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PNFP Pinnacle Financial Partners

Filed: 7 Mar 19, 4:35pm



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
☐ Preliminary Proxy Statement
☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☐ Definitive Proxy Statement
☒ Definitive Additional Materials
☐ Soliciting Material Pursuant to § 240.14a-12

PINNACLE FINANCIAL PARTNERS, INC.
(Name of Registrant as Specified in its Charter)
 
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):
No fee required.

Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
 (1)Title of each class of securities to which transaction applies:
   
 (2)Aggregate number of securities to which transaction applies:
   
 (3)Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
   
  (4)Proposed maximum aggregate value of transaction:
   
  (5)Total fee paid:

Fee paid previously with preliminary materials.
Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
 (1)Amount Previously Paid:
   
 (2)Form, Schedule or Registration Statement No.:
   
 (3)Filing Party:
   
  (4)Date Filed:
   






*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Shareholder Meeting to Be Held on April 16, 2019.

PINNACLE FINANCIAL PARTNERS, INC.    
  Meeting Information 
  
Meeting Type: Annual Meeting
 
  
For holders as of: February 22, 2019
 
PINNACLE FINANCIAL PARTNERS, INC.
150 THIRD AVENUE SOUTH
SUITE 900
NASHVILLE, TN 37201
 
Date: April 16, 2019  Time: 11:00 A.M. CDT
 
 
Location:

Pinnacle Financial Partners
150 Third Avenue South, Suite 800
Nashville, TN 37201
 
  For meeting directions, call Hugh Queener at 615-744-3744
     
  You are receiving this communication because you hold shares in the company named above.
     
  
This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).
     
  We encourage you to access and review all of the important information contained in the proxy materials before voting.
   
   
  See the reverse side of this notice to obtain proxy materials and voting instructions.
     







 ------- Before You Vote ---------
How to Access the Proxy Materials

Proxy Materials Available to VIEW or RECEIVE: 
 
NOTICE AND PROXY STATEMENT      ANNUAL REPORT 
 
How to View Online:
Have the information that is printed in the box marked by the arrow → XXXX XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com. 
 
How to Request and Receive a PAPER or E-MAIL Copy:
If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:

BY INTERNET:     www.proxyvote.com
BY TELEPHONE:    1-800-579-1639
BY EMAIL:        sendmaterial@proxyvote.com
 
*   If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow → XXXX XXXX XXXX XXXX (located on the following page) in the subject line.
 
Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 2, 2019 to facilitate timely delivery.




 ------- How To Vote ---------
Please Choose One of the Following Voting Methods

Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.
 
Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow → XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions.
 
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card. 
 







Voting Items  
     
THE BOARD OF DIRECTORS RECOMMENDS THAT THE SHAREHOLDERS VOTE "FOR" PROPOSALS 1 THROUGH 3.  
1.
To elect the seventeen (17) persons listed below to serve as directors, for a term of one year and until the due election and qualification of their successors:
  
 Nominees: 2. To ratify the appointment of Crowe LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2019.
 1a.Abney S. Boxley, III 
 1b.Charles E. Brock 
 1c.Renda J. Burkhart 
 1d.Gregory L. Burns  
 1e.Richard D. Callicutt, II 3. To approve, on a non-binding, advisory basis, the compensation of the Company's named executive officers as disclosed in the proxy statement for the annual meeting of shareholders.
 1f.Marty G. Dickens 
 1g.Thomas C. Farnsworth, III 
 1h.Joseph C. Galante 
 1i.Glenda Baskin Glover  
 1j.David B. Ingram 
NOTE: In their discretion, the proxies are authorized to vote upon such other business as may properly come before the meeting or any adjournment or postponement thereof.
 1k.Robert A. McCabe, Jr. 
 1l.Ronald L. Samuels 
 1m.Gary L. Scott  
 1n.Thomas R. Sloan 
 1o.Reese L. Smith, III 
 1p.G. Kennedy Thompson 
 1q.M. Terry Turner