s junior subordinated debentures.
In April 2018, the Company entered into an interest rate swap agreement effective June 15, 2018. Under this swap agreement, the Company receives a variable rate of interest based on the three-month LIBOR plus a pre-determined spread and pays a fixed rate of interest. The agreement, which terminates in June 2028, is accounted for as a cash flow hedge to reduce the variability in cash flows resulting from changes in interest rates on $30,000 of the Company’s junior subordinated debentures.

The Company enters into interest rate lock commitments with its customers to mitigate the interest rate risk associated with the commitments to fund fixed-rate residential mortgage loans. The notional amount of commitments to fund fixed-rate mortgage loans was $215,751 and $159,464 at December 31, 2019 and 2018, respectively. The Company also enters into forward commitments to sell residential mortgage loans to secondary market investors. The notional amount of commitments to sell residential mortgage loans to secondary market investors was $414,000 and $281,343 at December 31, 2019 and 2018, respectively.

111


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1513 – Derivative Instruments (continued)


The following table provides details ona summary of the Company’s derivative financialderivatives not designated as hedging instruments as of the dates presented:
   Fair Value
 Balance SheetDecember 31,
 Location2019 2018
Derivative assets:     
Not designated as hedging instruments:     
  Interest rate contractsOther Assets $3,880
 $2,779
  Interest rate lock commitmentsOther Assets 4,579
 3,740
Forward commitmentsOther Assets 39
 
Totals  $8,498
 $6,519
Derivative liabilities:     
Designated as hedging instruments:     
  Interest rate swapOther Liabilities $5,021
 $2,046
Totals  $5,021
 $2,046
Not designated as hedging instruments:     
  Interest rate contractsOther Liabilities $3,880
 $2,779
Interest rate lock commitmentsOther Liabilities 3
 
  Forward commitmentsOther Liabilities 1,096
 3,563
Totals  $4,979
 $6,342

 Balance SheetDecember 31, 2022December 31, 2021
 LocationNotional AmountFair ValueNotional AmountFair Value
Derivative assets:
  Interest rate contractsOther Assets$258,646 $11,354 $185,447 $4,711 
  Interest rate lock commitmentsOther Assets62,901 1,231 310,941 5,304 
Forward commitmentsOther Assets84,000 484 280,000 667 
Totals$405,547 $13,069 $776,388 $10,682 
Derivative liabilities:
  Interest rate contractsOther Liabilities$258,646 $11,354 $185,447 $4,711 
Interest rate lock commitmentsOther Liabilities19,488 98 19,961 43 
  Forward commitmentsOther Liabilities73,000 1,198 320,000 736 
Totals$351,134 $12,650 $525,408 $5,490 
Gains (losses) included in the Consolidated Statements of Income related to the Company’s derivative financial instruments were as follows, as of the dates presented:
Year Ended December 31,
 202220212020
Interest rate contracts:
Included in interest income on loans$2,470 $2,027 $2,051 
Interest rate lock commitments:
Included in mortgage banking income(4,128)(14,563)15,249 
Forward commitments
Included in mortgage banking income(645)5,021 (4,033)
Total$(2,303)$(7,515)$13,267 
 Year Ended December 31,
 2019 2018 2017
Derivatives not designated as hedging instruments:     
Interest rate contracts:     
Included in interest income on loans$3,672
 $4,137
 $3,981
Interest rate lock commitments:     
Included in mortgage banking income882
 779
 356
Forward commitments     
Included in mortgage banking income2,506
 (3,069) (4,489)
Total$7,060
 $1,847
 $(152)
Derivatives designated as cash flow hedges
Cash flow hedge relationships mitigate exposure to the variability of future cash flow or other forecasted transactions. The Company uses interest rate swap contracts in an effort to manage future interest rate exposure on borrowings. The swap hedging strategy converts the LIBOR-based variable interest rate on the forecasted borrowings to a fixed interest rate. The collar hedging strategy stabilizes interest rate fluctuation by setting both a floor and a cap. The Company entered into an interest rate collar in June 2022 with a 2.25% floor and 4.57% cap. The Company entered into a second interest rate collar in October 2022 with a 2.75% floor and 4.75% cap. As of December 31, 2022, the Company is hedging its exposure to the variability of future cash flows through 2032 and a portion of these hedges are forward starting.
112


ForRenasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 13 – Derivative Instruments (continued)

The following table provides a summary of the Company’s derivatives designated as cash flow hedges changes in fair valueas of the cash flow hedges are, to the extent that the hedging relationship is effective, recorded as other comprehensive income and are subsequently recognized in earnings at the same time that the hedged item is recognized in earnings. The ineffective portions of the changes in fair value of the hedging instruments are immediately recognized in earnings. The assessment of the effectiveness of the hedging relationship is evaluated under the hypothetical derivative method. There were no ineffective portions for the years ended December 31, 2019, 2018 and 2017. dates presented:
 Balance SheetDecember 31, 2022December 31, 2021
 LocationNotional AmountFair ValueNotional AmountFair Value
Derivative assets:
  Interest rate swapsOther Assets$130,000 $24,514 $100,000 $7,016 
  Interest rate collarsOther Assets200,000 464 — — 
Totals$330,000 $24,978 $100,000 $7,016 
Derivative liabilities:
  Interest rate swapsOther Liabilities$— $— $62,000 $2,902 
  Interest rate collarsOther Liabilities250,000 746 — — 
Totals$250,000 $746 $62,000 $2,902 
The impact on other comprehensive income for the years ended December 31, 2019, 2018,2022, 2021, and 2017, can be seen at2020, is described in Note 18,16, “Other Comprehensive Income.Income (Loss).
In October 2021, the Company terminated four interest rate swap contracts with notional amounts of $25,000 each. These swaps hedged forecasted future FHLB borrowings which were no longer expected to occur. As a result of the termination the Company recognized a gain of $4,676 for the year ended December 31, 2021.
In December 2020, the Company terminated two interest rate swap contracts with notional amounts of $15,000 each with ending dates of June 2022 and June 2023, respectively. The Company recorded $2,040 in swap termination charges for the year ended December 31, 2020.
Derivatives designated as fair value hedges
Fair value hedges protect against changes in the fair value of an asset, liability or firm commitment. The Company enters into interest rate swap agreements to manage interest rate exposure on certain of the Company’s fixed-to-floating rate subordinated notes. The agreements convert the currently-fixed interest rates to LIBOR-based variable interest rates.
The following table provides a summary of the Company's derivatives designated as fair value hedges as of the dates presented:
 Balance SheetDecember 31, 2022December 31, 2021
 LocationNotional AmountFair ValueNotional AmountFair Value
Derivative liabilities:
  Interest rate swapsOther Liabilities$100,000 $19,789 $100,000 $5,411 
The following table presents the effects of the Company’s fair value hedge relationships on the Consolidated Statements of Income for the periods presented:
 Amount of Gain (Loss) Recognized in Income
Income StatementYear ended December 31,
 Location202220212020
Derivative liabilities:
  Interest rate swaps - subordinated notesInterest Expense$(14,378)$(5,202)$(209)
Derivative liabilities - hedged items:
  Interest rate swaps - subordinated notesInterest Expense$14,378 $5,202 $209 

113


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 13 – Derivative Instruments (continued)

The following table presents the amounts that were recorded in the Consolidated Balance Sheets related to cumulative basis adjustments for fair value hedges as of the dates presented:
Carrying Amount of the Hedged LiabilityCumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of the Hedged Liability
Balance Sheet LocationDecember 31, 2022December 31, 2021December 31, 2022December 31, 2021
Long-term debt$78,881 $93,085 $19,789 $5,411 
Offsetting
Certain financial instruments, including derivatives, may be eligible for offset in the consolidated balance sheet when the “right of setoff” exists or when the instruments are subject to an enforceable master netting agreement, which includes the right of the non-defaulting party or non-affected party to offset recognized amounts, including collateral posted with the counterparty, to determine a net receivable or net payable upon early termination of the agreement. Certain of the Company’s derivative instruments are subject to master netting agreements; however, the Company has not elected to offset such financial instruments in the

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 15 – Derivative Instruments (continued)


Consolidated Balance Sheets. The following table presents the Company’s gross derivative positions as recognized in the Consolidated Balance Sheets as well as the net derivative positions, including collateral pledged to the extent the application of such collateral did not reduce the net derivative liability position below zero, had the Company elected to offset those instruments subject to an enforceable master netting agreement as of the dates presented:
Offsetting Derivative AssetsOffsetting Derivative Liabilities
December 31,
2022
December 31,
2021
December 31,
2022
December 31,
2021
Gross amounts recognized$36,493 $8,007 $22,056 $13,436 
Gross amounts offset in the consolidated balance sheets— — — — 
Net amounts presented in the consolidated balance sheets36,493 8,007 22,056 13,436 
Gross amounts not offset in the consolidated balance sheets
Financial instruments22,056 7,208 22,056 7,208 
Financial collateral pledged— — — 6,228 
Net amounts$14,437 $799 $— $— 
 Offsetting Derivative Assets Offsetting Derivative Liabilities
 December 31,
2019
 December 31,
2018
 December 31,
2019
 December 31,
2018
Gross amounts recognized$61
 $1,620
 $9,974
 $6,768
Gross amounts offset in the consolidated balance sheets
 
 
 
Net amounts presented in the consolidated balance sheets61
 1,620
 9,974
 6,768
Gross amounts not offset in the consolidated balance sheets       
Financial instruments61
 1,620
 61
 1,620
Financial collateral pledged
 
 8,698
 2,745
Net amounts$
 $
 $1,215
 $2,403


Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note 1614 – Income Taxes
(In Thousands)
Significant components of the provision for income taxes are as follows for the periods presented:
 Year Ended December 31,
 202220212020
Current
Federal$39,507 $34,629 $30,193 
State3,453 895 3,309 
42,960 35,524 33,502 
Deferred
Federal1,630 9,168 (10,947)
State650 2,243 (2,715)
2,280 11,411 (13,662)
$45,240 $46,935 $19,840 
 Year Ended December 31,
 2019 2018 2017
Current     
Federal$23,786
 $22,658
 $28,380
State4,264
 2,625
 1,354
 28,050
 25,283
 29,734
Deferred     
Federal17,331
 13,369
 22,314
State2,710
 3,075
 1,147
Revaluation of net deferred tax assets as a result of the Tax Cuts and Jobs Act
 
 14,486
 20,041
 16,444
 37,947
 $48,091
 $41,727
 $67,681

114


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 14 – Income Taxes (continued)

The reconciliation of income taxes computed at the United States federal statutory tax rates to the provision for income taxes is as follows, for the periods presented:
 Year Ended December 31,
 2019 2018 2017
Tax at U.S. statutory rate$45,294
 $39,616
 $55,955
Increase (decrease) in taxes resulting from:     
Tax-exempt interest income(1,205) (1,433) (3,595)
BOLI income(1,283) (975) (1,524)
Investment tax credits(1,863) (1,863) (1,591)
Amortization of investment in low-income housing tax credits1,575
 1,592
 1,873
State income tax expense, net of federal benefit5,509
 4,502
 1,626
Revaluation of net deferred tax assets as a result of the Tax Cuts and Jobs Act
 
 14,486
Other items, net64
 288
 451
 $48,091
 $41,727
 $67,681


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 16 – Income Taxes (continued)


 Year Ended December 31,
 202220212020
Tax at U.S. statutory rate$44,375 $46,794 $21,733 
Increase (decrease) in taxes resulting from:
Tax-exempt interest income(1,832)(1,669)(1,431)
BOLI income(1,946)(1,547)(1,182)
Investment tax credits(928)(988)(1,494)
Amortization of investment in low-income housing tax credits683 817 1,280 
State income tax expense, net of federal benefit3,241 2,479 469 
Other items, net1,647 1,049 465 
$45,240 $46,935 $19,840 
Significant components of the Company’s deferred tax assets and liabilities are as follows for the periods presented: 
 December 31,
 2019 2018
Deferred tax assets   
Allowance for loan losses$14,304
 $14,097
Loans10,284
 18,655
Deferred compensation12,050
 10,001
Net unrealized losses on securities
 6,180
Impairment of assets1,108
 1,280
Net operating loss carryforwards9,387
 19,065
Lease liabilities under operating leases22,686
 
Other934
 9,800
Total deferred tax assets70,753
 79,078
Deferred tax liabilities   
Net unrealized gains on securities190
 
Investment in partnerships967
 1,572
Fixed assets2,952
 3,865
Mortgage servicing rights13,472
 12,350
Junior subordinated debt2,304
 1,607
Intangibles
 6,190
Lease right-of-use asset21,727
 
Other1,859
 1,792
Total deferred tax liabilities43,471
 27,376
Net deferred tax assets$27,282
 $51,702

December 31,
20222021
Deferred tax assets
Allowance for credit losses$52,551 $50,712 
Loans2,518 2,855 
Deferred compensation14,447 14,522 
Net unrealized losses on securities70,999 3,545 
Impairment of assets316 392 
Net operating loss carryforwards497 1,211 
Investments in partnerships1,164 890 
Lease liabilities under operating leases14,641 17,106 
Other3,523 3,241 
Total deferred tax assets160,656 94,474 
Deferred tax liabilities
Fixed assets10,342 5,339 
Mortgage servicing rights19,624 20,779 
Junior subordinated debt1,948 2,130 
Intangibles2,702 3,177 
Lease right-of-use asset14,018 16,209 
Other1,614 1,607 
Total deferred tax liabilities50,248 49,241 
Net deferred tax assets$110,408 $45,233 
The Tax Cuts and Jobs Act (the “Tax Act”), enacted on December 22, 2017, among other things, permanently lowered the statutory federal corporateeffective tax rate from 35% to 21%, effective for tax years including or beginning January 1, 2018. Under the guidance of ASC 740, “Income Taxes” (“ASC 740”), the Company revalued its net deferred tax assets on the date of enactment based on the reduction in the overall future tax benefit expected to be realized at the lower tax rate implemented by the new legislation. After reviewing the Company’s inventory of deferred tax assetswas 21.78% and liabilities on the date of enactment and giving consideration to the future impact of the lower corporate tax rates and other provisions of the new legislation, the Company’s revaluation of its net deferred tax assets was $14,486, which was included in “Income taxes” in the Consolidated Statements of Income22.41% for the year ended December 31, 2017. No further adjustments related to the Tax Act were required in 2019 or 2018.
The effective tax rate was 22.30%2022 and 22.12% for the year ended December 31, 2019 and 2018,2021, respectively. The Company and its subsidiaries file a consolidated U.S. federal income tax return. The Company is currently open to audit under the statute of limitations by the Internal Revenue Service for the years ending December 31, 20162020 through 2018.2022. The Company and its subsidiaries’ state income tax returns are open to audit under the statute of limitations for the years ended December 31, 20162020 through 2018.2022.
The Company acquired federal and state net operating losses as part of its previous acquisitions, with varying expiration periods. The federal and state net operating losses acquired in the Brand acquisition were $81,288 and approximately $55,067, respectively, all created in 2018. As part of the 2017 Tax Cuts and Jobs Act and corresponding state tax laws, the federal net operating losses
115


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 14 – Income Taxes (continued)

and the majority of the state net operating losses created by Brand during 2018 have an indefinite carryforward period.  As ofThe federal net operating loss related to the Brand acquisition was fully utilized during 2021, while at December 31, 2019,2022, there are federal andwere state net operating losses without expiration periods related to the Brand acquisition, of $32,014 and $36,973, respectively.$5,388. The federal and state net operating losses acquired in the Heritage Financial Group, Inc. acquisition were $18,321 and $16,849, respectively, of which $3,992$1,101 and $3,313$278 remain to be utilized as of December 31, 2019.2022. These losses begin to expire in 2029 and are expected to be fully utilized. Because the benefits are expected to be fully realized, the Company recorded 0no valuation allowance against the net operating losses for the year endended December 31, 2019.

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 16 – Income Taxes (continued)


2022.
The table below presents the breakout of net operating losses as of the dates presented.
 December 31,
 2019 2018
Net Operating Losses   
Federal$36,006
 $76,919
State40,806
 65,583

December 31,
20222021
Net Operating Losses
Federal$1,101 $2,065 
State5,666 16,954 
A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest, related to federal and state income tax matters as of December 31 follows below. These amounts have been adjusted for the change in the tax rate from 35% to 21%.below:
 2019 2018 2017
Balance at January 1$1,919
 $1,606
 $1,510
Additions based on positions related to current period158
 313
 467
Reductions based on positions related to prior period(1,410) 
 
Reductions due to lapse of statute of limitations
 
 (371)
Balance at December 31$667
 $1,919
 $1,606

202220212020
Balance at January 1$408 $402 $667 
Additions based on positions related to current period65 62 101 
Reductions based on positions related to prior period— — (314)
Reductions due to lapse of statute of limitations(66)(56)(52)
Balance at December 31$407 $408 $402 
If ultimately recognized, the Company does not anticipate any material increase in the effective tax rate for 20192022 relative to any tax positions taken prior to January 1, 2019.2022. The Company had accrued $105, $244$17, $15 and $169$18 for interest and penalties related to unrecognized tax benefits as of December 31, 2019, 20182022, 2021 and 2017,2020, respectively.

Note 1715 – Fair Value Measurements
(In Thousands)
Recurring Fair Value Measurements
The Company carries certain assets and liabilities at fair value on a recurring basis in accordance with applicable standards. The Company’s recurring fair value measurements are based on the requirement to carry such assets and liabilities at fair value or the Company’s election to carry certain eligible assets and liabilities at fair value. Assets and liabilities that are required to be carried at fair value include securities available for sale and derivative instruments. The Company has elected to carry mortgage loans held for sale at fair value on a recurring basis as permitted under the guidance in ASC 825.
The following methods and assumptions are used by the Company to estimate the fair values of the Company’s financial assets and liabilities that are measured on a recurring basis:
Securities available for sale: Securities available for sale consist primarily of debt securities, such as obligations of U.S. Government agencies and corporations and mortgage backed securities, trust preferred securities and other debt securities. Where quoted market prices in active markets are available, securities are classified within Level 1 of the fair value hierarchy. If quoted prices from active markets are not available, fair values are based on quoted market prices for similar instruments traded in active markets, quoted market prices for identical or similar instruments traded in markets that are not active, or model-based valuation techniques where all significant assumptions are observable in the market. Such instruments are classified within Level 2 of the fair value hierarchy. When assumptions used in model-based valuation techniques are not observable in the market, the assumptions used by management reflect estimates of assumptions used by other market participants in determining fair value. When there is limited transparency around the inputs to the valuation, the instruments are classified within Level 3 of the fair value hierarchy.
116


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 15 – Fair Value Measurements (continued)
Derivative instruments: Most of the Company’s derivative contracts are actively traded in over-the-counter markets and are valued using discounted cash flow models which incorporate observable market based inputs including current market interest rates, credit spreads, and other factors. Such instruments are categorized within Level 2 of the fair value hierarchy and include interest rate swaps and other interest rate contracts including interest rate caps and/or floors. The Company’s interest rate lock commitments are valued using current market prices for mortgage backed securities with similar characteristics, adjusted for certain factors including servicing and risk. The value of the Company’s forward commitments is based on current prices for securities backed

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 17 – Fair Value Measurements (continued)

by similar types of loans. Because these assumptions are observable in active markets, the Company’s interest rate lock commitments and forward commitments are categorized within Level 2 of the fair value hierarchy.
Mortgage loans held for sale in loans held for sale: Mortgage loans held for sale are primarily agency loans which trade in active secondary markets. The fair value of these instruments is derived from current market pricing for similar loans, adjusted for differences in loan characteristics, including servicing and risk. Because the valuation is based on external pricing of similar instruments, mortgage loans held for sale are classified within Level 2 of the fair value hierarchy.
The following table presentstables present assets and liabilities that are measured at fair value on a recurring basis as of the dates presented:
Level 1Level 2Level 3Totals
December 31, 2022
Financial assets:
Securities available for sale$— $1,533,942 $— $1,533,942 
Total securities available for sale— 1,533,942 — 1,533,942 
Derivative instruments— 38,047 — 38,047 
Mortgage loans held for sale in loans held for sale— 110,105 — 110,105 
Total financial assets$— $1,682,094 $— $1,682,094 
Financial liabilities:
Derivative instruments$— $33,185 $— $33,185 
 Level 1 Level 2 Level 3 Totals
December 31, 2019       
Financial assets:       
Securities available for sale:       
Trust preferred securities$
 $
 $9,986
 $9,986
Other available for sale securities
 1,280,627
 
 1,280,627
Total securities available for sale
 1,280,627
 9,986
 1,290,613
Derivative instruments
 8,498
 
 8,498
Mortgage loans held for sale in loans held for sale
 318,272
 
 318,272
Total financial assets$
 $1,607,397
 $9,986
 $1,617,383
Financial liabilities:       
Derivative instruments$
 $10,000
 $
 $10,000
 Level 1 Level 2 Level 3 Totals
December 31, 2018       
Financial assets:       
Securities available for sale:       
Trust preferred securities$
 $
 $10,633
 $10,633
Other available for sale securities
 1,240,144
 
 1,240,144
Total securities available for sale
 1,240,144
 10,633
 1,250,777
Derivative instruments
 6,519
 
 6,519
Mortgage loans held for sale in loans held for sale
 219,848
 
 219,848
Total financial assets$
 $1,466,511
 $10,633
 $1,477,144
Financial liabilities:       
Derivative instruments$
 $8,388
 $
 $8,388

Level 1Level 2Level 3Totals
December 31, 2021
Financial assets:
Securities available for sale:
Trust preferred securities$— $— $— $— 
Other available for sale securities— 2,386,052 — 2,386,052 
Total securities available for sale— 2,386,052 — 2,386,052 
Derivative instruments— 17,698 — 17,698 
Mortgage loans held for sale in loans held for sale— 453,533 — 453,533 
Total financial assets$— $2,857,283 $— $2,857,283 
Financial liabilities:
Derivative instruments$— $13,803 $— $13,803 
The Company reviews fair value hierarchy classifications on a quarterly basis. Changes in the Company’s ability to observe inputs to the valuation may cause reclassification of certain assets or liabilities within the fair value hierarchy. There were no such transfers between levels of the fair value hierarchy during the year ended December 31, 2022.

117


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1715 – Fair Value Measurements (continued)

The following table provides for the periodsperiod presented a reconciliation for assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs, or Level 3 inputs:
 Securities available for sale
 
Trust preferred
securities
Balance at January 1, 2018$9,388
Realized (gains) losses included in net income, net of premium amortization34
Unrealized gains included in other comprehensive income1,328
Settlements(117)
Balance at December 31, 2018$10,633
Accretion included in net income34
Unrealized losses included in other comprehensive income(442)
Settlements(239)
Balance at December 31, 2019$9,986

Securities available for sale
Trust preferred
securities
Balance at January 1, 2021$9,012 
Accretion included in net income
Realized losses included in net income, net of premium amortization2,060 
Unrealized losses included in other comprehensive income941 
Sales(12,021)
Balance at December 31, 2021$— 
For 20192022 and 2018,2021, there were 0no gains or losses included in earnings that were attributable to the change in unrealized gains or losses related to assets or liabilities held at the end of each respective period that were measured on a recurring basis using significant unobservable inputs.
The following table presents information as of December 31, 2019 about significant unobservable inputs (Level 3) used in the valuation of assets and liabilities measured at fair value on a recurring basis:
Financial instrument 
Fair
Value
 Valuation Technique 
Significant
Unobservable Inputs
 Range of Inputs
Trust preferred securities $9,986
 Discounted cash flows Default rate 0-100%


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 17 – Fair Value Measurements (continued)

Nonrecurring Fair Value Measurements
Certain assets may be recorded at fair value on a nonrecurring basis. These nonrecurring fair value adjustments typically are a result of the application of the lower of cost or market accounting or a write-down occurring during the period. The following table providestables provide as of the dates presented the fair value measurement for assets measured at fair value on a nonrecurring basis that were still held on the Consolidated Balance Sheets at period end and the level within the fair value hierarchy each is classified: 
Level 1Level 2Level 3Totals
December 31, 2022
Individually evaluated loans, net of allowance for credit losses$— $— $14,732 $14,732 
OREO— — 1,763 1,763 
Total$— $— $16,495 $16,495 
 Level 1 Level 2 Level 3 Totals
December 31, 2019       
Impaired loans$
 $
 $27,348
 $27,348
OREO
 
 2,820
 2,820
Mortgage servicing rights
 
 53,208
 53,208
Total$
 $
 $83,376
 $83,376
 Level 1 Level 2 Level 3 Totals
December 31, 2018       
Impaired loans$
 $
 $21,686
 $21,686
OREO
 
 4,319
 4,319
Total$
 $
 $26,005
 $26,005

Level 1Level 2Level 3Totals
December 31, 2021
Individually evaluated loans, net of allowance for credit losses$— $— $7,928 $7,928 
OREO— — 2,540 2,540 
Total$— $— $10,468 $10,468 
The following methods and assumptions are used by the Company to estimate the fair values of the Company’s assets measured on a nonrecurring basis:
ImpairedIndividually evaluated loans: Loans considered impairedthat do not share similar risk characteristics such that they can be evaluated on a collective (pooled) basis are reservedindividually evaluated for at the time the loan is identified as impairedcredit losses each quarter taking into account the fair value of the collateral less estimated selling costs. Collateral may be real estate and/or business assets including but not limited to equipment, inventory and accounts receivable. The fair value of real estate is determined based on appraisals by qualified licensed appraisers. The fair value of the business assets is generally based on amounts reported on the business’s financial statements. Appraised and reported values may be adjusted based on changes in market conditions from the time of valuation and management’s knowledge of the client and the client’s business. Since not all valuation inputs are observable, these nonrecurring fair value determinations are classified as Level 3. ImpairedIndividually evaluated loans are reviewed and evaluated on at least a quarterly basis for additional impairment and adjusted accordingly, based on the same factors previously identified. ImpairedIndividually evaluated loans that were measured or re-measured at fair value had a carrying value of $29,606$18,288 and $22,621$12,939 at December 31, 20192022 and December 31, 2018,2021, respectively, and a reserve for these loans of $2,258$3,556 and $935$5,011 was included in the allowance for loancredit losses for the same periods ended.periods.
118


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 15 – Fair Value Measurements (continued)
Other real estate owned: OREO is comprised of commercial and residential real estate obtained in partial or total satisfaction of loan obligations. OREO acquired in settlement of indebtedness is recorded at the fair value of the real estate less estimated costs to sell. Subsequently, it may be necessary to record nonrecurring fair value adjustments for declines in fair value. Fair value, when recorded, is determined based on appraisals by qualified licensed appraisers and adjusted for management’s estimates of costs to sell. Accordingly, values for OREO are classified as Level 3. 
The following table presents, as of the dates presented, OREO measured at fair value on a nonrecurring basis that was still held in the Consolidated Balance Sheets at period-end:
 December 31, 2019 December 31, 2018
Carrying amount prior to remeasurement$3,726
 $5,258
Impairment recognized in results of operations(906) (939)
Fair value$2,820
 $4,319


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 17 – Fair Value Measurements (continued)

December 31, 2022December 31, 2021
Carrying amount prior to remeasurement$1,842 $2,556 
Impairment recognized in results of operations(79)(16)
Fair value$1,763 $2,540 
Mortgage servicing rights: The Company retains the right to service certainfair value of mortgage loans that it sells to secondary market investors. Mortgage servicing rights are carried at the lower of amortized cost or fair value. Fair value is determined using an income approach with various assumptions including expected cash flows, market discount rates, prepayment speeds, servicing costs, and other factors. Because these factors are not all observable and include management'smanagement’s assumptions, mortgage servicing rights are classified within Level 3 of the fair value hierarchy. Mortgage servicing rights were carried at amortized cost at December 31, 20192022 and December 31, 2018. There were $1,836 of2021. See Note 8, “Mortgage Servicing Rights,” for information about the valuation adjustments on MSRs duringto the twelve months ended December 31, 2019 and 0 valuation adjustments were recognized during the twelve months ended December 31, 2018 .Company’s mortgage servicing rights.
The following table presents information as of December 31, 20192022 about significant unobservable inputs (Level 3) used in the valuation of assets measured at fair value on a nonrecurring basis:
Financial instrument 
Fair
Value
 Valuation Technique 
Significant
Unobservable Inputs
 Range of Inputs
Impaired loans $27,348
 Appraised value of collateral less estimated costs to sell Estimated costs to sell 4-10%
OREO $2,820
 Appraised value of property less estimated costs to sell Estimated costs to sell 4-10%

Financial instrumentFair
Value
Valuation TechniqueSignificant
Unobservable Inputs
Range of Inputs
Individually evaluated loans, net of allowance for credit losses$14,732 Appraised value of collateral less estimated costs to sellEstimated costs to sell4-10%
OREO$1,763 Appraised value of property less estimated costs to sellEstimated costs to sell4-10%
Fair Value Option
The Company elected to measure all mortgage loans originated for sale on or after July 1, 2012 at fair value under the fair value option as permitted under ASC 825. Electing to measure these assets at fair value reduces certain timing differences and better matches the changes in fair value of the loans with changes in the fair value of derivative instruments used to economically hedge them.
Net gainslosses of $1,286$9,854 resulting from fair value changes of these mortgage loans were recorded in income during 2019,2022, as compared to net gainslosses of $4,892$10,354 in 20182021 and net gains of $1,594$12,057 in 2017.2020. The amounts do not reflect changes in fair values of related derivative instruments used to hedge exposure to market-related risks associated with these mortgage loans. The change in fair value of both mortgage loans held for sale and the related derivative instruments are recorded in “Mortgage banking income” in the Consolidated Statements of Income.
The Company’s valuation of mortgage loans held for sale incorporates an assumption for credit risk; however, given the short-term period that the Company holds these loans, valuation adjustments attributable to instrument-specific credit risk is nominal. Interest income on mortgage loans held for sale measured at fair value is accrued as it is earned based on contractual rates and is reflected in loan interest income on the Consolidated Statements of Income.

119


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 15 – Fair Value Measurements (continued)
The following table summarizes the differences between the fair value and the principal balance for mortgage loans held for sale measured at fair value as of December 31, 2019:2022 and December 31, 2021:
 
Aggregate
Fair Value
 
Aggregate
Unpaid
Principal
Balance
 Difference
Mortgage loans held for sale$318,272
 $308,160
 $10,112
Past due loans of 90 days or more
 
 
Nonaccrual loans
 
 



Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 17 – Fair Value Measurements (continued)

Aggregate
Fair Value
Aggregate
Unpaid
Principal
Balance
Difference
December 31, 2022
Mortgage loans held for sale measured at fair value$110,105 $108,143 $1,962 
December 31, 2021
Mortgage loans held for sale measured at fair value$453,533 $441,717 $11,816 
Fair Value of Financial Instruments
The carrying amounts and estimated fair values of the Company’s financial instruments, including those assets and liabilities that are not measured and reported at fair value on a recurring basis or nonrecurring basis, were as follows as of the dates presented:
  Fair Value
 Carrying
Value
Level 1Level 2Level 3Total
December 31, 2022
Financial assets
Cash and cash equivalents$575,992 $575,992 $— $— $575,992 
Securities held to maturity1,324,040 — 1,206,540 — 1,206,540 
Securities available for sale1,533,942 — 1,533,942 — 1,533,942 
Loans held for sale110,105 — 110,105 — 110,105 
Loans, net11,386,214 — — 10,850,181 10,850,181 
Mortgage servicing rights84,448 — — 122,454 122,454 
Derivative instruments38,047 — 38,047 — 38,047 
Financial liabilities
Deposits$13,486,966 $11,791,526 $1,653,891 $— $13,445,417 
Short-term borrowings712,232 712,232 — — 712,232 
Junior subordinated debentures112,042 — 98,754 — 98,754 
Subordinated notes316,091 — 277,500 — 277,500 
Derivative instruments33,185 — 33,185 — 33,185 
120
   Fair Value
 
Carrying
Value
 Level 1 Level 2 Level 3 Total
December 31, 2019         
Financial assets         
Cash and cash equivalents$414,930
 $414,930
 $
 $
 $414,930
Securities available for sale1,290,613
 
 1,280,627
 9,986
 1,290,613
Loans held for sale318,272
 
 318,272
 
 318,272
Loans, net9,637,476
 
 
 9,321,039
 9,321,039
Mortgage servicing rights53,208
 
 
 53,208
 53,208
Derivative instruments8,498
 
 8,498
 
 8,498
Financial liabilities         
Deposits$10,213,168
 $8,052,536
 $2,158,431
 $
 $10,210,967
Short-term borrowings489,091
 489,091
 
 
 489,091
Federal Home Loan Bank advances152,337
 
 152,321
 
 152,321
Junior subordinated debentures110,215
 
 104,480
 
 104,480
Subordinated notes113,955
 
 117,963
 
 117,963
Derivative instruments10,000
 
 10,000
 
 10,000

   Fair Value
 
Carrying
Value
 Level 1 Level 2 Level 3 Total
December 31, 2018         
Financial assets

 

      
Cash and cash equivalents$569,111
 $569,111
 $
 $
 $569,111
Securities available for sale1,250,777
 
 1,240,144
 10,633
 1,250,777
Loans held for sale411,427
 
 219,848
 191,579
 411,427
Loans, net9,034,103
 
 
 8,818,039
 8,818,039
Mortgage servicing rights48,230
 
 
 61,111
 61,111
Derivative instruments6,519
 
 6,519
 
 6,519
Financial liabilities         
Deposits$10,128,557
 $7,765,773
 $2,337,334
 $
 $10,103,107
Short-term borrowings387,706
 387,706
 
 
 387,706
Other long-term borrowings53
 53
 
 
 53
Federal Home Loan Bank advances6,690
 
 6,751
 
 6,751
Junior subordinated debentures109,636
 
 109,766
 
 109,766
Subordinated notes147,239
 
 148,875
 
 148,875
Derivative instruments8,388
 
 8,388
 
 8,388



Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note 18 – Other Comprehensive Income
(In Thousands)
Changes in the components of other comprehensive income, net of tax, were as follows:
 Pre-Tax 
Tax  Expense
(Benefit)
 Net of Tax
Year Ended December 31, 2019     
Securities available for sale:     
Unrealized holding gains on securities$24,983
 $6,358
 $18,625
Reclassification adjustment for losses realized in net income(1)
2,511
 639
 1,872
Total securities available for sale27,494
 6,997
 20,497
Derivative instruments:     
Unrealized holding losses on derivative instruments(2,975) (758) (2,217)
Total derivative instruments(2,975) (758) (2,217)
Defined benefit pension and post-retirement benefit plans:     
Net gain arising during the period91
 23
 68
Amortization of net actuarial loss recognized in net periodic pension cost(2)
419
 107
 312
Total defined benefit pension and post-retirement benefit plans510
 130
 380
Total other comprehensive income$25,029
 $6,369
 $18,660
Year Ended December 31, 2018     
Securities available for sale:     
Unrealized holding losses on securities$(11,155) $(2,840) $(8,315)
Reclassification adjustment for losses realized in net income(1)
16
 4
 12
Total securities available for sale(11,139) (2,836) (8,303)
Derivative instruments:     
Unrealized holding gains on derivative instruments490
 125
 365
Total derivative instruments490
 125
 365
Defined benefit pension and post-retirement benefit plans:

 

 

Net gain arising during the period413
 105
 308
Amortization of net actuarial loss recognized in net periodic pension cost(2)
328
 83
 245
Total defined benefit pension and post-retirement benefit plans741
 188
 553
Total other comprehensive loss$(9,908) $(2,523) $(7,385)


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1815 – Fair Value Measurements (continued)
  Fair Value
 Carrying
Value
Level 1Level 2Level 3Total
December 31, 2021
Financial assets
Cash and cash equivalents$1,877,965 $1,877,965 $— $— $1,877,965 
Securities held to maturity416,357 — 415,552 — 415,552 
Securities available for sale2,386,052 — 2,386,052 — 2,386,052 
Loans held for sale453,533 — 453,533 — 453,533 
Loans, net9,856,743 — — 9,690,604 9,690,604 
Mortgage servicing rights89,018 — — 99,425 99,425 
Derivative instruments17,698 — 17,698  17,698 
Financial liabilities
Deposits$13,905,724 $12,494,342 $1,408,397 $— $13,902,739 
Short-term borrowings13,947 13,947 — — 13,947 
Federal Home Loan Bank advances417 — 422 — 422 
Junior subordinated debentures111,373 — 106,682 — 106,682 
Subordinated notes359,419 — 373,950 — 373,950 
Derivative instruments13,803 — 13,803 — 13,803 

121


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 16 – Other Comprehensive Income (continued)(Loss)

(In Thousands)

Changes in the components of other comprehensive income (loss), net of tax, were as follows:
Pre-TaxTax  Expense
(Benefit)
Net of Tax
Year Ended December 31, 2022
Securities available for sale:
Unrealized holding losses on securities$(285,829)$(71,478)$(214,351)
Amortization of unrealized holding losses on securities transferred to the held to maturity category4,964 1,263 3,701 
Total securities available for sale(280,865)(70,215)(210,650)
Derivative instruments:
Unrealized holding gains on derivative instruments20,118 5,125 14,993 
Total derivative instruments20,118 5,125 14,993 
Defined benefit pension and post-retirement benefit plans:
Net loss arising during the period(4,107)(1,045)(3,062)
Amortization of net actuarial loss recognized in net periodic pension cost(2)
167 42 125 
Total defined benefit pension and post-retirement benefit plans(3,940)(1,003)(2,937)
Total other comprehensive loss$(264,687)$(66,093)$(198,594)
Year Ended December 31, 2021
Securities available for sale:
Unrealized holding losses on securities$(51,470)$(13,099)$(38,371)
Reclassification adjustment for gains realized in net income(1)
(2,170)(552)(1,618)
Amortization of unrealized holding gains on securities transferred to the held to maturity category(73)(19)(54)
Total securities available for sale(53,713)(13,670)(40,043)
Derivative instruments:
Unrealized holding gains on derivative instruments10,848 2,761 8,087 
Reclassification adjustment for gains realized in net income related to swap termination(4,676)(1,190)(3,486)
Total derivative instruments6,172 1,571 4,601 
Defined benefit pension and post-retirement benefit plans:
Net loss arising during the period(356)(92)(264)
Amortization of net actuarial loss recognized in net periodic pension cost(2)
262 67 195 
Total defined benefit pension and post-retirement benefit plans(94)(25)(69)
Total other comprehensive loss$(47,635)$(12,124)$(35,511)
 Pre-Tax 
Tax  Expense
(Benefit)
 Net of Tax
Year Ended December 31, 2017     
Securities available for sale:     
Unrealized holding losses on securities$(3,617) $(1,399) $(2,218)
Unrealized holding gains on securities transferred from held to maturity to available for sale13,219
 5,111
 8,108
Reclassification adjustment for gains realized in net income(1)
(148) (57) (91)
Amortization of unrealized holding gains on securities transferred to the held to maturity category(282) (109) (173)
Total securities available for sale9,172
 3,546
 5,626
Derivative instruments:     
Unrealized holding gains on derivative instruments874
 338
 536
Total derivative instruments874
 338
 536
Defined benefit pension and post-retirement benefit plans:     
Net gain arising during the period1,379
 351
 1,028
Amortization of net actuarial loss recognized in net periodic pension cost(2)
407
 158
 249
Total defined benefit pension and post-retirement benefit plans1,786
 509
 1,277
Total other comprehensive income$11,832
 $4,393
 $7,439
122


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 16 – Other Comprehensive Income (Loss) (continued)

 Pre-TaxTax  Expense
(Benefit)
Net of Tax
Year Ended December 31, 2020
Securities available for sale:
Unrealized holding gains on securities$27,788 $7,071 $20,717 
Reclassification adjustment for gains realized in net income(1)
(46)(12)(34)
Total securities available for sale27,742 7,059 20,683 
Derivative instruments:
Unrealized holding gains on derivative instruments923 235 688 
Reclassification adjustment for losses realized in net income related to swap termination2,040 519 1,521 
Total derivative instruments2,963 754 2,209 
Defined benefit pension and post-retirement benefit plans:
Net gain arising during the period1,069 272 797 
Reclassification adjustment for settlement loss related to the VERP realized in net income(3)
567 145 422 
New prior service cost(3)
(485)(123)(362)
Amortization of net actuarial loss recognized in net periodic pension cost(2)
259 66 193 
Amortization of prior service cost(3)
485 123 362 
Total defined benefit pension and post-retirement benefit plans1,895 483 1,412 
Total other comprehensive income$32,600 $8,296 $24,304 
(1) Included in Net gains (losses) gains on sales of securities in the Consolidated Statements of Income
(2) Included in Salaries and employee benefits in the Consolidated Statements of Income
(3)Included in Restructuring charges in the Consolidated Statements of Income
The accumulated balances for each component of other comprehensive income (loss), net of tax, at December 31 were as follows:
 202220212020
Unrealized (losses) gains on securities$(219,766)$(9,116)$42,246 
Non-credit related portion of other-than-temporary impairment on securities— — (11,319)
Unrealized gains (losses) on derivative instruments18,956 3,963 (638)
Unrecognized losses on defined benefit pension and post-retirement benefit plans obligations(8,227)(5,290)(5,221)
Total accumulated other comprehensive (loss) income$(209,037)$(10,443)$25,068 
 2019 2018 2017
Unrealized gains on securities$21,563
 $1,066
 $9,369
Non-credit related portion of other-than-temporary impairment on securities(11,319) (11,319) (11,319)
Unrealized losses on derivative instruments(2,847) (630) (995)
Unrecognized losses on defined benefit pension and post-retirement benefit plans obligations(6,633) (7,013) (7,566)
Total accumulated other comprehensive income (loss)$764
 $(17,896) $(10,511)

123


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial StatementStatements



Note 19 – Quarterly Results of Operations
(In Thousands, Except Share Data) (Unaudited)
The following table sets forth a summary of the unaudited quarterly results of operations.
 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
2019       
Interest income$137,094
 $137,862
 $134,476
 $133,148
Interest expense23,947
 25,062
 25,651
 24,263
Net interest income113,147
 112,800
 108,825
 108,885
Provision for loan losses1,500
 900
 1,700
 2,950
Noninterest income35,885
 41,960
 37,953
 37,456
Noninterest expense88,832
 93,290
 96,500
 95,552
Income before income taxes58,700
 60,570
 48,578
 47,839
Income taxes13,590
 13,945
 11,132
 9,424
Net income$45,110
 $46,625
 $37,446
 $38,415
Basic earnings per share$0.77
 $0.80
 $0.65
 $0.67
Diluted earnings per share$0.77
 $0.80
 $0.64
 $0.67
        
2018       
Interest income$100,380
 $106,574
 $117,795
 $137,105
Interest expense11,140
 14,185
 18,356
 21,648
Net interest income89,240
 92,389
 99,439
 115,457
Provision for loan losses1,750
 1,810
 2,250
 1,000
Noninterest income33,953
 35,581
 38,053
 36,374
Noninterest expense77,944
 79,026
 94,746
 93,313
Income before income taxes43,499
 47,134
 40,496
 57,518
Income taxes9,673
 10,424
 8,532
 13,098
Net income$33,826
 $36,710
 $31,964
 $44,420
Basic earnings per share$0.69
 $0.74
 $0.61
 $0.76
Diluted earnings per share$0.68
 $0.74
 $0.61
 $0.76

See Note 2, “Mergers and Acquisitions” above for a discussion of the effect on the Company’s results of operations of its acquisitions of Brand in the third quarter of 2018.
Note 2017 – Net Income Per Common Share
(In Thousands, Except Share Data)
Basic net income per common share is calculated by dividing net income by the weighted-average number of common shares outstanding for the period. Diluted net income per common share reflects the pro forma dilution of shares outstanding, assuming outstanding stock options were exercised into common shares and nonvested restricted stock awards, whose vesting is subject to future service requirements, were outstanding common shares as of the awards’ respective grant dates, calculated in accordance with the treasury method.

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statement
Note 20 – Net Income Per Common Share (continued)


Basic and diluted net income per common share calculations are as follows for the periods presented:
 Year Ended December 31,
 2019 2018 2017
Basic     
Net income applicable to common stock$167,596
 $146,920
 $92,188
Average common shares outstanding58,046,716
 52,492,104
 46,874,502
Net income per common share—basic$2.89
 $2.80
 $1.97
Diluted     
Net income applicable to common stock$167,596
 $146,920
 $92,188
Average common shares outstanding58,046,716
 52,492,104
 46,874,502
Effect of dilutive stock-based compensation179,970
 134,746
 127,014
Average common shares outstanding—diluted58,226,686
 52,626,850
 47,001,516
Net income per common share—diluted$2.88
 $2.79
 $1.96

 Year Ended December 31,
 202220212020
Basic
Net income applicable to common stock$166,068 $175,892 $83,651 
Average common shares outstanding55,904,579 56,114,666 56,270,566 
Net income per common share—basic$2.97 $3.13 $1.49 
Diluted
Net income applicable to common stock$166,068 $175,892 $83,651 
Average common shares outstanding55,904,579 56,114,666 56,270,566 
Effect of dilutive stock-based compensation309,651 309,818 197,599 
Average common shares outstanding—diluted56,214,230 56,424,484 56,468,165 
Net income per common share—diluted$2.95 $3.12 $1.48 
Outstanding stock-based compensation awards that could potentially dilute basic net income per common share in the future that were not included in the computation of diluted net income per common share due to their anti-dilutive effect were as follows for the periods presented:
Year Ended
 December 31,
 202220212020
Number of shares9,250245,146
 Year Ended
 December 31,
 2019 2018 2017
Number of shares643 73,257 77,545
Range of exercise prices (for stock option awards)  

Note 2118 – Commitments, Contingent Liabilities and Financial Instruments with Off-Balance Sheet Risk
(In Thousands)
Loan commitments are made to accommodate the financial needs of the Company’s customers. Standby letters of credit commit the Company to make payments on behalf of customers when certain specified future events occur. Both arrangements have credit risk essentially the same as that involved in extending loans to customers and are subject to the Company’s normal credit policies. Collateral (e.g., securities, receivables, inventory, equipment, etc.) is obtained based on management’s credit assessment of the customer. The Company’s unfunded loan commitments (unfunded loans and unused lines of credit) and standby letters of credit outstanding at December 31, 20192022 were $2,324,262$3,577,614 and $94,824,$98,357, respectively, compared to $2,068,749$3,104,940 and $104,664,$89,830, respectively, at December 31, 2018.2021.
Various claims and lawsuits are pending against the Company and Renasant Bank. In the opinion of management, after consultation with legal counsel, resolution of these matters is not expected to have a material effect on the consolidated financial statements.
Market risk resulting from interest rate changes on particular off-balance sheet financial instruments may be offset by other on - or off-balance sheet transactions. Interest rate sensitivity is monitored by the Company for determining the net effect of potential changes in interest rates on the market value of both on- and off-balance sheet financial instruments.

124


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements

Note 2219 – Restrictions on Cash, Securities, Bank Dividends, Loans or Advances
(In Thousands)
Renasant Bank is required to maintain minimum average balances with the Federal Reserve. At December 31, 2019 and 2018, Renasant Bank’s reserve requirements withIn March 2020, the Federal Reserve were $187,839announced that effective March 26, 2020 the reserve requirement would be reduced to zero to support the flow of credit to households and $113,341, respectively, with which it wasbusinesses in full compliance.response to the economic environment caused by the COVID-19 pandemic. The reserve requirement has remained at zero since that time.
The Company’s balance of FHLB stock, which is carried at amortized cost, at December 31, 20192022 and 2018,2021, was $31,092$36,079 and $19,777,$8,272, respectively. The required investment for the same time period was $31,092$35,417 and $7,471,$5,984, respectively.

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 22 – Restrictions on Cash, Securities, Bank Dividends, Loans or Advances (continued)


The Company’s ability to pay dividends to its shareholders is substantially dependent on the ability of Renasant Bank to transfer funds to the Company in the form of dividends, loans and advances. Under Mississippi law, a Mississippi bank may not pay dividends unless its earned surplus is in excess of three times capital stock. A Mississippi bank with earned surplus in excess of three times capital stock may pay a dividend, subject to the approval of the Mississippi Department of Banking and Consumer Finance (the “DBCF”). In addition, the FDIC has the authority to prohibit the Bank from engaging in business practices that the FDIC considers to be unsafe or unsound, which, depending on the financial condition of the Bank, could include the payment of dividends. Accordingly, the approval of the DBCF is required prior to Renasant Bank paying dividends to the Company, and under certain circumstances the approval of the FDIC may be required. At December 31, 2019,2022, the Bank’s earned surplus exceeded the Bank’s capital stock by more than 10ten times.
In addition to the FDIC and DBCF restrictions on dividends payable by the Bank to the Company, the Federal Reserve provided guidance on the criteria that it will use to evaluate the request by a bank holding company to pay dividends in an aggregate amount that will exceed the company’s earnings for the period in which the dividends will be paid, which did not apply to the Company in 2022 or 2021. For purposes of this analysis, “dividend” includes not only dividends on preferred and common equity but also dividends on debt underlying trust preferred securities and other Tier 1 capital instruments. The Federal Reserve’s criteria evaluates whether the holding company (1) has net income over the past four quarters sufficient to fully fund the proposed dividend (taking into account prior dividends paid during this period), (2) is considering stock repurchases or redemptions in the quarter, (3) does not have a concentration in commercial real estate and (4) is in good supervisory condition, based on its overall condition and its asset quality risk. A holding company not meeting these criteria will require more in-depth consultations with the Federal Reserve.
Federal Reserve regulations also limit the amount Renasant Bank may loan to the Company unless such loans are collateralized by specific obligations. At December 31, 2019,2022, the maximum amount available for transfer from Renasant Bank to the Company in the form of loans was $138,862.$178,131. The Company also maintains a $3,000 line of credit collateralized by cash with the Bank. As of December 31, 2019, 02022, no loans from the Bank to the Company were outstanding.

Note 2320 – Regulatory Matters
(In Thousands)
The Company and the Bank are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary, actions by regulators that, if undertaken, could have a direct material effect on the Company’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and the Bank must meet specific capital guidelines that involve quantitative measures of assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices. Capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.
The Federal Reserve, the FDIC and the Office of the Comptroller of the Currency have issued guidelines governing the levels of capital that bank holding companies and banks must maintain. Those guidelines specify capital tiers, which include the following classifications:classifications (which include the “capital conservation buffer” discussed below):
Capital TiersTier 1 Capital to
Average Assets
(Leverage)
Common Equity Tier 1 to
Risk - Weighted Assets
Tier 1 Capital to
Risk – Weighted
Assets
Total Capital to
Risk – Weighted
Assets
Well capitalized5% or above6.5% or above8% or above10% or above
Adequately capitalized4% or above4.5% or above6% or above8% or above
UndercapitalizedLess than 4%Less than 4.5%Less than 6%Less than 8%
Significantly undercapitalizedLess than 3%Less than 3%Less than 4%Less than 6%
Critically undercapitalized Tangible Equity / Total Assets less than 2%
125



Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 2320 – Regulatory Matters (continued)

Capital TiersTier 1 Capital to
Average Assets
(Leverage)
Common Equity Tier 1 to
Risk - Weighted Assets
Tier 1 Capital to
Risk – Weighted
Assets
Total Capital to
Risk – Weighted
Assets
Well capitalized5% or above6.5% or above8% or above10% or above
Adequately capitalized4% or above4.5% or above6% or above8% or above
UndercapitalizedLess than 4%Less than 4.5%Less than 6%Less than 8%
Significantly undercapitalizedLess than 3%Less than 3%Less than 4%Less than 6%
Critically undercapitalized Tangible Equity / Total Assets less than 2%

The following table provides the capital and risk-based capital and leverage ratios for the Company and for Renasant Bank as of December 31:
 2019 2018
 Amount Ratio Amount Ratio
Renasant Corporation       
Tier 1 Capital to Average Assets (Leverage)$1,262,588
 10.37% $1,188,412
 10.11%
Common Equity Tier 1 Capital to Risk-Weighted Assets1,156,828
 11.12% 1,085,751
 11.05%
Tier 1 Capital to Risk-Weighted Assets1,262,588
 12.14% 1,188,412
 12.10%
Total Capital to Risk-Weighted Assets1,432,949
 13.78% 1,386,507
 14.12%
Renasant Bank       
Tier 1 Capital to Average Assets (Leverage)$1,331,809
 10.95% $1,276,976
 10.88%
Common Equity Tier 1 Capital to Risk-Weighted Assets1,331,809
 12.81% 1,276,976
 13.02%
Tier 1 Capital to Risk-Weighted Assets1,331,809
 12.81% 1,276,976
 13.02%
Total Capital to Risk-Weighted Assets1,388,553
 13.36% 1,331,619
 13.58%

 20222021
 AmountRatioAmountRatio
Renasant Corporation
Tier 1 Capital to Average Assets (Leverage)$1,481,197 9.36 %$1,422,077 9.15 %
Common Equity Tier 1 Capital to Risk-Weighted Assets1,372,747 10.21 %1,314,295 11.18 %
Tier 1 Capital to Risk-Weighted Assets1,481,197 11.01 %1,422,077 12.10 %
Total Capital to Risk-Weighted Assets1,968,001 14.63 %1,897,167 16.14 %
Renasant Bank
Tier 1 Capital to Average Assets (Leverage)$1,630,389 10.30 %$1,580,904 10.18 %
Common Equity Tier 1 Capital to Risk-Weighted Assets1,630,389 12.10 %1,580,904 13.46 %
Tier 1 Capital to Risk-Weighted Assets1,630,389 12.10 %1,580,904 13.46 %
Total Capital to Risk-Weighted Assets1,781,312 13.22 %1,697,163 14.44 %
Common equity Tier 1 capital (“CET1”) generally consists of common stock, retained earnings, accumulated other comprehensive income and certain minority interests, less certain adjustments and deductions. In addition, the Company must maintain a “capital conservation buffer,” which is a specified amount of CET1 capital in addition to the amount necessary to meet minimum risk-based capital requirements. The capital conservation buffer is designed to absorb losses during periods of economic stress. If the Company’s ratio of CET1 to risk-weighted capital is below the capital conservation buffer, the Company will face restrictions on its ability to pay dividends, repurchase outstanding stock and make certain discretionary bonus payments. The required capital conservation buffer is 2.5% of CET1 to risk-weighted assets in addition to the amount necessary to meet minimum risk-based capital requirements.
In addition,As previously disclosed, the Company adopted CECL as of January 1, 2020. The Company has elected to take advantage of transitional relief offered by the Federal Reserve and the FDIC andto delay for two years the Officeestimated impact of CECL on regulatory capital, followed by a three-year transitional period to phase out the Comptroller ofcapital benefit provided by the Currency rules for calculating risk-weighted assets have been revised in recent years to enhance risk sensitivity and to incorporate certain international capital standards of the Basel Committee on Banking Supervision. These revisions affect the calculation of the denominator of a banking organization’s risk-based capital ratios to reflect the higher-risk nature of certain types of loans. For example, residential mortgages are risk-weighted between 35% and 200%, depending on the mortgage’s loan-to-value ratio and whether the mortgage falls into one of two categories based on eight criteria that include, among others, the term, use of negative amortization and balloon payments, certain rate increases and documented and verified borrower income, while a 150% risk weight applies to both certain high volatility commercial real estate acquisition, development and construction loans as well as non-residential mortgage loans 90 days past due or on nonaccrual status (in both cases, as opposed to the former 100% risk weight). Also, “hybrid” capital items like trust preferred securities no longer enjoy Tier 1 capital treatment, subject to various grandfathering and transition rules.

two-year delay.
126


Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note 2421 – Segment Reporting
(In Thousands)
The operations of the Company’s reportable segments are described as follows:
The Community Banks segment delivers a complete range of banking and financial services to individuals and small to medium-size businesses including checking and savings accounts, business and personal loans, asset-based lending, factoring and equipment leasing, as well as safe deposit and night depository facilities.
The Insurance segment includes a full service insurance agency offering all major lines of commercial and personal insurance through major carriers.
The Wealth Management segment, through the Trust division, offers a broad range of fiduciary services which includeincluding the administration and(as trustee or in other fiduciary or representative capacities) of benefit plans, management of trust accounts, includinginclusive of personal and corporate benefit accounts self-directed IRAs, and custodial accounts, as well as accounting and money management for trust accounts. In addition, the Wealth Management segment, offersthrough the Financial Services division, provides specialized products and services to customers, which include fixed and variable annuities, mutual funds and other investment services through a third party broker-dealer. The Financial Services division also provides administrative and compliance services for certain mutual funds.
In order to give the Company’s divisional management a more precise indication of the income and expenses they can control, the results of operations for the Community Banks, the Insurance and the Wealth Management segments reflect the direct revenues and expenses of each respective segment. Indirect revenues and expenses, including but not limited to income from the Company’s investment portfolio, as well as certain costs associated with data processing and back office functions, primarily support the operations of the community banks and, therefore, are included in the results of the Community Banks segment. Included in “Other” are the operations of the holding company and other eliminations which are necessary for purposes of reconciling to the consolidated amounts.

127


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 24 -21 – Segment Reporting (continued)


The following table provides financial information for the Company’s operating segments as of and for the years ended December 31, 2019, 20182022, 2021 and 2017:2020:
Community
Banks
InsuranceWealth
Management
OtherConsolidated
2022
Net interest income$498,673 $619 $2,793 $(20,787)$481,298 
Provision for credit losses23,788 — — — 23,788 
Noninterest income114,263 11,821 24,839 (1,670)149,253 
Noninterest expense366,767 8,442 18,664 1,582 395,455 
Income before income taxes222,381 3,998 8,968 (24,039)211,308 
Income taxes50,425 1,046 — (6,231)45,240 
Net income (loss)$171,956 $2,952 $8,968 $(17,808)$166,068 
Total assets$16,882,534 $37,567 $75,383 $(7,308)$16,988,176 
Goodwill988,941 2,767 — — 991,708 
2021
Net interest income$437,435 $454 $1,657 $(15,545)$424,001 
Recovery for credit losses(1,668)— — — (1,668)
Noninterest income195,214 11,370 22,185 (1,785)226,984 
Noninterest expense404,066 8,060 16,475 1,225 429,826 
Income before income taxes230,251 3,764 7,367 (18,555)222,827 
Income taxes50,749 981 — (4,795)46,935 
Net income (loss)$179,502 $2,783 $7,367 $(13,760)$175,892 
Total assets$16,694,710 $33,544 $65,015 $17,042 $16,810,311 
Goodwill936,916 2,767 — — 939,683 
2020
Net interest income$437,101 $566 $1,658 $(12,528)$426,797 
Provision for credit losses86,850 — — — 86,850 
Noninterest income208,721 10,403 18,061 (1,653)235,532 
Noninterest expense448,475 7,751 14,940 822 471,988 
Income before income taxes110,497 3,218 4,779 (15,003)103,491 
Income taxes22,892 837 — (3,889)19,840 
Net income (loss)$87,605 $2,381 $4,779 $(11,114)$83,651 
Total assets$14,814,726 $30,375 $71,266 $13,245 $14,929,612 
Goodwill936,916 2,767 — — 939,683 
 
Community
Banks
 Insurance 
Wealth
Management
 Other Consolidated
2019         
Net interest income$454,433
 $702
 $1,761
 $(13,239) $443,657
Provision for loan losses7,050
 
 
 
 7,050
Noninterest income129,016
 10,129
 15,598
 (1,489) 153,254
Noninterest expense351,640
 7,574
 13,863
 1,097
 374,174
Income before income taxes224,759
 3,257
 3,496
 (15,825) 215,687
Income taxes51,292
 876
 
 (4,077) 48,091
Net income (loss)$173,467
 $2,381
 $3,496
 $(11,748) $167,596
Total assets$13,280,494
 $28,284
 $70,789
 $21,051
 $13,400,618
Goodwill936,916
 2,767
 
 
 939,683
2018         
Net interest income$406,420
 $484
 $1,297
 $(11,676) $396,525
Provision for loan losses6,810
 
 
 
 6,810
Noninterest income120,559
 9,831
 14,537
 (966) 143,961
Noninterest expense323,439
 7,294
 13,336
 960
 345,029
Income before income taxes196,730
 3,021
 2,498
 (13,602) 188,647
Income taxes44,464
 786
 
 (3,523) 41,727
Net income (loss)$152,266
 $2,235
 $2,498
 $(10,079) $146,920
Total assets$12,828,586
 $25,798
 $60,794
 $19,700
 $12,934,878
Goodwill930,161
 2,767
 
 
 932,928
2017         
Net interest income$344,499
 $457
 $2,160
 $(10,219) $336,897
Provision for loan losses7,550
 
 
 
 7,550
Noninterest income110,308
 9,530
 12,863
 (561) 132,140
Noninterest expense281,698
 6,957
 11,785
 1,178
 301,618
Income before income taxes165,559
 3,030
 3,238
 (11,958) 159,869
Income taxes70,257
 1,184
 
 (3,760) 67,681
Net income (loss)$95,302
 $1,846
 $3,238
 $(8,198) $92,188
Total assets$9,717,779
 $26,470
 $61,330
 $24,402
 $9,829,981
Goodwill608,279
 2,767
 
 
 611,046

128


Renasant Corporation and Subsidiaries

Notes to Consolidated Financial Statements

Note 2522 – Renasant Corporation (Parent Company Only) Condensed Financial Information
(In Thousands)
Balance Sheets
  
December 31,
 20222021
Assets
Cash and cash equivalents(1)
$167,727 $184,426 
Investments— 2,009 
Investment in bank subsidiary(2)
2,391,721 2,477,917 
Accrued interest receivable on bank balances(2)
Other assets28,468 28,751 
Total assets$2,587,919 $2,693,107 
Liabilities and shareholders’ equity
Junior subordinated debentures$112,042 $111,373 
Subordinated notes316,091 359,419 
Other liabilities23,770 12,462 
Shareholders’ equity2,136,016 2,209,853 
Total liabilities and shareholders’ equity$2,587,919 $2,693,107 
  
December 31,
 2019 2018
Assets   
Cash and cash equivalents(1)
$29,467
 $44,581
Investments1,653
 1,662
Loans, net
 640
Investment in bank subsidiary(2)
2,302,499
 2,236,932
Accrued interest receivable on bank balances(2)
6
 6
Intercompany receivable(2)

 1,618
Other assets22,861
 18,574
Total assets$2,356,486
 $2,304,013
Liabilities and shareholders’ equity   
Junior subordinated debentures$110,215
 $109,636
Subordinated notes113,955
 147,239
Other liabilities6,627
 3,225
Shareholders’ equity2,125,689
 2,043,913
Total liabilities and shareholders’ equity$2,356,486
 $2,304,013
(1)Eliminates in consolidation, with the exception of $1,889 and $1,857, in 2022 and 2021, respectively, pledged for collateral and held at non-subsidiary bank
(1)Eliminates in consolidation, with the exception of $3,840 and $3,737, in 2019 and 2018, respectively, pledged for collateral and held at non-subsidiary bank
(2)Eliminates in consolidation
(2)Eliminates in consolidation
Statements of Income
  
Year Ended December 31,
 202220212020
Income
Dividends from bank subsidiary(1)
$68,114 $80,965 $81,443 
Interest income from bank subsidiary(1)
Other dividends134 80 93 
Other income85 32 74 
Total income68,338 81,084 81,619 
Expenses24,264 18,661 15,179 
Income before income tax benefit and equity in undistributed net income of bank subsidiary44,074 62,423 66,440 
Income tax benefit(6,231)(4,795)(3,889)
Equity in undistributed net income of bank subsidiary(1)
115,763 108,674 13,322 
Net income$166,068 $175,892 $83,651 
  
Year Ended December 31,
 2019 2018 2017
Income     
Dividends from bank subsidiary(1)
$132,563
 $53,381
 $34,416
Interest income from bank subsidiary(1)
9
 8
 8
Other dividends175
 137
 94
Other income138
 121
 588
Total income132,885
 53,647
 35,106
Expenses16,050
 13,869
 12,649
Income before income tax benefit and equity in undistributed net income of bank subsidiary116,835
 39,778
 22,457
Income tax benefit(4,077) (3,523) (3,761)
Equity in undistributed net income of bank subsidiary(1)
46,684
 103,619
 65,970
Net income$167,596
 $146,920
 $92,188
(1)Eliminates in consolidation
(1)Eliminates in consolidation
 
129


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 25 -22 – Renasant Corporation (Parent Company Only) Condensed Financial Information (continued)


Statements of Cash Flows
  
Year Ended December 31,
 202220212020
Operating activities
Net income$166,068 $175,892 $83,651 
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in undistributed net income of bank subsidiary(115,763)(108,674)(13,322)
Amortization/depreciation1,478 891 692 
Increase (decrease) in other assets284 (5,628)(256)
Increase in other liabilities9,225 6,952 10,932 
Net cash provided by operating activities61,292 69,433 81,697 
Investing activities
Purchases of securities available for sale— — (6,104)
Sales and maturities of securities and available for sale2,000 5,100 541 
Other investing activities— (100,000)— 
Net cash (used in) provided by investing activities2,000 (94,900)(5,563)
Financing activities
Cash paid for dividends(49,991)(50,017)(50,134)
Repurchase of shares in connection with stock repurchase program— (21,315)(24,569)
Repayment of long-term debt(30,000)(45,000)— 
Proceeds from issuance of long-term debt— 197,061 98,266 
Net cash (used in) provided by financing activities(79,991)80,729 23,563 
(Decrease) increase in cash and cash equivalents(16,699)55,262 99,697 
Cash and cash equivalents at beginning of year184,426 129,164 29,467 
Cash and cash equivalents at end of year$167,727 $184,426 $129,164 
  
Year Ended December 31,
 2019 2018 2017
Operating activities     
Net income$167,596
 $146,920
 $92,188
Adjustments to reconcile net income to net cash provided by operating activities:     
Equity in undistributed net income of bank subsidiary(46,684) (103,619) (65,970)
Amortization/depreciation/accretion(76) 160
 656
(Increase) decrease in other assets(2,678) 3,381
 (1,069)
Increase (decrease) in other liabilities10,872
 (171) (2,291)
Net cash provided by operating activities129,030
 46,671
 23,514
Investing activities     
Sales and maturities of securities held to maturity and available for sale42
 1,052
 1,555
Investment in subsidiaries
 
 (25,000)
Net cash (paid) received in acquisition
 (34,836) 4,834
Other investing activities632
 423
 (54)
Net cash provided by (used in) investing activities674
 (33,361) (18,665)
Financing activities     
Cash paid for dividends(50,901) (43,614) (34,416)
Cash received on exercise of stock-based compensation
 201
 173
Repurchase of shares in connection with stock repurchase program(62,944) (7,062) 
Repayment of long-term debt(30,973) 
 (10,310)
Other financing activities
 (93) 310
Net cash used in financing activities(144,818) (50,568) (44,243)
Decrease in cash and cash equivalents(15,114) (37,258) (39,394)
Cash and cash equivalents at beginning of year44,581
 81,839
 121,233
Cash and cash equivalents at end of year$29,467
 $44,581
 $81,839

Note 26 -23 – Leases
(In Thousands)

The Company enters into leases in both lessor and lessee capacities.

Lessor Arrangements
As of December 31, 2019,2022 and 2021, the net investment in these leases was $12,441,$44,049 and $24,979, comprised of $10,735$37,301 and $19,646 in lease receivables, $2,739$12,875 and $8,323 in residual balances and $1,033$6,127 and $2,990 in deferred income.income, respectively. In order to mitigate potential exposure to residual asset risk, the Company utilizes first amendment or terminal rental adjustment clause leases.

For the twelve months ended December 31, 2019,2022 and 2021, the Company generated $331$903 and $698 in income from these leases, respectively, which is included in interest income on loans on the Consolidated Statements of Income from these leases.Income.
130


Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 26 -23 – Leases (continued)


The maturities of the lessor arrangements outstanding at December 31, 20192022 is presented in the table below.
2020$1,011
20211,314
20221,989
20233,256
20241,057
Thereafter3,814
Total lease receivables$12,441


2023$476 
2024810 
2025995 
20261,254 
20278,289 
Thereafter32,225 
Total lease receivables$44,049 
Lessee Arrangements
As of December 31, 2019,2022 and 2021, right-of-use assets totaled $84,754$54,930 and $63,547 and lease liabilities totaled $88,494.$57,369 and $67,067, respectively. The table below provides the components of lease cost and supplemental information for the periodperiods presented.

Year ended December 31,
20222021
Operating lease cost (cost resulting from lease payments)$7,847 $8,868 
Short-term lease cost29 93 
Variable lease cost (cost excluded from lease payments)1,056 1,195 
Sublease income(624)(658)
Net lease cost$8,308 $9,498 
Operating lease - operating cash flows (fixed payments)9,528 8,666 
Operating lease - operating cash flows (liability reduction)7,789 6,640 
Weighted average lease term - operating leases (in years) (at period end)17.9617.25
Weighted average discount rate - operating leases (at period end)3.02 %3.01 %
Right-of-use assets obtained in exchange for new lease liabilities - operating leases$3,475 $8,142 
 Year Ended December 31, 2019
Operating lease cost (cost resulting from lease payments)$10,149
Short-term lease cost67
Variable lease cost (cost excluded from lease payments)1,612
Sublease income(560)
Net lease cost$11,268
Operating lease - operating cash flows (fixed payments)9,678
Operating lease - operating cash flows (liability reduction)8,407
Weighted average lease term - operating leases (in years) (at period end)17.39
Weighted average discount rate - operating leases (at period end)3.40%
  
Right-of-use assets obtained in exchange for new lease liabilities - operating leases$38,881


The maturities of the lessee arrangements outstanding at December 31, 20192022 are presented in the table below.
2020$9,725
20218,889
20228,420
20238,131
20247,549
Thereafter78,124
Total undiscounted cash flows120,838
Discount on cash flows32,344
Total operating lease liabilities$88,494


2023$7,342 
20246,320 
20255,207 
20264,758 
20274,156 
Thereafter48,292 
Total undiscounted cash flows76,075 
Discount on cash flows18,706 
Total operating lease liabilities$57,369 
Rental expense was $9,159, $6,157,$7,623, $8,298, and $4,827$10,044 for 2019, 2018,2022, 2021, and 2017,2020, respectively.

As of December 31, 2019, the Company had leases with related parties that were obtained in the Brand acquisition. The related party leases have right-of-use assets of $12,720 and lease liabilities of $14,956, with total lease cost of $1,968 for the twelve months ended December 31, 2019.

Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 26 - Leases (continued)


As required, the following disclosure is provided for periods prior to the adoption of ASC 842. The following is a summary of future minimum lease payments for years following December 31, 2018:
2019$9,389
20208,199
20216,339
20224,929
20233,711
Thereafter12,592
Total$45,159

For more information on lease accounting, see Note 1, “Significant Accounting Policies” and on lease financing receivables, see Note 4, “Non Purchased Loans.3, “Loans.



131


ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.

ITEM 9A. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
Based upon their evaluation as of December 31, 2019,2022, our Principal Executive Officer and Principal Financial Officer have concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) are effective for ensuring that information the Company is required to disclose in reports that it files or submits under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that such information is accumulated and communicated to the Company’s management, including its Principal Executive and Principal Financial Officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
Management’s Annual Report on Internal Control over Financial Reporting and Attestation Report of the Independent Registered Public Accounting Firm
The information required into be provided pursuant to this item is set forth under the headings “Report on Management’s Assessment of Internal Control over Financial Reporting” and “Reports of Independent Registered Public Accounting Firm” in Item 8, Financial Statements and Supplementary Data, in this report.
Changes in Internal Control over Financial Reporting
There werewas no changeschange to internal control over financial reporting during the fourth quarter of 20192022 that havehas materially affected, or areis reasonably likely to materially affect, our internal control over financial reporting.

ITEM 9B. OTHER INFORMATION
None.

ITEM 9C. DISCLOSURES REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
Executive Officers of the Company
The information appearing under the heading “Executive Officers” in the Company’s Definitive Proxy Statement for its 20202023 Annual Meeting of Shareholders is incorporated herein by reference.
Code of Ethics
The Company has adopted a code of business conduct and ethics in compliance with Item 406 of Regulation S-K that applies to the Company’s principal executive officer, principal financial officer and principal accounting officer.officer, among others. The Company’s Code of Ethics is available on its website at www.renasant.com under the “Investor Relations” tab by clicking on “Corporate Overview,Governance,and then “Governance Documents”“Documents, Charters & Selected Policies” and then “Code of Business Conduct and Ethics.” Any person may request a free copy of the Code of Business Conduct and Ethics from the Company by sending a request to the following address: Renasant Corporation, 209 Troy Street, Tupelo, Mississippi, 38804-4827, Attention: General Counsel. The Company intends to satisfy the disclosure requirement under Item 5.05(c)5.05 of Form 8-K regarding an amendment to, or waiver from, a provision of the Company’s Code of Business Conduct and Ethics by posting such information on its website, at the address specified above.

132


Directors of the Company, Shareholder Recommendations of Director Candidates, and Audit Committee Members and Delinquent Section 16(a) Reports
The information appearing under the headings “Corporate Governance and the Board of Directors,”Directors” and “Board Members and Compensation - Members of the Board of Directors” and “Stock Ownership - Delinquent Section 16(a) Reports” in the Company’s Definitive Proxy Statement for its 20202023 Annual Meeting of Shareholders is incorporated herein by reference.

ITEM 11. EXECUTIVE COMPENSATION
The information appearing under the headings “Proxy Summary - Compensation and Pay-for-Performance,” “Corporate Governance and the Board of Directors - Role of the Board in Risk Oversight,” “Board Members and Compensation - Director Compensation,” “Compensation Discussion and Analysis,”


“Compensation “Compensation Committee Report,” “Compensation Committee Interlocks and Insider Participation” and “Compensation Tables” in the Company’s Definitive Proxy Statement for its 20202023 Annual Meeting of Shareholders is incorporated herein by reference.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information appearing under the headings “Compensation Tables - Equity Compensation Plan Information” andheading “Stock Ownership” in the Company’s Definitive Proxy Statement for its 20202023 Annual Meeting of Shareholders is incorporated herein by reference.

Equity Compensation Plan Information

There were no options, warrants or rights outstanding under plans approved by our shareholders and plans or arrangements that were not approved by our shareholders, as of December 31, 2022. These plans and arrangements are:
Shareholder-Approved Plans: We have two shareholder-approved equity compensation plans: (1) the 2020 Long-Term Incentive Compensation Plan (the “2020 LTIP”) and (2) the 2011 Long-Term Incentive Compensation Plan, which expired on April 19, 2021 but under which the Company ceased making grants or other awards upon our shareholders’ approval of the 2020 LTIP on April 27, 2020. The 2020 LTIP authorizes the Company to make grants and awards of stock options, stock appreciation rights, restricted stock and restricted stock units to directors, officers and employees designated for participation in the plan. As of December 31, 2022, an aggregate of 836,241 shares of unvested restricted stock remained outstanding under both plans, while there were no options or other securities outstanding under either plan as of such date.
Non-Shareholder Approved Plans and Arrangements: The only equity compensation plan or arrangement currently in force that was not approved by our shareholders is our Deferred Stock Unit Plan (the “DSU Plan”). Under this plan, deferred compensation is used to “purchase” units representing shares of our common stock at fair market value. An aggregate of 467,500 shares of Company common stock are reserved for issuance; as of December 31, 2022, units representing an aggregate of 322,226 shares of common stock have been allocated to accounts, some of which has been distributed in the form of common stock. From time to time, the Company enters into employment agreements which may include commitments by the Company to make awards of equity under the Company’s long-term incentive compensation plans, either stated in terms of a fixed number of shares or a percentage of the employee’s base compensation.
The table below reports shares remaining available for issuance under our equity compensation plans:
Equity Compensation Plan Information
(at December 31, 2022)
Plan Category(a) Number of securities to be issued upon exercise of outstanding options, warrants and rights
(b) Weighted-average exercise price of outstanding options, warrants and rights(1)
(c) Number of securities remaining available for future issuance under equity compensation plans (excluding securities in column (a))
Equity compensation plans approved by security holders— — 1,073,186 
Equity compensation plans not approved by security holders— — 145,273 
Total— — 1,218,459 
(1)Does not take into account units allocated under the DSU Plan.
133


ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information appearing under the heading “Corporate Governance and the Board of Directors” in the Company’s Definitive Proxy Statement for its 20202023 Annual Meeting of Shareholders is incorporated herein by reference.

ITEM 14. PRINCIPAL ACCOUNTINGACCOUNTANT FEES AND SERVICES
The information appearing under the heading “Independent Registered Public Accountants” in the Company’s Definitive Proxy Statement for its 20202023 Annual Meeting of Shareholders is incorporated herein by reference.

134


PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) - (1)  Financial Statements
The following consolidated financial statements and supplementary information for the fiscal years ended December 31, 2019, 20182022, 2021 and 20172020 are included in Part II, Item 8, Financial Statements and Supplementary Data, in this report:
(i)
(ii)
(iii)
(iv)
(v)
(vi)
(vii)
(viii)
(a) - (2) Financial Statement Schedules
All schedules have been omitted because they are either not applicable or the required information has been included in the consolidated financial statements or notes thereto.
(a) - (3) Exhibits required by Item 601 of Regulation S-K
(2)(3)(i)
(2)(ii)
(3)(i)
(3)(ii)
(4)(i)(3)(iii)
(3)(iv)
(4)(i)
(4)(ii)
(4)(iii)4(iii)
4(iv)
(4)(v)
(4)(iv)(vi)
(4)(v)(vii)
(4)(vi)4(viii)
4(ix)
135


4(x)
(4)(xi)
(4)(vii)(xii)
(4)(viii)(xiii)
(4)(xiv)
(4)(xv)


(10)(i)
(10)(ii)
(10)(iii)
(10)(iv)
(10)(v)(i)
(10)(vi)(ii)
(10)(vii)(iii)
(10)(viii)(iv)
(10)(ix)(v)
(10)(x)(vi)
(10)(xi)(vii)
(10)(viii)
(10)(xii)(ix)
(10)(xiii)(x)
(10)(xiv)(xi)
(10)(xv)(xii)
(10)(xvi)(xiii)
(10)(xvii)(xiv)
(10)(xviii)
(10)(xix)


(10)(xx)(xv)
(10)(xxi)
136


(10)(xxii)(xvi)
(10)(xxiii)(xvii)
(10)(xxiv)(xviii)
(10)(xix)
(10)(xxv)(xx)
(10)(xxvi)(xxi)
(10)(xxvii)(xxii)
(10)(xxviii)(xxiii)
(10)(xxix)(xxiv)
(10)(xxx)(xxv)
(10)(xxxi)(xxvi)
(10)(xxxii)
(10)(xxxiii)

(10)(xxxiv)
(10)(xxxv)(xxvii)
(21)(10)(xxviii)
(10)(xxix)
(10)(xxx)
(10)(xxxi)
(10)(xxxii)
(10)(xxxiii)
(21)
(23)
137


(31)(i)
(31)(ii)


(32)(i)
(32)(ii)
(101)The following materials from Renasant Corporation’s Annual Report on Form 10-K for the year ended December 31, 20192022 were formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets as of December 31, 20192022 and December 31, 2018,2021, (ii) Consolidated Statements of Income for the years ended December 31, 2019, 20182022, 2021 and 2017,2020, (iii) Consolidated Statements of Comprehensive Income for the years ended December 31, 2019, 20182022, 2021 and 2017,2020, (iv) Consolidated Statements of Changes in Shareholders’ Equity for the years ended December 31, 2019, 20182022, 2021 and 2017,2020, (v) Consolidated Statements of Cash Flows for the years ended December 31, 2019, 20182022, 2021 and 20172020 and (vi) Notes to Consolidated Financial Statements.
(104)The cover page of Renasant Corporation’s Annual Report on Form 10-K for the year ended December 31, 2019,2022, formatted in Inline XBRL (included in Exhibit 101).
*Management contract or compensatory plan or arrangement required to be filed as an exhibit to this Form 10-K pursuant to Item 15(b) of Form 10-K.
The Company does not have any long-term debt instruments under which securities are authorized exceeding ten percent of the total assets of the Company and its subsidiaries on a consolidated basis. The Company will furnish to the Securities and Exchange Commission, upon its request, a copy of all long-term debt instruments.

138


ITEM 16. FORM 10-K SUMMARY
None.

139



SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
RENASANT CORPORATION
Date:February 24, 2023RENASANT CORPORATIONby:
Date:February 26, 2020by:/s/ C. Mitchell Waycaster
C. Mitchell Waycaster
President and
Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.
Date:February 26, 202024, 2023by:
/s/ Kevin D. ChapmanJames C. Mabry IV                

Kevin D. ChapmanJames C. Mabry IV
Executive Vice President andChief Financial Officer
Chief Financial and Operating Officer
(Principal Financial and Accounting Officer)
Date:February 26, 2020by:/s/ Donald Clark, Jr.
Donald Clark, Jr.
Director
Date:February 26, 2020by:/s/ John M. Creekmore
John M. Creekmore
Vice Chairman of the Board and Director
Date:February 26, 2020by:/s/ Albert J. Dale, III
Albert J. Dale, III
Director
Date:February 26, 2020by:/s/ Jill V. Deer
Jill V. Deer
Director
Date:February 26, 2020by:/s/ Marshall H. Dickerson
Marshall H. Dickerson
Director
Date:February 26, 2020by:/s/ Connie L. Engel
Connie L. Engel
Director
Date:February 26, 2020by:/s/ John T. Foy
John T. Foy
Director


Date:February 26, 202024, 2023by:
/s/ R. Rick HartKelly W. Hutcheson                

R. Rick HartKelly W. Hutcheson
DirectorChief Accounting Officer
(Principal Accounting Officer)
Date:February 26, 2020by:/s/ Richard L. Heyer, Jr.
Date:February 24, 2023by:Richard L. Heyer, Jr./s/ Gary D. Butler
DirectorGary D. Butler
Director
Date:February 26, 2020by:/s/ Neal A. Holland, Jr.
Date:February 24, 2023by:Neal A. Holland,/s/ Donald Clark, Jr.
DirectorDonald Clark, Jr.
Director
Date:February 26, 2020by:/s/ E. Robinson McGraw
Date:February 24, 2023by:E. Robinson McGraw/s/ John M. Creekmore
John M. Creekmore
Vice Chairman of the Board and Director
Date:February 26, 202024, 2023by:/s/ Albert J. Dale, III
Albert J. Dale, III
Director
Date:February 24, 2023by:/s/ Jill V. Deer
Jill V. Deer
Director
Date:February 24, 2023by:/s/ Connie L. Engel
Connie L. Engel
Director
S-1


Date:February 24, 2023by:/s/ John T. Foy
John T. Foy
Director
Date:February 24, 2023by:/s/ Richard L. Heyer, Jr.
Richard L. Heyer, Jr.
Director
Date:February 24, 2023by:/s/ Neal A. Holland, Jr.
Neal A. Holland, Jr.
Director
Date:February 24, 2023by:/s/ E. Robinson McGraw
E. Robinson McGraw
Chairman of the Board and Director
Date:February 24, 2023by:/s/ Michael D. Shmerling
Michael D. Shmerling
Director
Date:February 26, 202024, 2023by:/s/ Sean M. Suggs
Sean M. Suggs
Director
Date:February 26, 202024, 2023by:/s/ C. Mitchell Waycaster
C. Mitchell Waycaster
Director, President and
Chief Executive Officer
(Principal Executive Officer)

S-2