UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 6, 2011
PINNACLE FINANCIAL PARTNERS, INC.
(Exact name of registrant as specified in charter)
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Tennessee
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000-31225
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62-1812853 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.) |
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211 Commerce Street, Suite 300, Nashville, Tennessee
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37201 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (615) 744-3700
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02. |
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. |
(b) On January 6, 2011, Pinnacle Financial Partners, Inc. (the Company) received a
letter from Clay T. Jackson notifying the Company that Mr. Jackson was resigning, effective
immediately, from the Companys board of directors. Mr. Jacksons term as a director of the
Company and its bank subsidiary, Pinnacle National Bank, ended on January 6, 2011. On
January 6, 2011, the Company received a letter from David Major notifying the Company that
Mr. Major would not stand for re-election to the Companys board of directors at the
Companys upcoming annual meeting of shareholders expected to be held in April 2011 (the
Annual Meeting). Mr. Majors term as a director of the Company and Pinnacle National Bank
will end at the completion of the Annual Meeting. Neither Mr. Jackson nor Mr. Major made
his decision to resign or not stand for re-election, as applicable, because of a
disagreement with the Company. The respective letters of Mr. Jackson and Mr. Major
notifying the Company of their decisions are filed as Exhibit 99.1 and 99.2, respectively,
to this Current Report on Form 8-K.
(d)
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Exhibit 99.1 |
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Letter of Clay T. Jackson dated January 6, 2011 |
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Exhibit 99.2 |
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Letter of David Major dated January 5, 2011 |