Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common stock, $5.00 par value per share
RNST
The New York Stock Exchange
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 (§232.405 of this chapter) 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” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☒
Accelerated filer
☐
Non-accelerated filer
☐
Smaller 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 is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Securities held to maturity (fair value of $984,359 and $1,002,544, respectively)
1,076,817
1,126,112
Securities available for sale, at fair value
2,471,487
831,013
Loans held for sale, at fair value
356,791
246,171
Loans held for investment, net of unearned income
18,563,447
12,885,020
Allowance for credit losses on loans
(290,770)
(201,756)
Loans, net
18,272,677
12,683,264
Premises and equipment, net
465,100
279,796
Other real estate owned, net
11,750
8,673
Goodwill
1,419,782
988,898
Other intangible assets, net
163,751
14,105
Bank-owned life insurance
486,613
391,810
Mortgage servicing rights
64,539
72,991
Other assets
457,056
300,003
Total assets
$
26,624,975
$
18,034,868
Liabilities and shareholders’ equity
Liabilities
Deposits
Noninterest-bearing
$
5,356,153
$
3,403,981
Interest-bearing
16,226,484
11,168,631
Total deposits
21,582,637
14,572,612
Short-term borrowings
405,349
108,018
Long-term debt
556,976
430,614
Other liabilities
301,159
245,306
Total liabilities
22,846,121
15,356,550
Shareholders’ equity
Preferred stock, $0.01 par value – 5,000,000 shares authorized; no shares issued and outstanding
—
—
Common stock, $5.00 par value – 250,000,000 and 150,000,000 shares authorized, respectively; 97,722,397 and 66,484,225 shares issued, respectively; 95,019,311 and 63,565,690 shares outstanding, respectively
488,612
332,421
Treasury stock, at cost – 2,703,086 and 2,918,535 shares, respectively
(90,248)
(97,196)
Additional paid-in capital
2,393,566
1,491,847
Retained earnings
1,100,965
1,093,854
Accumulated other comprehensive loss, net of taxes
Notes to Consolidated Financial Statements (Unaudited)
Note 1 – Summary of Significant Accounting Policies
(In Thousands)
Nature of Operations: Renasant Corporation (referred to herein as the “Company”) owns and operates Renasant Bank (“Renasant Bank” or the “Bank”), Renasant Insurance, Inc., Park Place Capital Corporation and Continental Republic Capital, LLC (doing business as “Republic Business Credit”). On July 1, 2024, the Bank sold substantially all of the assets of Renasant Insurance, Inc. Through its subsidiaries, the Company offers a diversified range of financial, wealth management and fiduciary services to its retail and commercial customers from offices located throughout the Southeast and offers factoring and asset-based lending on a nationwide basis.
Basis of Presentation: The accompanying unaudited consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. For further information regarding the Company’s significant accounting policies, refer to the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 filed with the Securities and Exchange Commission (the “SEC”) on February 26, 2025.
Use of Estimates: The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates, and such differences may be material.
Impact of Recently-Issued Accounting Standards and Pronouncements:
In November 2024, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” (“ASU 2024-03”), which amends the disclosure requirements in the notes to financial statements of specified information about certain costs and expenses. ASU 2024-03 will be effective January 1, 2027 and is not expected to have a significant impact on the Company’s financial statements.
Note 2 – Mergers and Acquisitions
(Dollar Amounts In Thousands, Except Share Data)
Acquisition of The First Bancshares, Inc. (“The First”)
Effective April 1, 2025, the Company completed its acquisition by merger of The First, the parent company of The First Bank, in a transaction valued at approximately $1,061,780. The Company issued 31,238,172 shares of common stock and paid approximately $1,869, net of tax benefit, to The First stock option holders for 100% of the voting equity interest in The First. At closing, The First merged with and into the Company, with the Company the surviving corporation in the merger; immediately thereafter, The First Bank merged with and into Renasant Bank, with Renasant Bank the surviving banking corporation in the merger. Before the merger, The First operated 116 banking locations throughout Louisiana, Mississippi, Alabama, Georgia and Florida.
The transaction was accounted for using the acquisition method of accounting and, accordingly, assets acquired and liabilities assumed were recorded at estimated fair values on the acquisition date. The Company recorded approximately $590,494 in intangible assets which consist of goodwill of $430,884 and a core deposit intangible of $159,610. 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 its 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 merger with The First based on their fair values on April 1, 2025.
Cash settlement for stock options, net of tax benefit
1,869
Total purchase price
$
1,061,780
Net Assets Acquired:
Stockholders’ equity at acquisition date
$
993,475
Increase (decrease) to net assets as a result of fair value adjustments to assets acquired and liabilities assumed:
Securities
(71,772)
Loans, including loans held for sale
(152,153)
Premises and equipment
(1,596)
Intangible assets
(169,809)
Other real estate owned
2,696
Other assets
(15,807)
Deposits
7,391
Borrowings
2,902
Other liabilities
15,903
Deferred income taxes
19,666
Total net assets acquired
630,896
Goodwill resulting from merger(1)
$
430,884
(1) The goodwill resulting from the merger has been assigned to the Community Banks operating segment.
The following table summarizes the fair value on April 1, 2025 of assets acquired and liabilities assumed on that date in connection with the merger with The First.
Cash and cash equivalents
$
261,484
Securities
1,457,203
Loans, including loans held for sale
5,174,903
Premises and equipment
173,174
Bank-owned life insurance
146,601
Other real estate owned
11,109
Intangible assets
590,494
Other assets
173,359
Total assets
$
7,988,327
Deposits
$
6,449,394
Borrowings
419,165
Other liabilities
59,857
Total liabilities
$
6,928,416
Net assets acquired over liabilities assumed
$
1,059,911
Cash settlement for stock options, net of tax benefit
The following table presents additional information related to the acquired loan portfolio at the acquisition date:
April 1, 2025
PCD loans:
Par value
$
168,511
Allowance for credit losses at acquisition
(23,492)
Non-credit discount
(4,021)
Purchase price
$
140,998
Non-PCD loans:
Fair value
$
5,032,996
Gross contractual amounts receivable
5,233,447
Estimate of contractual cash flows not expected to be collected
62,190
Supplemental Pro Forma Combined Condensed Consolidated Results of Operations
The following unaudited pro forma combined condensed consolidated financial information presents the results of operations for the three and six months ended June 30, 2025 and 2024 of the Company as though the merger with The First had been completed as of January 1, 2024. The unaudited pro forma information combines the historical results of The First with the Company’s historical consolidated results and applies the impact of purchase accounting adjustments such as loan discount accretion, deposit amortization and intangible assets amortization as if the merger was completed as of January 1, 2024. It excludes $20,479 of merger-related expenses and $66,612 of Day 1 acquisition provision expense from the second quarter of 2025 and instead includes such expenses in the first quarter of 2024. The pro forma information is not necessarily indicative of what would have occurred had the acquisition taken place on January 1, 2024. The pro forma information does not include the effect of any cost-saving or revenue-enhancing strategies. Other than the aforementioned $20,479 in merger-related expenses, attributed to the first quarter of 2024, merger expenses are reflected in the period in which they were incurred.
(Unaudited)
(Unaudited)
Three Months Ended
Six Months Ended
June 30,
June 30,
2025
2024
2025
2024
Net interest income - pro forma
$
215,451
$
201,496
$
424,409
$
403,269
Noninterest income - pro forma
$
48,334
$
49,552
$
93,263
$
101,084
Noninterest expense - pro forma
$
161,735
$
163,760
$
364,703
$
348,468
Net income - pro forma
$
85,691
$
65,220
$
121,325
$
64,926
Earnings per share - pro forma:
Basic
$
0.91
$
0.74
$
1.28
$
0.74
Diluted
$
0.90
$
0.74
$
1.28
$
0.74
The Company has determined it is impracticable to disclose stand-alone revenues and earnings for legacy The First since April 1, 2025 due to the merging of certain processes during the second quarter of 2025.
Notes to Consolidated Financial Statements (Unaudited)
The amortized cost and fair value of securities held to maturity were as follows as of the dates presented:
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Fair Value
June 30, 2025
Obligations of states and political subdivisions
$
281,456
$
—
$
(40,761)
$
240,695
Residential mortgage backed securities
Government agency mortgage backed securities
348,360
—
(14,376)
333,984
Government agency collateralized mortgage obligations
337,493
—
(25,999)
311,494
Commercial mortgage backed securities:
Government agency mortgage backed securities
16,949
—
(2,379)
14,570
Government agency collateralized mortgage obligations
42,807
—
(6,371)
36,436
Other debt securities
49,784
—
(2,604)
47,180
$
1,076,849
$
—
$
(92,490)
$
984,359
Allowance for credit losses - held to maturity securities
(32)
Held to maturity securities, net of allowance for credit losses
$
1,076,817
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Fair Value
December 31, 2024
Obligations of states and political subdivisions
$
284,542
$
3
$
(42,491)
$
242,054
Residential mortgage backed securities
Government agency mortgage backed securities
372,414
—
(25,251)
347,163
Government agency collateralized mortgage obligations
354,882
—
(41,506)
313,376
Commercial mortgage backed securities:
Government agency mortgage backed securities
16,961
—
(2,958)
14,003
Government agency collateralized mortgage obligations
43,662
—
(7,317)
36,345
Other debt securities
53,683
—
(4,080)
49,603
$
1,126,144
$
3
$
(123,603)
$
1,002,544
Allowance for credit losses - held to maturity securities
(32)
Held to maturity securities, net of allowance for credit losses
$
1,126,112
Securities sold are presented in the tables below for the periods presented. On April 1, 2025, the Company acquired available for sale securities with a fair value of $1,457,203 as part of the merger with The First. Shortly after merger, certain securities from this portfolio were sold at carrying value, resulting in no gain or loss on the sale; no other securities were sold in the first six months of 2025. With respect to the securities sold during the six months ended June 30, 2024, the Company intended to sell these securities as of December 31, 2023, and completed the sale in January 2024. Therefore, the Company impaired the securities and recognized the loss in net income as of December 31, 2023.
Notes to Consolidated Financial Statements (Unaudited)
Carrying Value Immediately Prior to Sale
Net Proceeds
Gain/(Loss)
Three months ended June 30, 2025
Obligations of other U.S. Government agencies and corporations
$
34,394
$
34,394
$
—
Obligations of states and political subdivisions
327,509
327,509
$
—
Residential mortgage backed securities:
Government agency mortgage backed securities
275,910
275,910
$
—
Government agency collateralized mortgage obligations
2,437
2,437
—
Commercial mortgage backed securities:
Government agency mortgage backed securities
6,541
6,541
—
Government agency collateralized mortgage obligations
6,480
6,480
—
Other debt securities
33,214
33,214
—
$
686,485
$
686,485
$
—
Six months ended June 30, 2025
Obligations of other U.S. Government agencies and corporations
$
34,394
$
34,394
$
—
Obligations of states and political subdivisions
327,509
327,509
$
—
Residential mortgage backed securities:
Government agency mortgage backed securities
275,910
275,910
—
Government agency collateralized mortgage obligations
2,437
2,437
—
Commercial mortgage backed securities:
Government agency mortgage backed securities
6,541
6,541
—
Government agency collateralized mortgage obligations
6,480
6,480
—
Other debt securities
33,214
33,214
—
$
686,485
$
686,485
$
—
Carrying Value Immediately Prior to Sale
Net Proceeds
Impairment (Recognized in December 2023)
Six months ended June 30, 2024
Obligations of states and political subdivisions
$
12,301
$
11,360
$
(941)
Residential mortgage backed securities:
Government agency mortgage backed securities
107,389
95,922
(11,467)
Government agency collateralized mortgage obligations
48,300
43,990
(4,310)
Commercial mortgage backed securities:
Government agency collateralized mortgage obligations
28,547
25,913
(2,634)
$
196,537
$
177,185
$
(19,352)
At June 30, 2025 and December 31, 2024, securities with a carrying value of $1,191,329 and $818,344, respectively, were pledged to secure government, public and trust deposits. Securities with a carrying value of $24,947 and $25,526 were pledged as collateral for short-term borrowings and derivative instruments at June 30, 2025 and December 31, 2024, respectively.
The amortized cost and fair value of securities at June 30, 2025 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.
Notes to Consolidated Financial Statements (Unaudited)
The following tables present the age of gross unrealized losses and fair value by investment category for which an allowance for credit losses has not been recorded as of the dates presented:
Less than 12 Months
12 Months or More
Total
#
Fair Value
Unrealized Losses
#
Fair Value
Unrealized Losses
#
Fair Value
Unrealized Losses
Available for Sale:
June 30, 2025
Obligations of states and political subdivisions
107
$
114,704
$
(2,434)
7
$
13,096
$
(1,923)
114
$
127,800
$
(4,357)
Residential mortgage backed securities:
Government agency mortgage backed securities
12
153,789
(1,269)
34
137,165
(18,247)
46
290,954
(19,516)
Government agency collateralized mortgage obligations
4
107,676
(552)
37
311,864
(65,976)
41
419,540
(66,528)
Commercial mortgage backed securities:
Government agency mortgage backed securities
8
65,008
(687)
2
5,542
(449)
10
70,550
(1,136)
Government agency collateralized mortgage obligations
6
13,658
(26)
25
103,541
(19,300)
31
117,199
(19,326)
Other debt securities
11
104,255
(1,134)
10
18,967
(1,413)
21
123,222
(2,547)
Total
148
$
559,090
$
(6,102)
115
$
590,175
$
(107,308)
263
$
1,149,265
$
(113,410)
December 31, 2024
Obligations of states and political subdivisions
—
$
—
$
—
7
$
12,841
$
(2,269)
7
$
12,841
$
(2,269)
Residential mortgage backed securities:
Government agency mortgage backed securities
7
11,051
(259)
34
141,321
(24,208)
41
152,372
(24,467)
Government agency collateralized mortgage obligations
3
48,879
(482)
37
311,964
(86,389)
40
360,843
(86,871)
Commercial mortgage backed securities:
Government agency mortgage backed securities
2
5,248
(122)
2
5,375
(629)
4
10,623
(751)
Government agency collateralized mortgage obligations
Notes to Consolidated Financial Statements (Unaudited)
Less than 12 Months
12 Months or More
Total
#
Fair Value
Unrealized Losses
#
Fair Value
Unrealized Losses
#
Fair Value
Unrealized Losses
Held to Maturity:
June 30, 2025
Obligations of states and political subdivisions
7
$
16,490
$
(1,671)
119
$
223,984
$
(39,090)
126
$
240,474
$
(40,761)
Residential mortgage backed securities:
Government agency mortgage backed securities
1
15,604
(637)
66
318,380
(13,739)
67
333,984
(14,376)
Government agency collateralized mortgage obligations
—
—
—
18
311,494
(25,999)
18
311,494
(25,999)
Commercial mortgage backed securities:
Government agency mortgage backed securities
—
—
—
1
14,570
(2,379)
1
14,570
(2,379)
Government agency collateralized mortgage obligations
—
—
—
9
36,436
(6,371)
9
36,436
(6,371)
Other debt securities
—
—
—
10
47,181
(2,604)
10
47,181
(2,604)
Total
8
$
32,094
$
(2,308)
223
$
952,045
$
(90,182)
231
$
984,139
$
(92,490)
December 31, 2024
Obligations of states and political subdivisions
—
$
—
$
—
128
$
240,394
$
(42,491)
128
$
240,394
$
(42,491)
Residential mortgage backed securities:
Government agency mortgage backed securities
—
—
—
69
347,154
(25,251)
69
347,154
(25,251)
Government agency collateralized mortgage obligations
—
—
—
18
313,376
(41,506)
18
313,376
(41,506)
Commercial mortgage backed securities:
Government agency mortgage backed securities
—
—
—
1
14,002
(2,958)
1
14,002
(2,958)
Government agency collateralized mortgage obligations
—
—
—
9
36,345
(7,317)
9
36,345
(7,317)
Other debt securities
—
—
—
10
49,603
(4,080)
10
49,603
(4,080)
Total
—
$
—
$
—
235
$
1,000,874
$
(123,603)
235
$
1,000,874
$
(123,603)
The Company evaluates its available for sale investment securities in an unrealized loss position on a quarterly basis. If the Company intends to sell the security or it is more likely than not that it will be required to sell before recovery, the entire unrealized loss is recorded as a loss within noninterest income in the Consolidated Statements of Income along with a corresponding adjustment to the amortized cost basis of the security. If the Company does not intend to sell the security and it is not more likely than not that it will be required to sell the security before recovery of its amortized cost basis, the Company evaluates if any of the unrealized loss is related to a potential credit loss. The amount related to credit loss, if any, 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 the discounted future contractual cash flows and the amortized cost basis of the security. A number of qualitative and quantitative factors are considered by management in the estimate of the discounted future contractual cash flows, including the financial condition of the underlying issuer, current and projected deferrals or defaults and credit ratings by nationally recognized statistical rating agencies. 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 tax.
As of June 30, 2025, the Company did 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, more than 90% of available for sale securities have the explicit or implicit backing of the federal government. Performance of these securities has been in line with broader market price performance, indicating that increases in market-based, risk-free rates, and not credit-related factors, are driving losses. When determining the fair value of
Notes to Consolidated Financial Statements (Unaudited)
the contractual cash flows for municipal and corporate securities, the Company considers historical experience with credit sensitive securities, current market conditions, the financial condition of the underlying issuer, current credit ratings, ratings changes and outlook, explicit and implicit guarantees, or insurance programs. Based upon its review of these factors as of June 30, 2025, the Company determined that all such losses resulted from factors not deemed credit-related. As a result, no credit-related impairment was recognized in current earnings, and all unrealized losses for available for sale securities were recorded in other comprehensive income (loss). See Note 13, “Other Comprehensive Income” for more information on the Company’s unrealized losses on securities.
The allowance for credit losses on held to maturity securities was $32 at each of June 30, 2025 and December 31, 2024. The Company monitors the credit quality of debt securities held to maturity using bond investment grades assigned by nationally recognized statistical ratings agencies. Updated investment grades are obtained as they become available from agencies. As of June 30, 2025, all of the debt securities held to maturity were rated A or higher by the ratings agencies.
Note 4 – Loans
(In Thousands, Except Number of Loans)
For purposes of this Note 4, all references to “loans” mean loans excluding loans held for sale.
The following is a summary of loans and leases as of the dates presented:
June 30, 2025
December 31, 2024
Commercial, financial, agricultural
$
2,666,923
$
1,885,817
Lease financing
94,559
95,071
Real estate – construction:
Residential
380,040
256,655
Commercial
959,927
836,998
Total real estate – construction
1,339,967
1,093,653
Real estate – 1-4 family mortgage:
Primary
3,082,720
2,428,076
Home equity
722,389
544,158
Rental/investment
843,334
402,938
Land development
226,236
113,705
Total real estate – 1-4 family mortgage
4,874,679
3,488,877
Real estate – commercial mortgage:
Owner-occupied
3,288,006
1,894,679
Non-owner occupied
5,953,136
4,226,937
Land development
228,992
114,452
Total real estate – commercial mortgage
9,470,134
6,236,068
Installment loans to individuals
122,176
90,014
Gross loans
18,568,438
12,889,500
Unearned income
(4,991)
(4,480)
Loans, net of unearned income
$
18,563,447
$
12,885,020
Past Due and Nonaccrual Loans
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 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 status regardless of whether or not
Notes to Consolidated Financial Statements (Unaudited)
such loans are considered past due. For loans that are placed on nonaccrual status or charged-off, all interest accrued for the current year but not collected is reversed against interest income. The interest on these loans is accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual status. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.
The following tables provide an aging of past due accruing and nonaccruing loans, segregated by class, as of the dates presented:
Notes to Consolidated Financial Statements (Unaudited)
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, 2024
Commercial, financial, agricultural
$
807
$
125
$
1,883,010
$
1,883,942
$
245
$
734
$
896
$
1,875
$
1,885,817
Lease financing
27
—
90,961
90,988
78
614
3,391
4,083
95,071
Real estate – construction:
Residential
2,194
—
253,238
255,432
—
1,023
200
1,223
256,655
Commercial
—
16
836,982
836,998
—
—
—
—
836,998
Total real estate – construction
2,194
16
1,090,220
1,092,430
—
1,023
200
1,223
1,093,653
Real estate – 1-4 family mortgage:
Primary
29,258
—
2,343,781
2,373,039
13,627
25,335
16,075
55,037
2,428,076
Home equity
3,186
35
537,568
540,789
941
1,094
1,334
3,369
544,158
Rental/investment
573
12
401,977
402,562
136
240
—
376
402,938
Land development
25
1,740
111,920
113,685
20
—
—
20
113,705
Total real estate – 1-4 family mortgage
33,042
1,787
3,395,246
3,430,075
14,724
26,669
17,409
58,802
3,488,877
Real estate – commercial mortgage:
Owner-occupied
2,650
365
1,879,350
1,882,365
296
1,000
11,018
12,314
1,894,679
Non-owner occupied
326
—
4,197,331
4,197,657
—
—
29,280
29,280
4,226,937
Land development
142
160
111,019
111,321
98
16
3,017
3,131
114,452
Total real estate – commercial mortgage
3,118
525
6,187,700
6,191,343
394
1,016
43,315
44,725
6,236,068
Installment loans to individuals
654
11
89,246
89,911
4
42
57
103
90,014
Unearned income
—
—
(4,480)
(4,480)
—
—
—
—
(4,480)
Loans, net of unearned income
$
39,842
$
2,464
$
12,731,903
$
12,774,209
$
15,445
$
30,098
$
65,268
$
110,811
$
12,885,020
Certain Modifications to Borrowers Experiencing Financial Difficulty
Certain modifications of loans made to borrowers experiencing financial difficulty in the form of principal forgiveness, an interest rate reduction, an other-than-insignificant payment delay (including extension of the amortization period), or a term extension, but excluding covenant waivers and modification of contingent acceleration clauses, are required to be disclosed in accordance with ASU 2022-02, “Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures” (“ASU 2022-02”). All modifications for the three and six months ended June 30, 2025 and 2024 and which met the disclosure criteria in ASU 2022-02 were performing in accordance with their modified terms at June 30, 2025 and 2024, respectively. There were no unused commitments at June 30, 2025. There were $338 in unused commitments at June 30, 2024. Upon the Company’s determination that a modification has subsequently become uncollectible, the loan, or portion of the loan, is charged off, the amortized cost basis of the loan is reduced by the uncollectible amount, and the allowance for credit losses is adjusted accordingly. See Note 5, “Allowance for Credit Losses,” for more information on the allowance for credit losses.
The following tables present the amortized cost basis of loans that were experiencing financial difficulty, modified during the three and six months ended June 30, 2025 and 2024, respectively, and required to be disclosed under ASU 2022-02, by class of financing receivable and by type of modification. The percentage of the amortized cost basis for each class of disclosed modifications as compared to the amortized cost basis of each class of loans is also presented below.
Notes to Consolidated Financial Statements (Unaudited)
Six Months Ended June 30, 2024
Interest Rate Reduction
Term Extension
Payment Delay
Term Extension and Payment Delay
Interest Rate Reduction and Term Extension
Interest Rate Reduction, Term Extension and Payment Delay
Total
% Total Loans by Class
Commercial, financial, agricultural
$
1,741
$
165
$
—
$
517
$
—
$
138
$
2,561
0.14
%
Real estate – 1-4 family mortgage:
Primary
—
33
246
—
—
—
279
0.01
Real estate – commercial mortgage:
Owner-occupied
7,431
187
—
—
270
—
7,888
0.46
Non-owner occupied
—
2,506
89
—
—
—
2,595
0.07
Total real estate – commercial mortgage
7,431
2,693
89
—
270
—
10,483
0.18
Installment loans to individuals
—
—
14
1
—
—
15
0.02
Loans, net of unearned income
$
9,172
$
2,891
$
349
$
518
$
270
$
138
$
13,338
0.11
%
The following tables present the weighted average financial effect of loan modifications requiring disclosure under ASU 2022-02 by class of financing receivable for the periods presented.
Three months ended June 30, 2025
Loan Type
Financial Effect
Term Extension
Installment loans to individuals
Extended the term 124 months
Payment Delay
Commercial, financial, agricultural
Delayed the payment 7 months
Real estate – 1-4 family mortgage - Home Equity
Delayed the payment 39 months
Installment loans to individuals
Delayed the payment 23 months
Combination - Term Extension and Payment Delay
Real estate – Construction - Residential
Extended the term and delayed the payment 35 months
Installment loans to individuals
Extended the term and delayed the payment 60 months
Six months ended June 30, 2025
Loan Type
Financial Effect
Term Extension
Real Estate - Commercial Mortgage - Non-owner Occupied
Extended the term 12 months
Installment loans to individuals
Extended the term 124 months
Payment Delay
Commercial, financial, agricultural
Delayed the payment 7 months
Real estate – 1-4 family mortgage - Home Equity
Delayed the payment 39 months
Installment loans to individuals
Delayed the payment 23 months
Combination - Term Extension and Payment Delay
Real estate – Construction - Residential
Extended the term and delayed the payment 35 months
Installment loans to individuals
Extended the term and delayed the payment 60 months
Combination - Interest Rate Reduction, Term Extension and Payment Delay
Installment loans to individuals
Reduced the interest rate 425 basis points and extended the term and delayed the payment 49 months
Notes to Consolidated Financial Statements (Unaudited)
Three months ended June 30, 2024
Loan Type
Financial Effect
Term Extension
Real Estate - Commercial Mortgage - Non-owner Occupied
Extended the term 8 months
Combination - Term Extension and Payment Delay
Installment loans to individuals
Extended the term and delayed the payment 61 months
Combination - Interest Rate Reduction, Term Extension and Payment Delay
Commercial, financial, agricultural
Reduced the interest rate 181 basis points and extended the term and delayed the payment 59 months
Six months ended June 30, 2024
Loan Type
Financial Effect
Interest Rate Reduction
Commercial, financial, agricultural
Reduced the interest rate 39 basis points
Real Estate - Commercial Mortgage - Owner Occupied
Reduced the interest rate 47 basis points
Term Extension
Commercial, financial, agricultural
Extended the term 7 months
Real estate – 1-4 family mortgage - Primary
Extended the term 24 months
Real Estate - Commercial Mortgage - Owner Occupied
Extended the term 10 months
Real Estate - Commercial Mortgage - Non-owner Occupied
Extended the term 8 months
Payment Delay
Real estate – 1-4 family mortgage - Primary
Delayed the payment 36 months
Real Estate - Commercial Mortgage - Non-owner Occupied
Delayed the payment 17 months
Installment loans to individuals
Delayed the payment 60 months
Combination - Term Extension and Payment Delay
Commercial, financial, agricultural
Extended the term and delayed the payment 42 months
Installment loans to individuals
Extended the term and delayed the payment 61 months
Combination - Interest Rate Reduction and Term Extension
Real Estate - Commercial Mortgage - Owner Occupied
Reduced the interest rate 275 basis points and extended the term 21 months
Combination - Interest Rate Reduction, Term Extension and Payment Delay
Commercial, financial, agricultural
Reduced the interest rate 181 basis points and extended the term and delayed the payment 59 months
Credit Quality
For commercial and commercial real estate 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. 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 10 and 95, with 10 being loans with the least credit risk. Loans within the “Pass” grade (those with a risk rating between 10 and 60) generally have a lower risk of loss and therefore a lower risk factor applied to the loan balances. The “Special Mention” grade (those with a risk rating of 70) represents a loan where a significant adverse risk-modifying action is anticipated in the near term that, if 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 80 and 95) generally have a higher risk of loss and therefore a higher risk factor applied to those related loan balances.
The following tables present the Company’s loan portfolio by year of origination and internal risk-rating grades as of the dates presented:
Notes to Consolidated Financial Statements (Unaudited)
The following tables disclose gross charge-offs by year of origination for the six months ended June 30, 2025 and year ended December 31, 2024, respectively:
June 30, 2025
2025
2024
2023
2022
2021
Prior
Revolving Loans
Total Charge-offs
Commercial, financial, agricultural
$
—
$
101
$
194
$
90
$
4,923
$
399
$
210
$
5,917
Lease financing
—
—
2,340
20
34
—
—
2,394
Real estate – construction:
Residential
—
—
105
—
—
—
—
105
Real estate – 1-4 family mortgage:
Primary
—
—
18
190
64
154
—
426
Home equity
—
—
—
—
92
109
—
201
Rental/investment
—
—
—
—
—
1
—
1
Total real estate – 1-4 family mortgage
—
—
18
190
156
264
—
628
Real estate – commercial mortgage:
Owner-occupied
—
—
—
—
—
463
3,942
4,405
Installment loans to individuals
—
95
53
3
15
490
3
659
Loans, net of unearned income
$
—
$
196
$
2,710
$
303
$
5,128
$
1,616
$
4,155
$
14,108
December 31, 2024
2024
2023
2022
2021
2020
Prior
Revolving Loans
Total Charge-offs
Commercial, financial, agricultural
$
—
$
46
$
152
$
879
$
4
$
2,975
$
407
$
4,463
Lease financing
—
336
306
—
—
—
—
642
Real estate – construction:
Residential
—
—
145
—
—
—
—
145
Real estate – 1-4 family mortgage:
Primary
—
29
195
35
110
102
—
471
Home equity
—
—
329
—
—
121
—
450
Rental/investment
—
—
—
—
—
45
—
45
Total real estate – 1-4 family mortgage
—
29
524
35
110
268
—
966
Real estate – commercial mortgage:
Owner-occupied
—
—
37
—
—
—
—
37
Non-owner occupied
—
—
—
—
—
5,693
—
5,693
Land development
—
—
—
—
—
7
—
7
Total real estate – commercial mortgage
—
—
37
—
—
5,700
—
5,737
Installment loans to individuals
36
110
69
15
3
1,623
—
1,856
Loans, net of unearned income
$
36
$
521
$
1,233
$
929
$
117
$
10,566
$
407
$
13,809
Note 5 – Allowance for Credit Losses
(In Thousands)
Allowance for Credit Losses on Loans
The allowance for credit losses is an estimate of expected losses inherent within the Company’s loans held for investment and is maintained at a level believed adequate by management to absorb credit losses inherent in the entire loan portfolio. Management evaluates the adequacy of the allowance for credit losses 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 on 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 balance is confirmed and such losses are reasonably quantifiable. Subsequent recoveries, if any, are credited to the allowance. For more information about the Company’s policies and procedures for determining the amount of the allowance for credit losses, please refer to the discussion
Notes to Consolidated Financial Statements (Unaudited)
in Note 1, “Summary of Significant Accounting Policies,” in the Notes to the Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on February 26, 2025.
The Company has made an accounting policy election to exclude accrued interest from the measurement of the allowance for credit losses in the Company’s loan portfolio. As of June 30, 2025 and December 31, 2024, the Company had accrued interest receivable for loans of $72,205 and $54,395, respectively, which is recorded in the “Other assets” line item on the Consolidated Balance Sheets.
Notes to Consolidated Financial Statements (Unaudited)
The following tables provide a roll-forward of the allowance for credit losses by loan category and a breakdown of the ending balance of the allowance based on the Company’s credit loss methodology for the periods presented:
Commercial
Real Estate - Construction
Real Estate - 1-4 Family Mortgage
Real Estate - Commercial Mortgage
Lease Financing
Installment Loans to Individuals
Total
Three Months Ended June 30, 2025
Allowance for credit losses:
Beginning balance
$
38,441
$
16,561
$
50,711
$
88,080
$
3,644
$
6,494
$
203,931
Initial impact of purchased credit deteriorated (“PCD”) loans acquired
7,140
1,997
264
14,090
—
2
23,493
Charge-offs
(5,823)
(105)
(319)
(3,944)
(2,394)
(394)
(12,979)
Recoveries
627
—
37
116
4
141
925
Net charge-offs
(5,196)
(105)
(282)
(3,828)
(2,390)
(253)
(12,054)
Provision for (recovery of) credit losses on loans
19,291
3,331
15,010
37,230
681
(143)
75,400
Ending balance
$
59,676
$
21,784
$
65,703
$
135,572
$
1,935
$
6,100
$
290,770
Six Months Ended June 30, 2025
Allowance for credit losses:
Beginning balance
$
38,527
$
15,126
$
47,761
$
90,204
$
3,368
$
6,770
$
201,756
Initial impact of PCD loans acquired during the period
7,140
1,997
264
14,090
—
2
23,493
Charge-offs
(5,917)
(105)
(628)
(4,405)
(2,394)
(659)
(14,108)
Recoveries
1,585
—
70
122
13
389
2,179
Net charge-offs
(4,332)
(105)
(558)
(4,283)
(2,381)
(270)
(11,929)
Provision for (recovery of) credit losses on loans
18,341
4,766
18,236
35,561
948
(402)
77,450
Ending balance
$
59,676
$
21,784
$
65,703
$
135,572
$
1,935
$
6,100
$
290,770
Period-End Amount Allocated to:
Individually evaluated
$
9,604
$
1,993
$
—
$
16,068
$
—
$
270
$
27,935
Collectively evaluated
50,072
19,791
65,703
119,504
1,935
5,830
262,835
Ending balance
$
59,676
$
21,784
$
65,703
$
135,572
$
1,935
$
6,100
$
290,770
Loans:
Individually evaluated
$
20,316
$
16,045
$
4,776
$
65,012
$
899
$
270
$
107,318
Collectively evaluated
2,646,607
1,323,922
4,869,903
9,405,122
88,669
121,906
18,456,129
Ending balance
$
2,666,923
$
1,339,967
$
4,874,679
$
9,470,134
$
89,568
$
122,176
$
18,563,447
Nonaccruing loans with no allowance for credit losses
Notes to Consolidated Financial Statements (Unaudited)
Commercial
Real Estate - Construction
Real Estate - 1-4 Family Mortgage
Real Estate - Commercial Mortgage
Lease Financing
Installment Loans to Individuals
Total
Three Months Ended June 30, 2024
Allowance for credit losses:
Beginning balance
$
45,921
$
17,317
$
47,566
$
78,725
$
2,554
$
8,969
$
201,052
Charge-offs
(186)
—
(208)
(5,727)
—
(251)
(6,372)
Recoveries
525
—
25
99
10
232
891
Net recoveries (charge-offs)
339
—
(183)
(5,628)
10
(19)
(5,481)
(Recovery of) provision for credit losses on loans
(1,309)
1,579
38
4,028
(49)
13
4,300
Ending balance
$
44,951
$
18,896
$
47,421
$
77,125
$
2,515
$
8,963
$
199,871
Six Months Ended June 30, 2024
Allowance for credit losses:
Beginning balance
$
43,980
$
18,612
$
47,283
$
77,020
$
2,515
$
9,168
$
198,578
Initial impact of purchased credit deteriorated loans acquired during the period
—
—
—
—
—
—
—
Charge-offs
(535)
—
(290)
(5,727)
—
(730)
(7,282)
Recoveries
871
—
73
105
18
570
1,637
Net recoveries (charge-offs)
336
—
(217)
(5,622)
18
(160)
(5,645)
Provision for (recovery of) credit losses on loans
635
284
355
5,727
(18)
(45)
6,938
Ending balance
$
44,951
$
18,896
$
47,421
$
77,125
$
2,515
$
8,963
$
199,871
Period-End Amount Allocated to:
Individually evaluated
$
8,514
$
—
$
—
$
1,220
$
—
$
270
$
10,004
Collectively evaluated
36,437
18,896
47,421
75,905
2,515
8,693
189,867
Ending balance
$
44,951
$
18,896
$
47,421
$
77,125
$
2,515
$
8,963
$
199,871
Loans:
Individually evaluated
$
14,211
$
—
$
6,942
$
32,579
$
—
$
270
$
54,002
Collectively evaluated
1,833,551
1,355,425
3,428,876
5,733,899
102,996
96,006
12,550,753
Ending balance
$
1,847,762
$
1,355,425
$
3,435,818
$
5,766,478
$
102,996
$
96,276
$
12,604,755
Nonaccruing loans with no allowance for credit losses
$
230
$
—
$
6,318
$
20,640
$
—
$
—
$
27,188
The Company recorded a provision for credit losses on loans of $75,400 during the second quarter of 2025, as compared to a provision for credit losses on loans of $4,300 recorded in the second quarter of 2024. The Company’s allowance for credit losses model considers economic projections, primarily the national unemployment rate and GDP, over a reasonable and supportable period of two years. The provision for credit losses on loans of $75,400 in the second quarter of 2025 was primarily driven by the Day 1 acquisition provision related to the merger with The First, as well as loan growth and changes in credit metrics that influenced the Company’s expectations of future losses, including but not limited to the balance of nonperforming loans, underlying collateral values, and historical levels of charge-offs, all considered in the context of the existing balance of the allowance for credit losses.
Allowance for Credit Losses on Unfunded Loan 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. For more information about the Company’s policies and procedures
Notes to Consolidated Financial Statements (Unaudited)
for determining the amount of the allowance for credit losses on unfunded loan commitments, please refer to the discussion in Note 1, “Significant Accounting Policies,” in the Notes to the Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on February 26, 2025.
The following table provides a roll-forward of the allowance for credit losses on unfunded loan commitments for the periods presented.
Three Months Ended June 30,
2025
2024
Allowance for credit losses on unfunded loan commitments:
Beginning balance
$
17,643
$
16,718
Provision for (recovery of) credit losses on unfunded loan commitments
5,922
(1,000)
Ending balance
$
23,565
$
15,718
Six Months Ended June 30,
2025
2024
Allowance for credit losses on unfunded loan commitments:
Beginning balance
$
14,943
$
16,918
Provision for (recovery of) credit losses on unfunded loan commitments
8,622
(1,200)
Ending balance
$
23,565
$
15,718
The Company recorded a provision for credit losses on unfunded loan commitments of $5,922 during the second quarter of 2025, as compared to a recovery of credit losses on unfunded loan commitments of $1,000 recorded in the second quarter of 2024. The $5,922 provision for credit losses on unfunded commitments in the second quarter of 2025 was primarily driven by the $4,422 of Day 1 acquisition provision related to the merger with The First.
Note 6 – Other Real Estate Owned
(In Thousands)
The following table provides details of the Company’s other real estate owned (“OREO”), net of valuation allowances and direct write-downs, as of the dates presented:
Notes to Consolidated Financial Statements (Unaudited)
At June 30, 2025 and December 31, 2024, the amortized cost of loans secured by Real Estate - 1-4 Family Mortgage in the process of foreclosure was $390 and $505, respectively.
Components of the line item “Other real estate owned” in the Consolidated Statements of Income were as follows for the periods presented:
Three Months Ended
Six Months Ended
June 30,
June 30,
2025
2024
2025
2024
Repairs and maintenance
$
155
$
147
$
229
$
211
Property taxes and insurance
48
23
97
52
Impairments
21
39
585
67
Net gains on OREO sales
(63)
(102)
(65)
(115)
Rental income
(4)
(2)
(4)
(3)
Total
$
157
$
105
$
842
$
212
Note 7 – Goodwill and Other Intangible Assets
(In Thousands)
The carrying amounts of goodwill by operating segments for the six months ended June 30, 2025 are set forth in the table below.
Community Banks
Total
Balance at January 1, 2025
$
988,898
$
988,898
Additions to goodwill from The First merger
430,884
430,884
Balance at June 30, 2025
$
1,419,782
$
1,419,782
The following table provides a summary of finite-lived intangible assets as of the dates presented:
Gross Carrying Amount
Accumulated Amortization
Net Carrying Amount
June 30, 2025
Core deposit intangibles
$
242,102
$
(81,321)
$
160,781
Customer relationship intangible
7,670
(4,700)
2,970
Total finite-lived intangible assets
$
249,772
$
(86,021)
$
163,751
December 31, 2024
Core deposit intangibles
$
82,492
$
(71,881)
$
10,611
Customer relationship intangible
7,670
(4,176)
3,494
Total finite-lived intangible assets
$
90,162
$
(76,057)
$
14,105
Amortization expense for finite-lived intangible assets is presented in the table below.
Notes to Consolidated Financial Statements (Unaudited)
Note 8 – Mortgage Servicing Rights
(In Thousands)
The Company retains the right to service certain mortgage loans that it sells to secondary market investors. These mortgage servicing rights (“MSRs”) are recognized as a separate asset on the date the corresponding mortgage loan is sold. MSRs 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, and other factors, and is subject to significant fluctuation as a result of actual prepayment speeds, default rates and losses differing from estimates thereof. For example, an increase in mortgage interest rates or a decrease in actual prepayment speeds may cause positive adjustments to the valuation of the Company’s MSRs.
MSRs are evaluated for impairment (or reversals of prior impairments) quarterly based upon the fair value of the rights as compared to the carrying amount. Impairment is recognized through a valuation allowance in the amount 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 “Mortgage banking income” on the Consolidated Statements of Income.
There was no valuation adjustment on MSRs during the six months ended June 30, 2025 or 2024.
Changes in the Company’s MSRs were as follows:
Balance at January 1, 2025
$
72,991
Sale of MSRs
(7,886)
Capitalization
4,021
Amortization
(4,587)
Balance at June 30, 2025
$
64,539
Data and key economic assumptions related to the Company’s MSRs are as follows as of the dates presented:
June 30, 2025
December 31, 2024
Unpaid principal balance
$
5,529,115
$
5,874,481
Weighted-average prepayment speed (CPR)
9.84
%
8.87
%
Estimated impact of a 10% increase
$
(2,816)
$
(3,066)
Estimated impact of a 20% increase
(5,437)
(5,941)
Discount rate
10.49
%
11.09
%
Estimated impact of a 10% increase
$
(3,193)
$
(3,924)
Estimated impact of a 20% increase
(6,151)
(7,557)
Weighted-average coupon interest rate
4.45
%
4.13
%
Weighted-average servicing fee (basis points)
34.11
36.06
Weighted-average remaining maturity (in years)
7.1
7.5
The Company recorded servicing fees of $3,001 and $3,780 for the three months ended June 30, 2025 and 2024, respectively, and $6,656 and $7,869 for the six months ended June 30, 2025 and 2024, respectively, all of which are included in “Mortgage banking income” in the Consolidated Statements of Income.
Note 9 - Employee Benefit and Deferred Compensation Plans
Notes to Consolidated Financial Statements (Unaudited)
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, and it provides retiree medical benefits, consisting of the opportunity to purchase coverage at subsidized rates under the Company’s group medical plan.
Information related to the defined benefit pension plan maintained by Renasant Bank (“Pension Benefits”) and to the post-retirement health and life plan (“Other Benefits”) as of the dates presented is as follows:
Pension Benefits
Other Benefits
Three Months Ended
Three Months Ended
June 30,
June 30,
2025
2024
2025
2024
Interest cost
$
237
$
227
$
5
$
6
Expected return on plan assets
(267)
(248)
—
—
Recognized actuarial loss (gain)
122
129
(22)
(24)
Net periodic benefit cost (return)
$
92
$
108
$
(17)
$
(18)
Pension Benefits
Other Benefits
Six Months Ended
Six Months Ended
June 30,
June 30,
2025
2024
2025
2024
Interest cost
$
474
$
454
$
10
$
11
Expected return on plan assets
(534)
(496)
—
—
Recognized actuarial loss (gain)
243
258
(44)
(47)
Net periodic benefit cost (return)
$
183
$
216
$
(34)
$
(36)
Incentive Compensation Plans
The Company maintains the 2020 Long-Term Incentive Compensation Plan, a long-term equity compensation plan that provides for the award of restricted stock and the grant of stock options. The Company awards 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 following table summarizes the changes in restricted stock as of and for the six months ended June 30, 2025:
Performance-Based Restricted Stock
Weighted Average Grant-Date Fair Value
Time-Based Restricted Stock
Weighted Average Grant-Date Fair Value
Nonvested at beginning of period
203,115
$
34.32
801,181
$
35.08
Awarded
75,644
36.17
342,020
35.24
Vested
—
—
(247,442)
37.03
Cancelled
—
—
(9,140)
35.17
Nonvested at end of period
278,759
$
34.82
886,619
$
34.60
The Company inherited a separate long-term equity compensation plan, The First Bancshares, Inc. 2007 Stock Incentive Plan (as amended, the “2007 Stock Incentive Plan”) through its merger with The First. Awards outstanding as of the date of the merger were converted into adjusted restricted stock awards in respect to Renasant common stock, subject to the same terms and conditions.
The following table summarizes the changes in restricted stock since the merger date for the three months ended June 30, 2025:
Notes to Consolidated Financial Statements (Unaudited)
Time-Based Restricted Stock
Weighted Average Grant-Date Fair Value
Nonvested at beginning of period
—
$
—
Awarded (converted)
426,321
33.93
Vested
(1,000)
33.93
Cancelled
—
—
Nonvested at end of period
425,321
$
33.93
During the six months ended June 30, 2025, the Company reissued 208,299 shares from treasury in connection with awards of restricted stock. The Company recorded total stock-based compensation expense of $4,304 and $3,374 for the three months ended June 30, 2025 and 2024, respectively, and $8,084 and $7,366 for the six months ended June 30, 2025 and 2024, respectively.
There were no stock options granted or outstanding, nor compensation expense associated with options recorded, during the six months ended June 30, 2025 or 2024.
Note 10 – Derivative Instruments
(In Thousands)
The Company uses certain derivative instruments to meet the needs of customers as well as to manage the interest rate risk associated with certain transactions.
Non-hedge derivatives
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 (which are included within the “interest rate contracts” line items in the tables below). 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.
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 and adjustable-rate residential mortgage loans. The Company also enters into forward commitments to sell residential mortgage loans to secondary market investors.
Notes to Consolidated Financial Statements (Unaudited)
The following table provides a summary of the Company’s derivatives not designated as hedging instruments as of the dates presented:
Balance Sheet
June 30, 2025
December 31, 2024
Location
Notional Amount
Fair Value
Notional Amount
Fair Value
Derivative assets:
Interest rate contracts
Other Assets
$
1,429,422
$
29,332
$
877,051
$
14,071
Interest rate lock commitments
Other Assets
165,367
2,727
64,365
861
Forward commitments
Other Assets
—
—
174,000
1,242
Totals
$
1,594,789
$
32,059
$
1,115,416
$
16,174
Derivative liabilities:
Interest rate contracts
Other Liabilities
$
1,429,734
$
29,353
$
880,371
$
14,094
Interest rate lock commitments
Other Liabilities
1,642
14
1,829
122
Forward commitments
Other Liabilities
354,000
3,397
52,000
86
Totals
$
1,785,376
$
32,764
$
934,200
$
14,302
Gains and losses included in the Consolidated Statements of Income related to the Company’s derivative financial instruments were as follows as of the dates presented:
Three Months Ended June 30,
Six Months Ended June 30,
2025
2024
2025
2024
Interest rate contracts:
Included in interest income on loans
$
6,092
$
3,239
$
8,981
$
6,430
Interest rate lock commitments:
Included in mortgage banking income
525
(420)
1,973
388
Forward commitments
Included in mortgage banking income
(2,033)
284
(4,552)
2,351
Total
$
4,584
$
3,103
$
6,402
$
9,169
Derivatives designated as cash flow hedges
Cash flow hedge relationships mitigate exposure to the variability of future cash flows or other forecasted transactions. The Company uses both interest rate swap contracts and interest rate collars in an effort to manage future interest rate exposure on borrowings and loans, respectively. The swap hedging strategy converts the variable interest rate on the forecasted borrowings to a fixed interest rate. The collar hedging strategy limits the benefit to interest income when rates exceed the cap but protects interest income from interest rate fluctuations below the floor strike rate.
The following table provides a summary of the Company’s derivatives designated as cash flow hedges as of the dates presented:
Balance Sheet
June 30, 2025
December 31, 2024
Location
Notional Amount
Fair Value
Notional Amount
Fair Value
Derivative assets:
Interest rate swaps
Other Assets
$
130,000
$
18,022
$
130,000
$
22,780
Interest rate collars
Other Assets
450,000
548
—
—
Total
$
580,000
$
18,570
$
130,000
$
22,780
Derivative liabilities:
Interest rate collars
Other Liabilities
$
—
$
—
$
450,000
$
598
Totals
$
—
$
—
$
450,000
$
598
Changes in 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
Notes to Consolidated Financial Statements (Unaudited)
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 six months ended June 30, 2025 or 2024. The impact on other comprehensive income for the six months ended June 30, 2025 and 2024 is discussed in Note 13, “Other Comprehensive Income.”
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-rate subordinated notes. The agreements convert the fixed interest rates to 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 Sheet
June 30, 2025
December 31, 2024
Location
Notional Amount
Fair Value
Notional Amount
Fair Value
Derivative liabilities:
Interest rate swaps
Other Liabilities
$
100,000
$
13,440
$
100,000
$
17,369
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 Statement
Three Months Ended June 30,
Six Months Ended June 30,
Location
2025
2024
2025
2024
Derivative liabilities:
Interest rate swaps - subordinated notes
Interest Expense
$
1,691
$
173
$
3,929
$
(1,338)
Derivative liabilities - hedged items:
Interest rate swaps - subordinated notes
Interest Expense
$
(1,691)
$
(173)
$
(3,928)
$
1,338
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 Liability
Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of the Hedged Liability
Balance Sheet Location
June 30, 2025
December 31, 2024
June 30, 2025
December 31, 2024
Long-term debt
$
85,663
$
81,648
$
13,440
$
17,369
Credit Derivatives
The Company has both bought and sold credit protection in the form of risk participation agreements. These risk participations, which meet the definition of credit derivatives, were entered into in the ordinary course of business to help its commercial customers manage their exposure to interest rate fluctuations. Risk participations in which credit protection has been purchased entitle the Company to receive a payment from the counterparty if the customer fails to make payment on any amounts due to the Company upon early termination of the swap transaction. The Company’s bought risk participation agreements have maturities between 2028 and 2030. For contracts where the Company sold credit protection, it would be required to make payment to the counterparty if the customer fails to make payment on any amounts due to the counterparty upon early termination of the swap transaction. The Company’s sold risk participation agreements have maturities between 2025 and 2030.
The maximum potential amount of future payments under these contracts as of June 30, 2025 was approximately $1,252. This scenario occurs if variable interest rates were at zero percent and all counterparties defaulted with zero recovery. The fair value of risk participation agreements at June 30, 2025 and 2024 was immaterial.
Notes to Consolidated Financial Statements (Unaudited)
Certain financial instruments, including derivatives, may be eligible for offset in the consolidated balance sheet when the “right of offset” 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 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 Assets
Offsetting Derivative Liabilities
June 30, 2025
December 31, 2024
June 30, 2025
December 31, 2024
Gross amounts recognized
$
23,925
$
34,505
$
22,191
$
28,550
Gross amounts offset in the Consolidated Balance Sheets
—
—
—
—
Net amounts presented in the Consolidated Balance Sheets
23,925
34,505
22,191
28,550
Gross amounts not offset in the Consolidated Balance Sheets
Financial instruments
18,794
27,939
18,794
27,939
Financial collateral pledged
—
—
1,321
611
Net amounts
$
5,131
$
6,566
$
2,076
$
—
Note 11 – Income Taxes
For the six months ended June 30, 2025 and 2024, the effective tax rate was 22.14% and 20.01%, respectively. The year-over-year increase in the Company’s effective tax rate was driven primarily by increases in nondeductible expenses, primarily related to the Company’s merger with The First, and increases in state taxes. The Company calculated the provision for income taxes by applying the estimated annual effective tax rate to year-to-date pre-tax income, and adjusting for discrete items that occurred during the period.
Note 12 – Fair Value Measurements
(In Thousands)
Fair Value Measurements and the Fair Level Hierarchy
Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures,” provides guidance for using fair value to measure assets and liabilities and 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).
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 at fair value. Assets and liabilities that are required to be carried at fair value on a recurring basis 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, “Financial Instruments” (“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, obligations of states and political subdivisions and mortgage-backed securities. Where quoted market prices in active markets are available, securities are classified within Level 1 of the fair value hierarchy. If
Notes to Consolidated Financial Statements (Unaudited)
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.
Derivative instruments: Most of the Company’s derivative contracts are extensively 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, interest rate collars and other interest rate contracts such as risk participations, 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 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 tables present assets and liabilities that are measured at fair value on a recurring basis as of the dates presented:
Level 1
Level 2
Level 3
Totals
June 30, 2025
Financial assets:
Securities available for sale
$
—
$
2,471,487
$
—
$
2,471,487
Derivative instruments
—
50,629
—
50,629
Mortgage loans held for sale in loans held for sale
—
356,791
—
356,791
Total financial assets
$
—
$
2,878,907
$
—
$
2,878,907
Financial liabilities:
Derivative instruments:
$
—
$
46,204
$
—
$
46,204
Level 1
Level 2
Level 3
Totals
December 31, 2024
Financial assets:
Securities available for sale
$
—
$
831,013
$
—
$
831,013
Derivative instruments
—
38,954
—
38,954
Mortgage loans held for sale in loans held for sale
—
246,171
—
246,171
Total financial assets
$
—
$
1,116,138
$
—
$
1,116,138
Financial liabilities:
Derivative instruments
$
—
$
32,268
$
—
$
32,268
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. Transfers between levels of the hierarchy are deemed to have occurred at the end of period. There were no such transfers between levels of the fair value hierarchy during the six months ended June 30, 2025.
For the six months ended June 30, 2025 and 2024, respectively, there were no 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.
Notes to Consolidated Financial Statements (Unaudited)
Nonrecurring Fair Value Measurements
Certain assets and liabilities 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 tables provide the fair value measurement for assets measured at fair value on a nonrecurring basis that were still held on the Consolidated Balance Sheets as of the dates presented and the level within the fair value hierarchy each is classified:
June 30, 2025
Level 1
Level 2
Level 3
Totals
Individually evaluated loans, net of allowance for credit losses
$
—
$
—
$
42,838
$
42,838
OREO
—
—
3,151
3,151
Total
$
—
$
—
$
45,989
$
45,989
December 31, 2024
Level 1
Level 2
Level 3
Totals
Individually evaluated loans, net of allowance for credit losses
$
—
$
—
$
38,374
$
38,374
OREO
—
—
$
3,666
3,666
Total
$
—
$
—
$
42,040
$
42,040
The following methods and assumptions are used by the Company to estimate the fair values of the Company’s financial assets measured on a nonrecurring basis:
Individually evaluated loans: Individually evaluated loans are reviewed and evaluated for credit losses on at least a quarterly basis for additional impairment and adjusted accordingly, 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. Individually evaluated loans that were measured or re-measured at fair value had a carrying value of $65,862 and $53,157 at June 30, 2025 and December 31, 2024, respectively, and a specific reserve for these loans of $23,024 and $14,782 was included in the allowance for credit losses as of such dates.
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 on the Consolidated Balance Sheets at period-end:
June 30, 2025
December 31, 2024
Carrying amount prior to remeasurement
$
3,736
$
4,038
Impairment recognized in results of operations
(585)
(372)
Fair value
$
3,151
$
3,666
Mortgage servicing rights: 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’s assumptions, mortgage servicing rights are classified within Level 3 of the fair value hierarchy. Mortgage servicing rights were carried at amortized cost at June 30, 2025 and December 31, 2024. There were no valuation adjustments on MSRs during the six months ended June 30, 2025 or 2024.
Notes to Consolidated Financial Statements (Unaudited)
The following table presents information as of June 30, 2025 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
Individually evaluated loans, net of allowance for credit losses
$
42,838
Appraised value of collateral less estimated costs to sell
Estimated costs to sell
4-10%
OREO
$
3,151
Appraised value of property less estimated costs to sell
Estimated costs to sell
4-10%
Fair Value Option
The Company has elected to measure all mortgage loans held for sale 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.
A net gain of $5,209 and net loss of $251 resulting from fair value changes of these mortgage loans were recorded in income during the six months ended June 30, 2025 and 2024, respectively. These 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.
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 June 30, 2025 and December 31, 2024:
Aggregate Fair Value
Aggregate Unpaid Principal Balance
Difference
June 30, 2025
Mortgage loans held for sale measured at fair value
$
356,791
$
349,629
$
7,162
December 31, 2024
Mortgage loans held for sale measured at fair value
$
246,171
$
244,218
$
1,953
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:
Notes to Consolidated Financial Statements (Unaudited)
Note 14 – Net Income Per Common Share
(In Thousands, Except Share and Per 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 service-based restricted stock awards fully vested, calculated in accordance with the treasury method. Basic and diluted net income per common share calculations are as follows for the periods presented:
Three Months Ended
June 30,
2025
2024
Basic
Net income applicable to common stock
$
1,018
$
38,846
Average common shares outstanding
94,580,927
56,342,909
Net income per common share - basic
$
0.01
$
0.69
Diluted
Net income applicable to common stock
$
1,018
$
38,846
Average common shares outstanding
94,580,927
56,342,909
Effect of dilutive stock-based compensation
555,233
341,717
Average common shares outstanding - diluted
95,136,160
56,684,626
Net income per common share - diluted
$
0.01
$
0.69
Six Months Ended
June 30,
2025
2024
Basic
Net income applicable to common stock
$
42,536
$
78,255
Average common shares outstanding
79,209,073
56,275,628
Net income per common share - basic
$
0.54
$
1.39
Diluted
Net income applicable to common stock
$
42,536
$
78,255
Average common shares outstanding
79,209,073
56,275,628
Effect of dilutive stock-based compensation
462,702
332,319
Average common shares outstanding - diluted
79,671,775
56,607,947
Net income per common share - diluted
$
0.53
$
1.38
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:
Notes to Consolidated Financial Statements (Unaudited)
Note 15 – 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 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:
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 capitalized
5% or above
6.5% or above
8% or above
10% or above
Adequately capitalized
4% or above
4.5% or above
6% or above
8% or above
Undercapitalized
Less than 4%
Less than 4.5%
Less than 6%
Less than 8%
Significantly undercapitalized
Less 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, risk-based capital and leverage ratios for the Company and for the Bank as of the dates presented:
June 30, 2025
December 31, 2024
Amount
Ratio
Amount
Ratio
Renasant Corporation
Tier 1 Capital to Average Assets (Leverage)
$
2,314,564
9.36
%
$
1,935,522
11.34
%
Common Equity Tier 1 Capital to Risk-Weighted Assets
2,314,564
11.08
%
1,825,197
12.73
%
Tier 1 Capital to Risk-Weighted Assets
2,314,564
11.08
%
1,935,522
13.50
%
Total Capital to Risk-Weighted Assets
3,128,661
14.97
%
2,449,129
17.08
%
Renasant Bank
Tier 1 Capital to Average Assets (Leverage)
$
2,480,714
10.05
%
$
1,843,123
10.80
%
Common Equity Tier 1 Capital to Risk-Weighted Assets
2,480,714
11.88
%
1,843,123
12.85
%
Tier 1 Capital to Risk-Weighted Assets
2,480,714
11.88
%
1,843,123
12.85
%
Total Capital to Risk-Weighted Assets
2,742,024
13.13
%
2,022,737
14.10
%
The Company elected to take advantage of transitional relief offered by the Federal Reserve and the FDIC to delay for two years the estimated impact of ASC Topic 326, “Financial Instruments - Credit Losses” (“ASC 326”), often referred to as CECL, on regulatory capital, followed by a three-year transitional period to phase out the capital benefit provided by the two-year delay. The three-year transitional period began on January 1, 2022; the Company’s and the Bank’s capital ratios at June 30, 2025 now fully reflect the impact of ASC 326.
Note 16 – 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-sized businesses including checking and savings accounts, business and personal loans, asset-based lending, factoring, equipment leasing and treasury management services, as well as safe deposit and night depository facilities.
Notes to Consolidated Financial Statements (Unaudited)
•The Wealth Management segment, through the Trust division, offers a broad range of fiduciary services including the administration (as trustee or in other fiduciary or representative capacities) of benefit plans, management of trust accounts, inclusive of personal and corporate benefit accounts, and custodial accounts, as well as accounting and money management for trust accounts. In addition, the Wealth Management segment, through 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.
For periods prior to the third quarter of 2024, the Company maintained an Insurance segment that included a full service insurance agency. Effective July 1, 2024, the Bank sold substantially all of the assets of its Insurance segment.
The Company’s reportable segments are determined by the Chief Executive Officer, who is the designated chief operating decision maker (“CODM”), based upon information provided about the Company’s products and services. The CODM evaluates the financial performance of the segments by evaluating revenue streams, significant expenses and budget to actual results, and provides guidance in strategy and the allocation of resources.
In order to give the CODM a more precise indication of the income and expenses controlled by each segment, the results of operations for each segment reflect its own direct revenues and expenses. 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 that are necessary for purposes of reconciling to the consolidated amounts. Accounting policies for each segment are the same as those described in Note 1, “Significant Accounting Policies,” in the Notes to the Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on February 26, 2025.
The following tables provide financial information for the Company’s operating segments as of and for the periods presented:
Notes to Consolidated Financial Statements (Unaudited)
(1) Other segment expenses for Community Banks include data processing, other real estate owned, legal and professional fees, advertising and public relations, intangible amortization, communications, merger and conversion related expenses and other miscellaneous expenses. Other segment expenses for Wealth Management include data processing, legal and professional fees, advertising and public relations, intangible amortization, communications and other miscellaneous expenses.
(2) Other segment expenses for Community Banks include data processing, other real estate owned, legal and professional fees, advertising and public relations, intangible amortization, communications and other miscellaneous expenses. Other segment expenses for Insurance included data processing, legal and professional fees, advertising and public relations, communications and other miscellaneous expenses. Other segment expenses for Wealth Management include data processing, legal and professional fees, advertising and public relations, intangible amortization, communications and other miscellaneous expenses.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(In Thousands, Except Share Data)
This Form 10-Q may contain or incorporate by reference statements regarding Renasant Corporation (referred to herein as the “Company”, “Renasant”, “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. Statements preceded by, followed by or that otherwise include the words “believes,” “expects”, “projects,” “anticipates,” “intends,” “estimates,” “plans,” “potential,” “focus,” “possible,” “may increase,” “may fluctuate,” “will likely result,” and similar expressions, or future or conditional verbs such as “will,” “should,” “would” and “could,” are generally forward-looking in nature and not historical facts. Forward-looking statements include information about the Company’s future financial performance, business strategy, projected plans and objectives and are based on the current beliefs and expectations of management. The Company’s management believes these 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 the Company’s control. 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 may differ from those indicated or implied in the forward-looking statements, and such differences may be material. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties 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: (i) the Company’s ability to efficiently integrate acquisitions (including its recently-completed merger with The First Bancshares, Inc. (“The First”)) 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 (including the possibility that such cost savings will not be realized when expected, or at all, as a result of the impact of, or challenges arising from, the integration of the acquired assets and assumed liabilities into the Company, potential adverse reactions or changes to business or employee relationships, or as a result of other unexpected factors or events); (ii) potential exposure to unknown or contingent risks and liabilities we have acquired, or may acquire, or target for acquisition, including in connection with the Company’s merger with The First; (iii) the effect of economic conditions and interest rates on a national, regional or international basis; (iv) timing and success of the implementation of changes in operations to achieve enhanced earnings or effect cost savings; (v) competitive pressures in the consumer finance, commercial finance, financial services, asset management, retail banking, factoring, mortgage lending and auto lending industries; (vi) the financial resources of, and products available from, competitors; (vii) changes in laws and regulations as well as changes in accounting standards; (viii) changes in governmental and regulatory policy, whether applicable specifically to financial institutions or impacting the United States generally (such as, for example, changes in trade policy); (ix) increased scrutiny by, and/or additional regulatory requirements of, regulatory agencies as a result of the Company’s merger with The First; (x) changes in the securities and foreign exchange markets; (xi) the Company’s potential growth, including its entrance or expansion into new markets, and the need for sufficient capital to support that growth; (xii) changes in the quality or composition of the Company’s loan or investment securities portfolios, including adverse developments in borrower industries or in the repayment ability of individual borrowers or issuers of investment securities, or the impact of interest rates on the value of our investment portfolio; (xiii) an insufficient allowance for credit losses as a result of inaccurate assumptions; (xiv) changes in the sources and costs of the capital we use to make loans and otherwise fund our operations, due to deposit outflows, changes in the mix of deposits and the cost and availability of borrowings; (xv) general economic, market or business conditions, including the impact of inflation; (xvi) changes in demand for loan and deposit products and other financial services; (xvii) concentrations of credit or deposit exposure; (xviii) changes or the lack of changes in interest rates, yield curves and interest rate spread relationships; (xix) increased cybersecurity risk, including potential network breaches, business disruptions or financial losses; (xx) civil unrest, natural disasters, epidemics and other catastrophic events in the Company’s geographic area; (xxi) geopolitical conditions, including acts or threats of terrorism and actions taken by the United States or other governments in response to acts or threats of terrorism and/or military conflicts, which could impact business and economic conditions in the United States and abroad; (xxii) the impact, extent and timing of technological changes; and (xxiii) other circumstances, many of which are beyond management’s control. Management believes that the assumptions underlying the Company’s forward-looking statements are reasonable, but any of the assumptions could prove to be inaccurate.
The Company undertakes 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, the occurrence of unanticipated events or changes to future operating results over time, except as required by federal securities laws.
The following discussion provides details regarding the changes in significant balance sheet accounts at June 30, 2025 compared to December 31, 2024.
Mergers and Acquisitions
On April 1, 2025 the Company completed its merger with The First. At closing, The First merged with and into the Company, with the Company the surviving corporation in the merger; immediately thereafter, The First Bank merged with and into Renasant Bank, with Renasant Bank the surviving banking corporation in the merger. For more information, including the fair value of assets acquired and liabilities assumed, see Note 2, “Mergers and Acquisitions,” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements, in this report.
Assets
Total assets were $26,624,975 at June 30, 2025, compared to $18,034,868 at December 31, 2024. The acquisition of The First increased total assets $7,988,327 at April 1, 2025.
Investments
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 certain types of borrowings. The securities portfolio also serves as an outlet to deploy excess liquidity and generate interest income rather than hold 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 as of the dates presented:
June 30, 2025
December 31, 2024
Balance
Percentage of Portfolio
Balance
Percentage of Portfolio
Obligations of states and political subdivisions
$
548,044
15.45
%
$
302,596
15.46
%
Mortgage-backed securities
2,578,032
72.65
1,472,918
75.26
Other debt securities
422,260
11.90
181,643
9.28
$
3,548,336
100.00
%
$
1,957,157
100.00
%
Allowance for credit losses - held to maturity securities
(32)
(32)
Securities, net of allowance for credit losses
$
3,548,304
$
1,957,125
The merger with The First contributed approximately $1,457,203 to the securities portfolio at April 1, 2025. The Company purchased $946,095 and $52,679 in investment securities during the six months ended June 30, 2025 and 2024, respectively.
Proceeds from maturities, calls and principal payments on securities during the first six months of 2025 totaled $165,377. Shortly after the merger with The First, certain securities from the acquired portfolio were sold at carrying value, resulting in net proceeds of $686,485. No gain or loss on sales of securities was recorded in the first half of 2025. Proceeds from the maturities, calls and principal payments on securities during the first six months of 2024 totaled $93,085. During the first quarter of 2024, the Company sold from the available for sale portfolio municipal securities, residential mortgage backed securities and commercial mortgage backed securities for net proceeds of $177,185. The Company intended to sell these securities as of December 31, 2023; therefore, the Company impaired the securities and recognized the loss in net income as of December 31, 2023. The carrying value of the securities immediately prior to the impairment was $196,537, and the impairment charge was $19,352. No loss on sales of securities was recorded in the first six months of 2024.
During the third quarter of 2022, the Company transferred, at fair value, $882,927 of securities from the available for sale portfolio to the held to maturity portfolio as the Company has the intent and ability to hold these securities until their maturity. The related net unrealized losses of $99,675 (after tax losses 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. At June 30, 2025, the net unrealized after tax losses remaining to be amortized in accumulated other comprehensive income (loss) was $44,668. No gains or losses were recognized at the time of transfer.
For more information about the Company’s security portfolio, see Note 3, “Securities,” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements, in this report.
Loans held for sale, which consist of residential mortgage loans being held until they are sold in the secondary market, were $356,791 at June 30, 2025, as compared to $246,171 at December 31, 2024. Mortgage loans 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 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. Our standard practice is to sell the loans 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
Total loans, excluding loans held for sale, were $18,563,447 at June 30, 2025 and $12,885,020 at December 31, 2024. The acquisition of The First increased total loans $5,196,239 at April 1, 2025.
The table below sets forth the balance of loans outstanding, net of unearned income and excluding loans held for sale, by loan type and the percentage of each loan type to total loans as of the dates presented:
June 30, 2025
December 31, 2024
Total Loans
Percentage of Total Loans
Total Loans
Percentage of Total Loans
Commercial, financial, agricultural
$
2,666,923
14.37
%
$
1,885,817
14.64
%
Lease financing, net of unearned income
89,568
0.48
90,591
0.70
Real estate – construction:
Residential
380,040
2.05
256,655
1.99
Commercial
959,927
5.17
836,998
6.50
Total real estate – construction
1,339,967
7.22
1,093,653
8.49
Real estate – 1-4 family mortgage:
Primary
3,082,720
16.61
2,428,076
18.84
Home equity
722,389
3.89
544,158
4.22
Rental/investment
843,334
4.54
402,938
3.13
Land development
226,236
1.22
113,705
0.88
Total real estate – 1-4 family mortgage
4,874,679
26.26
3,488,877
27.07
Real estate – commercial mortgage:
Owner-occupied
3,288,006
17.71
1,894,679
14.70
Non-owner occupied
5,953,136
32.07
4,226,937
32.81
Land development
228,992
1.23
114,452
0.89
Total real estate – commercial mortgage
9,470,134
51.01
6,236,068
48.40
Installment loans to individuals
122,176
0.66
90,014
0.70
Total loans, net of unearned income
$
18,563,447
100.00
%
$
12,885,020
100.00
%
Loan concentrations are considered to exist when there are loans to a number of borrowers engaged in similar activities that would cause them to be similarly impacted by economic or other conditions. At June 30, 2025, there were no concentrations of loans exceeding 10% of total loans other than loans disclosed in the table above. Non-owner occupied commercial mortgage term loans was the largest concentration and comprised 32.07% of total loans at June 30, 2025. The following table presents the loan segments, determined by collateral type, within the non-owner occupied commercial mortgage loan category as of the date presented.
Total non-owner occupied commercial mortgage term loans
$
5,953,136
$
1,894
32.07
%
54
%
0.07
%
0.82
%
Bank-owned life insurance
The Company holds bank-owned life insurance policies (“BOLI”) on certain employees. The carrying value of these policies was $486,613 and $391,810 at June 30, 2025 and December 31, 2024, respectively. The Company acquired $146,601 of BOLI as a result of its merger with The First. The Company elected to surrender $56,255 of BOLI with below market yields during the first quarter of 2025. The proceeds were deployed into higher yielding assets.
Deposits
The Company relies on deposits as its primary source of funds. Total deposits were $21,582,637 and $14,572,612 at June 30, 2025 and December 31, 2024, respectively. Noninterest-bearing deposits were $5,356,153 and $3,403,981 at June 30, 2025 and December 31, 2024, respectively, while interest-bearing deposits were $16,226,484 and $11,168,631 at June 30, 2025 and December 31, 2024, respectively. The merger with The First increased total deposits at April 1, 2025 by $6,449,394, which consisted of $1,787,866 and $4,661,527 of noninterest-bearing deposit and interest-bearing deposits, respectively.
Management continues to focus on growing and maintaining a stable source of funding, specifically noninterest-bearing deposits and other core deposits (that is, deposits excluding brokered deposits and time deposits greater than $250,000). Noninterest-bearing deposits represented 24.82% of total deposits at June 30, 2025, as compared to 23.36% of total deposits at December 31, 2024. The slight increase in noninterest-bearing deposits as a percentage of total deposits was driven by the seasonal inflow of public fund deposits as well as the acquisition of The First as its noninterest-bearing deposits represented 27.72% of its total deposits on the date of acquisition. Under certain circumstances, management may elect to acquire non-core deposits (in the form of brokered deposits) 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 of the deposits and how those terms assist us in mitigating interest rate risk, maintaining our liquidity position and managing our net interest margin; business factors, described in the following paragraph, may lead us to obtain public deposits. Accordingly, funds are acquired to meet anticipated funding needs at the rate and with other terms that, in management’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. Because public fund deposits are obtained through a bid process, these deposit balances may fluctuate as competitive and market forces change. Although the Company has focused on growing stable sources of deposits to reduce reliance on public fund deposits, it participates in the bidding process for public fund deposits when pricing and other terms make it reasonable 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 were $3,916,060 and $2,256,461 at June 30, 2025 and December 31, 2024, respectively, and represented 18.14% and 15.48% of total deposits as of June 30, 2025 and December 31, 2024, respectively.
Total borrowings may include federal funds purchased, securities sold under agreements to repurchase, advances from the Federal Home Loan Bank of Dallas (the “FHLB”), borrowings from the Federal Reserve Discount Window, subordinated notes and junior subordinated debentures 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 consist of federal funds purchased, securities sold under agreements to repurchase, and short-term FHLB advances. As a result of the acquisition of The First, short-term borrowings from the FHLB increased $298,250. The following table presents our short-term borrowings by type as of the dates presented:
June 30, 2025
December 31, 2024
Security repurchase agreements
$
5,349
$
8,018
Short-term borrowings from the FHLB
400,000
100,000
$
405,349
$
108,018
Long-term debt typically consists of long-term FHLB advances, our junior subordinated debentures and our subordinated notes. The Company acquired through its merger with The First subordinated notes and junior subordinated notes in the amounts of $95,262 and $25,653, respectively. The following table presents our long-term debt by type as of the dates presented:
June 30, 2025
December 31, 2024
Junior subordinated debentures
$
140,079
$
113,916
Subordinated notes
416,896
316,698
$
556,975
$
430,614
Long-term funds obtained from the FHLB are used to match-fund fixed rate loans in order to minimize interest rate risk and to meet day-to-day liquidity needs, particularly when the cost of such borrowing compares favorably to the rates that we would be required to pay to attract deposits (which has not been the case in recent periods). Advances from the FHLB are collateralized by a blanket lien on the Bank’s loans. The Company had $5,067,251 of availability on unused lines of credit with the FHLB at June 30, 2025, as compared to $4,004,630 at December 31, 2024. The Company also had credit available at the Federal Reserve Discount Window in the amount of $636,245.
The Company has issued subordinated notes, and the Company owns the outstanding common securities of business trusts that issued corporation-obligated mandatorily redeemable preferred capital securities to third-party investors, the proceeds of which were used to buy floating rate junior subordinated debentures issued by the Company (or by companies that the Company subsequently acquired). The proceeds generated by the Company’s subordinated notes and trust preferred securities transactions have been used 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 Renasant Bank as regulatory capital. The subordinated notes and trust preferred securities qualify as Tier 2 capital under current regulatory guidelines.
Results of Operations
Net Income
Net income for the second quarter of 2025 was $1,018 compared to net income of $38,846 for the second quarter of 2024. Basic and diluted earnings per share (“EPS”) for the second quarter of 2025 were $0.01, as compared to basic and diluted EPS of $0.69 for the second quarter of 2024. Net income for the six months ended June 30, 2025, was $42,536 compared to net income of $78,255 for the same period in 2024. Basic and diluted EPS were $0.54 and $0.53, respectively for the first six months of 2025 as compared to $1.39 and $1.38 for the first six months of 2024.
From time to time, the Company incurs expenses and charges or recognizes valuation adjustments in connection with certain transactions with respect to which management is unable to accurately predict when these items will be incurred or, when incurred, the amount of such items. The following table presents the impact of these items on reported EPS for the dates presented.
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 82.17% of total revenue (i.e., net interest income on a fully taxable equivalent basis and noninterest income) for the second quarter of 2025. The primary concerns in managing net interest income are the volume, mix and repricing of assets and liabilities.
Net interest income was $218,859 and $353,056 for the three and six months ended June 30, 2025, as compared to $125,026 and $248,316 for the same period in 2024. On a tax equivalent basis, net interest income was $222,717 and $360,149 for the three and six months ended June 30, 2025, as compared to $127,598 and $253,448 for the same period in 2024.
The following tables set 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 paid on each such category on a tax-equivalent basis for the periods presented:
(1)U.S. Government and some U.S. Government Agency securities are tax-exempt in the states in which the Company operates.
(2)Interest-bearing demand deposits include interest-bearing transactional accounts and money market deposits.
The average balances of nonaccruing assets are included in the tables above. 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%.
Net interest margin and net interest income are influenced by internal and external factors. Internal factors include balance sheet changes in volume and mix and pricing decisions. External factors include changes in market interest rates, competition and other factors affecting the banking industry in general, and the shape of the interest rate yield curve. The addition of The First’s loan portfolio, strong organic loan growth and the Federal Reserve lowering the federal funds rate by 100 basis points in the second half of 2024 were the largest contributing factors to the increase in net interest income for the three and six months ended June 30, 2025, as compared to the same periods in 2024. The lower interest rates, and the addition of The First’s deposits generated a positive impact to both the cost and mix of our funding sources. The Company has continued its efforts to mitigate increases in the cost of funding due to competition or otherwise through maintaining noninterest-bearing deposits and staying disciplined yet competitive in pricing on interest-bearing deposits in the current rate environment.
The following tables set 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 three and six months ended June 30, 2025, as compared to the same periods in 2024 (the changes attributable to the combined impact of yield/rate and volume have been allocated on a pro-rata basis using the absolute value of amounts calculated):
Three Months Ended June 30, 2025 Compared to the Three Months Ended June 30, 2024
Volume
Rate
Net
Interest income:
Loans held for investment
$
97,032
$
7,132
$
104,164
Loans held for sale
1,093
16
1,109
Securities:
Taxable
8,479
7,180
15,659
Tax-exempt
1,491
1,367
2,858
Interest-bearing balances with banks
3,379
(2,196)
1,183
Total interest-earning assets
111,474
13,499
124,973
Interest expense:
Interest-bearing demand deposits
28,710
(8,300)
20,410
Savings deposits
391
(88)
303
Brokered deposits
(3,944)
—
(3,944)
Time deposits
9,387
(1,856)
7,531
Borrowed funds
5,728
(174)
5,554
Total interest-bearing liabilities
40,272
(10,418)
29,854
Change in net interest income
$
71,202
$
23,917
$
95,119
Six months ended June 30, 2025 Compared to the Six Months Ended June 30, 2024
Volume
Rate
Net
Interest income:
Loans held for investment
$
101,604
$
7,424
$
109,028
Loans held for sale
1,781
28
1,809
Securities:
Taxable
7,676
9,449
17,125
Tax-exempt
1,249
1,547
2,796
Interest-bearing balances with banks
3,824
(1,783)
2,041
Total interest-earning assets
116,134
16,665
132,799
Interest expense:
Interest-bearing demand deposits
26,122
(3,502)
22,620
Savings deposits
293
(9)
284
Brokered deposits
(9,931)
—
(9,931)
Time deposits
8,656
(556)
8,100
Borrowed funds
5,087
(62)
5,025
Total interest-bearing liabilities
30,227
(4,129)
26,098
Change in net interest income
$
85,907
$
20,794
$
106,701
Interest income, on a tax equivalent basis, was $347,756 and $571,321 for the three and six months ended June 30, 2025, as compared to $222,783 and $438,522 for the same period in 2024. The increase in interest income, on a tax equivalent basis, for the three and six months ended June 30, 2025, as compared to the same time periods in 2024 is due primarily to the addition of The First’s loan portfolio.
The following tables present the percentage of total average earning assets, by type and yield, for the periods presented:
Percentage of Total Average Earning Assets
Yield
Three Months Ended
Three Months Ended
June 30,
June 30,
2025
2024
2025
2024
Loans held for investment
79.49
%
81.20
%
6.63
%
6.41
%
Loans held for sale
1.24
1.42
6.45
6.42
Securities
15.38
13.53
3.28
2.04
Other
3.89
3.85
4.03
5.32
Total earning assets
100.00
%
100.00
%
6.01
%
5.77
%
Percentage of Total Average Earning Assets
Yield
Six Months Ended
Six Months Ended
June 30,
June 30,
2025
2024
2025
2024
Loans held for investment
79.84
%
81.16
%
6.47
%
6.35
%
Loans held for sale
1.24
1.22
6.25
6.22
Securities
14.53
13.83
2.94
2.04
Interest-bearing balances with banks
4.39
3.79
4.13
5.40
Total earning assets
100.00
%
100.00
%
5.84
%
5.72
%
For the second quarter of 2025, interest income on loans held for investment, on a tax equivalent basis, increased $104,164 to $304,834 from $200,670 for the same period in 2024. For the six months ended June 30, 2025, interest income on loans held for investment, on a tax equivalent basis, increased $109,028 to $504,338 from $395,310 in the same period of 2024. Driven largely by the addition of $5,196,239 in loans held for investment through our merger with The First on April l, 2025, the year-to-date average balance of loans held for investment increased $3,230,762 from June 2024, thereby resulting in the increase in interest income on loans held for investment for the three and six months ended June 30, 2025, as compared to the same periods in 2024.
The impact from interest income collected on problem loans and purchase accounting adjustments on loans to total interest income on loans held for investment, loan yield and net interest margin is shown in the following table for the periods presented.
Three Months Ended
Six Months Ended
June 30,
June 30,
2025
2024
2025
2024
Net interest income collected on problem loans
$
2,779
$
(146)
$
3,805
$
(23)
Accretable yield recognized on purchased loans
17,834
897
18,392
1,697
Total impact to interest income on loans
$
20,613
$
751
$
22,197
$
1,674
Impact to loan yield
0.45
%
0.02
%
0.29
%
0.03
%
Impact to net interest margin
0.27
%
0.02
%
0.17
%
0.02
%
Interest income on loans held for sale (consisting of mortgage loans held for sale) increased $1,109 to $4,639 for the second quarter of 2025 from $3,530 for the same period in 2024. Interest income on loans held for sale (consisting of mortgage loans held for sale) for the six months ended June 30, 2025 was $7,647 as compared to $5,838 for the same period in 2024.
Investment income, on a tax equivalent basis, increased $18,517 to $29,226 for the second quarter of 2025 from $10,709 for the second quarter of 2024, primarily due to the acquisition of The First’s investment portfolio. Investment income, on a tax equivalent basis, increased $19,921 to $41,640 for the six months ended June 30, 2025 from $21,719 for the same period in 2024. The tax equivalent yield on the investment portfolio for the second quarter of 2025 was 3.28%, up 124 basis points from
2.04% for the same period in 2024. The tax equivalent yield on the investment portfolio for the six months ended June 30, 2025 was 2.94%, up 90 basis points from 2.04% for the same period in 2024.
Interest expense was $125,039 for the second quarter of 2025 as compared to $95,185 for the same period in 2024. Interest expense for the six months ended June 30, 2025 was $211,172 as compared to $185,074 for the same period in 2024. The increase in interest expense was primarily due to the assumption of The First’s deposits and borrowed funds.
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 the periods presented:
Percentage of Total Average Deposits and Borrowed Funds
Cost of Funds
Three Months Ended
Three Months Ended
June 30,
June 30,
2025
2024
2025
2024
Noninterest-bearing demand
23.59
%
23.69
%
—
%
—
%
Interest-bearing demand
50.44
47.90
2.74
3.17
Savings
5.96
5.67
0.31
0.35
Brokered deposits
—
1.99
—
5.37
Time deposits
15.34
16.80
4.05
4.34
Short term borrowings
2.10
0.93
3.72
1.92
Subordinated notes
1.94
2.25
5.70
5.50
Other borrowed funds
0.63
0.77
7.66
8.24
Total deposits and borrowed funds
100.00
%
100.00
%
2.26
%
2.58
%
Percentage of Total Average Deposits and Borrowed Funds
Cost of Funds
Six Months Ended
Six Months Ended
June 30,
June 30,
2025
2024
2025
2024
Noninterest-bearing demand
23.19
%
23.85
%
—
%
—
%
Interest-bearing demand
51.04
47.67
2.78
3.10
Savings
5.73
5.77
0.33
0.34
Brokered deposits
—
2.51
—
5.38
Time deposits
15.77
16.31
3.99
4.20
Short-term borrowings
1.54
0.86
3.19
1.59
Subordinated notes
2.05
2.26
5.46
5.51
Other long term borrowings
0.68
0.77
7.76
8.26
Total deposits and borrowed funds
100.00
%
100.00
%
2.28
%
2.52
%
Interest expense on deposits was $111,921 and $87,621 for the three months ended June 30, 2025 and 2024, respectively, and the cost of total deposits was 2.12% and 2.47% for the same respective periods. The increase in deposit expense and decrease in cost is attributable to the acquisition of The First’s deposits. The cost of total deposits was also affected by the Federal Reserve’s rate cuts during the second half of 2024. As liquidity risks abated, the Company also repaid advances and allowed brokered deposits to mature, which lowered our deposit costs. The Company has continued its efforts to maintain non-interest bearing deposits. Low cost deposits continue to be the preferred choice of funding; however, the Company may rely on brokered deposits or wholesale borrowings when advantageous or otherwise deemed advisable due to market conditions.
Interest expense on total borrowings was $13,118 and $7,564 for the three months ended June 30, 2025 and 2024, respectively. Interest expense on total borrowings was $19,865 and $14,840 for the six months ended June 30, 2025 and 2024, respectively. The increase in interest expense on borrowings is a result of the merger with The First.
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.
Total noninterest income includes fees generated from deposit services and other fees and commissions, income from our wealth management and mortgage banking operations, realized gains and losses 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 revenue sources. Noninterest income was $48,334 for the second quarter of 2025 as compared to $38,762 for the same period in 2024. Noninterest income was $84,729 for the six months ended June 30, 2025 as compared to $80,143 for the same period in 2024. The increase in noninterest income for both the three and six months ended June 30, 2025 was primarily driven by the additional income associated with the acquisition of The First’s operations.
Service charges on deposit accounts include maintenance fees on accounts, per item charges, account enhancement charges for additional packaged benefits and overdraft fees (which encompasses traditional overdraft fees as well as non-sufficient funds fees). Service charges on deposit accounts were $13,618 and $10,286 for the second quarter of 2025 and 2024, respectively, and $23,982 and $20,792 for the six months ended June 30, 2025 and 2024, respectively. Overdraft fees, the largest component of service charges on deposits, were $6,759 for the three months ended June 30, 2025, as compared to $5,003 for the same period in 2024. These fees were $11,900 for the six months ended June 30, 2025 compared to $10,259 for the same period in 2024.
Fees and commissions were $6,650 during the second quarter of 2025 as compared to $3,944 for the same period in 2024, and were $10,437 for the first six months of 2025 as compared to $7,893 for the same period in 2024. Fees and commissions include fees related to deposit services, such as ATM fees and interchange fees on debit card transactions, and lending services, such as collateral management fees and unused commitment fees. For the second quarter of 2025, interchange fees were $4,194 as compared to $2,321 for the same period in 2024. Interchange fees were $6,207 for the six months ended June 30, 2025 as compared to $4,451 for the same period in 2024.
Our Wealth Management segment has two 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, 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 $7,345 for the second quarter of 2025 compared to $5,684 for the same period in 2024, and was $14,412 for the six months ended June 30, 2025 compared to $11,353 for the same period in 2024. The market value of assets under management or administration was $7,347,104 and $5,502,476 at June 30, 2025 and June 30, 2024, respectively. The Company acquired approximately $471,000 of assets under management through its merger with The First.
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. Interest rate lock commitments and originations of mortgage loans to be sold totaled $679,633 and $491,627, respectively, in the second quarter of 2025 compared to $560,303 and $380,707, respectively, for the same period in 2024. The increase in interest rate lock commitments for the three months ended June 30, 2025 as compared to the same period in 2024 was due to the slight decrease in mortgage interest rates during the first quarter of 2025 as compared to the same period in 2024. Interest rate lock commitments and originations of mortgage loans to be sold totaled $1,311,758 and $794,785 in the six months ended June 30, 2025 compared to $1,004,601 and $643,131 for the same period in 2024. The high rates in 2024 significantly dampened demand for mortgages nationwide. In the second quarter of 2025 and the first quarter of 2024, the Company sold a portion of its mortgage servicing rights portfolio with a carrying value of $7,886 and $19,539, respectively, for a pre-tax gain of $1,467 and $3,472, respectively. The table below presents the components of mortgage banking income included in noninterest income for the periods presented.
(1)Gain on sales of loans, net includes pipeline fair value adjustments
(2)Mortgage servicing income, net includes gain on sale of MSR
BOLI income is derived from changes in the cash surrender value of the bank-owned life insurance policies and proceeds received upon the death of covered individuals. BOLI income was $3,383 for the three months ended June 30, 2025 as compared to $2,701 for the same period in 2024, and $6,312 for the six months ended June 30, 2025 as compared to $5,392 for the same period in 2024. The increase in BOLI income is primarily due to the acquisition of BOLI from The First with a cash surrender value of $146,601.
Other noninterest income was $6,075 and $3,691 for the three months ended June 30, 2025 and 2024, respectively, and was $10,176 and $8,115 for the six months ended June 30, 2025 and 2024, respectively. Other noninterest income includes income from our SBA banking division, our capital markets division and other miscellaneous income and can fluctuate based on production in our SBA banking and capital markets divisions and recognition of other seasonal income items.
Noninterest Expense
Noninterest Expense to Average Assets
Three Months Ended June 30,
Six Months Ended June 30,
2025
2024
2025
2024
2.81%
2.59%
2.71%
2.62%
Noninterest expense was $183,204 and $111,976 for the second quarter of 2025 and 2024, respectively, and was $297,080 and $224,888 for the six months ended June 30, 2025 and 2024, respectively. The increase is primarily due to $21,270 in expenses relating to the merger with The First and additional expenses associated with the operations of The First.
Salaries and employee benefits increased $28,811 to $99,542 for the second quarter of 2025 as compared to $70,731 for the same period in 2024. Salaries and employee benefits increased $29,298 to $171,499 for the six months ended June 30, 2025 as compared to $142,201 for the same period in 2024. The increase in salaries and employee benefits is primarily attributable to the addition of The First employees, and to a lesser extent to annual merit increases implemented in April 2025.
Data processing costs were $5,438 in the second quarter of 2025 as compared to $3,945 for the same period in 2024 and were $9,527 for the six months ended June 30, 2025 as compared to $7,752 for the same period in 2024. The increase in data processing costs is attributable to the acquisition of The First and the cost associated with operating two core systems. Core systems were converted during the third quarter of 2025. The Company continues to examine new and existing contracts to negotiate favorable terms to offset the increased variable cost components of our data processing costs, such as new accounts and increased transaction volume.
Net occupancy and equipment expense for the second quarter of 2025 was $17,359, as compared to $11,844 for the same period in 2024. These expenses for the first six months of 2025 were $29,113, as compared to $23,233 for the same period in 2024. The increase in net occupancy and equipment expense is primarily due to the additional locations and assets attributable to the merger with The First.
Professional fees include fees for legal and accounting services, such as routine litigation matters, external audit services as well as assistance in complying with newly-enacted and existing banking and other governmental regulations. Professional fees were $4,223 for the second quarter of 2025 as compared to $3,195 for the same period in 2024 and were $7,107 for the six months ended June 30, 2025 as compared to $6,543 for the same period in 2024.
Advertising and public relations expense was $4,490 for the second quarter of 2025 as compared to $3,807 for the same period in 2024 and was $8,787 for the six months ended June 30, 2025 as compared to $8,693 for the same period in 2024. During the six months ended June 30, 2025 and 2024, the Company contributed approximately $925 and $1,305, respectively, to charitable organizations throughout Mississippi and Georgia, which contributions are included in our advertising and public relations expense, for which it received a dollar-for-dollar tax credit.
Amortization of intangible assets totaled $8,884 and $1,186 for the second quarter of 2025 and 2024, respectively, and $9,964 and $2,398 for the six months ended June 30, 2025 and 2024, respectively. This amortization relates to finite-lived intangible assets which are being amortized over the useful lives as determined at acquisition. The increase for the three and six months ended June 30, 2025 is primarily due to the addition of the core deposit intangible associated with our merger with The First. These finite-lived intangible assets have remaining estimated useful lives ranging from approximately 1 year to 10 years.
Communication expenses, those expenses incurred for communication to clients and between employees, were $3,184 for the second quarter of 2025 as compared to $2,112 for the same period in 2024. Communication expenses were $5,217 for the six months ended June 30, 2025 as compared to $4,136 for the same period in 2024.
Other noninterest expense includes business development and travel expenses, other discretionary expenses, loan fees expense and other miscellaneous fees and operating expenses. Other noninterest expense was $19,448 for the second quarter of 2025 as compared to $15,051 for the same period in 2024 and was $33,754 for the six months ended June 30, 2025 as compared to $29,720 for the same period in 2024.
Efficiency Ratio
Efficiency Ratio
Three Months Ended June 30,
Six Months Ended June 30,
2025
2024
2025
2024
Efficiency ratio
67.59
%
67.31
%
66.78
%
67.41
%
The efficiency ratio is a measure of productivity in the banking industry. (This ratio is a measure of our ability to turn expenses into revenue. That is, the ratio is designed to reflect the percentage of one dollar that we must expend to generate a 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 improvement in our efficiency ratio for the six months ended June 30, 2025 as compared to the same period in 2024 was driven by the increase in our net interest income and is a reflection of our commitment to aggressively manage our costs within the framework of our business model. Our goal is to improve the efficiency ratio over time from currently reported levels as a result of revenue growth while at the same time controlling noninterest expenses and eliminating duplicative expenses as we continue to integrate The First into our business model throughout the remainder of 2025.
Income Taxes
Income tax expense for the second quarter of 2025 and 2024 was $1,649 and $9,666, respectively, and $12,097 and $19,578 for the six months ended June 30, 2025 and 2024, respectively. The decrease in income tax expense is primarily due to the decrease in pre-tax income caused by expenses associated with our merger with The First.
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 risk 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 the Allowance for Credit Losses on Loans and Unfunded Commitments
Management of Credit Risk – Roles and Responsibilities. Inherent in any lending activity is credit risk related to asset quality deterioration and its impact on capital should a borrower default. Credit risk is monitored and managed on an ongoing basis using a cross-functional and multi-layered approach that includes the Company’s loan production, credit administration (including appraisal review), and internal loan review functions. The Board of Directors, and specifically its Credit Review Committee, provide oversight and governance of the Company’s credit risk management process.
The first line of defense against credit risk is embedded within our lending function. An integral part of a lending officer’s responsibilities is to assess credit risk at the inception of the lending relationship, monitor ongoing risk over the life of the loan, and report any changes in asset quality or other components of credit risk to the appropriate parties within the Company. The Company’s policies and procedures governing our lending function provide guidelines for assigning lending limits based on a lending officer’s knowledge and experience. These lending limits are monitored on an ongoing basis for appropriateness based on evaluations of the credit quality and compliance with the approved terms of the loan agreements within such lending officer’s loan portfolio. Based on the Company’s risk appetite and procedures for the management of loan concentrations (by
geography, collateral type and other criteria), a lending officer may be subject to additional levels of approval for new loan originations, so that more technical expertise and greater oversight are allocated to such portfolio.
The Company’s credit administration function is considered the second line of defense against credit risk. Oversight of the Company’s lending operations (including adherence to our policies and procedures governing the loan underwriting and monitoring process), ongoing credit quality monitoring and loss mitigation are the primary focus areas of credit administration. This includes monitoring the loan portfolio to ensure it is properly underwritten, evaluating credit quality metrics to identify indicators of potential loss and assigning risk rating grades which appropriately reflect the potential risk of loss.
The Company’s central appraisal review department, which operates within credit administration, engages, reviews and approves third-party appraisals obtained by the Company on real estate collateral in accordance with banking regulations. This department is managed by a State Certified General Real Estate Appraiser and employs other trained appraisers and evaluators.
The internal loan review function is considered the third line of defense and operates independently of credit administration to monitor the Company’s lending practices and loan quality. Loan review personnel evaluate and, if necessary, adjust the risk rating grades assigned to loans through periodic examination, focusing their review on commercial and real estate loans, and the consumer loan portfolio.
Finally, the Company’s internal audit department provides oversight of all of the above functions. Internal audit staff reviews, among other things, whether these units are operating in adherence to their respective policies, processes and procedures. The internal audit department reports independently to the Board’s Audit Committee.
Management of Credit Risk – Risk Measurement Practices. For commercial and commercial real estate secured loans, internal risk-rating grades are assigned based on an analysis of the financial and collateral strength and other credit attributes underlying each loan. Risk rating grades are evaluated on an ongoing basis over the life of the loan. The Company maintains an internal risk rating scale that aligns with regulatory risk classifications. For more information about the Company’s risk rating grades, see the information under the heading “Credit Quality” in Note 4, “Loans,” in the Notes to Consolidated Financial Statements in Item 1, Financial Statements, in this report.
In response to changes in the economic, geopolitical, or operating environments impacting the Company’s loan portfolio, the Company may implement additional or enhanced risk management practices. The Company adjusts its processes to the current environment and evaluates the sensitivity of industry sectors, loan types and underlying collateral to changes in macroeconomic factors. Such factors include, but are not limited to, changes in interest rates, inflation on goods, labor costs, and supply chain disruptions. When such factors indicate that a heightened level of credit risk may impact our portfolio, risk management procedures are expanded to include enhanced oversight of past due loans, documented plans for resolving problem loans, enhanced exception monitoring as well as targeted reviews of loans within certain risk classifications. The Company uses information from these risk measurement processes to formulate its credit risk appetite statement, which is used to manage production activity and concentrations within the portfolio, whether by collateral type, industry, geography, relationship size or others factors, such that the Company’s loan mix is consistent with its risk tolerance and does not expose the Company to undue risk. For more information about the Company’s evaluation of loan concentrations, see the information under the heading “Loans” in the Financial Condition section above.
Management of Credit Risk – Loss Identification. Loans that are past due or not in compliance with financial or performance covenants, or that are otherwise adversely rated are subject to enhanced scrutiny and monitoring through a variety of processes within our special assets department, which is a division of credit administration. Results and findings are reported to management’s problem asset resolution committee and the Board of Directors Credit Review Committee. When the ultimate collectability of a loan’s principal becomes doubtful, the loan is placed on nonaccrual.
The Company’s practice is to charge off estimated losses as soon as such loss is identified and reasonably quantifiable. If the value of the collateral after consideration of disposition costs is less than the loan balance, a charge off is recorded to reduce the allowance for credit losses on loans. Charge-offs reflect the realization of losses in the portfolio that were recognized previously through the provision for credit losses on loans. Net charge-offs for the three and six months ended June 30, 2025 were $12,054, or 0.26% of average loans (annualized), and $11,929, or 0.15% of average loans (annualized), respectively, compared to net charge-offs of $5,481, or 0.18% of average loans (annualized) and $5,645, or 0.09% of average loans (annualized), for the same periods in 2024. After collection efforts have been exhausted or a settlement agreement is reached with the borrower, underlying collateral is liquidated.
Allowance for Credit Losses on Loans; Provision for Credit Losses on Loans. The allowance for credit losses is available to absorb credit losses inherent in the loans held for investment portfolio. Management evaluates the adequacy of the allowance on a quarterly basis.
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 loans evaluated on a collective (pooled) basis and those evaluated on an individual basis as set forth in ASC 326. 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 our risk rating system, regulatory guidance and economic conditions, such as the unemployment rate and change in GDP in the national and local economies 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. In future periods, evaluations of the overall loan portfolio, in light of the factors and forecasts then prevailing, may result in significant changes in the allowance and provision for credit loss 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 estimated 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.
•The allowance for credit losses for loans that share similar risk characteristics with other loans is calculated on a collective (or pooled) basis, where such loans are segregated into loan portfolio segments. In determining the allowance for credit losses on loans evaluated on a collective basis, the Company further categorizes the loan segments based on risk rating. The Company uses two CECL models: (1) for the Real Estate - 1-4 Family Mortgage, Real Estate - Construction and the Installment Loans to Individuals portfolio segments, the Company uses a loss rate model, based on average historical life-of-loan loss rates, and (2) for the Commercial, 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 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 to the historical loss rates adjusted for qualitative factors related to current conditions.
•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 dependent 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 pre-approved list of independent, third-party, local appraisal firms. The fair value of the collateral derived from the external appraisal is then adjusted for the estimated cost to sell if repayment or satisfaction of a loan is 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 for loans that are not collateral dependent) is a discounted cash flow approach or, if 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.
In addition to its quarterly analysis of the allowance for credit losses, management and the Board of Directors review loan ratios on a regular basis. These ratios include the allowance for credit losses as a percentage of total loans, net charge-offs as a percentage of average loans, nonperforming loans as a percentage of total loans and the allowance coverage on nonperforming loans, among others. Also, management reviews past due ratios by officer, community bank and the Company as a whole.
The following table presents the allocation of the allowance for credit losses on loans by loan category and the percentage of loans in each category to total loans as of the dates presented:
June 30, 2025
December 31, 2024
June 30, 2024
Balance
% of Total
Balance
% of Total
Balance
% of Total
Commercial, financial, agricultural
$
59,676
14.37
%
$
38,527
14.64
%
$
44,951
14.95
%
Lease financing
1,935
0.48
3,368
0.70
2,515
0.86
Real estate – construction
21,784
7.22
15,126
8.49
18,896
9.95
Real estate – 1-4 family mortgage
65,703
26.26
47,761
27.07
47,421
27.43
Real estate – commercial mortgage
135,572
51.01
90,204
48.40
77,125
46.03
Installment loans to individuals
6,100
0.66
6,770
0.70
8,963
0.78
Total
$
290,770
100.00
%
$
201,756
100.00
%
$
199,871
100.00
%
The provision for credit losses on loans charged to operating expense is an amount which, in the judgment of management, is necessary to maintain the allowance for credit 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 $75,400 in the second quarter of 2025 and $77,450 in the first half of 2025, as compared to $4,300 in the second quarter of 2024 and $6,938 in the first half of 2024. Included in the 2025 recorded provision for credit losses on loans is $62,190 of Day 1 acquisition provision associated with the merger with The First. The Company’s allowance for credit losses model considers economic projections, primarily the national unemployment rate and GDP, over a reasonable and supportable period of two years. Loan growth, including the addition of loans acquired from The First, as well as changes in credit metrics that influenced our expectations of future credit losses, considered in the context of the existing balance of the allowance for credit losses, resulted in the Company’s model indicating that the aforementioned provision for credit losses on loans was appropriate during the first half of 2025.
The table below reflects the activity in the allowance for credit losses on loans for the periods presented:
The table below reflects annualized net charge-offs (recoveries) to daily average loans outstanding, by loan category, for the periods presented:
Six Months Ended
June 30, 2025
June 30, 2024
Net Charge-offs (Recoveries)
Average Loans
Annualized Net Charge-offs (Recoveries) to Average Loans
Net Charge-offs (Recoveries)
Average Loans
Annualized Net Charge-offs (Recoveries) to Average Loans
Commercial, financial, agricultural
$
4,332
$
2,171,892
0.40%
$
(336)
$
1,860,832
(0.04)%
Lease financing
2,381
87,189
5.51%
(18)
105,877
(0.03)%
Real estate – construction
105
1,240,707
0.02%
—
1,319,572
—%
Real estate – 1-4 family mortgage
558
4,193,229
0.03%
217
3,422,433
0.01%
Real estate – commercial mortgage
4,283
7,923,677
0.11%
5,622
5,684,881
0.20%
Installment loans to individuals
270
105,882
0.51%
160
98,219
0.33%
Total
$
11,929
$
15,722,576
0.15%
$
5,645
$
12,491,814
0.09%
The following table provides further details of the Company’s net charge-offs of loans secured by real estate for the periods presented:
Three Months Ended
Six Months Ended
June 30,
June 30,
2025
2024
2025
2024
Real estate – construction:
Residential
$
105
$
—
$
105
$
—
Total real estate – construction
105
—
105
—
Real estate – 1-4 family mortgage:
Primary
152
169
391
161
Home equity
130
18
190
19
Rental/investment
—
(3)
(23)
38
Land development
—
(1)
—
(1)
Total real estate – 1-4 family mortgage
282
183
558
217
Real estate – commercial mortgage:
Owner-occupied
3,884
(56)
4,341
(59)
Non-owner occupied
(55)
5,684
(57)
5,681
Land development
(1)
—
(1)
—
Total real estate – commercial mortgage
3,828
5,628
4,283
5,622
Total net charge-offs of loans secured by real estate
$
4,215
$
5,811
$
4,946
$
5,839
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 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 Company. A roll-forward of the allowance for credit losses on unfunded commitments is shown in the tables below.
Allowance for credit losses on unfunded loan commitments:
Beginning balance
$
17,643
$
16,718
Provision for (recovery of) credit losses on unfunded loan commitments
5,922
(1,000)
Ending balance
$
23,565
$
15,718
Six Months Ended June 30,
2025
2024
Allowance for credit losses on unfunded loan commitments:
Beginning balance
$
14,943
$
16,918
Provision for (recovery of) credit losses on unfunded loan commitments
8,622
(1,200)
Ending balance
$
23,565
$
15,718
The increase in the provision for credit losses on unfunded commitments during the three and six months ended June 30, 2025, as compared to the same periods in 2024 was largely driven by the Day 1 acquisition provision of $4,422 associated with our merger with The First.
Nonperforming Assets. Nonperforming assets consist of nonperforming loans and other real estate owned. Nonperforming loans are those on which the accrual of interest has stopped or loans which 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 credit losses on loans. 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.
The following table provides details of the Company’s nonperforming assets as of the dates presented.
June 30, 2025
December 31, 2024
Nonaccruing loans
$
137,999
$
110,811
Accruing loans past due 90 days or more
3,860
2,464
Total nonperforming loans
141,859
113,275
Other real estate owned
11,750
8,673
Total nonperforming assets
$
153,609
$
121,948
Nonperforming loans to total loans
0.76
%
0.88
%
Nonaccruing loans to total loans
0.74
%
0.88
%
Nonperforming assets to total assets
0.58
%
0.68
%
The following table presents nonperforming loans by loan category as of the dates presented:
Total nonperforming loans as a percentage of total loans were 0.76% as of June 30, 2025 as compared to 0.88% and 0.78% as of December 31, 2024 and June 30, 2024, respectively. The Company’s coverage ratio, or its allowance for credit losses on loans as a percentage of nonperforming loans, was 204.97% as of June 30, 2025 as compared to 178.11% as of December 31, 2024 and 203.88% as of June 30, 2024.
Management has evaluated loans classified as nonperforming and believes that all nonperforming loans have been adequately reserved for in the allowance for credit losses at June 30, 2025. Management also continually monitors past due loans for potential credit quality deterioration. Total loans 30-89 days past due but still accruing interest were $46,560, or 0.25% of total loans, at June 30, 2025 as compared to $39,842, or 0.31% of total loans, at December 31, 2024 and $28,507, or 0.23% of total loans, at June 30, 2024.
Certain modifications of loans made to borrowers experiencing financial difficulty in the form of principal forgiveness, an interest rate reduction, an other-than-insignificant payment delay (including an extension of the amortization period), or a term extension, but excluding covenant waivers and modification of contingent acceleration clauses, are required to be disclosed in accordance with ASU 2022-02, “Financial Instruments - Credit Losses (Topic326): Troubled Debt Restructurings and Vintage Disclosures” (“ASU 2022-02”). All modifications for the three and six months ended June 30, 2025 and 2024 and which met the disclosure criteria in ASU 2022-02 were performing in accordance with their modified terms at June 30, 2025 and 2024, respectively. The total amortized cost basis of loans that were experiencing financial difficulty, modified during the three and six months ended June 30, 2025 were $329 and $2,450, respectively, as compared to $2,645, and $13,338, respectively, for the same periods in 2024. There were no unused commitments at June 30, 2025, and unused commitments were $338 at June 30, 2024. Upon the Company’s determination that a modified loan has subsequently become uncollectible, the loan, or portion of the loan, is charged off, the amortized cost basis of the loan is reduced by the uncollectible amount and the allowance for credit losses is adjusted accordingly. For more information about loan modifications made to borrowers experiencing financial difficulty, see the information under the heading “Certain Modifications to Borrowers Experiencing Financial Difficulty” in Note 4, “Loans,” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements.
The following table provides details of the Company’s other real estate owned, net of valuation allowance and direct write-downs, as of the dates presented:
Changes in the Company’s other real estate owned were as follows:
2025
2024
Balance at January 1
$
8,673
$
9,622
Acquired OREO
11,109
—
Transfers of loans
4,281
1,135
Impairments
(585)
(67)
Dispositions
(11,713)
(1,052)
Other
(15)
(2,272)
Balance at June 30
$
11,750
$
7,366
Other real estate owned with a cost basis of $11,713 was sold during the six months ended June 30, 2025, resulting in a net gain of $65, while other real estate owned with a cost basis of $1,052 was sold during the six months ended June 30, 2024, resulting in a net gain of $115.
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, investing 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. Changes in rates may also limit our liquidity, making it more costly for the Company to generate funds to make loans and to satisfy customers wishing to withdraw deposits.
Because of the impact of interest rate fluctuations on our profitability and liquidity, we actively monitor and manage our interest rate risk exposure. We have an Asset/Liability Committee (“ALCO”), which is comprised of various members of senior management and is authorized by the Board of Directors to monitor interest rate sensitivity and liquidity risk, over the short-, medium-, and long-term, and to make decisions relating to these processes. The ALCO’s goal is to structure our asset/liability composition to maximize net interest income while managing interest rate risk and preserving adequate liquidity so as to minimize the adverse impact of changes in interest rates on net interest income, liquidity and capital. We regularly monitor liquidity and stress our liquidity position in various simulated scenarios, which are incorporated in our contingency funding plan outlining different potential liquidity environments. 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.
Net interest income forecast 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 future 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 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 July 1, 2025, in each case as compared to the result
under rates present in the market on June 30, 2025. The changes in interest rates assume an instantaneous and parallel shift in the yield curve and do not account for changes in the slope of the yield curve.
Percentage Change In:
Immediate Change in Rates of (in basis points):
Economic Value Equity (EVE)
Earning at Risk (Net Interest Income)
Static
1-12 Months
13-24 Months
+100
2.79%
2.51%
4.15%
-100
(4.09)%
(3.04)%
(4.81)%
-200
(9.35)%
(5.41)%
(9.59)%
The rate shock results for the net interest income simulations for the next 24 months produce an asset sensitive position at June 30, 2025. 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 increments 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, the impact of market conditions on the securities yields and interest rates of our borrowings, 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; however, 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, collars, 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 derivatives, see the information under the heading “Loan Commitments and Other Off-Balance Sheet Arrangements” in the Liquidity and Capital Resources section below and Note 10, “Derivative Instruments,” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements. The next section also details our available sources of liquidity, both on and off-balance sheet.
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 greater than $250,000, are the 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. We may also access the brokered deposit market where rates are favorable to other sources of liquidity (especially in light of collateral requirements for certain borrowings) and core deposits are not sufficient for meeting our current and anticipated short- or long-term liquidity needs. We did not hold any brokered deposits at June 30, 2025 or December 31, 2024. Management continually monitors the Bank’s liquidity and non-core dependency ratios to ensure compliance with targets 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 approximately 12.79% of the carrying value of the total securities portfolio. Securities within our investment portfolio are also used to secure certain deposit types, short-term borrowings and derivative instruments. At June 30, 2025, securities with a carrying value of $1,216,276 were pledged to secure government, public fund and trust deposits and as collateral for short-term borrowings and derivative instruments as compared to securities with a carrying value of $843,870 similarly pledged at December 31, 2024.
Other sources available for meeting liquidity needs include federal funds purchased, short-term and long-term advances from the FHLB and borrowings from the Federal Reserve Discount Window. Interest is charged at the prevailing market rate on federal funds purchased, FHLB advances and borrowings from the Federal Reserve Discount Window. There were $400,000 in short-term borrowings from the FHLB at June 30, 2025 and December 31, 2024. Long-term funds obtained from the FHLB are used to match-fund fixed rate loans in order to minimize interest rate risk and also are used to meet day-to-day liquidity needs,
particularly when the cost of such borrowing compares favorably to the rates that we would be required to pay to attract deposits. There were no outstanding long-term advances with the FHLB at June 30, 2025 or December 31, 2024. The total amount of the remaining credit available to us from the FHLB at June 30, 2025 was $5,067,251. The credit available at the Federal Reserve Discount Window at June 30, 2025 was $636,245 with no borrowings outstanding as of such date. We also maintain lines of credit with other commercial banks totaling $150,000. These are unsecured lines of credit with the majority maturing at various times within the next twelve months. There were no amounts outstanding under these lines of credit at June 30, 2025 or December 31, 2024.
Finally, we can access the capital markets to meet liquidity needs. The Company maintains a shelf registration statement with the Securities and Exchange Commission (“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, depositary shares, debt securities, rights, 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 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 or as otherwise described in the prospectus supplement applicable to the offering and could include the expansion of the Company’s banking and wealth management operations as well as other business opportunities. Our common stock offering completed in July 2024 reflects our access of the capital markets as described in this paragraph. In addition, in previous years, we have accessed the capital markets to generate liquidity in the form of subordinated notes. We have also assumed subordinated notes as part of acquisitions. The carrying value of subordinated notes, net of unamortized debt issuance costs, was $416,896 at June 30, 2025.
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 the periods presented:
Percentage of Total Average Deposits and Borrowed Funds
Cost of Funds
Six Months Ended
Six Months Ended
June 30,
June 30,
2025
2024
2025
2024
Noninterest-bearing demand
23.19
%
23.85
%
—
%
—
%
Interest-bearing demand
51.04
47.67
2.78
3.10
Savings
5.73
5.77
0.33
0.34
Brokered deposits
—
2.51
—
5.38
Time deposits
15.77
16.31
3.99
4.20
Short-term borrowings
1.54
0.86
3.19
1.59
Subordinated notes
2.05
2.26
5.46
5.51
Other borrowed funds
0.68
0.77
7.76
8.26
Total deposits and borrowed funds
100.00
%
100.00
%
2.28
%
2.52
%
The estimated amount of uninsured and uncollateralized deposits at June 30, 2025 was $6,259,510. Collateralized public funds over FDIC insurance limits were $3,039,016 at June 30, 2025.
Our strategy in choosing funds is focused on minimizing cost in the context of our balance sheet composition, interest rate risk position and liquidity forecast. Accordingly, management targets growth of core deposits, focusing on noninterest-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 and evaluate the effect that various funding sources have on our financial position.
Cash and cash equivalents were $1,378,612 at June 30, 2025, as compared to $851,906 at June 30, 2024. The increase is largely driven by growth in deposits and our acquisition of The First.
Cash used in investing activities for the six months ended June 30, 2025 was $262,173, as compared to cash used in investing activities of $43,479 for the six months ended June 30, 2024. Proceeds from the sale, maturity or call of securities within our investment portfolio were $851,862 for the six months ended June 30, 2025, as compared to $270,270 for the same period in 2024. Shortly after merger with The First, certain securities from the acquired portfolio were sold at carrying value, resulting in proceeds of $686,485. A portion of the securities portfolio was also sold during the first quarter of 2024, resulting in proceeds of $177,185 of which a portion were used to purchase higher yielding securities, while the remainder was used to fund loan
growth. Purchases of investment securities were $946,095 during the first six months of 2025 and $52,679 for the same period in 2024. The Company received $261,483 in net cash from its acquisition of The First.
Cash provided by financing activities for the six months ended June 30, 2025 was $519,892, as compared to cash provided by financing activities of $78,054 for the same period in 2024. Deposits increased $556,236 and $178,428 for the six months ended June 30, 2025 and 2024, respectively.
Restrictions on Bank Dividends, Loans and Advances
The Company’s liquidity and capital resources, as well as its ability to pay dividends to its shareholders, are 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 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. 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.
Federal Reserve regulations also limit the amount the Bank may loan to the Company unless such loans are collateralized by specific obligations. At June 30, 2025, the maximum amount available for transfer from the Bank to the Company in the form of loans was $274,176. The Company maintains a $3,000 line of credit collateralized by cash with the Bank. There were no amounts outstanding under this line of credit at June 30, 2025.
These restrictions did not have any impact on the Company’s ability to meet its cash obligations in the six months ended June 30, 2025, nor does management expect such restrictions to materially impact the Company’s ability to meet its currently-anticipated cash obligations.
Loan Commitments and Other Off-Balance Sheet Arrangements
The Company enters into loan commitments and standby letters of credit 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, including establishing a provision for credit losses on unfunded commitments. 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 were as follows as of the dates presented:
June 30, 2025
December 31, 2024
Loan commitments
$
4,190,916
$
2,856,308
Standby letters of credit
92,703
90,267
The Company closely monitors the amount of remaining future commitments to borrowers in light of prevailing economic conditions and adjusts these commitments and the provision related thereto as necessary; the Company also reviews these commitments as part of its analysis of loan concentrations within the loan portfolio. The Company will continue this process as new commitments are entered into or existing commitments are renewed. For a more detailed discussion related to the allowance and provision for credit losses on unfunded loan commitments, refer to the “Risk Management” section above.
The Company utilizes derivative financial instruments, including interest rate contracts such as swaps, collars, risk participations, 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 June 30, 2025, the Company had notional amounts of $1,429,422 on interest rate contracts with
corporate customers and $1,429,734 in offsetting interest rate contracts with other financial institutions to mitigate the Company’s rate exposure on its corporate customers’ contracts and certain fixed rate loans.
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 and adjustable rate residential mortgage loans and also enters into forward commitments to sell residential mortgage loans to secondary market investors.
The Company also enters into 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. 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 and receives a fixed rate of interest. The Company utilizes interest rate collars to protect against interest rate fluctuations on certain variable-rate loans. Under these contracts, interest income is limited to the interest rate cap; however, interest income is protected when market rates fall below the floor strike rate.
For more information about the Company’s derivatives, see Note 10, “Derivative Instruments,” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements.
Shareholders’ Equity and Regulatory Matters
Total shareholders’ equity of the Company was $3,778,854 at June 30, 2025 compared to $2,678,318 at December 31, 2024. Book value per share was $39.77 and $42.13 at June 30, 2025 and December 31, 2024, respectively. The growth in shareholders’ equity is attributable to the merger with The First, current period earnings and declines in accumulated other comprehensive loss, offset by dividends declared.
In October 2024, the Company’s Board of Directors approved a stock repurchase program, authorizing the Company to repurchase up to $100,000 of its outstanding common stock, either in open market purchases or privately-negotiated transactions. The program will remain in effect through October 2025 or, if earlier, the repurchase of the entire amount of common stock authorized to be repurchased. The Company did not repurchase any of its common stock in the first half of 2025.
The Company has junior subordinated debentures with a carrying value of $140,079 at June 30, 2025, of which $135,682 was included in the Company’s Tier 2 capital.
The Company has subordinated notes with a par value of $433,400 at June 30, 2025, of which $416,879 is included in the Company’s Tier 2 capital.
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:
The following table provides the capital, risk-based capital and leverage ratios for the Company and for Renasant Bank as of the dates presented:
Actual
Minimum Capital Requirement to be Well Capitalized
Minimum Capital Requirement to be Adequately Capitalized (including the Capital Conservation Buffer)
Amount
Ratio
Amount
Ratio
Amount
Ratio
June 30, 2025
Renasant Corporation:
Risk-based capital ratios:
Common equity tier 1 capital ratio
$
2,314,564
11.08
%
$
1,358,118
6.50
%
$
1,462,589
7.00
%
Tier 1 risk-based capital ratio
2,314,564
11.08
1,671,530
8.00
1,776,001
8.50
Total risk-based capital ratio
3,128,661
14.97
2,089,413
10.00
2,193,883
10.50
Leverage capital ratios:
Tier 1 leverage ratio
2,314,564
9.36
1,235,856
5.00
988,685
4.00
Renasant Bank:
Risk-based capital ratios:
Common equity tier 1 capital ratio
$
2,480,714
11.88
%
$
1,357,025
6.50
%
$
1,461,411
7.00
%
Tier 1 risk-based capital ratio
2,480,714
11.88
1,670,184
8.00
1,774,571
8.50
Total risk-based capital ratio
2,742,024
13.13
2,087,730
10.00
2,192,117
10.50
Leverage capital ratios:
Tier 1 leverage ratio
2,480,714
10.05
1,234,471
5.00
987,577
4.00
December 31, 2024
Renasant Corporation:
Risk-based capital ratios:
Common equity tier 1 capital ratio
$
1,825,197
12.73
%
$
932,162
6.50
%
$
1,003,867
7.00
%
Tier 1 risk-based capital ratio
1,935,522
13.50
1,147,276
8.00
1,218,981
8.50
Total risk-based capital ratio
2,449,129
17.08
1,434,095
10.00
1,505,800
10.50
Leverage capital ratios:
Tier 1 leverage ratio
1,935,522
11.34
853,556
5.00
682,845
4.00
Renasant Bank:
Risk-based capital ratios:
Common equity tier 1 capital ratio
$
1,843,123
12.85
%
$
932,552
6.50
%
$
1,004,287
7.00
%
Tier 1 risk-based capital ratio
1,843,123
12.85
1,147,756
8.00
1,219,491
8.50
Total risk-based capital ratio
2,022,737
14.10
1,434,695
10.00
1,506,430
10.50
Leverage capital ratios:
Tier 1 leverage ratio
1,843,123
10.80
852,933
5.00
682,346
4.00
The Company 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. The three-year transitional period began on January 1, 2022; the full impact of CECL is reflected in our capital ratios as of June 30, 2025.
For more information regarding the capital adequacy guidelines applicable to the Company and Renasant Bank, please refer to Note 15, “Regulatory Matters,” in the Notes to the Consolidated Financial Statements of the Company in Item 1, Financial Statements.
We have identified certain accounting estimates that involve significant judgment and estimates which can have a material impact on our financial condition or results of operations. Our accounting policies are more fully described in Note 1, “Significant Accounting Policies,” in the Notes to Consolidated Financial Statements of the Company in Item 8, Financial Statements and Supplementary Data, in our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and Exchange Commission on February 26, 2025. Actual amounts and values as of the balance sheet dates may be materially different from the amounts and values reported due to the inherent uncertainty in the estimation process. Also, future amounts and values could differ materially from those estimates due to changes in values and circumstances after the balance sheet date.
The critical accounting estimates that we believe to be the most critical in preparing our consolidated financial statements relate to the allowance for credit losses and acquisition accounting, which are described under “Critical Accounting Policies and Estimates” in Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, in our Annual Report on Form 10-K for the year ended December 31, 2024. Since December 31, 2024, there have been no material changes in these critical accounting estimates.
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There have been no material changes in our market risk since December 31, 2024. For additional information regarding our market risk, see our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the Securities and Exchange Commission on February 26, 2025.
Item 4. CONTROLS AND PROCEDURES
Based on their evaluation as of the end of the period covered by this quarterly report on Form 10-Q, 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, as appropriate to allow timely decisions regarding required disclosure. There was no change in the Company’s internal control over financial reporting during the fiscal quarter covered by this quarterly report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
When evaluating the risk of an investment in the Company’s common stock, potential investors should carefully consider the risk factors appearing in Part I, Item 1A, Risk Factors, of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. There have been no material changes from the risk factors set forth in our Annual Report on Form 10-K.
Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Unregistered Sales of Equity Securities
None.
Issuer Purchases of Equity Securities
During the three month period ended June 30, 2025, the Company repurchased shares of its common stock as indicated in the following table:
Total Number of Shares Purchased(1)
Average Price Paid per Share
Total Number of Shares Purchased as Part of Publicly Announced Share Repurchase Plans
Maximum Number or Approximate Dollar Value of Shares That May Yet Be Purchased Under Share Repurchase Plans(2)(3)
April 1, 2025 to April 30, 2025
1,840
$
29.64
—
$
100,000
May 1, 2025 to May 31, 2025
375
34.90
—
100,000
June 1, 2025 to June 30, 2025
584
35.80
—
100,000
Total
2,799
$
31.63
—
(1)All shares in this column represent shares of Renasant Corporation stock withheld to satisfy the federal and state tax liabilities related to the vesting of time-based restricted stock awards.
(2)The Company announced a $100.0 million stock repurchase program in October 2024 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 through October 2025 or, if earlier, the repurchase of the entire amount of common stock authorized to be repurchased. No shares were repurchased during the second quarter of 2025 under this plan.
(3)Dollars in thousands
Please refer to the information discussing restrictions on the Company’s ability to pay dividends under the heading “Liquidity and Capital Resources” in Part I, Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of this report, which is incorporated by reference herein.
During the quarter ended June 30, 2025, no director or officer (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended) adopted or terminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (each as defined in Item 408(a) of Regulation S-K).
The following materials from Renasant Corporation’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 were formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Changes in Shareholders’ Equity, (v) Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements (Unaudited).
104
The cover page of Renasant Corporation’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, formatted in Inline XBRL (included in Exhibit 101).
(1)Filed as exhibit 2(i) to the Form 8-K of the Company filed with the Securities and Exchange Commission (the “Commission”) on July 29, 2024, and incorporated herein by reference. The disclosure schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule will be furnished supplementally to the Commission upon request; provided, however, that the Company may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended for any document so furnished.
(2)Filed as exhibit 3(ii) to the Form 8-K of the Company filed with the Commission on October 24, 2024, and incorporated herein by reference.
(3)Filed as exhibit 4.1 to the Form 8-Kof the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(4)Filed as exhibit 4.2 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(5)Filed as exhibit 4.3 to the Form 8-K of the Company filed with the Commission on April 4, 202, and incorporated herein by reference.
(6)Filed as exhibit 4.4 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(7)Filed as exhibit 4.5 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(8)Filed as exhibit 4.6 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(9)Filed as exhibit 4.7 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(10)Filed as exhibit 4.8 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(11)Filed as exhibit 4.9 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(12)Filed as exhibit 4.10 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(13)Filed as exhibit 4.11 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(14)Filed as exhibit 4.12 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(15)Filed as exhibit 4.13 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(16)Filed as exhibit 4.14 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(17)Filed as exhibit 4.15 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(18)Filed as exhibit 4.16 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(19)Filed as exhibit 10.1 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
(20)Filed as exhibit 10.2 to the Form 8-K of the Company filed with the Commission on April 4, 2025, and incorporated herein by reference.
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 Commission, upon its request, a copy of all long-term debt instruments.
Pursuant to the requirements 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.