6
DEAR RESPECTED
SHAREHOLDER:
We are pleased to report that 2021 was another
successful year for Renasant. As we began 2021, we
knew Renasant would face many challenges — from
the ongoing COVID-19 pandemic to the continued
low-interest-rate environment — but we were
confident that, day in and day out, our team would be
there to support our clients, communities and fellow
team members. This confidence was well placed, and
we leave 2021 with much of which to be proud.
Our success starts on the front lines through providing
exceptional service to our clients. Although the
pandemic continued to impact the delivery of our
products and services, our team overcame these
challenges and provided tangible, meaningful
assistance to our clients. The commitment of our team
members, from top to bottom and across our footprint,
has positioned Renasant to grow as we operate as
“One team going to market as one Bank.”
Our vision is to be the financial services provider of
choice in each of our communities. To accomplish this,
we fulfill our Renasant mission by:
• Creating security and opportunity for
our employees
• Understanding, then meeting, the needs of
our clients
• Being good citizens in our communities
• Providing attractive returns to our shareholders
STRONG CORPORATE CULTURE
The foundation of any healthy organization is the
well-being of its people. In 2021, we maintained, and
expanded, our efforts to support our employees and
keep them safe. We allowed employees to continue
working remotely and extended our employees’
flexibility in the form of accommodative work
scheduling. We also provided paid time off for
employees who were required to quarantine. By
remaining open-minded with our staffing model,
we enabled our employees to transition seamlessly
between working arrangements as situations evolved.
During 2021 and amid continued uncertainty, our team
members put their best selves forward to serve our
clients, and on behalf of our board and senior
management team, we thank our team members for a
job well done.
Another corporate-wide action we proudly rolled out
during 2021 was our Belonging at Renasant initiative.
Our company continues to embrace individuality and
diversity. Through the five pillars of education and
communication, workplace diversity, workplace
inclusion, business development and supplier/vendor
diversity, and measurement and evaluation, Belonging
at Renasant wraps our already strong corporate
culture into a structured program where our team
members continue to feel valued and have a sense of
belonging. We believe dignity and respect for all
creates a workplace where everyone is accepted and
can ultimately thrive.
UNDERSTANDING CLIENTS
After a year of living through a pandemic, in 2021 many
of our clients continued to navigate uncertain times.
Many were challenged to meet the demands of a
changing workforce and marketplace for their
products, while others sought to rebuild and forge a
new path forward. We provided hands-on guidance,
tailored to individual clients, to assist them in
overcoming this uncertainty. Time after time, we rose
to the occasion for our clients, and our exceptional
service and abilities were rewarded by our clients as
they continued to choose Renasant as their financial
services provider of choice.
As evidence of this, Forbes recognized Renasant as
one of the World’s Best Banks for 2021. This accolade
was based on 43,000 financial institution customer
surveys from more than two dozen countries across
the world. We are proud to be recognized as one of the
top financial institutions in the world for our service;
however, our work to improve is never finished.
The enhancements to our digital infrastructure and
mobile banking offerings over the past years continued
to provide a positive banking experience for our clients
in 2021. Technology will play a part in our growth
strategy, and we’ll always look for new ways to make
banking more accessible, effective, and convenient. At
the same time, we will not take for granted the value of
personal relationship banking.
1
CORPORATE CITIZENSHIP
Going into 2021, we recognized that the most
vulnerable members of our communities would face
the toughest recovery from the pandemic. Our
Renasant Roots Community Development and
Outreach Program continued to offer volunteer
partnerships in our low-to-moderate income
communities. In addition, we provided financial
processes and strengthen talent across our team to
capitalize on the best opportunities for revenue growth
and efficiency. Emerging from the pandemic, we will
remain prudent in our operating philosophy, as the
nation’s economy appears to be regaining its footing.
LOOKING AHEAD
We step into a new year in a strong financial position,
education and small business technical assistance
and we are proud of our team and the efforts we put
programs to help our clients throughout the markets
forth during 2021. We generated strong loan
we serve. In 2021, we conducted more than 1,500
production throughout the year, had solid earnings,
community outreach activities throughout our
strengthened our capital position and have
seven-state footprint, totaling more than 4,600 hours
considerable balance sheet liquidity heading into 2022.
of intentional service participation. Although we
often had to modify the delivery of these programs to
As the pandemic recovery continues, we will stand
protect the health of our employees and participants,
firm as a reliable financial pillar in our communities
our team’s willingness to serve our communities
and will continue working tirelessly to understand
never wavered.
and meet the needs of our clients.
In recognition of our bank’s dedication to community
We believe that the economic strength of our markets
service, we are proud to have received the A.G.
Gaston Award for 2021. The A.G. Gaston Award
is good, and business activity appears resilient. Our
focus remains on producing loan and deposit growth
recognizes corporations that use their resources to
and implementing initiatives that will enhance our
meet the needs of their communities.
Moving into 2022, we remain committed to and
engaged in continuing to provide innovative and
profitability. Although the future is never certain, we
believe it is bright. No matter what 2022 brings, we
stand ready to excel.
proactive solutions for our clients and communities.
Thank you for your interest in Renasant and for a
being a shareholder.
FINANCIAL RESULTS
Looking at our financial results for 2021, diluted
earnings per share were $3.12, as compared to $1.48
for 2020. Our return on average assets and return on
average equity were 1.11% and 7.96%, respectively,
for 2021. Net income for 2021 was $175.9 million, as
compared to net income of $83.7 million for in 2020.
Our annual report on Form 10-K for 2021, which
follows this letter, provides a detailed discussion of
our financial performance in 2021.
Our core deposits grew, capital base strengthened
and asset quality metrics remained sound, while our
diverse revenue streams bolstered our earnings
during the prolonged low-interest-rate environment.
To increase profitability and return value to
shareholders, we will continue to refine our
We are pleased to report that 2021 was another
Another corporate-wide action we proudly rolled out
successful year for Renasant. As we began 2021, we
during 2021 was our Belonging at Renasant initiative.
knew Renasant would face many challenges — from
Our company continues to embrace individuality and
the ongoing COVID-19 pandemic to the continued
diversity. Through the five pillars of education and
low-interest-rate environment — but we were
communication, workplace diversity, workplace
confident that, day in and day out, our team would be
inclusion, business development and supplier/vendor
there to support our clients, communities and fellow
diversity, and measurement and evaluation, Belonging
team members. This confidence was well placed, and
at Renasant wraps our already strong corporate
we leave 2021 with much of which to be proud.
Our success starts on the front lines through providing
belonging. We believe dignity and respect for all
exceptional service to our clients. Although the
pandemic continued to impact the delivery of our
products and services, our team overcame these
challenges and provided tangible, meaningful
assistance to our clients. The commitment of our team
members, from top to bottom and across our footprint,
has positioned Renasant to grow as we operate as
“One team going to market as one Bank.”
Our vision is to be the financial services provider of
choice in each of our communities. To accomplish this,
we fulfill our Renasant mission by:
• Creating security and opportunity for
our employees
our clients
• Understanding, then meeting, the needs of
• Being good citizens in our communities
• Providing attractive returns to our shareholders
STRONG CORPORATE CULTURE
The foundation of any healthy organization is the
culture into a structured program where our team
members continue to feel valued and have a sense of
creates a workplace where everyone is accepted and
can ultimately thrive.
UNDERSTANDING CLIENTS
After a year of living through a pandemic, in 2021 many
of our clients continued to navigate uncertain times.
Many were challenged to meet the demands of a
changing workforce and marketplace for their
products, while others sought to rebuild and forge a
new path forward. We provided hands-on guidance,
tailored to individual clients, to assist them in
overcoming this uncertainty. Time after time, we rose
to the occasion for our clients, and our exceptional
service and abilities were rewarded by our clients as
they continued to choose Renasant as their financial
services provider of choice.
As evidence of this, Forbes recognized Renasant as
one of the World’s Best Banks for 2021. This accolade
was based on 43,000 financial institution customer
surveys from more than two dozen countries across
well-being of its people. In 2021, we maintained, and
the world. We are proud to be recognized as one of the
expanded, our efforts to support our employees and
top financial institutions in the world for our service;
keep them safe. We allowed employees to continue
however, our work to improve is never finished.
working remotely and extended our employees’
flexibility in the form of accommodative work
scheduling. We also provided paid time off for
employees who were required to quarantine. By
remaining open-minded with our staffing model,
The enhancements to our digital infrastructure and
mobile banking offerings over the past years continued
to provide a positive banking experience for our clients
in 2021. Technology will play a part in our growth
we enabled our employees to transition seamlessly
strategy, and we’ll always look for new ways to make
between working arrangements as situations evolved.
banking more accessible, effective, and convenient. At
the same time, we will not take for granted the value of
During 2021 and amid continued uncertainty, our team
personal relationship banking.
members put their best selves forward to serve our
clients, and on behalf of our board and senior
management team, we thank our team members for a
job well done.
CORPORATE CITIZENSHIP
Going into 2021, we recognized that the most
vulnerable members of our communities would face
the toughest recovery from the pandemic. Our
Renasant Roots Community Development and
Outreach Program continued to offer volunteer
partnerships in our low-to-moderate income
communities. In addition, we provided financial
education and small business technical assistance
programs to help our clients throughout the markets
we serve. In 2021, we conducted more than 1,500
community outreach activities throughout our
seven-state footprint, totaling more than 4,600 hours
of intentional service participation. Although we
often had to modify the delivery of these programs to
protect the health of our employees and participants,
our team’s willingness to serve our communities
never wavered.
In recognition of our bank’s dedication to community
service, we are proud to have received the A.G.
Gaston Award for 2021. The A.G. Gaston Award
recognizes corporations that use their resources to
meet the needs of their communities.
Moving into 2022, we remain committed to and
engaged in continuing to provide innovative and
proactive solutions for our clients and communities.
FINANCIAL RESULTS
Looking at our financial results for 2021, diluted
earnings per share were $3.12, as compared to $1.48
for 2020. Our return on average assets and return on
average equity were 1.11% and 7.96%, respectively,
for 2021. Net income for 2021 was $175.9 million, as
compared to net income of $83.7 million for in 2020.
Our annual report on Form 10-K for 2021, which
follows this letter, provides a detailed discussion of
our financial performance in 2021.
Our core deposits grew, capital base strengthened
and asset quality metrics remained sound, while our
diverse revenue streams bolstered our earnings
during the prolonged low-interest-rate environment.
To increase profitability and return value to
shareholders, we will continue to refine our
22
processes and strengthen talent across our team to
capitalize on the best opportunities for revenue growth
and efficiency. Emerging from the pandemic, we will
remain prudent in our operating philosophy, as the
nation’s economy appears to be regaining its footing.
LOOKING AHEAD
We step into a new year in a strong financial position,
and we are proud of our team and the efforts we put
forth during 2021. We generated strong loan
production throughout the year, had solid earnings,
strengthened our capital position and have
considerable balance sheet liquidity heading into 2022.
As the pandemic recovery continues, we will stand
firm as a reliable financial pillar in our communities
and will continue working tirelessly to understand
and meet the needs of our clients.
We believe that the economic strength of our markets
is good, and business activity appears resilient. Our
focus remains on producing loan and deposit growth
and implementing initiatives that will enhance our
profitability. Although the future is never certain, we
believe it is bright. No matter what 2022 brings, we
stand ready to excel.
Thank you for your interest in Renasant and for a
being a shareholder.
E. Robinson McGraw
Executive Chairman
C. Mitchell Waycaster
President & Chief Executive Officer
2021
Y E A R A T A G L A N C E
The charts below highlight our financial results for the previous five years. For an analysis of our
results for 2021 and a discussion of the one-time or unusual transactions impacting our results,
during the year please refer to the attached Annual Report on Form 10-K, including Item 7,
Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Diluted Earnings
per Share
Net Income
in Thousands
2021
2020
2019
2018
2017
$3.12
$2.88
$2.79
$1.48
$1.96
2021
2020
2019
2018
2017
$175,892
$167,596
$146,920
$83,651
$92,188
Dividends
per Share
2021
2020
2019
2018
2017
$0.88
$0.88
$0.87
$0.80
$0.73
Return
on Tangible Equity non-GAAP*
Assets
in Millions
2021
2020
2019
2018
2017
14.53%
7.83%
15.36%
15.98%
11.84%
2021
2020
2019
2018
2017
$16,810
$14,930
$13,401
$12,935
$9,830
* Please refer to “Non-GAAP Financial Measures” in the attached Annual Report on Form 10-K for a reconciliation of
Return on Tangible Equity to Return on Average Equity in Item 7, Management’s Discussion and Analysis of Financial
Condition and Results of Operations.
3
2021
F I N A N C I A L H I G H L I G H T S
Net Interest Income
in Thousands
Non-Interest Income
in Thousands
2021
2020
2019
2018
2017
2021
2020
2019
2018
2017
2021
2020
2019
2018
2017
$424,001
$426,797
$443,657
$396,525
$336,897
$10,021
$10,934
$9,690
$9,083
$7,620
$39.63
$37.95
$37.39
$34.91
$30.72
Loans
in Millions
Book Value
per Share
2021
2020
2019
2018
2017
2021
2020
2019
2018
2017
2021
2020
2019
2018
2017
$226,984
$235,532
$153,254
$143,961
$132,140
Deposits
in Millions
$13,906
$12,059
$10,213
$10,129
$7,921
Net Charge-Offs
to Average Loans
0.10%
0.04%
0.04%
0.05%
0.06%
4
Sean M. Suggs
Group Vice President
& Chief Social Innovation
Toyota Motor North America
Plano, Texas
C. Mitchell Waycaster
President &
Chief Executive Officer
Renasant Corporation
& Renasant Bank
Tupelo, Mississippi
RENASANT CORPORATION
& RENASANT BANK
BOARD OF DIRECTORS
Gary D. Butler, Ph,D.
Chairman &
Chief Executive Officer
Camgian Microsystems Corp.
Starkville, Mississippi
Kevin D. Chapman*
Chief Operating Officer
Renasant Corporation
& Renasant Bank
Tupelo, Mississippi
Donald Clark, Jr.
Senior Counsel
Butler Snow, LLP
Ridgeland, Mississippi
John M. Creekmore
Consultant & Former
General Counsel
United Furniture Industries, Inc.
Verona, Mississippi
* Renasant Bank board only
Albert J. Dale, III
Chairman
Dale, Inc.
Nashville, Tennessee
Jill V. Deer
Chief Administrative Officer
Brasfield & Gorrie, LLC
Birmingham, Alabama
O. Leonard Dorminey*
Retired
Former President, Eastern Region
Renasant Bank
Albany, Georgia
Connie L. Engel
Partner
Childress Klein Properties, Inc.
Atlanta, Georgia
John T. (Tom) Foy
Retired
Former President &
Chief Operating Officer
Furniture Brands
International, Inc.
Tupelo, Mississippi
Richard L. Heyer, Jr., M.D.
Physician
Tupelo Anesthesia Group, P.A.
Tupelo, Mississippi
Neal A. Holland, Jr.
Chairman & CEO
Alliance Sand & Aggregates, LLC
President & CEO
Holland Company, Inc.
Decatur, Alabama
E. Robinson McGraw
Executive Chairman
Renasant Corporation
& Renasant Bank
Tupelo, Mississippi
Michael D. Shmerling
Chairman
Choice Food Group, Inc.
Nashville, Tennessee
Chairman
Clearbrook Holdings Corp.
Nashville, Tennessee
RENASANT BANK
DIRECTORS EMERITUS
Frank B. Brooks
President
Yalobusha Gin Company, Inc.
Water Valley, Mississippi
Hollis C. Cheek
Chairman
J.C. Cheek Contractors, Inc.
Kosciusko, Mississippi
Marshall H. Dickerson
Retired
Former Business Owner
Booneville, Mississippi
Eugene B. Gifford, Jr.
Attorney
Booneville, Mississippi
R. Rick Hart
Retired
Former Chairman, Tennessee
Region
Renasant Bank
Nashville, Tennessee
J. Niles McNeel
Retired
Former Attorney
Starkville, Mississippi
Theodore S. Moll
Retired
Former Chairman
MTD Products, Inc.
Tupelo, Mississippi
Robert C. Leake
Former Chairman of the
Board Emeritus
Former Vice President
Leake and Goodlett, Inc.
Tupelo, Mississippi
Hugh S. Potts, Jr.
Retired
Former Chairman & CEO
First M&F Corporation
Kosciusko, Mississippi
Fred F. Sharpe
Owner
U-Save It Pharmacy, Inc.
Albany, Georgia
John W. Smith
Retired
Former President &
Chief Executive Officer
Renasant Corporation
& Renasant Bank
Tupelo, Mississippi
H. Joe Trulove
Real Estate & Investments
West Point, Mississippi
J. Heywood Washburn
Self-Employed
Investor
Tupelo, Mississippi
J. Larry Young
Retired Pharmacist
Former Partner
Ramsey-Young Pharmacy
Pontotoc, Mississippi
RENASANT
CORPORATION
RENASANT BANK
209 Troy Street
Tupelo, MS 38804-4827
Telephone: (800) 680-1601
www.renasant.com
www.renasantbank.com
ANNUAL MEETING
Renasant Corporation’s Annual Meeting of
Shareholders will be
held at 1:30 p.m., CDT, Tuesday, April 26, 2022 by
online webcast, accessible at
www.virtualshareholdermeeting.com/RNST2022
FINANCIAL INFORMATION
Analysts and investors seeking financial
information about Renasant Corporation may
contact Jim Mabry, Chief Financial Officer.
STOCK TRANSFER AGENT
Broadridge Corporate
Issuer Solutions
P.O. Box 1342
Brentwood, NY 11717
STOCK LISTING
Renasant Corporation’s common stock is
traded on the NASDAQ Global Select Market
under the symbol RNST.
INDEPENDENT AUDITORS
Horne LLP
1020 Highland Colony Pkwy.
Suite 400
Ridgeland, MS 39157
FINANCIAL PUBLICATIONS
Additional copies of Renasant’s Annual Report,
Form 10-K and other corporate publications are
available on request through www.prars.com
or investors.renasant.com, or by contacting
John Oxford, Director of Marketing.
5
FORWARD-LOOKING STATEMENTS
This summary annual report may contain forward-looking statements regarding Renasant Corporation as defined by the federal securities laws.
Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “estimates,” “plans,” “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. All forward-looking statements involve risk and uncertainty, and actual results could
differ from the anticipated results or other expectations expressed in the forward-looking statements, and such differences could be material.
A discussion of factors that could cause actual results to differ materially from those expressed in the forward-looking statements is included in
Renasant Corporation’s filings with the United States Securities and Exchange Commission. Renasant Corporation expressly disclaims any obligation
to update any forward-looking statements, all of which are expressly qualified by the statements above.
6
6
6
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2021
or
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________________to _______________________
Commission file number 001-13253
RENASANT CORPORATION
(Exact name of registrant as specified in its charter)
Mississippi
(State or other jurisdiction of
incorporation or organization)
209 Troy Street, Tupelo, Mississippi
(Address of principal executive offices)
64-0676974
(I.R.S. Employer
Identification No.)
38804-4827
(Zip Code)
(662) 680-1001
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Common stock, $5.00 par value per share
Securities registered pursuant to Section 12(g) of the Act: None
Trading Symbol(s)
RNST
Name of each exchange on which registered
The NASDAQ Stock Market LLC
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes þ No ¨
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No þ
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes ☑ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to
Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes ☑ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”
and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer
Non-accelerated filer
☑ 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 has filed a report on and attestation to its management's assessment of the effectiveness of its
internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public
accounting firm that prepared or issued its audit report.
☑
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑
As of June 30, 2021, the aggregate market value of the registrant’s common stock, $5.00 par value per share, held by non-affiliates of the
registrant, computed by reference to the last sale price as reported on The NASDAQ Global Select Market for such date, was $2,196,590,080.
As of February 18, 2022, 55,815,152 shares of the registrant’s common stock, $5.00 par value per share, were outstanding.
Portions of the Proxy Statement for the 2022 Annual Meeting of Shareholders of Renasant Corporation are incorporated by reference into Part
III of this Form 10-K.
DOCUMENTS INCORPORATED BY REFERENCE
Renasant Corporation and Subsidiaries
Form 10-K
For the Year Ended December 31, 2021
CONTENTS
PART I
Item 1.
Business
Item 1A. Risk Factors
Item 1B. Unresolved Staff Comments
Item 2.
Properties
Item 3.
Legal Proceedings
Item 4. Mine Safety Disclosures
PART II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities
[Reserved]
Item 6.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Item 8.
Financial Statements and Supplementary Data
Item 9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Item 9A. Controls and Procedures
Item 9B. Other Information
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
PART III
Item 10. Directors, Executive Officers and Corporate Governance
Item 11. Executive Compensation
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Item 13. Certain Relationships and Related Transactions, and Director Independence
Item 14. Principal Accountant Fees and Services
PART IV
Item 15. Exhibits and Financial Statement Schedules
Item 16. Form 10-K Summary
Page
2
15
26
26
26
26
27
28
29
61
62
146
146
146
146
146
147
147
148
148
149
153
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Annual Report on Form 10-K may contain or incorporate by reference statements regarding Renasant Corporation
(referred to herein as the “Company”, “we”, “our”, or “us”) that constitute “forward-looking statements” within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.
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.
Important factors currently known to management that could cause our actual results to differ materially from those in forward-
looking statements include the following:
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
the continued impact of the COVID-19 pandemic (and variants thereof) and related governmental response measures
on the U.S. economy and the economies of the markets in which the Company operates;
the Company’s ability to efficiently integrate acquisitions into its operations, retain the customers of these businesses,
grow the acquired operations and realize the cost savings expected from an acquisition to the extent and in the
timeframe anticipated by management;
the effect of economic conditions and interest rates on a national, regional or international basis;
timing and success of the implementation of changes in operations to achieve enhanced earnings or effect cost savings;
competitive pressures in the consumer finance, commercial finance, insurance, financial services, asset management,
retail banking, mortgage lending and auto lending industries;
the financial resources of, and products available from, competitors;
changes in laws and regulations as well as changes in accounting standards;
changes in policy by regulatory agencies;
changes in the securities and foreign exchange markets;
the Company’s potential growth, including its entrance or expansion into new markets, and the need for sufficient
capital to support that growth;
changes in the quality or composition of the Company’s loan or investment portfolios, including adverse developments
in borrower industries or in the repayment ability of individual borrowers;
an insufficient allowance for credit losses as a result of inaccurate assumptions;
general economic, market or business conditions, including the impact of inflation;
changes in demand for loan products and financial services;
concentration of credit exposure;
changes or the lack of changes in interest rates, yield curves and interest rate spread relationships;
increased cybersecurity risk, including potential network breaches, business disruptions or financial losses;
civil unrest, natural disasters, epidemics and other catastrophic events in the Company’s geographic area;
the impact, extent and timing of technological changes; and
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•
other circumstances, many of which are beyond management’s control.
The Company believes that the assumptions underlying its forward-looking statements are reasonable, but any of the
assumptions could prove to be inaccurate. Investors are urged to carefully consider the risks described elsewhere in this report
and in the Company’s other filings with the Securities and Exchange Commission (the “SEC”) from time to time, including its
Quarterly Reports on Form 10-Q, which are available at www.renasant.com and the SEC’s website at www.sec.gov.
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 information set forth in this Annual Report on Form 10-K is as of February 18, 2022 unless otherwise indicated herein.
ITEM 1. BUSINESS
General
PART I
Renasant Corporation, a Mississippi corporation incorporated in 1982, owns and operates Renasant Bank, a Mississippi banking
corporation with operations in Alabama, Florida, Georgia, Mississippi, North Carolina, South Carolina and Tennessee.
Renasant Bank, in turn, owns and operates Renasant Insurance, Inc., a Mississippi corporation with operations in Mississippi,
and Park Place Capital Corporation, a Tennessee corporation with operations across our footprint. Renasant Bank is sometimes
referred to herein as the “Bank,” while Renasant Insurance, Inc. is referred to herein as “Renasant Insurance” and Park Place
Capital Corporation is referred to as “Park Place Capital.”
Our vision is to be the financial services advisor and provider of choice in each community we serve. With this vision in mind,
management has organized the branch banks into community banks using a franchise concept. The franchise approach
empowers community bank presidents to execute their own business plans in order to achieve our vision. Specific performance
measurement tools are available to assist these presidents in determining the success of their plan implementation. A few of the
ratios used in measuring the success of their business plan include:
— return on average assets
— net interest margin and spread
— the efficiency ratio
— fee income shown as a percentage of loans and deposits
— loan and deposit growth
— the volume and pricing of deposits
— net charge-offs to average loans
— the percentage of loans past due and nonaccruing
While we have preserved decision-making at a local level, we have centralized our legal, accounting, investment, risk
management, loan review, human resources, audit and data processing/operations functions. The centralization of these
functions enables us to maintain consistent quality and achieve certain economies of scale.
Our vision is further validated through our core values. Our core values include: (1) employees are our greatest assets,
(2) quality is not negotiable and (3) clients’ trust is foremost. Centered on these values was the development of our strategic
plan, which focuses on attracting high quality, organic loan growth and increasing our noninterest income, improving our
operating efficiency and enhancing our technological capabilities, remaining opportunistic, and achieving financial performance
targets. We believe that the successful implementation of our strategic plan will promote the satisfaction and development of
our employees, clients and shareholders.
Members of our Board of Directors also serve as members of the Board of Directors of the Bank (which has a broader
membership than the Company board). Responsibility for the management of the Bank remains with the Board of Directors and
officers of the Bank; however, management services rendered by the Company to the Bank are intended to supplement internal
management and expand the scope of banking services normally offered by the Bank.
Operations
The Company has three reportable segments: a Community Banks segment, an Insurance segment and a Wealth Management
segment. We do not have any foreign operations.
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Operations of Community Banks
Substantially all of our business activities are conducted through, and substantially all of our assets and revenues are derived
from, the operations of our community banks, which offer a complete range of banking and financial services to individuals and
to businesses of all sizes. As described in more detail below, these services include business and personal loans, interim
construction loans, specialty commercial lending, treasury management services and checking and savings accounts, as well as
safe deposit boxes and night depository facilities. Automated teller machines are located throughout our market area, and we
have interactive teller machines in many of our urban markets. Our Online and Mobile Banking products and our call center
also provide 24-hour banking services.
As of December 31, 2021, we had 189 banking, lending and mortgage offices located throughout our markets in Alabama,
Florida, Georgia, Mississippi, North Carolina, South Carolina and Tennessee. Customers may also conduct many banking
transactions, such as opening deposit accounts and applying for certain types of loans, through our Online and Mobile Banking
Products.
Lending Activities. Income generated by our lending activities (including our Mortgage division), in the form of interest
income, loan-related fees, and income from the sale and servicing of mortgage loans, comprises a substantial portion of our
revenue, accounting for approximately 78.66%, 84.01% and 79.32% of our total gross revenues in 2021, 2020 and 2019,
respectively. Total gross revenues consist of interest income on a fully taxable equivalent basis and noninterest income. Our
lending philosophy is to minimize credit losses by following strict credit approval standards, diversifying our loan portfolio by
both type and geography and conducting ongoing review and management of the loan portfolio. Loans are originated through
either our commercial lending groups or personal bankers depending on the relationship and type of service or product desired.
Our commercial lending group provides banking services to corporations or other business customers and originates loans for
general corporate purposes, such as financing for commercial and industrial projects or income producing commercial real
estate. Also included in our commercial lending group are experienced lenders within our specialty lines of business, which
consist of our asset-based lending, Small Business Administration lending, healthcare, factoring, and equipment lease financing
banking groups. Our personal banking group provides small consumer installment loans, residential real estate loans, lines of
credit and construction financing and originates conventional first and second mortgages.
The following is a description of each of the principal types of loans in our loan portfolio, the relative credit risk of each type of
loan and the steps we take to reduce such risk. Our loans are primarily generated within the market areas where our offices are
located.
— Commercial, Financial and Agricultural Loans. Commercial, financial and agricultural loans (referred to as “C&I loans”),
which accounted for approximately 14.20% of our total loans at December 31, 2021, are customarily granted to established
local business customers in our market area on a fully collateralized basis to meet their credit needs. The terms and loan
structure are dependent on the collateral and strength of the borrower. Loan-to-value ratios range from 50% to 85%, depending
on the type of collateral. Terms are typically short term in nature and are commensurate with the secondary source of
repayment that serves as our collateral.
Although C&I loans may be collateralized by equipment or other business assets, the repayment of this type of loan depends
primarily on the creditworthiness and projected cash flow of the borrower (and any guarantors). Thus, the chief considerations
when assessing the risk of a C&I loan are the local business borrower’s ability to sell its products/services, thereby generating
sufficient operating revenue to repay us under the agreed upon terms and conditions, and the general business conditions of the
local economy or other market that the business serves. The liquidation of collateral is considered a secondary source of
repayment. Another source of repayment are guarantors of the loan, if any. To manage these risks, the Bank’s policy is to
secure its C&I loans with both the assets of the borrowing business and any other collateral and guarantees that may be
available. In addition, we actively monitor certain financial measures of the borrower, including advance rate, cash flow,
collateral value and other appropriate credit factors. We use C&I loan credit scoring models for smaller-size loans.
— Real Estate – 1-4 Family Mortgage. We are active in the real estate – 1-4 family mortgage area (referred to as “residential
real estate loans”), with approximately 27.19% of our total loans at December 31, 2021, being residential real estate loans. In
addition, in 2021, we originated for sale on the secondary market approximately $4.06 billion in residential real estate loans
through our Mortgage division. We offer both first and second mortgages on residential real estate. Loans secured by residential
real estate in which the property is the principal residence of the borrower are referred to as “primary” 1-4 family mortgages.
Loans secured by residential real estate in which the property is rented to tenants or is not otherwise the principal residence of
the borrower are referred to as “rental/investment” 1-4 family mortgages. We also offer loans for the preparation of residential
real property prior to construction (referred to as “residential land development loans”). In addition, we offer home equity loans
or lines of credit and term loans secured by first and second mortgages on the residences of borrowers who elect to use the
accumulated equity in their homes for purchases, refinances, home improvements, education and other personal expenditures.
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Both fixed and variable rate loans are offered with competitive terms and fees. Originations of residential real estate loans are
generated through retail efforts in our branches or originations by or referrals from our Mortgage division and online through
our Renasant Consumer Direct channel. We attempt to minimize the risk associated with residential real estate loans by strictly
scrutinizing the financial condition of the borrower; typically, we also limit the maximum loan-to-value ratio. With respect to
second lien home equity loans or lines of credit, which inherently carry a higher risk of loss upon default, we limit our exposure
by limiting these types of loans to borrowers with high credit scores.
We retain residential real estate loans in our portfolio when the Bank has sufficient liquidity to fund the needs of established
customers and when rates are favorable to retain the loans. Retained portfolio loans are made primarily through the Bank’s
variable-rate mortgage product offerings.
As noted above, we also originate residential real estate loans with the intention of selling them in the secondary market to third
party private investors or directly to government sponsored entities. In addition to the origination channels mentioned above,
mortgage loans held for sale are also originated through wholesale relationships where we purchase loans from smaller banks,
credit unions and brokerage shops. When these loans are sold, we either release or retain the related servicing rights, depending
on a number of factors, such as the pricing of such loans in the secondary market, fluctuations in interest rates that would
impact the profitability of the loans and other market-related conditions. Residential real estate originations to be sold are sold
either on a “best efforts” basis or under a “mandatory delivery” sales agreement. Under a “best efforts” sales agreement,
residential real estate originations are locked in at a contractual rate with third party private investors or directly with
government sponsored agencies, and we are obligated to sell the mortgages to such investors only if the mortgages are closed
and funded. The risk we assume is conditioned upon loan underwriting and market conditions in the national mortgage market.
Under a “mandatory delivery” sales agreement, the Company commits to deliver a certain principal amount of mortgage loans
to an investor at a specified price and delivery date. Penalties are paid to the investor if we fail to satisfy the contract. The
Company does not actively market or originate subprime mortgage loans.
— Real Estate – Commercial Mortgage. Our real estate – commercial mortgage loans (“commercial real estate loans”)
represented approximately 45.39% of our total loans at December 31, 2021. Included in this portfolio are loans in which the
owner develops a property with the intention of locating its business there. These loans are referred to as “owner-occupied”
commercial real estate loans. Payments on these loans are dependent on the successful development and management of the
business as well as the borrower’s ability to generate sufficient operating revenue to repay the loan. The Bank mitigates the risk
that our estimate of value will prove to be inaccurate by having sufficient sources of secondary repayment as well as guarantor
support. In some instances, in addition to our mortgage on the underlying real estate of the business, our commercial real estate
loans are secured by other non-real estate collateral, such as equipment or other assets used in the business.
In addition to owner-occupied commercial real estate loans, we offer loans in which the owner develops a property where the
source of repayment of the loan will come from the sale or lease of the developed property, for example, retail shopping
centers, hotels and storage facilities. These loans are referred to as “non-owner occupied” commercial real estate loans. We also
offer commercial real estate loans to developers of commercial properties for purposes of site acquisition and preparation and
other development prior to actual construction (referred to in this Annual Report as “commercial land development loans”).
Non-owner occupied commercial real estate loans and commercial land development loans are dependent on the successful
completion of the project and may be affected by adverse conditions in the real estate market or the economy as a whole.
We seek to minimize risks relating to all commercial real estate loans by limiting the maximum loan-to-value ratio and strictly
scrutinizing the financial condition of the borrower, the quality of the collateral, the management of the property securing the
loan and, where applicable, the financial strength of the tenant occupying the property. Loans are usually structured either to
fully amortize over the term of the loan or to balloon after the third year or fifth year of the loan, typically with an amortization
period not to exceed 20 years. We also actively monitor such financial measures as advance rate, cash flow, collateral value
and other appropriate credit factors. We generally obtain loan guarantees from financially capable parties to the transaction
based on a review of the guarantor’s financial statements.
— Real Estate – Construction. Our real estate – construction loans (“construction loans”) represented approximately 11.03% of
our total loans at December 31, 2021. Our construction loan portfolio consists of loans for the construction of single family
residential properties, multi-family properties and commercial projects. Maturities for construction loans generally range from 6
to 12 months for residential property and from 24 to 36 months for non-residential and multi-family properties. Similar to non-
owner occupied commercial real estate loans, the source of repayment of a construction loan comes from the sale or lease of
newly-constructed property, although often construction loans are repaid with the proceeds of a commercial real estate loan that
we make to the owner or lessor of the newly-constructed property.
Construction lending entails significant additional risks compared to residential real estate or commercial real estate lending,
including the risk that loan funds are advanced upon the security of the property under construction, which is of uncertain value
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prior to the completion of construction. The risk is to evaluate accurately the total loan funds required to complete a project and
to ensure proper loan-to-value ratios during the construction phase. We address the risks associated with construction lending in
a number of ways. As a threshold matter, we limit loan-to-value and loan-to-cost ratios to 85% of when-completed appraised
values for owner-occupied and investor-owned residential or commercial properties. We monitor draw requests either
internally or with the assistance of a third party, creating an additional safeguard that ensures advances are in line with project
budgets.
— Installment Loans to Individuals. Installment loans to individuals (or “consumer loans”), which represented approximately
1.43% of our total loans at December 31, 2021, are granted to individuals for the purchase of personal goods. Loss or decline of
income by the borrower due to unplanned occurrences represents the primary risk of default to us. In the event of default, a
shortfall in the value of the collateral may pose a loss to us in this loan category. Before granting a consumer loan, we assess the
applicant’s credit history and ability to meet existing and proposed debt obligations. Although the applicant’s creditworthiness
is the primary consideration, the underwriting process also includes a comparison of the value of the collateral, if any, to the
proposed loan amount. We obtain a lien against the collateral securing the loan and hold title until the loan is repaid in full.
— Equipment Financing and Leasing. Equipment financing loans (or “lease financing loans”), which represented
approximately 0.76% of our total loans at December 31, 2021, are granted to provide capital to businesses for commercial
equipment needs. These loans are generally granted for periods ranging between two and five years at fixed rates of interest.
Loss or decline of income by the borrower due to unplanned occurrences represents the primary risk of default to us. In the
event of default, a shortfall in the value of the collateral may pose a loss to us in this loan category. We obtain a lien against the
collateral securing the loan and hold title (if applicable) until the loan is repaid in full. Transportation, manufacturing,
healthcare, material handling, printing and construction are the industries that typically obtain lease financing. In addition, we
offer a product tailored to qualified not-for-profit customers that provides real estate financing at tax-exempt rates.
Addressing Aggregate Lending Risks. In addition to the steps described above to mitigate the risks posed by any individual loan
relationship, management has implemented a structure that proactively monitors the risk to the Company presented by the
Bank’s loan portfolio as a whole. First, we purposefully manage the loan portfolio to avoid excessive concentrations in any
particular loan category. Our goal is to structure the loan portfolio so that it is well balanced among C&I loans and owner-
occupied commercial real estate loans, non-owner occupied commercial real estate loans and residential real estate loans and
consumer loans while taking into account current market risks and lending opportunities. Construction and land development
loans are allocated between the commercial real estate and residential real estate categories based on the property securing the
loan. With respect to construction and land development loans in particular, management monitors whether the allocation of
these loans across geography and asset type heightens the general risk associated with these types of loans. We also monitor
concentrations in our construction and land development loans based on regulatory guidelines promulgated by banking
regulators, which involves evaluating the aggregate value of these loans as a percentage of our risk-based capital (this is
referred to as the “100/300 Test” and is discussed in more detail under the “Supervision and Regulation” heading below) as
well as monitoring loans considered to be high volatility commercial real estate. A further discussion of the risk reduction
policies and procedures applicable to our lending activities can be found in Item 7, Management’s Discussion and Analysis of
Financial Condition and Results of Operations, under the heading “Risk Management – Credit Risk and Allowance for Credit
Losses.”
Investment Activities. We acquire investment securities to provide a source for meeting our liquidity needs as well as to supply
securities to be used in collateralizing certain deposits and other types of borrowings. During 2021, we also deployed a portion
of our excess liquidity into the securities portfolio. We primarily acquire mortgage backed securities and collateralized
mortgage obligations issued by government-sponsored entities such as FNMA, FHLMC and GNMA (colloquially known as
“Fannie Mae,” “Freddie Mac” and “Ginnie Mae,” respectively) as well as municipal securities. Generally, cash flows from
maturities and calls of our investment securities that are not used to fund loan growth or repay debt are reinvested in investment
securities. We also hold investments in corporate debt and pooled trust preferred securities. At December 31, 2021, the
Company’s investment securities included both available for sale and held to maturity classifications.
Investment income generated by our investment activities, both taxable and tax-exempt, accounted for approximately 5.13%,
4.46% and 5.41% of our total gross revenues in 2021, 2020 and 2019, respectively.
Deposit Services. We offer a broad range of deposit services and products to our consumer and commercial clients. Through
our community branch networks, we offer consumer checking accounts with free online and mobile banking, which includes
bill pay and transfer features, peer-to-peer payment, interest bearing checking, money market accounts, savings accounts,
certificates of deposit, individual retirement accounts and health savings accounts.
For our commercial clients, we offer competitive checking and savings services as well as a suite of treasury management
products which include remote deposit capture, account reconciliation, electronic statements, fraud protection via positive pay,
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ACH origination and wire transfer, lockbox services, overnight investment sweep options, enhanced business Internet banking
and mobile banking.
Fees generated through the deposit services we offer accounted for approximately 7.15%, 5.88% and 7.78% of our total gross
revenues in 2021, 2020 and 2019, respectively. The deposits held by the Bank have been primarily generated within the market
areas where our branches are located.
Operations of Wealth Management
Our Wealth Management segment operates through two divisions: Trust and Financial Services. The Trust division, which is
housed in the Bank’s trust department, offers a wide variety of fiduciary and custodial services, including investment advisory,
accounting and administrative services (acting as trustee or in other capacities) for qualified retirement and other employee
benefit plans, IRAs, personal trusts and estates. Our fees for managing these accounts are based on changes in market values of
the assets under management in the account, with the amount of the fee depending on services we provide and the type of
account.
The Financial Services division, which operates through Park Place Capital (although the Bank’s trust department maintains
some legacy financial service operations), offers specialized products and services to our customers. These products and
services include fixed and variable annuities, mutual funds and stocks, some of which are offered through a third party provider.
Park Place Capital also provides administrative and compliance services for certain mutual funds.
For 2021, the Wealth Management segment generated total revenue of $23.8 million, or 3.39% of the Company’s total gross
revenues. Wealth Management operations are headquartered in Tupelo, Mississippi, and Birmingham, Alabama, but our
products and services are available to customers in all of our markets through our community banks.
Operations of Insurance
Renasant Insurance is a full-service insurance agency offering all lines of commercial and personal insurance through major
carriers. For 2021, Renasant Insurance generated total revenue of $11.8 million, or 1.69% of the Company’s total gross
revenues, and operated eight offices throughout north and north central Mississippi.
Competition
Community Banks
Vigorous competition exists in all major product and geographic areas in which we conduct banking business. We compete
through the Bank for available loans and deposits and the provision of other financial services (such as treasury management)
with state, regional and national banks as well as savings and loan associations, credit unions, finance companies, mortgage
companies, insurance companies, brokerage firms and investment companies in all of our service areas. All of these numerous
institutions compete in the delivery of products and services through availability, quality and pricing, and many of our
competitors are larger and have substantially greater resources than we do, including higher total assets and capitalization,
larger technology and marketing budgets and a broader offering of financial services.
Wealth Management
Our Wealth Management segment competes with other banks, brokerage firms, financial advisers and trust companies, which
provide one or more of the services and products that we offer. Our wealth management operations compete on the basis of
available product lines, rates and fees, as well as reputation and professional expertise. No particular company or group of
companies dominates this industry.
Insurance
We encounter strong competition in the markets in which we conduct insurance operations. Through our insurance subsidiary,
we compete with independent insurance agencies and agencies affiliated with other banks and/or other insurance carriers. All of
these agencies compete in the delivery of personal and commercial product lines. There is no dominant insurance agency in our
markets.
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Supervision and Regulation
General
The U.S. banking industry is highly regulated under federal and state law. We are a bank holding company registered under the
Bank Holding Company Act of 1956, as amended (the “BHC Act”). As a result, we are subject to supervision, regulation and
examination by the Board of Governors of the Federal Reserve System (the “Federal Reserve”). The Bank is a commercial
bank chartered under the laws of the State of Mississippi; it is not a member of the Federal Reserve System. As a Mississippi
non-member bank, the Bank is subject to supervision, regulation and examination by the Mississippi Department of Banking
and Consumer Finance (the “DBCF”), as the chartering entity of the Bank, and by the FDIC, as the insurer of the Bank’s
deposits. As an institution with more than $10 billion in assets, we are subject to examination by the Consumer Financial
Protection Bureau (the “CFPB”) for compliance with federal consumer protection laws. As a result of this extensive system of
supervision and regulation, the growth and earnings performance of the Company and the Bank are affected not only by
management decisions and general and local economic conditions, but also by the statutes, rules, regulations and policies
administered by the Federal Reserve, the FDIC, the DBCF, the CFPB and other federal and state regulatory authorities with
jurisdiction over our operations.
The bank regulatory scheme has two primary goals: to maintain a safe and sound banking system and to facilitate the conduct
of sound monetary policy. This scheme, including the laws and regulations administered by the CFPB, also seeks to ensure
broad, non-discriminatory access to financial services on fair and reasonable terms. This comprehensive system of supervision
and regulation is intended primarily for the protection of the FDIC’s deposit insurance fund, bank depositors, consumers and
the public in general, rather than our shareholders or creditors. To this end, federal and state banking laws and regulations
govern, among other things, the types of activities in which we and the Bank may engage, the terms and conditions of our
products and services and the manner in which we offer our products and services, permissible investments, the level of
reserves that the Bank must maintain against deposits, minimum equity capital levels, the nature and amount of collateral
required for loans, maximum interest rates that can be charged, the manner and amount of the dividends that may be paid, and
corporate activities regarding mergers, acquisitions and the establishment of branch offices.
The description below summarizes certain elements of the regulatory framework applicable to us and the Bank. This summary
is not, however, intended to describe all laws, regulations and policies applicable to us and the Bank, and the description is
qualified in its entirety by reference to the full text of the statutes, regulations, policies, interpretative letters and other written
guidance that are described below. Further, the following discussion addresses the regulatory framework as in effect as of the
date of this Annual Report on Form 10-K. Legislation and regulatory action to revise federal and Mississippi banking,
consumer protection, securities and other applicable laws and regulations, sometimes in a substantial manner, are continually
under consideration by the U.S. Congress, state legislatures and federal and state regulatory agencies. Accordingly, the
following discussion must be read in light of the enactment of any new federal or state banking laws or regulations or any
amendment or repeal of existing laws or regulations, or any change in the policies of the regulatory agencies with jurisdiction
over the Company’s operations, after the date of this Annual Report on Form 10-K.
Supervision and Regulation of Renasant Corporation
General. As a bank holding company registered under the BHC Act, we are subject to the regulation and supervision applicable
to bank holding companies by the Federal Reserve. The BHC Act and other federal laws subject bank holding companies to
particular restrictions on the types of activities in which they may engage and to a range of supervisory requirements and
activities, including regulatory enforcement actions for violations of laws and regulations or engaging in unsafe and unsound
banking practices. The Federal Reserve’s jurisdiction also extends to any company that we directly or indirectly control, such
as any non-bank subsidiaries and other companies in which we own a controlling investment.
Scope of Permissible Activities. Under the BHC Act, we are prohibited from engaging directly or indirectly in activities other
than those of banking, managing or controlling banks or furnishing services to or performing services for the Bank and from
acquiring a direct or indirect interest in or control of more than 5% of the voting shares of any company that is not a bank or
financial holding company. The principal exception to this prohibition is that we may engage, directly or indirectly (including
through the ownership of shares of another company), in certain activities that the Federal Reserve has found to be so closely
related to banking or managing and controlling banks as to be a proper incident thereto. In making determinations whether
activities are closely related to banking or managing banks, the Federal Reserve must consider whether the performance of such
activities by a bank holding company or its subsidiaries can reasonably be expected to produce benefits to the public, such as
greater convenience, increased competition or gains in efficiency of resources, and whether such public benefits outweigh the
risks of possible adverse effects, such as decreased or unfair competition, conflicts of interest or unsound banking practices.
Currently-permitted activities include, among others, operating a mortgage, finance, credit card or factoring company;
providing certain data processing, storage and transmission services; acting as an investment or financial advisor; acting as an
7
insurance agent for certain types of credit-related insurance; leasing personal or real property on a nonoperating basis; and
providing certain stock brokerage services.
Pursuant to the amendment to the BHC Act effected by the Financial Services Modernization Act of 1999 (commonly referred
to as the Gramm-Leach Bliley Act, or the “GLB Act”), a bank holding company whose subsidiary deposit institutions are “well
capitalized” and “well managed” may elect to become a “financial holding company” (“FHC”) and thereby engage without
prior Federal Reserve approval in certain banking and non-banking activities that are deemed to be financial in nature or
incidental to financial activity. These “financial in nature” activities include securities underwriting, dealing and market
making; organizing, sponsoring and managing mutual funds; insurance underwriting and agency activities; merchant banking
activities; and other activities that the Federal Reserve has determined to be closely related to banking. No regulatory approval
is required for a financial holding company to acquire a company, other than a bank or savings association, engaged in activities
that are financial in nature or incidental to activities that are financial in nature, as determined by the Federal Reserve. We have
not elected to become an FHC.
A dominant theme of the GLB Act is functional regulation of financial services, with the primary regulator of the Company or
its subsidiaries being the agency that traditionally regulates the activity in which the Company or its subsidiaries wish to
engage. For example, the SEC regulates bank holding company securities transactions, and the various banking regulators
oversee our banking activities.
Capital Adequacy Guidelines. The Federal Reserve has adopted risk-based capital guidelines for bank holding companies. The
risk-based capital guidelines are designed to make regulatory capital requirements more sensitive to differences in risk profiles
among banks and bank holding companies, to factor off-balance sheet exposure into the assessment of capital adequacy, to
minimize disincentives for holding liquid, low-risk assets and to achieve greater consistency in the evaluation of the capital
adequacy of major banking organizations worldwide. Under these guidelines, assets and off-balance sheet items are assigned to
broad risk categories, each with appropriate weights. The resulting capital ratios represent capital as a percentage of total risk-
weighted assets and off-balance sheet items. In addition to the risk-based capital guidelines, the Federal Reserve has adopted a
minimum Tier 1 capital (leverage) ratio, under which a bank holding company must maintain a minimum level of Tier 1 capital
to average total consolidated assets of at least 4%.
The capital requirements applicable to the Company are substantially similar to those imposed on the Bank under FDIC
regulations, described below under the heading “Supervision and Regulation of Renasant Bank - Capital Adequacy
Guidelines.”
Payment of Dividends; Source of Strength. Under Federal Reserve policy, in general a bank holding company should pay
dividends only when (1) its net income available to shareholders over the last four quarters (net of dividends paid) has been
sufficient to fully fund the dividends, (2) the prospective rate of earnings retention appears to be consistent with the capital
needs and overall current and prospective financial condition of the bank holding company and its subsidiaries and (3) the bank
holding company will continue to meet minimum regulatory capital adequacy ratios after giving effect to the dividend.
The Federal Reserve provided guidance on the criteria it uses to evaluate a bank holding company’s request to pay dividends in
an aggregate amount that will exceed the company’s earnings for the period in which the dividends will be paid. For purposes
of this analysis, “dividend” includes not only dividends on preferred and common equity but also dividends on debt underlying
trust preferred securities and other Tier 1 capital instruments. The criteria evaluates whether the holding company (1) has net
income over the past four quarters sufficient to fully fund the proposed dividend (taking into account prior dividends paid
during this period), (2) is considering stock repurchases or redemptions in the quarter, (3) does not have a concentration in
commercial real estate and (4) is in good supervisory condition, based on its overall condition and its asset quality risk. A
holding company not meeting these criteria will require more in-depth consultations with the Federal Reserve.
In addition, a bank holding company is required to serve as a source of financial strength to its subsidiary bank(s). This means
that we are expected to use available resources to provide adequate financial resources to the Bank, including during periods of
financial stress or adversity, and to maintain the financial flexibility and capital-raising capacity to obtain additional resources
for assisting the Bank where necessary. In addition, any capital loans that we make to the Bank are subordinate in right of
payment to deposits and to certain other indebtedness of the Bank. In the event of our bankruptcy, any commitment by us to a
federal bank regulatory agency to maintain the capital of the Bank will be assumed by the bankruptcy trustee and entitled to a
priority of payment.
Acquisitions by Bank Holding Companies. The BHC Act requires every bank holding company to obtain the prior approval of
the Federal Reserve before it acquires all or substantially all of the assets of any bank, merges or consolidates with another bank
holding company or acquires ownership or control of any voting shares of any bank if after such acquisition it would own or
control, directly or indirectly, more than 5% of the voting shares of such bank. The Federal Reserve will not approve any
8
acquisition, merger or consolidation that would have a substantially anti-competitive effect, unless the anti-competitive impact
of the proposed transaction is clearly outweighed by a greater public interest in meeting the convenience and needs of the
community to be served. The Federal Reserve also considers capital adequacy and other financial and managerial resources and
future prospects of the companies and the banks concerned, together with the convenience and needs of the community to be
served and the record of the bank holding company and its subsidiary bank(s) in combating money laundering activities.
Finally, in order to acquire a bank located outside its home state, a bank holding company and its subsidiary institutions must be
“well capitalized” and “well managed.” In addition, as detailed under the heading “Scope of Permissible Activities” above, we
cannot acquire direct or indirect control of more than 5% of the voting shares of a company engaged in non-banking activities.
Control Acquisitions. Federal and state laws, including the BHC Act and the Change in Bank Control Act, also impose prior
notice or approval requirements and ongoing regulatory requirements on any investor that seeks to acquire direct or indirect
“control” of an FDIC-insured depository institution or bank holding company. “Control” of a depository institution is a facts
and circumstances analysis, but generally an investor is deemed to control a depository institution or other company if the
investor owns or controls 25% or more of any class of voting securities. For ownership or control at less than the 25% level,
there are multiple factors that contribute to whether “control” will be presumed to exist, which depend on the ownership level of
the depository institution or bank holding company’s voting securities. These presumptions are rebuttable.
Anti-Tying Restrictions. Bank holding companies and their affiliates are prohibited from tying the provision of certain services,
such as extensions of credit, to other nonbanking services offered by a bank holding company or its affiliates.
Status as a Public Company. As a publicly-traded company, we are also subject to laws, rules and regulations, as well as the
standards of self-regulatory organizations, relating to corporate governance, financial reporting and public disclosure, and
auditor independence, including the Sarbanes-Oxley Act of 2002, the Dodd-Frank Wall Street Reform and Consumer
Protection Act of 2010 (the “Dodd-Frank Act”), SEC rules and regulations and Nasdaq listing rules. We incur significant
expense in, and devote substantial management time and attention to, complying with these laws, regulations and standards,
which are subject to varying interpretations, amendment or outright repeal. We are committed to maintaining high standards of
corporate governance, financial reporting and public disclosure, and management continually monitors changes in laws, rules
and regulations, as well as best practices, in this area to ensure that we fulfill this commitment.
Supervision and Regulation of Renasant Bank
General. As a Mississippi-chartered bank, the Bank is subject to the regulation and supervision of the DBCF. As an FDIC-
insured institution that is not a member of the Federal Reserve, the Bank is subject to the regulation and supervision of the
FDIC. The regulations of the FDIC and the DBCF affect virtually all of the Bank’s activities, including the minimum levels of
capital required, the ability to pay dividends, mergers and acquisitions, borrowing and the ability to expand through new
branches or acquisitions and various other matters. Finally, having more than $10 billion in assets, our compliance with federal
consumer protection laws is subject to examination by the CFPB.
Insurance of Deposits. The deposits of the Bank are insured through the Deposit Insurance Fund (the “DIF”) up to $250,000
for most accounts. The FDIC administers the DIF, and the FDIC must by law maintain the DIF at an amount equal to a
specified percentage of the estimated annual insured deposits or assessment base. The minimum designated reserve ratio of the
DIF is 1.35% of total insured deposits, but the FDIC is authorized to designate a reserve ratio above the statutory minimum.
The FDIC must offset the effect of this increase for banks with assets less than $10 billion, meaning that banks above such asset
threshold, such as the Bank, will bear the cost of the increase.
To fund the DIF, FDIC-insured banks are required to pay deposit insurance assessments to the FDIC on a quarterly basis. The
amount of an institution’s assessment is based on its average consolidated total assets less its average tangible equity during the
assessment period. As to the rate, it is based on risk classification. An institution’s risk classification is assigned based on its
capital levels and the level of supervisory concern that the institution poses to the regulators. The higher an institution’s risk
classification, the higher its assessment rate (on the assumption that such institutions pose a greater risk of loss to the DIF). In
addition, the FDIC can impose special assessments in certain instances. As we have assets in excess of $10 billion, our
assessment rate is based not only on our risk classification but also incorporates forward-looking measures. Also, we are subject
to a surcharge designed to increase the DIF to specified levels, although this surcharge is not currently applicable because the
DIF is sufficiently funded.
The FDIC may terminate the deposit insurance of any insured depository institution, including the Bank, if it determines after a
hearing that the institution has engaged or is engaging in unsafe or unsound practices, is in an unsafe or unsound condition to
continue operations or has violated any applicable law, regulation, order or any condition imposed by an agreement with the
FDIC. For an institution with no tangible capital, deposit insurance may be temporarily suspended during the hearing process
for the permanent termination of insurance. If the FDIC terminates an institution’s deposit insurance, accounts insured at the
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time of the termination, less withdrawals, will continue to be insured for a period of six months to two years, as determined by
the FDIC. We are not aware of any existing circumstances that would result in termination of the Bank’s deposit insurance.
Interstate Banking and Branching. Under federal and Mississippi law, the Bank may establish additional branch offices within
Mississippi, subject to the approval of the DBCF, and the Bank can also establish additional branch offices outside Mississippi,
subject to prior regulatory approval, so long as the laws of the state where the branch is to be located would permit a state bank
chartered in that state to establish a branch. Finally, the Bank may also establish offices in other states by merging with banks
or by purchasing branches and related assets of banks in other states, subject to certain restrictions.
Dividends. The restrictions and guidelines with respect to the Company’s payment of dividends are described above. As a
practical matter, for so long as our operations chiefly consist of ownership of the Bank, the Bank will remain our source of
dividend payments. Accordingly, our ability to pay dividends depends upon the Bank's earnings and financial condition, as well
as upon general economic conditions and other factors, and will be subject to any restrictions applicable to the Bank.
The ability of the Bank to pay dividends is restricted by federal and state laws, regulations and policies. Under Mississippi law,
a Mississippi bank may not pay dividends unless its earned surplus is in excess of three times capital stock. A Mississippi bank
with earned surplus in excess of three times capital stock may pay a dividend, subject to the approval of the DBCF. In addition,
the FDIC also has the authority to prohibit the Bank from engaging in business practices that the FDIC considers to be unsafe or
unsound, which, depending on the financial condition of the Bank, could include the payment of dividends. Federal Reserve
regulations also limit the amount the Bank may loan to the Company unless such loans are collateralized by specific
obligations. 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.
Capital Adequacy Guidelines. The FDIC has promulgated risk-based capital guidelines similar to, and with the same
underlying purposes as, those established by the Federal Reserve with respect to bank holding companies. Under those
guidelines, assets and off-balance sheet items are assigned to broad risk categories, each with appropriate weights. The
resulting capital ratios represent capital as a percentage of total risk-weighted assets and off-balance sheet items.
Capital requirements for insured depository institutions are countercyclical, such that capital requirements increase in times of
economic expansion and decrease in times of economic contraction.
- Current Guidelines. Under the current risk-based capital adequacy guidelines, we are required to maintain (1) a ratio of
common equity Tier 1 capital (“CET1”) to total risk-weighted assets of not less than 4.5%; (2) a minimum leverage capital ratio
of 4%; (3) a minimum Tier 1 risk-based capital ratio of 6%; and (4) a minimum total risk-based capital ratio of 8%. CET1
generally consists of common stock, retained earnings, accumulated other comprehensive income and certain minority interests,
less certain adjustments and deductions. In addition, we must maintain a “capital conservation buffer,” which is a specified
amount of CET1 capital in addition to the amount necessary to meet minimum risk-based capital requirements. The capital
conservation buffer is designed to absorb losses during periods of economic stress. If our ratio of CET1 to risk-weighted
capital is below the capital conservation buffer, we will face restrictions on our ability to pay dividends, repurchase our
outstanding stock and make certain discretionary bonus payments. The required capital conservation buffer is 2.5% of CET1 to
risk-weighted assets in addition to the amount necessary to meet minimum risk-based capital requirements.
In addition, the Federal Reserve, the FDIC and the Office of the Comptroller of the Currency rules for calculating risk-weighted
assets have been revised in recent years to enhance risk sensitivity and to incorporate certain international capital standards of
the Basel Committee on Banking Supervision. These revisions affect the calculation of the denominator of a banking
organization’s risk-based capital ratios to reflect the higher-risk nature of certain types of loans.
For example, residential mortgages are risk-weighted between 35% and 200%, depending on the mortgage’s loan-to-value ratio
and whether the mortgage falls into one of two categories based on eight criteria that include the term, use of negative
amortization and balloon payments, certain rate increases and documented and verified borrower income, while a 150% risk
weight applies to both certain high volatility commercial real estate acquisition, development and construction loans as well as
non-residential mortgage loans 90 days past due or on nonaccrual status (in both cases, as opposed to the former 100% risk
weight). Also, “hybrid” capital items like trust preferred securities no longer enjoy Tier 1 capital treatment, subject to various
grandfathering and transition rules. We and the Bank meet all minimum capital requirements as currently in effect, and our
grandfathered trust preferred securities qualify for Tier 1 capital treatment.
For a detailed discussion of the Company’s capital ratios, see Note 21, “Regulatory Matters,” in the Notes to Consolidated
Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.
- Prompt Corrective Action. Under Section 38 of the Federal Deposit Insurance Act (the “FDIA”), each federal banking
agency is required to implement a system of prompt corrective action for institutions that it regulates. The federal banking
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agencies (including the FDIC) have adopted substantially similar regulations to implement this mandate. Under current
regulations, a bank is (1) “well capitalized” if it has total risk-based capital of 10% or more, has a Tier 1 risk-based ratio of 8%
or more, has a common equity Tier 1 capital ratio of 6.5%, has a Tier 1 leverage capital ratio of 5% or more and is not subject
to any order or final capital directive to meet and maintain a specific capital level for any capital measure, (2) “adequately
capitalized” if it has a total risk-based capital ratio of 8% or more, a Tier 1 risk-based capital ratio of 6% or more, a common
equity Tier 1 capital ratio of 4.5% and a Tier 1 leverage capital ratio of 4% or more (3% under certain circumstances) and does
not meet the definition of “well capitalized,” (3) “undercapitalized” if it has a total risk-based capital ratio that is less than 8%, a
Tier 1 risk-based capital ratio that is less than 6%, a common equity Tier 1 capital ratio that is less than 4.5% or a Tier 1
leverage capital ratio that is less than 4%, (4) “significantly undercapitalized” if it has a total risk-based ratio that is less than
6%, a Tier 1 risk-based capital ratio that is less than 4%, a common equity Tier 1 capital ratio of less than 3% or a Tier 1
leverage capital ratio that is less than 3%, and (5) “critically undercapitalized” if it has a ratio of tangible equity to total assets
that is equal to or less than 2%.
The capital classification of a bank affects the frequency of regulatory examinations, the bank’s ability to engage in certain
activities and the deposit insurance premiums paid by the bank. In addition, federal banking regulators must take various
mandatory supervisory actions, and may take other discretionary actions, with respect to institutions in the three
undercapitalized categories. The severity of the action depends upon the capital category in which the institution is placed. An
institution that is categorized as undercapitalized, significantly undercapitalized or critically undercapitalized is required to
submit an acceptable capital restoration plan to its appropriate federal banking agency. An undercapitalized institution also is
generally prohibited from increasing its average total assets, making acquisitions, establishing any branches or engaging in any
new line of business, except under an accepted capital restoration plan or with FDIC approval. Generally, banking regulators
must appoint a receiver or conservator for an institution that is critically undercapitalized.
Section 38 of the FDIA and related regulations also specify circumstances under which the FDIC may reclassify a well-
capitalized bank as adequately capitalized and may require an adequately capitalized bank or an undercapitalized bank to
comply with supervisory actions as if it were in the next lower category (except that the FDIC may not reclassify a significantly
undercapitalized bank as critically undercapitalized).
The provisions discussed above, as well as any other aspects of current or proposed regulatory or legislative changes to laws
applicable to the financial industry, may impact the profitability of our business activities and may change certain of our
business practices, including the ability to offer new products, obtain financing, attract deposits, make loans, and achieve
satisfactory interest spreads, and could expose us to additional costs, including increased compliance costs. These changes also
may require us to invest significant management attention and resources to make any necessary changes to operations in order
to comply, and could therefore also materially and adversely affect our business, financial condition and results of operations.
Interchange Fees. Under Section 1075 of the Dodd-Frank Act (often referred to as the “Durbin Amendment”), the Federal
Reserve established standards for assessing whether the interchange fees, or “swipe” fees, that banks charge for processing
electronic payment transactions are “reasonable and proportional” to the costs incurred by issuers for processing such
transactions. Under the Federal Reserve’s rules, the maximum permissible interchange fee is no more than 21 cents plus 5 basis
points of the transaction value for many types of debit interchange transactions. A debit card issuer may also recover one cent
per transaction for fraud prevention purposes if the issuer develops and implements policies and procedures reasonably
designed to achieve certain fraud-prevention standards. The Federal Reserve also has rules governing routing and exclusivity
that require issuers to offer two unaffiliated networks for routing transactions on each debit or prepaid product.
Activities and Investments of Insured State-Chartered Banks. Section 24 of the FDIA generally limits the activities and equity
investments of FDIC-insured, state-chartered banks to those that are permissible for national banks. Under regulations dealing
with equity investments, an insured state bank generally may not directly or indirectly acquire or retain any equity investment
of a type, or in an amount, that is not permissible for a national bank. An insured state bank is not prohibited from, among
other things, taking the following actions:
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acquiring or retaining a majority interest in a subsidiary;
investing as a limited partner in a partnership the sole purpose of which is direct or indirect investment in the
acquisition, rehabilitation or new construction of a qualified housing project, provided that such limited
partnership investments may not exceed 2% of the bank’s total assets;
acquiring up to 10% of the voting stock of a company that solely provides or reinsures directors’, trustees’ and
officers’ liability insurance coverage or bankers’ blanket bond group insurance coverage for insured depository
institutions; and
acquiring or retaining the voting shares of a depository institution if certain requirements are met.
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Under FDIC regulations, insured banks engaging in impermissible activities, or banks that wish to engage in otherwise
impermissible activities, may seek approval from the FDIC to continue or commence such activities, as the case may be. The
FDIC will not approve such an application if the bank does not meet its minimum capital requirements or the proposed
activities present a significant risk to the deposit insurance fund.
100/300 Test. In response to rapid growth in commercial real estate (“CRE”) loan concentrations and observed weaknesses in
risk management practices at some financial institutions, the FDIC, the Federal Reserve, and the Office of the Comptroller of
the Currency published Joint Guidance on Concentrations in Commercial Real Estate Lending, Sound Risk Management
Practices (which we refer to as the “CRE guidance”). The CRE guidance is intended to promote sound risk management
practices and appropriate levels of capital to enable institutions to engage in CRE lending in a safe and sound manner. Federal
banking regulators use certain criteria to identify financial institutions that are potentially exposed to significant CRE
concentration risk. Among other things, an institution will be deemed to potentially have significant CRE concentration risk
exposure if, based on its call report, either (1) total loans classified as acquisition, development and construction (“ADC”) loans
represent 100% or more of the institution’s total capital or (2) total CRE loans, which consists of ADC and non-owner occupied
CRE loans as defined in the CRE guidance, represent 300% or more the institution’s total capital, where the balance of the
institution’s CRE loan portfolio has increased by 50% or more during the prior 36 months. The foregoing criteria are
commonly referred to as the 100/300 Test. As of December 31, 2021, our ADC loans represented 82% of our total bank level
capital, and our total CRE loans represented 251% of our bank level capital.
Safety and Soundness. The federal banking agencies, including the FDIC, have implemented rules and guidelines concerning
standards for safety and soundness required pursuant to Section 39 of the FDIA. In general, the standards relate to operational
and managerial matters, asset quality and earnings and compensation. The operational and managerial standards cover (1)
internal controls and information systems, (2) internal audit systems, (3) loan documentation, (4) credit underwriting, (5)
interest rate exposure, (6) asset growth and (7) compensation, fees and benefits. Under the asset quality and earnings standards,
the Bank must establish and maintain systems to identify problem assets and prevent deterioration in those assets and to
evaluate and monitor earnings and ensure that earnings are sufficient to maintain adequate capital reserves. The compensation
standard states that compensation will be considered excessive if it is unreasonable or disproportionate to the services actually
performed by the individual being compensated.
If an insured state-chartered bank fails to meet any of the standards promulgated by regulation, then such institution will be
required to submit a plan to the FDIC specifying the steps it will take to correct the deficiency. In the event that an insured
state-chartered bank fails to submit or fails in any material respect to implement a compliance plan within the time allowed by
the federal banking agency, Section 39 of the FDIA provides that the FDIC must order the institution to correct the deficiency.
The FDIC may also (1) restrict asset growth; (2) require the bank to increase its ratio of tangible equity to assets; (3) restrict the
rates of interest that the bank may pay; or (4) take any other action that would better carry out the purpose of prompt corrective
action. We believe that the Bank has been and will continue to be in compliance with each of these standards.
Consumer Financial Products and Services. We are subject to a broad array of federal and state laws designed to protect
consumers in connection with our lending activities, including the Equal Credit Opportunity Act, the Fair Credit Reporting Act,
the Truth in Lending Act, the Truth in Savings Act, the Home Mortgage Disclosure Act, the Real Estate Settlement Procedures
Act, the Electronic Funds Transfer Act, and, in some cases, their respective state law counterparts. The CFPB, which is an
independent bureau within the Federal Reserve, has broad regulatory, supervisory and enforcement authority over our offering
and provision of consumer financial products and services under these laws.
Relating to mortgage lending in particular, the CFPB issued regulations governing the ability to repay, qualified mortgages,
mortgage servicing, appraisals and compensation of mortgage lenders. These regulations limit the type of mortgage products
that the Bank can offer; they also affect our ability to enforce delinquent mortgage loans. The CFPB has also issued complex
rules integrating the required disclosures under the Truth in Lending Act, the Truth in Savings Act and the Real Estate
Settlement Procedures Act (the “TRID rules”). The TRID rules combine the prior good faith estimate and truth in lending
disclosure form into a new “loan estimate” form and combine the HUD-1 and final truth in lending disclosure forms into a new
“closing disclosure” form.
We have established numerous controls and procedures designed to ensure that we fully comply with the TRID rules and all
other consumer protection laws, both federal and state, as they are currently interpreted (which interpretations are subject to
change by the CFPB). In addition, our employees undergo at least annual training to ensure that they remain aware of
consumer protection laws and the activities mandated, or prohibited, thereunder.
Community Reinvestment Act. Under the Community Reinvestment Act (the “CRA”), the FDIC assesses the Bank’s record in
meeting the credit needs of its entire community, including low- and moderate-income neighborhoods. The FDIC’s assessment
is taken into account when evaluating any application we submit for, among other things, approval of the acquisition or
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establishment of a branch or other deposit facility, an office relocation, a merger or the acquisition of shares of capital stock of
another financial institution. Under the CRA, institutions are assigned a rating of “outstanding,” “satisfactory,” “needs to
improve,” or “unsatisfactory.” The Bank has undertaken significant actions to comply with the CRA, and it received a
“satisfactory” rating by the FDIC with respect to its CRA compliance in its most recent assessment.
Financial and State Privacy Requirements. Federal law and regulations limit a financial institution’s ability to share a
customer’s financial information with unaffiliated third parties and otherwise contain extensive protections for a customer’s
private information. Specifically, these provisions require all financial institutions offering financial products or services to
retail customers to provide such customers with the financial institution’s privacy policy at the beginning of the relationship and
annually thereafter. Further, such customers must be given the opportunity to “opt out” of the sharing of personal financial
information with unaffiliated third parties. The sharing of information for marketing purposes is also subject to limitations. In
addition to law and regulation at the federal level, a number of states - some of which we have loan or deposit customers in -
have enacted broad statutes governing the use of an individual’s personal information. These statutes typically encompass a
broader scope of personal information than the financial information covered by federal privacy laws and regulations, and the
statutes generally place more stringent restrictions on the ability of a third party to disclose, share or otherwise use an
individual’s personal information than exist under federal law and regulations. Many of these states’ privacy laws and
regulations impose severe penalties for violations.
The Bank has adopted a privacy policy and implemented procedures governing the use and disclosure of personal financial
information for both customers and non-customers. We believe our policy and procedures currently comply with all applicable
laws and regulations, and we continually monitor federal and state laws, as well as changes in the nature and scope of our
operations, so that any necessary changes in our privacy policy and procedures can be enacted in a timely manner.
Anti-Money Laundering. Federal anti-money laundering rules impose various requirements on financial institutions intended to
prevent the use of the U.S. financial system to fund terrorist activities. These provisions include a requirement that financial
institutions operating in the United States have anti-money laundering compliance programs, due diligence policies and controls
to ensure the detection and reporting of money laundering. Such compliance programs supplement existing compliance
requirements, also applicable to financial institutions, under the Bank Secrecy Act and the Office of Foreign Assets Control
regulations. The Bank has established policies and procedures to ensure compliance with federal anti-money laundering laws
and regulations.
The Volcker Rule. The Federal Reserve and the other federal banking regulators as well as the SEC each adopted a rule,
commonly referred to as the “Volcker Rule,” implementing Section 619 of the Dodd-Frank Act. Generally speaking, the
Volcker rule prohibits a bank and its affiliates from engaging in proprietary trading and from acquiring or retaining ownership
interests in, sponsoring, or having relationships with certain “covered funds,” including certain hedge funds and private equity
funds. The Volcker Rule does not impact any of our current activities, but it does limit the scope of permissible activities in
which we might engage in the future.
Supervision and Regulation of our Wealth Management and Insurance Operations
Our Wealth Management and Insurance operations are subject to licensing requirements and regulation under the laws of the
United States and the states in which they operate. The laws and regulations are primarily for the benefit of clients. In all
jurisdictions, the applicable laws and regulations are subject to amendment by regulatory authorities. Generally, such authorities
are vested with relatively broad discretion to grant, renew and revoke licenses and approvals and to implement regulations.
Licenses may be denied or revoked for various reasons, including the violation of such regulations, conviction of crimes and the
like. Other possible sanctions which may be imposed for violation of regulations include suspension of individual employees,
limitations on engaging in a particular business for a specified period of time, censures and fines.
Monetary Policy and Economic Controls
We and the Bank are affected by the policies of regulatory authorities, including the Federal Reserve. An important function of
the Federal Reserve is to regulate the national supply of bank credit in order to stabilize prices. Among the instruments of
monetary policy used by the Federal Reserve to implement these objectives are open market operations in U.S. Government
securities and changes in the discount rate on bank borrowings. These instruments are used in varying degrees to influence
overall growth of bank loans, investments and deposits and may also affect interest rates charged on loans or paid for deposits.
The monetary policies of the Federal Reserve have had a significant effect on the operating results of commercial banks in the
past and are expected to do so in the future. In view of changing conditions in the national economy and in the various money
markets, as well as the effect of actions by monetary and fiscal authorities including the Federal Reserve, the effect on our, and
the Bank’s, future business and earnings cannot be predicted with accuracy.
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Sources and Availability of Funds
The funds essential to our, and the Bank’s, business consist primarily of funds derived from customer deposits, loan
repayments, cash flows from our investment securities, securities sold under repurchase agreements, Federal Home Loan Bank
advances and subordinated notes. The availability of such funds is primarily dependent upon the economic policies of the
federal government, the economy in general and the general credit market for loans. Additional information about our funding
sources can be found under the heading "Liquidity and Capital Resources" in Item 7, Management's Discussion and Analysis of
Financial Condition and Results of Operations, in this report.
Human Capital Resources
The Company’s employees are the key to its success and represent our greatest asset. The Company’s strategic approach to
human capital includes (1) attracting, developing and retaining a diverse and talented workforce, (2) providing opportunities for
learning and advancement within the Company, (3) offering a competitive suite of compensation and benefits, (4) investing in
the financial health of our employees, and (5) obtaining employee feedback. As of December 31, 2021, we employed 2,409
people throughout all of our segments on a full-time equivalent basis. Of this total, the Bank accounted for 2,342 employees
(inclusive of employees in our Community Banks and Wealth Management segments), and Renasant Insurance employed 67
individuals. The Company has no additional employees. At December 31, 2021, 14 employees of the Bank served as officers of
the Company in addition to their positions with the Bank.
Throughout 2021, the Company continued personnel policies and procedures implemented in 2020 to minimize our employees’
exposure to COVID-19 without impairing our team’s ability to deliver our products to our customers. We remain committed to
responding as circumstances change. The Company surveyed its employees at the end of 2021 to gauge how employees
adjusted to changes during the pandemic, as well as learning about employees’ overall satisfaction with their job and their
experience working for the Company. The participation rate was over 65% and generally affirmed that our employees were
satisfied with overall working conditions at the Company.
The Company’s Social Responsibility Diversity and Inclusion Committee (referred to as the “SRDI Committee”), consisting of
four permanent members and four rotating members, and one ex-officio member, continued its momentum during 2021. During
2021, the SRDI Committee implemented and communicated key initiatives of the Company’s long-range equality, diversity and
inclusion (“EDI”) strategic plan, which plan has five key areas of focus: (1) education and communication, (2) diversity in the
workforce, (3) inclusion in the workplace, (4) vendor/supplier diversity and (5) a commitment to ongoing evaluation of each of
the previous components. In 2021, the Company launched an EDI education series and developed an internal resource page to
reinforce education and to provide a platform for employees to learn about one another. The Company is committed to
advancing its EDI strategic plan through ongoing internal and external initiatives.
The Company, through its Organizational Development department, provides a wide array of training and employee
engagement, including but not limited to new employee orientation and recognition programs, mentoring, and classroom and
online education. The Company also supports its employees through external continuing education relevant to the operations of
the Company. In addition to professional development, the Company provides bank-paid and voluntary benefits to eligible
employees. Several of the benefits include wellness benefits to encourage healthier lifestyles and promote self-care.
Available Information
We file annual, quarterly and current reports, proxy statements and other information with the SEC under the Securities
Exchange Act of 1934, as amended. Our SEC filings are available to the public at the SEC’s website at www.sec.gov. Our
Internet address is www.renasant.com, and the Bank’s Internet address is www.renasantbank.com. We make available on the
Company’s website, at the “SEC Filings” link, free of charge, our Annual Report on Form 10-K, quarterly reports on Form 10-
Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the
Securities Exchange Act of 1934, as amended, as soon as reasonably practicable after we electronically file such material with,
or furnish it to, the SEC.
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ITEM 1A. RISK FACTORS
In addition to the other information contained in or incorporated by reference into this Form 10-K and the exhibits hereto, the
following risk factors should be considered carefully in evaluating our business. The risks disclosed below, either alone or in
combination, could materially adversely affect the business, financial condition or results of operations of the Company.
Risks Related to Our Industry
We are subject to lending risk.
There are inherent risks associated with our lending activities. These risks include, among other things, the impact of changes in
interest rates and changes in the economic conditions in the markets where we operate as well as those across the United States.
Increases in interest rates on loans and/or weakening economic conditions could adversely impact the ability of borrowers to
repay outstanding loans or the value of the collateral securing these loans.
As of December 31, 2021, approximately 70.62% of our loan portfolio consisted of C&I, construction and commercial real
estate loans. These types of loans are generally viewed as having more risk to our financial condition than other types of loans
due primarily to the large amounts loaned to individual borrowers. Because the loan portfolio contains a significant number of
C&I, construction and commercial real estate loans with relatively large balances, the deterioration of one or a few of these
loans could cause a significant increase in nonperforming loans. An increase in nonperforming loans could result in a net loss of
earnings from these loans, an increase in the provision for credit losses and an increase in loan charge-offs, all of which could
have a material adverse effect on our financial condition and results of operations.
Our C&I, construction and commercial real estate loan portfolios are discussed in more detail under the heading “Operations –
Operations of Community Banks” in Item 1, Business, in this report.
Our allowance for credit losses may be insufficient, and we may be required to further increase our provision for credit losses.
Although we try to maintain diversification within our loan portfolio in order to minimize the effect of economic conditions
within a particular industry, management also maintains an allowance for credit losses, which is a reserve established through a
provision for credit losses on loans charged to expense, to absorb credit losses inherent in the entire loan portfolio. 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
the Company’s risk rating system, regulatory guidance and economic conditions, such as the unemployment rate and GDP
growth in the markets in which the Company operates, as well as trends in the market values of underlying collateral securing
loans, all as determined based on input from management, loan review staff and other sources. This evaluation is complex and
inherently subjective, as it requires estimates by management that are inherently uncertain and therefore susceptible to
significant revision as more information becomes available. 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 losses in
those future periods.
Any deterioration of current and future economic conditions could cause us to experience higher than normal delinquencies and
credit losses. As a result, we may be required to make further increases in our provision for credit losses and to charge off
additional loans in the future, which could materially adversely affect our financial condition and results of operations.
Bank regulatory agencies periodically review the allowance for credit losses and may require an increase in the provision for
credit losses or the recognition of further loan charge-offs, based on judgments different than those of management. In addition,
if charge-offs in future periods exceed the allowance for credit losses, we will incur additional provision expense to increase the
allowance for credit losses. Any increase in our provision for credit losses will result in a decrease in net income and, possibly,
capital and may have a material adverse effect on our financial condition and results of operations. A discussion of the policies
and procedures related to management’s process for determining the appropriate level of the allowance for credit losses is set
forth under the headings “Critical Accounting Policies” and “Risk Management – Credit Risk and Allowance for Credit Losses
on Loans and Unfunded Commitments” in Item 7, Management’s Discussion and Analysis of Financial Condition and Results
of Operations, in this report.
We are subject to interest rate risk.
Our earnings and cash flows are largely dependent upon our net interest income. Net interest income is the difference between
interest earned on assets, such as loans and securities, and the cost of interest-bearing liabilities, such as deposits and borrowed
15
funds. Interest rates are highly sensitive to many factors that are beyond our control, including general economic conditions and
policies of various governmental and regulatory agencies and, in particular, the Federal Reserve. In response to the COVID-19
pandemic, the Federal Reserve decreased the federal funds target rate in March 2020, and it now appears poised to raise the
target rate to combat inflationary conditions. Changes in monetary policy, including changes in interest rates, could influence
not only the interest we receive on loans and securities and the amount of interest we pay on deposits and borrowings, but such
changes could also affect (1) our ability to originate loans and obtain deposits, which could reduce the amount of fee income
generated, and (2) the fair value of our financial assets and liabilities.
Our financial results are constantly exposed to market risk.
Market risk refers to the probability of variations in net interest income or the fair value of our assets and liabilities due to
changes in interest rates, among other things. The primary source of market risk to us is the impact of changes in interest rates
on net interest income. We are subject to market risk because of the following factors:
— Assets and liabilities may mature or reprice at different times. For example, if assets reprice more slowly than liabilities
and interest rates are generally rising, earnings may initially decline.
— Assets and liabilities may reprice at the same time but by different amounts. For example, when interest rates are
generally rising, we may increase rates charged on loans by an amount that is less than the general increase in market
interest rates because of intense pricing competition, while similarly intense pricing competition for deposits dictates that
we raise our deposit rates in line with the general increase in market rates. Also, risk occurs when assets and liabilities
have similar repricing frequencies but are tied to different market interest rate indices that may not move in tandem.
— Short-term and long-term market interest rates may change by different amounts, i.e., the shape of the yield curve may
affect new loan yields and funding costs differently.
— The remaining maturity of various assets and liabilities may shorten or lengthen as interest rates change. For example, if
long-term mortgage interest rates decline sharply, mortgage backed securities held in our securities portfolio may prepay
significantly earlier than anticipated, which could reduce portfolio income. If prepayment rates on our loans increase, we
would be required to amortize net premiums into income over a shorter period of time, thereby reducing the
corresponding asset yield and net interest income.
— Interest rates may have an indirect impact on loan demand, credit losses, loan origination volume, the value of financial
assets and financial liabilities, gains and losses on sales of securities and loans, the value of mortgage servicing rights and
other sources of earnings.
Although management believes it has implemented effective asset and liability management strategies to reduce market risk on
the results of our operations, these strategies are based on assumptions that may be incorrect. Any substantial, unexpected,
prolonged change in market interest rates could have a material adverse effect on our financial condition and results of
operations.
Volatility in interest rates may also result in disintermediation, which is the flow of funds away from financial institutions into
direct investments, such as U.S. Government and Agency securities and other investment vehicles, including mutual funds,
which generally pay higher rates of return than financial institutions because of the absence of federal insurance premiums and
reserve requirements. Disintermediation could also result in material adverse effects on our financial condition and results of
operations.
A discussion of our policies and procedures used to identify, assess and manage certain interest rate risk is set forth under the
heading “Risk Management – Interest Rate Risk” in Item 7, Management’s Discussion and Analysis of Financial Condition and
Results of Operations, in this report.
The discontinuation of the London Interbank Offered Rate (“LIBOR”) as a financial benchmark may adversely affect our
business and financial results.
The discontinuation of LIBOR as a financial benchmark presents risks to the financial instruments originated or held by the
Company. Prior to January 1, 2022, LIBOR was the reference rate used for many of our transactions, including a substantial
portion of our variable rate loans as well as our borrowings and securities; in addition, the derivatives that we used to manage
risk related to the foregoing transactions were tied to LIBOR prior to January 1, 2022. Although some LIBOR tenors were
discontinued at the end of 2021, the LIBOR tenors impacting the Company's financial instruments will continue to be quoted
until June 30, 2023.
16
When one-month LIBOR, which is the LIBOR tenor that the Company most frequently uses, is fully discontinued after June 30,
2023, there may be uncertainty or differences in the calculation of the applicable interest rate or payment amount depending on
the terms of the governing instruments. We have made significant efforts to amend these governing instruments and transition
to a new reference rate. Nevertheless, any such uncertainty may increase operational and other risks to the Company and the
industry.
While there is no consensus yet on what rate or rates may become accepted alternatives to LIBOR, a steering committee
comprised of large U.S. financial institutions, the Alternative Reference Rate Committee (“ARRC”) selected the Secured
Overnight Finance Rate (“SOFR”) as an alternative to LIBOR. SOFR has been published by the Federal Reserve Bank of New
York (“FRBNY”) since May 2018, and it is intended to be a broad measure of the cost of borrowing cash overnight
collateralized by U.S. Treasury securities. ARRC has proposed a paced market transition plan to SOFR from LIBOR and
organizations are currently considering industry wide and company-specific transition plans as it relates to derivatives and cash
markets exposed to LIBOR.
The Company’s 4.50% fixed-to-floating rate subordinated notes due 2035 and its 3.00% fixed-to-floating rate subordinated
notes due 2031 are linked to SOFR, and the Company has adopted daily simple SOFR in lieu of LIBOR as the primary
reference rate for its lending transactions with other reference rates used on a case-by-case basis. There can be no assurances,
however, that, regardless of the Company’s decision, SOFR will be widely adopted as the replacement reference rate for
LIBOR. Accordingly, the Company may need to select a different reference rate, or multiple rates in order to maintain its
competitive position. In addition, because SOFR is published by the FRBNY based on data received from other sources, we
have no control over its determination, calculation or publication. Finally, there can be no assurance that SOFR will not be
discontinued or fundamentally altered in a manner that is materially adverse to the parties that utilize SOFR as the reference
rate for transactions.
The market transition away from LIBOR to an alternative reference rate, including SOFR, is complex and could have a range of
adverse effects on our business, financial condition, and results of operations. In particular, any such transition could:
— adversely affect the interest rates paid or received on, and the revenue and expenses associated with, our floating rate
obligations, loans, deposits, derivatives and other financial instruments tied to LIBOR rates, or other securities or
financial arrangements given LIBOR's role in determining market interest rates globally;
— adversely affect the value of our floating rate obligations, loans, deposits, derivatives and other financial instruments tied
to LIBOR rates, or other securities or financial arrangements;
— result in disputes, litigation or other actions with counterparties regarding the interpretation and enforceability of certain
fallback language in LIBOR-based notes, securities and other instruments; and
— require the transition to or development of appropriate systems and analytics to effectively transition our risk
management processes from LIBOR-based products to those based on the applicable alternative pricing benchmark.
Finally, the implementation of LIBOR reform proposals may result in increased compliance costs and operational costs
including costs related to continued participation in LIBOR and the transition to a replacement reference rate or rates, which
could adversely affect our financial condition and results of operations.
Liquidity needs could adversely affect our results of operations and financial condition.
Maintaining adequate liquidity is crucial to the operation of our business. We need sufficient liquidity to meet customer loan
requests, deposit maturities and withdrawals and other cash commitments arising in both the ordinary course of business and in
other unpredictable circumstances. We rely on dividends from the Bank as our primary source of funds. The primary source of
the Bank’s funds are customer deposits, loan repayments, proceeds from our investment securities and borrowings. While
scheduled loan repayments are a relatively stable source of funds, they are subject to the ability of borrowers to repay the loans.
The ability of borrowers to repay loans can be adversely affected by a number of factors, including changes in economic
conditions, adverse trends or events affecting business industry groups, reductions in real estate values or markets, business
closings or lay-offs, pandemics, inclement weather, natural disasters and international instability. Additionally, deposit levels
may be affected by a number of factors, including rates paid by competitors, general interest rate levels, returns available to
customers on alternative investments and general economic conditions. Accordingly, we may be required from time to time to
rely on secondary sources of liquidity to meet withdrawal demands or otherwise fund operations or to support growth. Such
sources include Federal Home Loan Bank advances and federal funds lines of credit from correspondent banks.
If the aforementioned sources of liquidity are not adequate for our needs, we may attempt to raise additional capital in the
equity or debt markets. Our ability to raise additional capital, if needed, will depend on conditions in such markets at that time,
which are outside our control, and on our financial performance.
17
If we are unable to meet our liquidity needs through any of the aforementioned sources, whether at all or at the time or the cost
that we anticipate, we may be required to slow or discontinue loan growth, capital expenditures or other investments or
liquidate assets.
We depend on the accuracy and completeness of information furnished by others about customers and counterparties.
In deciding whether to extend credit or enter into other transactions, we often rely on information furnished by or on behalf of
customers and counterparties, including financial statements, credit reports, other financial information and appraisals of the
value of collateral. We may also rely on representations of those customers, counterparties or other third parties, such as
independent auditors, as to the accuracy and completeness of that information. Reliance on inaccurate or misleading financial
statements, credit reports, other financial information or appraisals could have a material adverse effect on our business and, in
turn, our financial condition and results of operations.
Competition in our industry is intense and may adversely affect our profitability.
We face substantial competition in all areas of our operations from a variety of different competitors, many of which are larger
and have substantially greater resources than we have, including higher total assets and capitalization, greater access to capital
markets and a broader offering of financial services. Such competitors primarily include national, regional and community
banks within the various markets in which we operate. We also face competition from many other types of financial
institutions, including savings and loans, credit unions, finance companies, brokerage firms, insurance companies, factoring
companies, fintech companies and other financial intermediaries. The information under the heading “Competition” in Item 1,
Business, in this report provides more information regarding the competitive conditions in our growth markets.
Our industry could become even more competitive as a result of legislative, regulatory and technological changes. We also
expect continued consolidation in the banking industry as a result of, among other things, elevated regulatory compliance and
other legal costs and the benefits of scale when making investments in new technology. Banks, securities firms and insurance
companies can merge under the umbrella of a financial holding company, which can offer virtually any type of financial
service, including banking, securities underwriting, insurance (both agency and underwriting) and merchant banking. Also,
legislative and regulatory changes on both the federal and state level may materially affect competitive conditions in our
industry. Finally, technology has lowered barriers to entry and made it possible for non-banks to offer products and services
traditionally provided by banks, such as loans and automatic transfer and payment systems. Many of our competitors have
fewer regulatory constraints and may have lower cost structures.
Our ability to compete successfully depends on a number of factors, including, among other things:
— the ability to develop, maintain and build upon long-term customer relationships based on top quality service, high
ethical standards and safe and sound assets;
— the ability to expand our market position;
— the scope, relevance and pricing of products and services offered to meet customer needs and demands;
— the rate at which we introduce new products and services relative to our competitors;
— customer satisfaction with our level of service; and
— industry and general economic trends.
Failure to perform in any of these areas could significantly weaken our competitive position, which could adversely affect our
growth and profitability, which, in turn, could have a material adverse effect on our financial condition and results of
operations.
We may be adversely affected by the soundness of other financial institutions and other third parties.
Entities within the financial services industry are interrelated as a result of trading, clearing, counterparty and other
relationships. We have exposure to many different industries and counterparties and from time to time execute transactions with
counterparties in the financial services industry, including commercial banks, brokers and dealers, investment banks and other
institutional clients. Many of these transactions expose us to credit risk in the event of a default by a counterparty or client. In
addition, our credit risk may be exacerbated when the collateral we hold cannot be realized upon or is liquidated at prices not
sufficient to recover the full amount of the credit due to us. Any such losses could have a material adverse effect on our
financial condition and results of operations.
18
We are subject to extensive government regulation, and such regulation could limit or restrict our activities and adversely
affect our earnings.
We and the Bank are subject to extensive federal and state regulation and supervision. Banking regulations are primarily
intended to protect depositors’ funds, federal deposit insurance funds and the banking system as a whole, while consumer
protection statutes are primarily focused on the protection of the users of our lending and deposit services. These regulations
affect our lending practices, capital structure, investment practices, dividend policy and growth, among other things. In
addition, significant changes to such regulations have been proposed or may be proposed. Changes to statutes, regulations or
regulatory policies, including changes in interpretation or implementation of the foregoing, could affect us and/or the Bank in
substantial and unpredictable ways. Such changes could subject us to additional costs, limit the types of financial services and
products we may offer and/or increase the ability of non-banks to offer competing financial services and products, among other
things.
Under regulatory capital adequacy guidelines and other regulatory requirements, we and the Bank must meet guidelines that
include quantitative measures of assets, liabilities and certain off-balance sheet items, subject to qualitative judgments by
regulators about components, risk weightings and other factors. If we fail to meet these minimum capital guidelines and other
regulatory requirements, our financial condition would be materially and adversely affected. Our failure to maintain the status
of “well capitalized” under our regulatory framework could affect the confidence of our customers in us, thus compromising
our competitive position. In addition, failure to maintain the status of “well capitalized” under our regulatory framework, “well
managed” under regulatory examination procedures or “satisfactory” under the CRA could compromise our status as a bank
holding company and related eligibility for a streamlined review process for merger or acquisition proposals and would result in
higher deposit insurance premiums assessed by the FDIC.
We are also subject to various privacy, data protection and information security laws. Under the GLB Act, we are subject to
limitations on our ability to share our customers’ nonpublic personal information with unaffiliated parties, and we are required
to provide certain disclosures to our customers about our data collection and security practices. Customers have the right to opt
out of our disclosure of their personal financial information to unaffiliated parties. We are also subject to state laws regulating
the privacy of individual's private information, many of which are more restrictive, and have more severe sanctions for
noncompliance, than the GLB Act. Finally, the GLB Act requires us to develop, implement and maintain a written
comprehensive information security program containing appropriate safeguards for our customers’ nonpublic personal
information. Our failure to comply with privacy, data protection and information security laws and regulations could result in
regulatory or governmental investigations and/or fines, sanctions and other expenses which could have a material adverse effect
on our financial condition and results of operations.
As a public company, we are also subject to laws, regulations and standards relating to corporate governance and public
disclosure, including the Sarbanes-Oxley Act of 2002, the Dodd-Frank Act and SEC regulations. These laws, regulations and
standards are subject to varying interpretations, amendment or outright repeal. As a result, the amendment or repeal of any
such laws, regulations or standards, or the issuance of new guidance for complying therewith by regulatory and governing
bodies, could result in continuing uncertainty regarding compliance matters and higher costs necessitated by ongoing revisions
to disclosure and governance practices. We are committed to maintaining high standards of corporate governance and public
disclosure. As a result, our efforts to comply with evolving laws, regulations and standards have resulted in, and are likely to
continue to result in, increased expenses and a diversion of management time and attention.
Failure to comply with laws, regulations or policies could also result in sanctions by regulatory agencies and/or civil money
penalties, which could have a material adverse effect on our business, financial condition and results of operations. Although
we have not yet been subject to any sanctions or penalties that have had a material impact on our business, financial condition
or results of operations, such material violations could occur, even though we have policies and procedures designed to prevent
such violations. The information under the heading “Supervision and Regulation” in Item 1, Business, and Note 21,
“Regulatory Matters,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary
Data, in this report provides more information regarding the regulatory environment in which we and the Bank operate.
Higher FDIC deposit insurance premiums and assessments could adversely affect our financial condition.
In order to replenish the Deposit Insurance Fund following the recession in 2008-2009, the FDIC significantly increased the
assessment rates paid by financial institutions for deposit insurance. In November 2018, the DIF reached the minimum reserve
ratio of 1.35% required under the Dodd-Frank Act, which resulted in the discontinuance of the assessment surcharges that had
been charged to banks with greater than $10 billion in assets like the Bank. However, under the Dodd-Frank Act, if the reserve
ratio falls or is projected within 6 months to fall below 1.35%, or if the FDIC increases reserves against future losses, the
increased assessments are to be borne primarily by institutions with assets greater than $10 billion, which will apply to the
19
Bank. Any increases in FDIC insurance premiums and any special assessments may adversely affect our financial condition and
results of operations.
The Company’s financial condition and results of operations contain estimates and assumptions made by management that
could be inaccurate.
Accounting estimates and processes are fundamental to how we record and report our financial condition and results of
operations. Accounting principles generally accepted in the United States (“GAAP”) require our management to make estimates
about future events that are inherently uncertain. We use models and other forecasting processes to make these estimates. In
doing so, management must choose between many alternatives, all of which may be reasonable under prevailing circumstances.
As a result, these models and other forecasting processes may reflect assumptions that ultimately prove to be inaccurate,
particularly in times of market stress or other unforeseen circumstances. Even if these assumptions are adequate, the models
may include flaws in their design or their implementation, including flaws caused by failures in controls, data management,
human error or from the reliance on technology. Because of the uncertainty and subjectivity surrounding management’s
judgments and the estimates pertaining to these matters, the Company cannot guarantee that it will not be required to adjust
accounting policies or restate prior period financial statements. Any such failure in our analytical or forecasting models could
have a material adverse effect on our business, financial condition and results of operations. See “Critical Accounting Policies
and Estimates” and Note 1 of the Notes to Consolidated Financial Statements of this report.
Changes in accounting standards issued by FASB or other standard-setting bodies may adversely affect our financial
statements.
Our financial statements are subject to the application of GAAP, which are periodically revised and/or expanded. From time to
time, FASB or other accounting standard setting bodies adopt new accounting standards or amend existing standards. In
addition, market conditions often prompt these bodies to promulgate new guidance that further interprets or seeks to revise
accounting pronouncements related to financial instruments, structures or transactions as well as to issue new standards
expanding disclosures. Our estimate of the impact of accounting developments that have been issued but not yet implemented is
disclosed in our annual reports on Form 10-K and our quarterly reports on Form 10-Q, but the impact of these changes often is
difficult to precisely assess. In some cases, we could be required to apply a new or revised standard retroactively, resulting in
changes to previously reported financial results, or a cumulative charge to retained earnings. It is possible that future
accounting standards that we are required to adopt could change the current accounting treatment that we apply to our
consolidated financial statements and that such changes could have a material effect on our financial condition and results of
operations.
We are subject to environmental liability risk associated with lending activities.
A significant portion of our loan portfolio is secured by real property. During the ordinary course of business, we may foreclose
on and take title to properties securing certain loans. In doing so, there is a risk that hazardous or toxic substances could be
found on these properties. If hazardous or toxic substances are found, we may be liable for remediation costs, as well as for
personal injury and property damage. Environmental laws may require us to incur substantial expenses and may materially
reduce the affected property’s value or limit our ability to use or sell the affected property. The remediation costs and any other
financial liabilities associated with an environmental hazard could have a material adverse effect on our financial condition and
results of operations. In addition, future laws or more stringent interpretations or enforcement policies with respect to existing
laws may increase our exposure to environmental liability. Although management has policies and procedures to perform an
environmental review before the loan is recorded and before initiating any foreclosure action on real property, these reviews
may not be sufficient to detect all potential environmental hazards.
Risks Related to Our Business
Our business may be adversely affected by current economic conditions in general and specifically in the markets in which we
operate.
General business and economic conditions in the United States and abroad can materially affect our business and operations and
the businesses and operations of our customers. A weak U.S. economy is likely to cause uncertainty about the federal fiscal
policymaking process, the medium and long-term fiscal outlook of the federal government and future tax rates. In addition,
economic and other conditions in foreign countries could affect the stability of global financial markets and adversely impact
global supply chains, which could hinder U.S. economic growth.
Weak economic conditions are characterized by deflation, fluctuations in debt and equity capital markets, a lack of liquidity
and/or depressed prices in the secondary market for mortgage loans, increased delinquencies on mortgage, consumer and C&I
20
loans, residential and commercial real estate price declines and lower home sales and commercial activity. All of these factors
are detrimental to our business, and the interplay between these factors can be complex and unpredictable. Our business is also
significantly affected by monetary and related policies of the U.S. federal government and its agencies. Changes in any of these
policies are influenced by macroeconomic conditions and other factors that are beyond our control. Adverse economic
conditions and government policy responses to such conditions could have a material adverse effect on the businesses and
operations of our customers and in turn on our business, financial condition, results of operations and growth prospects.
More particularly, much of our business development and marketing strategy is directed toward fulfilling the banking and
financial services needs of small to medium size businesses. Such businesses generally have fewer financial resources in terms
of capital or borrowing capacity than larger entities. If general economic conditions negatively impact the markets in which we
operate and these businesses are adversely affected, our financial condition and results of operations may be negatively
affected.
We have a high concentration of loans secured by real estate.
At December 31, 2021, approximately 83.61% of our loan portfolio had real estate as a primary or secondary component of the
collateral securing the loan. The real estate provides an alternate source of repayment in the event of a default by the borrower.
Any adverse change in real estate values in our markets could significantly impair the value of the particular collateral securing
our loans and our ability to sell the collateral upon foreclosure for an amount necessary to satisfy the borrower’s obligations to
us. Furthermore, in a declining real estate market, we often will need to further increase our allowance for credit losses to
address the deterioration in the value of the real estate securing our loans. Any of the foregoing could have a material adverse
effect on our financial condition and results of operations.
We have a concentration of credit exposure in commercial real estate.
In addition to the general risks associated with our lending activities described above, including the effects of declines in real
estate values, commercial real estate (“CRE”) loans are subject to additional risks. These loans depend on cash flows from the
property to service the debt. Cash flows, either in the form of rental income or the proceeds from sales of commercial real
estate, may be affected significantly by general economic conditions. A general downturn in the local economy where the
property is located, or a decline in occupancy rates in particular, could increase the likelihood of default. An increase in defaults
in our CRE loan portfolio could have a material adverse effect on our financial condition and results of operations. At
December 31, 2021, we had approximately $5.7 billion in commercial real estate loans, representing approximately 56.42% of
our loans outstanding on that date, as follows:
(thousands)
Owner-occupied
Non-owner occupied
Construction
Land Development:
Commercial mortgage
Total Commercial real estate loans
December 31, 2021
Commercial Real Estate
$
$
1,563,351
2,856,947
1,104,896
128,739
5,653,933
As discussed under the heading “Supervision and Regulation” in Item 1, Business, above, the federal banking agencies
promulgated guidance regarding when an institution will be deemed to potentially have significant CRE concentration risk
exposure, as indicated by the results of the 100/300 Test. Although the 100/300 Test is not a limit on our lending activity, if
any future results of a 100/300 Test evaluation show us to have a potential CRE concentration risk, we may elect, or be required
by our regulators, to adopt additional risk management practices or other limits on our activities, which could have a material
adverse effect on our financial condition and results of operations.
A failure or breach of our operational or security systems, including as a result of cyber-attacks, could disrupt our business,
result in the disclosure or misuse of confidential or proprietary information, damage our reputation and create significant
financial and legal exposure for us.
As a financial institution, we rely heavily on our ability, and the ability of our third party service providers, to securely and
reliably process, record, transmit and monitor confidential and other information through our and our third party service
provider’s computer systems and networks. Our operational systems, including, among other things, deposit and loan
servicing, online and mobile banking, wealth management, accounting and data processing, could be materially adversely
21
impacted by a failure, interruption or breach in the security or integrity of any of these systems, whether our own or one of our
third party service provider’s. Threats to these systems come from a variety of sources, including computer hacking involving
the introduction of computer viruses or malware, cyber-attacks, identity theft, electronic fraudulent activity and attempted theft
of financial assets. These threats are very sophisticated and constantly evolving. In addition, our systems are threatened by
unpredictable events such as terrorist attacks, power outages or tornadoes or other natural disasters.
We have invested a significant amount of time and expense, in security infrastructure investments and the development of
policies and procedures governing our operations as well as employee training and monitoring of our third party service
providers, in our efforts to preserve the security and integrity of our systems from the aforementioned threats. Despite these
efforts, we can provide no assurances that our systems, or our provider’s systems, will not experience any failures, interruptions
or security breaches or that, if any such failures, interruptions or breaches occur, they will be addressed in a timely and adequate
manner. If the security and integrity of our systems, or the systems of one of our providers, are compromised, our operations
could be significantly disrupted and our or our customers confidential information could be misappropriated, among other
things. This in turn could result in financial losses to us or our customers, lasting damage to our reputation, the violation of
privacy or other laws and significant litigation risk, all of which could have a material adverse effect on our financial condition
and results of operations.
We rely extensively on a number of third party service providers.
Third-party service providers provide certain products and services necessary to maintain our day-to-day operations. In
addition to the information security risks discussed immediately above, we are subject to risks associated with a service
provider’s failure to provide the agreed-upon products or services for reasons not related to information security or its delivery
of a product or provision of services at a level or in a manner that does not satisfy our expectations. Such poor performance
may be due to the service provider’s failure to meet its contractual service level standards (due to, among other reasons,
insufficient support for its existing products and services or a change in its strategic focus) or simply because the service
provider’s products or services do not include the functionality, convenience or other aspects necessary to compete effectively
in the marketplace. Although we rigorously evaluate potential third party service providers before entering into a business
arrangement, we ultimately do not control the service provider’s performance of its contractual obligations or its actions with
respect thereto. A service provider’s failure to meet its contractual obligations or otherwise perform as expected could be
disruptive to our operations, which could have a material adverse impact on our business, financial condition and results of
operations. Further, replacing service providers often entails significant delay and expense.
Our risk management framework may not be effective in mitigating risk and loss to us.
We are subject to numerous risks, including lending risk, interest rate risk, liquidity risk, market risk, information security risk
and model risk, among other risks encountered in the ordinary course of our operations. We have implemented processes and
procedures designed to identify, measure, monitor and mitigate these risks. However, all risk management frameworks are
inherently limited, for a number of reasons. First, we may not have identified all material risks affecting our operations. Next,
our current procedures may not anticipate future development of currently unanticipated or unknown risks. Also, we may have
underestimated the impact of known risks or overestimated the effectiveness of the policies and procedures we have
implemented to mitigate these risks. Increases in the scope and complexity of our operations and our reliance, among other
things, have increased the level of risk that we must manage. Accordingly, we could suffer losses as a result of our failure to
properly anticipate and manage these risks.
Our financial condition and results of operations could be negatively affected if we fail to grow or fail to manage our growth
effectively.
Historically, we have grown our business through the acquisition of entire financial institutions and through de novo branching
and we intend to continue pursuing this growth strategy for the foreseeable future. Our prospects must be considered in light of
the risks, expenses and difficulties frequently encountered by companies when expanding their franchise, including the
following:
Management of Growth. We may be unable to successfully:
— maintain loan quality in the context of significant loan growth;
— maintain adequate management personnel and systems to oversee such growth;
— maintain adequate internal audit, loan review and compliance functions; and
— implement additional policies, procedures and operating systems required to support such growth.
22
Operating Results. Existing offices or future offices may not maintain or achieve deposit levels, loan balances or other
operating results necessary to avoid losses or produce profits in an efficient manner. Our growth strategy necessarily entails
growth in overhead expenses as we add new offices and staff. Our historical results may not be indicative of future results or
results that may be achieved if we increase the number of our branch offices. Should any new location be unprofitable or
marginally profitable, or should existing locations experience a decline in profitability or incur losses, the adverse effect on our
results of operations and financial condition could be more significant than would be the case for a larger company.
Expansion into New Markets. Much of our recent growth has been focused in the highly-competitive metropolitan areas within
our footprint. In these growth markets we face competition from a wide array of financial institutions, including much larger,
well-established financial institutions.
Regulatory and Economic Factors. Our growth and expansion plans may be adversely affected by a number of regulatory and
economic developments or other events. Failure to obtain, or a delay in obtaining, required regulatory approvals, changes in
laws and regulations or other regulatory developments and changes in prevailing economic conditions or other unanticipated
events may prevent or adversely affect our continued growth and expansion. Such factors may cause us to alter our growth and
expansion plans or slow or halt the growth and expansion process, which may prevent us from entering certain target markets or
allow competitors to gain or retain market share in our existing or expected markets.
Failure to successfully address these issues could have a material adverse effect on our financial condition and results of
operations, and could adversely affect our ability to successfully implement our business strategy. Also, if our growth occurs
more slowly than anticipated or declines, our operating results could be materially adversely affected.
We may fail to realize the anticipated benefits of our acquisitions.
The success of our acquisitions will depend on, among other things, our ability to realize anticipated cost savings and to
integrate the acquired assets and operations in a manner that permits growth opportunities and does not materially disrupt our
existing customer relationships or result in decreased revenues resulting from any loss of customers. If we are not able to
successfully achieve these objectives, the anticipated benefits of the acquisition may not be realized fully or at all or may take
longer to realize than expected. Additionally, we will make fair value estimates of certain assets and liabilities in recording each
acquisition. Actual values of these assets and liabilities could differ from our estimates, which could result in our not achieving
the anticipated benefits of the particular acquisition.
We cannot assure investors that our acquisitions will have positive results, including results relating to: correctly assessing the
asset quality of the assets acquired; the total cost of integration, including management attention and resources; the time
required to complete the integration successfully; the amount of longer-term cost savings; being able to profitably deploy funds
acquired in the transaction; retaining the existing client relationships; or the overall performance of the combined business.
Our future growth and profitability depends, in part, on our ability to successfully manage the combined operations. Integration
of an acquired business can be complex and costly, and we may encounter a number of difficulties, such as:
— deposit attrition, customer loss and revenue loss;
— the loss of key employees;
— the disruption of our operations and business;
— our inability to maintain and increase competitive presence;
— possible inconsistencies in standards, control procedures and policies; and/or
— unexpected problems with costs, operations, personnel, technology and credit.
Additionally, general market and economic conditions or governmental actions affecting the financial industry generally may
inhibit our successful integration of the operations acquired.
We may continue to experience increased credit costs or need to take additional markdowns and make additional provisions to
the allowance for credit losses on loans. Any of these actions could adversely affect our financial condition and results of
operations in the future. In addition, the attention and effort devoted to the integration of an acquired business may divert
management’s attention from other important issues and could harm our business.
We may face risks with respect to future acquisitions.
When we attempt to expand our business through mergers and acquisitions (including FDIC-assisted transactions), we seek
targets that are culturally similar to us, have experienced management and possess either significant market presence or have
23
potential for improved profitability through economies of scale or expanded services or, in the case of FDIC-assisted
transactions, on account of the loss share arrangements with the FDIC associated with such transactions. In addition to the
general risks associated with our growth plans and the particular risks associated with FDIC-assisted transactions, both of which
are highlighted above, in general acquiring other banks, businesses or branches involves various risks commonly associated
with acquisitions, including, among other things:
— the time and costs associated with identifying and evaluating potential acquisition and merger targets;
— inaccuracies in the estimates and judgments used to evaluate credit, operations, management and market risks with
respect to the target institution;
— the time and costs of evaluating new markets, hiring experienced local management and opening new bank locations, and
the time lags between these activities and the generation of sufficient assets and deposits to support the costs of the
expansion;
— our ability to finance an acquisition and possible dilution to our existing shareholders;
— the diversion of our management’s attention to the negotiation of a transaction;
— the incurrence of an impairment of goodwill associated with an acquisition and adverse effects on our results of
operations;
— entry into new markets where we lack experience; and
— risks associated with integrating the operations and personnel of acquired businesses.
We expect to continue to evaluate merger and acquisition opportunities (including FDIC-assisted transactions) that are
presented to us and conduct due diligence activities related to possible transactions with other financial institutions. As a result,
merger or acquisition discussions and, in some cases, negotiations may take place and future mergers or acquisitions involving
cash, debt or equity securities may occur at any time. Historically, acquisitions of non-failed financial institutions involve the
payment of a premium over book and market values, and, therefore, some dilution of our book value and net income per
common share may occur in connection with any future transaction. Failure to realize the expected revenue increases, cost
savings, increases in geographic or product presence and/or other projected benefits from an acquisition could have a material
adverse effect on our financial condition and results of operations.
Risks Associated With Our Common Stock
Our ability to declare and pay dividends is limited by law, and we may be unable to pay future dividends.
We are a separate and distinct legal entity from the Bank, and we receive substantially all of our revenue from dividends from
the Bank. These dividends are the principal source of funds to pay dividends on our common stock and interest and principal on
our debt. Various federal and/or state laws and regulations limit the amount of dividends that the Bank may pay to us. In the
event the Bank is unable to pay dividends to us, we may not be able to service our debt, pay our obligations or pay dividends on
our common stock. The inability to receive dividends from the Bank could have a material adverse effect on our business,
financial condition and results of operations. The information under Note 20, “Restrictions on Cash, Securities, Bank
Dividends, Loans or Advances,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and
Supplementary Data, in this report provides a detailed discussion about the restrictions governing the Bank’s ability to transfer
funds to us.
Our stock price can be volatile.
Stock price volatility may make it more difficult for an investor to resell our common stock when desired and at attractive
prices. Our stock price can fluctuate significantly in response to a variety of factors including, among other things:
— actual or anticipated variations in quarterly results of operations;
— recommendations by securities analysts;
— operating and stock price performance of other companies that investors deem comparable to us;
— news reports relating to trends, concerns and other issues in the banking and financial services industry;
— perceptions in the marketplace regarding us and/or our competitors;
— new technology used, or services offered, by us or our competitors;
— significant acquisitions or business combinations, strategic partnerships, joint ventures or capital commitments by or
involving us or our competitors;
— failure to integrate acquisitions or realize anticipated benefits from acquisitions;
— changes in government regulations; and
— civil unrest and geopolitical conditions such as acts or threats of terrorism or military conflicts.
24
General market fluctuations, industry factors and general economic and political conditions and events, such as economic
slowdowns or recessions, pandemics, interest rate changes or credit loss trends, could also cause our stock price to decrease
regardless of operating results.
The trading volume in our common stock is less than that of other bank holding companies.
Although our common stock is listed for trading on The NASDAQ Global Select Market, the average daily trading volume in
our common stock is generally less than that of many of our competitors and other bank holding companies that are publicly-
traded companies. For the 60 days ended February 18, 2022, the average daily trading volume for Renasant common stock was
288,154 shares per day. A public trading market having the desired characteristics of depth, liquidity and orderliness depends
on the presence in the marketplace of willing buyers and sellers of our common stock at any given time. This presence depends
on the individual decisions of investors and general economic and market conditions over which we have no control.
Significant sales of our common stock, or the expectation of these sales, could cause volatility in the price of our common
stock.
Holders of our junior subordinated debentures have rights that are senior to those of our common shareholders.
We have supported a portion of our growth through the issuance of trust preferred securities from special purpose trusts and
accompanying junior subordinated debentures. Also, in connection with our acquisitions of other financial institutions, we have
assumed junior subordinated debentures. Payments of the principal and interest on the trust preferred securities of these trusts
are conditionally guaranteed by us. Further, the junior subordinated debentures we issued to the trusts are senior to our shares of
common stock. As a result, we must make payments on the junior subordinated debentures before any dividends can be paid on
our common stock and, in the event of our bankruptcy, dissolution or liquidation, the holders of the junior subordinated
debentures must be satisfied before any distributions can be made on our common stock (such dividend restrictions do not
apply to our outstanding subordinated notes). We have the right to defer distributions on our junior subordinated debentures
(and the related trust preferred securities) for up to five years, during which time no dividends may be paid on our common
stock.
An investment in our common stock is not an insured deposit.
Our common stock is not a bank deposit and, therefore, is not insured against loss by the FDIC, any deposit insurance fund or
by any other public or private entity. Investment in our common stock is inherently risky for the reasons described in this “Risk
Factors” section and elsewhere in this Annual Report on Form 10-K and is subject to the same market forces that affect the
price of common stock in any company. As a result, an investor may lose some or all of its investment in our common stock.
Our Articles of Incorporation and Bylaws, as well as certain banking laws, could decrease our chances of being acquired even
if our acquisition is in our shareholders’ best interests.
Provisions of our Articles of Incorporation and Bylaws and federal banking laws, including regulatory approval requirements,
could make it more difficult for a third party to acquire us, even if doing so would be perceived to be beneficial to our
shareholders. The combination of these provisions impedes a non-negotiated merger or other business combination, which, in
turn, could adversely affect the market price of our common stock.
Our issuance of preferred stock could adversely affect holders of our common stock and discourage a takeover.
Our shareholders authorized the Board of Directors to issue up to 5,000,000 shares of preferred stock without any further action
on the part of our shareholders. Our Board of Directors also has the power, without shareholder approval, to set the terms of any
series of preferred stock that may be issued, including voting rights, dividend rights, preferences over our common stock with
respect to dividends or in the event of a dissolution, liquidation or winding up and other terms. In the event that we issue
preferred stock in the future that has preference over our common stock with respect to payment of dividends or upon our
liquidation, dissolution or winding up, or if we issue preferred stock with voting rights that dilute the voting power of our
common stock, the rights of the holders of our common stock or the market price of our common stock could be adversely
affected. In addition, the ability of our Board of Directors to issue shares of preferred stock without any action on the part of our
shareholders may impede a takeover of us and prevent a transaction perceived to be favorable to our shareholders.
Shares eligible for future sale could have a dilutive effect.
Shares of our common stock eligible for future sale, including those that may be issued in any other private or public offering of
our common stock for cash or as incentives under equity incentive plans, could have a dilutive effect on the market for our
common stock and could adversely affect market prices. As of February 18, 2022, there were 150,000,000 shares of our
common stock authorized, of which 55,815,152 shares were outstanding.
25
ITEM 1B. UNRESOLVED STAFF COMMENTS
None.
ITEM 2. PROPERTIES
The principal executive offices of the Company are located at 209 Troy Street, Tupelo, Mississippi. Various departments
occupy each floor of the five-story building.
As of December 31, 2021, Renasant operated 150 full-service branches, 11 limited-service branches, 173 ATMs and 38
Interactive Teller Machines (ITM). Our Community Banks and Wealth Management segments operate out of all of these
branches.
The Bank also operates 21 locations used exclusively for mortgage banking and seven locations used exclusively for loan
production. The Wealth Management segment operates two locations used exclusively for investment services.
Renasant Insurance, a wholly-owned subsidiary of the Bank, operates out of eight stand-alone offices throughout Mississippi.
We own or lease our facilities and believe all of our properties are in good condition to meet our business needs. None of our
properties are subject to any material encumbrances.
ITEM 3. LEGAL PROCEEDINGS
There are no material pending legal proceedings to which the Company, the Bank, or any of its subsidiaries are a party or to
which any of their property is subject, and no such legal proceedings were terminated in the fourth quarter of 2021.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
26
PART II
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
ISSUER PURCHASES OF EQUITY SECURITIES
Market Information and Holders
The Company’s common stock trades on The NASDAQ Global Select Market (“NASDAQ”) under the ticker symbol “RNST.”
On February 18, 2022, the Company had approximately 4,255 shareholders of record and the closing sales price of the
Company’s common stock was $36.60.
Please refer to Item 12, Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters,
for a discussion of the securities authorized for issuance under the Company’s equity compensation plans.
Issuer Purchases of Equity Securities
Total Number of
Shares
Purchased (1)
Average
Price per
Share
— $
—
1,116
1,937
39.13
37.07
3,053 $
37.82
Total Number of
Shares Purchased
as Part of Publicly
Announced Share
Repurchase Plans
Maximum Number of
Shares or
Approximate Dollar
Value That May Yet
Be Purchased Under
Share Repurchase
Plans (2)
— $
—
—
—
50,000
50,000
50,000
October 1, 2021 to October 31, 2021
November 1, 2021 to November 30, 2021
December 1, 2021 to December 31, 2021
Total
(1) For the three months ended December 31, 2021, share amounts in this column represent shares of Renasant Corporation stock
withheld to satisfy the exercise price of stock options and federal and state tax liabilities related thereto.
The Company announced a $50.0 million stock repurchase program in October 2020. This plan expired in October 2021, and
no shares were repurchased under this plan in the fourth quarter of 2021 prior to its expiration. The Company announced a new
$50.0 million stock repurchase program in October 2021 under which the Company is authorized to repurchase outstanding
shares of its common stock either in open market purchases or privately-negotiated transactions. This plan will remain in
effect for one year or, if earlier, the repurchase of the entire amount of common stock authorized to be repurchased. No shares
were repurchased during the fourth quarter of 2021 under this plan.
(2) Dollars in thousands.
Unregistered Sales of Equity Securities
The Company did not sell any unregistered equity securities during 2021.
27
Stock Performance Graph
The following performance graph, obtained from S&P Global Market Intelligence, compares the performance of our common
stock to the NASDAQ Composite Index and to the S&P U.S. BMI Banks - Southeast Region Index, which is a peer group of
regional southeast bank holding companies (including the Company), for the measurement period. The performance graph
assumes that the value of the investment in our common stock, the NASDAQ Market Index and the S&P U.S. BMI Banks -
Southeast Region Index was $100 at January 1, 2016, and that all dividends were reinvested.
Renasant Corporation
NASDAQ Composite Index
S&P U.S. BMI Banks - Southeast Region Index
$ 100.00 $
100.00
100.00
98.57 $
129.64
123.70
74.21 $
125.96
102.20
89.23 $
172.18
144.05
87.79 $ 101.20
304.85
249.51
184.47
129.15
Period Ending December 31,
2016
2017
2018
2019
2020
2021
(1) The S&P U.S. BMI Banks - Southeast Region Index, is a peer group of 54 regional bank holding companies, whose common stock is traded either on the
New York Stock Exchange, NYSE Amex or NASDAQ, and which are headquartered in Alabama, Arkansas, Florida, Georgia, Mississippi, North
Carolina, South Carolina, Tennessee, Virginia and West Virginia. The Company began the use of this index in 2021 due to the discontinuation of the
index used in prior periods.
There can be no assurance that our common stock performance will continue in the future with the same or similar trends
depicted in the performance graph above. We will not make or endorse any predictions as to future stock performance. The
information provided under the heading “Stock Performance Graph” shall not be deemed to be “soliciting material” or to be
“filed” with the SEC or subject to its proxy regulations or to the liabilities of Section 18 of the Securities Exchange Act of 1934,
as amended, other than as provided in Item 201 of Regulation S-K. The information provided in this section shall not be
deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities
Exchange Act of 1934, as amended.
ITEM 6. [RESERVED]
28
Period EndingIndex ValueTotal Return PerformanceRenasant CorporationNASDAQ Composite IndexS&P U.S. BMI Banks - Southeast Region Index20162017201820192020202150100150200250300350
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
(In Thousands, Except Share Data)
The following discussion and analysis of our financial condition as of December 31, 2021 and 2020 and results of operations
for each of the years then ended should be read together with the cautionary language regarding forward-looking statements at
the beginning of this Annual Report on Form 10-K and our consolidated financial statements and related notes included under
Part II, Item 8, Financial Statements and Supplementary Data, of this Annual Report on Form 10-K, as well as Part II, Item 7,
Management’s Discussion and Analysis of Financial Condition and Results of Operations, of our Annual Report on Form 10-K
for the year ended December 31, 2020, which provides a discussion of 2019 items and year-to-year comparisons between 2020
and 2019 that are not included in this Annual Report on Form 10-K.
Performance Overview
Net income was $175,892 for 2021 compared to $83,651 for 2020. Basic and diluted earnings per share (“EPS”) were $3.13
and $3.12, respectively, for 2021 compared to $1.49 and $1.48, respectively, for 2020. At December 31, 2021, total assets
increased to $16,810,311 from $14,929,612 at December 31, 2020. The changes in our financial condition and results of
operations from 2020 to 2021 were driven by a number of factors, the most prominent of which are highlighted below:
Financial Highlights
— Net interest income decreased $2,796 to $424,001 for 2021 as compared to $426,797 for 2020. The decrease from 2020
to 2021 was due to the continued decline in loan yields due to the current rate environment, as well as changes in the mix
of earning assets during the year due to increased liquidity on the balance sheet, partially offset by a decline in our cost of
funds. The Company has continued to focus on lowering the cost of funding through both growing noninterest-bearing
deposits and aggressively lowering interest rates on interest-bearing deposits.
— Net charge-offs as a percentage of average loans were 0.10% and 0.04% in 2021 and 2020, respectively. The Company
recorded a recovery of provision for credit losses on loans of $1,700 in 2021 as compared to a provision for credit losses
of $85,350 in 2020. The decrease year over year is reflective of the continued economic improvement and stable credit
metrics.
— Noninterest income was $226,984 for 2021 compared to $235,532 for 2020. The decrease in noninterest income is
primarily attributable to decreased mortgage production during the year, partially offset by an increase in other fee
income categories.
— Noninterest expense was $429,826 and $471,988 for 2021 and 2020, respectively. The decrease in noninterest expense is
primarily attributable to decreases in salaries and employee benefits, which decreased partially due to the voluntary early
retirement program offered in 2020 and other expense initiatives. Salaries and employee benefits for 2020 also included
approximately $8,237 in expense related to employee overtime and employee benefit accruals directly related to the
Company's response to both the COVID-19 pandemic itself and federal legislation enacted to address the pandemic, such
as the CARES Act. The Company also had a decrease in net occupancy and equipment in 2021 resulting from the branch
efficiency initiatives implemented in late 2020.
— Loans, net of unearned income, were $10,020,914 at December 31, 2021 compared to $10,933,647 at December 31,
2020, which represents a decrease of 8.35% from the previous year. The balance of PPP loans decreased to $58,391 at
December 31, 2021 from $1,128,703 at December 31, 2020, while loans other than PPP loans increased by $157,579, or
1.61%, from December 31, 2020.
— Deposits totaled $13,905,724 at December 31, 2021 compared to $12,059,081 at December 31, 2020. Noninterest
bearing deposits averaged $4,310,834, or 33.15% of average deposits, for 2021 compared to $3,391,619, or 29.79% of
average deposits, for 2020.
29
A historical look at key performance indicators is presented below.
Diluted EPS
Diluted EPS Growth
Shareholders’ equity to assets
Tangible shareholders’ equity to tangible assets(1)
Return on Average Assets
Return on Average Tangible Assets(1)
Return on Average Shareholders’ Equity
Return on Average Tangible Shareholders’ Equity(1)
$
2021
2020
2019
$
3.12
110.81 %
13.15 %
7.86 %
1.11 %
1.21 %
7.96 %
14.53 %
$
1.48
(48.61) %
14.29 %
8.33 %
0.58 %
0.66 %
3.96 %
7.83 %
2.88
3.23 %
15.86 %
9.25 %
1.30 %
1.46 %
7.95 %
15.36 %
(1) These performance indicators are non-GAAP financial measures. A reconciliation of these financial measures from GAAP to non-GAAP as well as
an explanation of why the Company provides these non-GAAP financial measures can be found under the “Non-GAAP Financial Measures”
heading at the end of this Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Critical Accounting Policies and Estimates
Our financial statements are prepared using accounting estimates for various accounts. Wherever feasible, we utilize third-party
information to provide management with estimates. Although independent third parties are engaged to assist us in the
estimation process, management evaluates the results, challenges assumptions and considers other factors that could impact
these estimates. We monitor the status of proposed and newly issued accounting standards to evaluate the impact (or potential
impact) on our financial condition and results of operations or on the preparation of our financial statements. Our accounting
policies, including the impact of newly issued accounting standards, are discussed in detail in Note 1, “Significant Accounting
Policies,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this
report. The following discussion supplements the discussion of our significant accounting policies in the financial statements.
Allowance for Credit Losses on Loans
The accounting estimate most important to the presentation of our financial statements relates to the allowance for credit losses
and the related provision for credit losses. The allowance for credit losses is an estimate of expected losses inherent within the
Company’s loans held for investment portfolio and is maintained at a level believed adequate by management to absorb such
expected credit losses, as prescribed by the Financial Accounting Standards Board (“FASB”) Accounting Standards
Codification Topic (“ASC”) 326, “Financial Instruments - Credit Losses” (“ASC 326”). Management evaluates the adequacy
of the allowance for credit losses on a quarterly basis. Please refer to the discussion under the heading “Loans and the
Allowance for Credit Losses” in Note 1, “Significant Accounting Policies,” in the Notes to Consolidated Financial Statements
in Item 8, Financial Statements and Supplementary Data, in this report for more information regarding the estimates and
assumptions, and the uncertainties underlying such estimates and assumptions, involved in the calculation of the allowance for
credit losses.
Prior to the adoption of ASC 326 on January 1, 2020, the appropriate level of the allowance was based on an ongoing analysis
of the loan portfolio and represented an amount that management deemed adequate to provide for inherent losses, including
collective impairment as recognized under ASC 450, “Contingencies” (“ASC 450”), in our loan portfolio. Collective
impairment was calculated based on loans grouped by grade. Another component of the allowance was losses on loans assessed
as impaired under ASC 310, “Receivables” (“ASC 310”). The balance of the loans determined to be impaired under ASC 310
and the related allowance was included in management’s estimation and analysis of the allowance for loan losses. The
determination of the appropriate level of the allowance was sensitive to a variety of internal factors, primarily historical loss
ratios and assigned risk ratings, and external factors, primarily the economic environment. While no one factor was dominant,
each could cause actual loan losses to differ materially from originally estimated amounts.
For more information about our loan policies and procedures for addressing credit risk, as well as for a discussion of the
changes in the allowance for credit losses in 2020 and 2021, please refer to the disclosures in this Item under the heading “Risk
Management – Credit Risk and Allowance for Credit Losses.”
Business Combinations, Accounting for Purchased Loans
The Company accounts for its acquisitions under ASC 805, “Business Combinations,” which requires the use of the acquisition
method of accounting. For more information about the accounting for acquisitions, please refer to the information under the
heading “Business Combinations, Accounting for Purchased Credit Deteriorated Loans and Related Assets” in Note 1,
“Significant Accounting Policies,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and
Supplementary Data, in this report.
30
Prior to the adoption of ASC 326 on January 1, 2020, in regards to a purchased loan, no allowance for loan losses was recorded
on the acquisition date because the fair value measurements incorporated assumptions regarding credit risk. This applied even
to a purchased loan with evidence of credit deterioration since origination pursuant to ASC 310-30, “Loans and Debt Securities
Acquired with Deteriorated Credit Quality” (“ASC 310-30”). Generally speaking, rather than carry over an allowance for loan
losses, as part of the acquisition we established a “Day 1 Fair Value” of a purchased loan or pools of purchased loans sharing
common risk characteristics, which was equal to the outstanding balance of a purchased loan or pool on the acquisition date less
any credit and/or yield discount applied against the purchased loan or pool of loans. In other words, these loans or pools of
loans were carried at values which represented our estimate of their future cash flows. After the acquisition date, a purchased
loan or pool of loans either met or exceeded the performance expectations established in determining the Day 1 Fair Values or
deteriorated from such expected performance which resulted in accelerated accretion or impairment recognized through the
provision for loan losses.
Additional details about loans acquired in connection with our acquisitions is set forth below under the heading “Risk
Management - Credit Risk and Allowance for Credit Losses” and in Note 4, “Purchased Loans” in the Notes to Consolidated
Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.
Financial Condition
The following discussion provides details regarding the changes in significant balance sheet accounts at December 31, 2021
compared to December 31, 2020. Total assets were $16,810,311 at December 31, 2021 compared to $14,929,612 at
December 31, 2020.
Securities
The securities portfolio is used to provide a source for meeting liquidity needs and to supply securities to be used in
collateralizing certain deposits and other types of borrowings. The securities portfolio also serves as an outlet to deploy excess
liquidity rather than hold such excess funds as cash. The following table shows the carrying value of our securities portfolio by
investment type and the percentage of such investment type relative to the entire securities portfolio at December 31:
2021
2020
U.S. Treasury securities
$
Obligations of other U.S. Government agencies and corporations
Obligations of states and political subdivisions
Mortgage backed securities
Trust preferred securities
Other debt securities
Allowance for credit losses - held to maturity securities
Securities, net of allowance for credit losses
Balance
3,010
—
426,751
2,313,167
—
59,513
$ 2,802,441
(32)
$ 2,802,409
% of
Portfolio
Balance
0.11 % $
—
15.23
82.54
—
7,079
1,009
305,201
955,549
9,012
% of
Portfolio
0.53 %
0.08
22.72
71.12
0.67
2.12
65,607
100.00 % $ 1,343,457
4.88
100.00 %
—
$ 1,343,457
During 2021, management determined that the Company held excess liquidity on the balance sheet, so we deployed a portion of
our excess liquidity into the securities portfolio and purchased $2,160,069 in investment securities, with mortgage backed
securities and collateralized mortgage obligations (“CMOs”), in the aggregate, comprising approximately 93% of such
purchases. CMOs are included in the “Mortgage backed securities” line item in the above table. The mortgage backed securities
and CMOs held in our investment portfolio are issued by government sponsored entities. Obligations of state and political
subdivisions made up the remainder of purchases in 2021. Other debt securities in our investment portfolio consist of corporate
debt securities and issuances from the Small Business Administration (“SBA”). The carrying value of securities sold during
2021 totaled $174,285, resulting in a net gain of $2,170, while proceeds from maturities and calls of securities during 2021
totaled $460,266, which were primarily reinvested in the securities portfolio.
During the year ended December 31, 2021, the Company transferred, at fair value, $366,886 of securities from the available for
sale portfolio to the held to maturity portfolio. The related net unrealized after tax gains of $2,048 remained in accumulated
other comprehensive income (loss) and will be amortized over the remaining life of the securities, offsetting the related
amortization of discount on the transferred securities. No gains or losses were recognized at the time of transfer. There were no
held to maturity securities at December 31, 2020.
31
During 2020, we purchased $515,657 in investment securities, with mortgage backed securities and CMOs, in the aggregate,
comprising approximately 73% of such purchases. Obligations of state and political subdivisions comprised approximately 23%
of the purchases made in 2020. The carrying value of securities sold during 2020 totaled $44,860 resulting in a net gain of $46.
Proceeds from maturities and calls of securities during 2020 totaled $437,981, which were primarily reinvested in the securities
portfolio.
The allowance for credit losses on held to maturity securities is evaluated on a quarterly basis in accordance with ASC 326.
Expected credit losses on debt securities classified as held to maturity are measured on a collective basis by major security type.
The estimates of expected credit losses are based on historical default rates, investment grades, current conditions, and
reasonable and supportable forecasts about the future. At December 31, 2021 the allowance for credit losses on held to maturity
securities was $32.
At December 31, 2021, unrealized losses of $31,024 were recorded on available for sale investment securities with a carrying
value of $1,925,018. At December 31, 2020, unrealized losses of $3,215 were recorded on available for sale securities with a
carrying value of $85,396. The Company does not intend to sell any of the securities in an unrealized loss position, and it is not
more likely than not that the Company will be required to sell any such security prior to the recovery of its amortized cost basis,
which may be maturity. Furthermore, even though a number of these securities have been in a continuous unrealized loss
position for a period greater than twelve months, the Company is collecting principal and interest payments from the respective
securities as scheduled. As such, the Company did not record any impairment for the years ended December 31, 2021 and 2020.
The following table sets forth the scheduled maturity distribution and weighted average yield based on the amortized cost of the
debt securities in our investment portfolio as of December 31, 2021.
Amount
Yield
Held to Maturity:
Obligations of states and political subdivisions
Maturing within one year
Maturing after one year through five years
Maturing after five years through ten years
Maturing after ten years
Residential mortgage backed securities not due at a single maturity date:
Government agency MBS
Government agency CMO
Commercial mortgage backed securities not due at a single maturity date:
Government agency MBS
Government agency CMO
Other debt securities not due at a single maturity date
Available for Sale:
U.S. Treasury securities
Maturing within one year or less
Obligations of states and political subdivisions
Maturing within one year or less
Maturing after one year through five years
Maturing after five years through ten years
Maturing after ten years
Other debt securities - corporate debt
Maturing after one year through five years
Maturing after five years through ten years
Residential mortgage backed securities not due at a single maturity date:
Government agency MBS
Government agency CMO
Commercial mortgage backed securities not due at a single maturity date:
Government agency MBS
Government agency CMO
Other debt securities not due at a single maturity date
$
530
2,064
18,368
246,678
60,507
24,832
1,855
39,505
22,049
3,007
5,516
40,253
30,280
77,798
1,529
22,989
967,497
1,008,514
14,717
216,859
11,997
2,817,344
$
2.09 %
0.68 %
1.16 %
1.79 %
1.35 %
1.02 %
5.96 %
1.39 %
3.04 %
0.92 %
5.47 %
3.37 %
3.62 %
2.13 %
4.69 %
4.42 %
1.65 %
0.95 %
4.56 %
1.45 %
3.60 %
1.67 %
In the table above, weighted average yields on tax-exempt obligations have been computed on a fully tax equivalent basis
assuming a federal tax rate of 21% and a state tax rate of 4.45%, which is net of federal tax benefit. These yields were
calculated using coupon interest and adjusting for discount accretion and premium amortization, where applicable.
32
For more information about the Company’s securities, see Note 2, “Securities,” in the Notes to Consolidated Financial
Statements in Item 8, Financial Statements and Supplementary Data, in this report.
Loans Held for Sale
Loans held for sale were $453,533 at December 31, 2021 compared to $417,771 at December 31, 2020. Mortgage loans to be
sold, which made up all of our loans held for sale at December 31, 2021, are sold either on a “best efforts” basis or under a
“mandatory delivery” sales agreement. Under a “best efforts” sales agreement, residential real estate originations are locked in
at a contractual rate with third party private investors or directly with government sponsored entities, and the Company is
obligated to sell the mortgages to such investors only if the mortgages are closed and funded. The risk we assume is conditioned
upon loan underwriting and market conditions in the national mortgage market. Under a “mandatory delivery” sales agreement,
the Company commits to deliver a certain principal amount of mortgage loans to an investor at a specified price and delivery
date. Penalties are paid to the investor if we fail to satisfy the contract. Gains and losses are realized at the time consideration is
received and all other criteria for sales treatment have been met. These loans are typically sold within 30-40 days after the loan
is funded. Although loan fees and some interest income are derived from mortgage loans held for sale, the main source of
income is gains from the sale of these loans in the secondary market.
Loans
Loans, excluding loans held for sale, are the Company’s most significant earning asset, comprising 59.61% and 73.23% of total
assets at December 31, 2021 and 2020, respectively. The decrease in the percentage of our total earning assets that loans make
up from 2020 to 2021 is a result of a material increase in the size of the investment securities portfolio in 2021, while loans also
slightly declined from 2020 to 2021. This percentage will fluctuate based on a number of factors, including the extent of our
loan growth and whether the Company has excess liquidity on its balance sheet.
The tables below set forth the balance of loans outstanding by loan type and the percentage of loans, by category, to total loans
at December 31:
Commercial, financial, agricultural (1)
Lease financing, net of unearned discount
Real estate – construction:
Residential
Commercial
Total real estate – construction
Real estate – 1-4 family mortgage:
Primary
Home equity
Rental/investment
Land development
Total real estate – 1-4 family mortgage
Real estate – commercial mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate – commercial mortgage
Installment loans to individuals
Total loans, net of unearned income
December 31, 2021
Non Purchased
Purchased
Total
Loans
Percentage of
Total Loans
$
1,332,962 $
90,308 $
1,423,270
76,125
—
76,125
300,988
798,914
1,099,902
1,682,050
423,108
268,245
135,070
2,508,473
1,329,219
2,446,370
110,395
3,885,984
107,565
1,287
3,707
4,994
134,070
51,496
20,229
9,978
215,773
234,132
410,577
18,344
663,053
35,775
302,275
802,621
1,104,896
1,816,120
474,604
288,474
145,048
2,724,246
1,563,351
2,856,947
128,739
4,549,037
143,340
14.20 %
0.76 %
3.02 %
8.01 %
11.03 %
18.12 %
4.74 %
2.88 %
1.45 %
27.19 %
15.60 %
28.51 %
1.28 %
45.39 %
1.43 %
$
9,011,011 $
1,009,903 $
10,020,914
100.00 %
(1)
Includes PPP loans of $58,391 as of December 31, 2021.
33
Commercial, financial, agricultural (1)
Lease financing
Real estate – construction:
Residential
Commercial
Total real estate – construction
Real estate – 1-4 family mortgage:
Primary
Home equity
Rental/investment
Land development
Total real estate – 1-4 family mortgage
Real estate – commercial mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate – commercial mortgage
Installment loans to individuals
Total loans, net of unearned income
December 31, 2020
Non Purchased
Purchased
Total
Loans
Percentage of
Total Loans
$
2,360,471 $
176,513 $
2,536,984
75,862
—
75,862
243,814
583,338
827,152
1,536,181
432,768
264,436
123,179
2,356,564
1,334,765
2,194,739
120,125
3,649,629
149,862
2,859
28,093
30,952
214,770
80,392
31,928
14,654
341,744
323,041
552,728
29,454
905,223
59,675
246,673
611,431
858,104
1,750,951
513,160
296,364
137,833
2,698,308
1,657,806
2,747,467
149,579
4,554,852
209,537
23.20 %
0.69 %
2.26 %
5.59 %
7.85 %
16.02 %
4.69 %
2.71 %
1.26 %
24.68 %
15.16 %
25.13 %
1.37 %
41.66 %
1.92 %
$
9,419,540 $
1,514,107 $
10,933,647
100.00 %
(1)
Includes PPP loans of $1,128,703 as of December 31, 2020.
Loan concentrations are considered to exist when there are amounts loaned to a number of borrowers engaged in similar
activities that would cause them to be similarly impacted by economic or other conditions. At December 31, 2021 and 2020,
there were no concentrations of loans exceeding 10% of total loans other than loans disclosed in the table above.
34
The following table sets forth loans held for investment, net of unearned income, outstanding at December 31, 2021, which,
based on remaining contractually-scheduled repayments of principal, are due in the periods indicated. Loans with balloon
payments and longer amortizations are often repriced and extended beyond the initial maturity when credit conditions remain
satisfactory. Demand loans, loans having no stated schedule of repayments and no stated maturity, and overdrafts are reported
below as due in one year or less. See “Risk Management – Credit Risk and Allowance for Credit Losses” in this Item 7 for
information regarding the risk elements applicable to, and a summary of our loan loss experience with respect to, the loans in
each of the categories listed below.
Commercial, financial, agricultural (1)
Lease financing, net of unearned
income
Real estate – construction:
Residential
Commercial
Total real estate – construction
Real estate – 1-4 family mortgage:
Primary
Home equity
Rental/investment
Land development
Total real estate – 1-4 family mortgage
Real estate – commercial mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate – commercial
mortgage
Installment loans to individuals
One Year or
Less
After One Year
Through Five
Years
After Five
Years Through
Fifteen Years
After
Fifteen
Years
Total
$
808,617 $
497,453 $
116,890 $
310 $ 1,423,270
1,856
46,845
27,424
—
76,125
238,009
382,935
620,944
214,471
452,005
61,728
108,547
836,751
351,908
1,188,727
51,158
1,591,793
35,826
12,131
361,256
373,387
355,825
13,447
196,758
35,179
601,209
761,202
1,270,431
73,193
2,104,826
63,094
42,608
58,430
101,038
9,527
—
302,275
802,621
9,527
1,104,896
905,189
340,635
1,816,120
4,467
29,833
1,322
4,685
155
—
474,604
288,474
145,048
940,811
345,475
2,724,246
442,794
397,733
4,388
844,915
43,212
7,447
56
—
7,503
1,208
1,563,351
2,856,947
128,739
4,549,037
143,340
Total loans, net of unearned income
$ 3,895,787 $
3,686,814 $
2,074,290 $
364,023 $ 10,020,914
(1)
Includes PPP loans of $58,391 as of December 31, 2021.
35
The following table sets forth the fixed and variable rate loans maturing or scheduled to reprice after one year as of
December 31, 2021:
Commercial, financial, agricultural
Lease financing, net of unearned income
Real estate – construction:
Residential
Commercial
Total real estate – construction
Real estate – 1-4 family mortgage:
Primary
Home equity
Rental/investment
Land development
Total real estate – 1-4 family mortgage
Real estate – commercial mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate – commercial mortgage
Installment loans to individuals
Total loans, net of unearned income
Deposits
Interest Sensitivity
Fixed
Rate
Variable
Rate
$
445,052 $
169,601
74,269
—
20,869
174,787
195,656
657,603
6,056
216,030
32,205
911,894
1,089,096
1,394,220
69,385
2,552,701
103,602
43,397
244,899
288,296
944,046
16,543
10,716
4,296
975,601
122,347
274,000
8,196
404,543
3,912
$
4,283,174 $
1,841,953
Noninterest-Bearing Deposits to Total Deposits
2021
33.93%
2020
30.56%
The Company relies on deposits as its major source of funds. Total deposits were $13,905,724 and $12,059,081 at
December 31, 2021 and 2020, respectively. Noninterest-bearing deposits were $4,718,124 and $3,685,048 at December 31,
2021 and 2020, respectively, while interest-bearing deposits were $9,187,600 and $8,374,033 at December 31, 2021 and 2020,
respectively.
The growth in noninterest-bearing deposits across the Company’s footprint in 2021 was primarily driven by client sentiment to
maintain liquidity. 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 time deposits greater than $250,000).
Noninterest-bearing deposits increased to 33.93% of total deposits at December 31, 2021, as compared to 30.56% of total
deposits at December 31, 2020. Under certain circumstances, however, management may elect to acquire non-core deposits (in
the form of time 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 and how those terms assist us in mitigating interest rate
risk, maintaining our liquidity position and managing our net interest margin. Accordingly, funds are acquired to meet
anticipated funding needs at the rate and with other terms that, in management’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. Public fund
deposits may fluctuate as competitive and market forces change because these deposits are obtained through a bid process.
Although the Company has focused on growing stable sources of deposits to reduce reliance on public fund deposits, it
36
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 at December 31, 2021
were $1,787,414 compared to $1,398,330 at December 31, 2020.
Deposits that are in excess of the FDIC insurance limit (or similar state deposit insurance limits) and that are otherwise
uninsured were $4,353,952 and $3,348,376 at December 31, 2021 and 2020, respectively. The following table shows the
maturity of time deposits at December 31, 2021 that are in excess of the FDIC insurance limit (or similar state deposit insurance
limits) and that are otherwise uninsured:
Three Months or Less
$
Over Three through Six Months
Over Six through Twelve Months
Over 12 Months
89,698
71,863
94,606
58,159
$
314,326
Borrowed Funds
Total borrowings include federal funds purchased, securities sold under agreements to repurchase, advances from the Federal
Home Loan Bank (“FHLB”), 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 include federal funds purchased, securities sold under agreements to repurchase, and short-term FHLB
advances. The following table presents our short-term borrowings by type at December 31:
Security repurchase agreements
Federal funds purchased
2021
2020
$
$
13,947 $
—
13,947 $
10,947
10,393
21,340
At December 31, 2021, long-term debt consists of long-term FHLB advances, our junior subordinated debentures and our
subordinated notes. The following table presents our long-term debt by type at December 31:
Federal Home Loan Bank advances
Junior subordinated debentures
Subordinated notes
Total long-term debt
2021
2020
417 $
111,373
359,419
471,209 $
152,167
110,794
212,009
474,970
$
$
Long-term FHLB borrowings are used to match-fund against large, fixed rate commercial or real estate loans with long-term
maturities, which helps mitigate interest rate exposure when rates rise. During 2021, we used the proceeds of our deposit
growth and other sources of liquidity to substantially reduce our long-term FHLB borrowings. At December 31, 2021, all of our
long-term FHLB advances outstanding are scheduled to mature within twelve months or less. The Company had $4,214,274 of
availability on unused lines of credit with the FHLB at December 31, 2021 compared to $3,784,520 at December 31, 2020. The
weighted-average interest rates on outstanding advances at December 31, 2021 and 2020 were 1.86% and 0.05%, respectively.
On November 23, 2021, the Company completed the public offering and sale of $200,000 of its 3.00% fixed-to-floating rate
subordinated notes due December 1, 2031. The subordinated notes were sold at par, resulting in net proceeds, after deducting
underwriting discounts and offering expenses, of approximately $197,000. The Company intends to use the net proceeds from
this offering for general corporate purposes, which may include providing capital to support the Company’s organic growth or
growth through strategic acquisitions, repaying indebtedness, financing investments, capital expenditures or for investments in
Renasant Bank as regulatory capital.
37
During October and December 2021, respectively, the Company redeemed at par its $15,000 6.50% fixed-to-floating rate
subordinated notes and redeemed $30,000 of its aggregate $60,000 5.00% fixed-to-floating rate subordinated notes, with the
remaining $30,000 of such notes to be redeemed in the first quarter of 2022.
The Company owns other subordinated notes, the proceeds of which have been used for general corporate purposes similar to
those described above. The subordinated notes qualify as Tier 2 capital under the current regulatory guidelines.
The Company owns the outstanding common securities of business trusts that issued corporation-obligated mandatorily
redeemable preferred capital securities to third-party investors. The trusts used the proceeds from the issuance of their preferred
capital securities and common securities (collectively referred to as “capital securities”) to buy floating rate junior subordinated
debentures issued by the Company (or by companies that the Company subsequently acquired). The debentures are the trusts’
only assets and interest payments from the debentures finance the distributions paid on the capital securities.
For more information about the terms and conditions of the Company’s junior subordinated debentures and subordinated notes,
see Note 12, “Long-Term Debt,” in the Notes to the Consolidated Financial Statements in Item 8, Financial Statements and
Supplementary Data, in this report.
Results of Operations
Net Income
Net income for the year ended December 31, 2021 was $175,892 compared to net income of $83,651 for the year ended
December 31, 2020. Basic earnings per share for the year ended December 31, 2021 was $3.13 as compared to $1.49 for the
year ended December 31, 2020. Diluted earnings per share for the year ended December 31, 2021 was $3.12 as compared to
$1.48 for the year ended December 31, 2020.
From time to time, the Company incurs expenses and charges in connection with certain transactions with respect to which
management is unable to accurately predict when these expenses or charges will be incurred or, when incurred, the amount of
such expenses or charges. The following table presents the impact of these expenses and charges on reported EPS for the dates
presented. The “COVID-19 related expenses” line item in the table below primarily consists of (a) employee overtime and
employee benefit accruals directly related to the Company’s response to both the COVID-19 pandemic itself and federal
legislation enacted to address the pandemic, such as the CARES Act, and (b) expenses associated with supplying branches with
protective equipment, sanitation supplies (such as floor markings and cautionary signage for branches, face coverings and hand
sanitizer) and more frequent and rigorous branch cleaning. The mortgage servicing rights (“MSR”) valuation adjustment and
swap termination gains are discussed below under the “Noninterest Income” heading, and the debt prepayment penalty and
restructuring charges are discussed below under the “Noninterest Expense” heading in this Item.
Twelve Months Ended December 31,
2020
2021
Pre-tax
After-
tax
Impact to
Diluted
EPS
Pre-tax
After-
tax
Impact to
Diluted
EPS
$ (13,561) $ (10,522) $
(0.19) $ 11,726 $ 9,450 $
(4,676) (3,628)
(0.06) —
—
1,511 1,172
0.02
10,343 8,336
368
286
0.01
7,365 5,936
—
—
—
2,040 1,644
6,123 4,751
0.08
121
97
0.17
—
0.14
0.11
0.03
—
MSR valuation adjustment
Swap termination gains
COVID-19 related expenses
Restructuring charges
Swap termination charges
Debt prepayment penalty
Note: Balances in the table above are shown to reflect impact to income if removed (i.e. negative balances for income items and
positive balances for expense items).
Net Interest Income
Net interest income, the difference between interest earned on assets and the cost of interest-bearing liabilities, is the largest
component of our net income, comprising 65.49% of total net revenue in 2021. Total net revenue consists of net interest income
on a fully taxable equivalent basis and noninterest income. The primary concerns in managing net interest income are the
volume, mix and repricing of assets and liabilities.
38
Net interest income decreased 0.66% to $424,001 for 2021 compared to $426,797 in 2020. On a tax equivalent basis, net
interest income decreased $2,962 to $430,720 in 2021 as compared to $433,682 in 2020. Net interest margin was 3.07% for
2021 as compared to 3.44% for 2020.
The following table sets forth the daily average balance sheet data, including all major categories of interest-earning assets and
interest-bearing liabilities, together with the interest earned or interest paid and the average yield or average rate on each such
category for the years ended December 31, 2021, 2020 and 2019:
2021
2020
2019
Average
Balance
Interest
Income/
Expense
Yield/
Rate
Average
Balance
Interest
Income/
Expense
Yield/
Rate
Average
Balance
Interest
Income/
Expense
Yield/
Rate
Assets
Interest-earning assets:
Loans(1)
Loans held for sale
Securities:
Taxable
(2)
Tax-exempt
Total securities
$ 10,310,070 $ 427,296
4.15 % $ 10,593,556 $ 458,686
4.33 % $ 9,168,555 $ 487,240
454,727
12,632
2.78 %
361,391
12,191
3.37 % 358,735
18,171
1,691,531
24,370
1.44 % 1,021,999
24,102
2.36 % 1,051,124
29,786
335,399
9,418
2.81 %
259,705
8,848
3.41 % 193,252
7,821
2,026,930
33,788
1.67 % 1,281,704
32,950
2.57 % 1,244,376
37,607
Interest-bearing balances with banks
1,263,364
1,688
0.13 %
385,810
1,190
0.31 % 256,374
5,891
Total interest-earning assets
14,055,091
475,404
3.38 % 12,622,461
505,017
4.00 % 11,028,040
548,909
Cash and due from banks
Intangible assets
Other assets
Total assets
Liabilities and shareholders’ equity
Interest-bearing liabilities:
Deposits:
Interest-bearing demand
(3)
Savings deposits
Time deposits
199,705
966,733
684,457
$ 15,905,986
201,815
973,287
705,886
$ 14,503,449
179,991
976,065
691,890
$ 12,875,986
$ 6,177,944 $ 15,308
0.25 % $ 5,277,374 $ 23,995
0.45 % $ 4,754,201 $ 40,991
976,616
698
0.07 %
764,146
758
0.10 % 647,271
1,258
1,539,763
12,970
0.84 % 1,952,213
29,263
1.50 % 2,320,775
39,746
Total interest-bearing deposits
8,694,323
28,976
0.33 % 7,993,733
54,016
0.68 % 7,722,247
81,995
Borrowed funds
470,993
15,708
3.34 %
765,769
17,319
2.26 % 405,975
16,928
Total interest-bearing liabilities
9,165,316
44,684
0.49 % 8,759,502
71,335
0.81 % 8,128,222
98,923
Noninterest-bearing deposits
Other liabilities
Shareholders’ equity
4,310,834
220,427
2,209,409
Total liabilities and shareholders’ equity $ 15,905,986
3,391,619
237,738
2,114,590
$ 14,503,449
2,463,436
176,496
2,107,832
$ 12,875,986
5.31 %
5.07 %
2.83 %
4.05 %
3.02 %
2.30 %
4.98 %
0.86 %
0.19 %
1.71 %
1.06 %
4.17 %
1.22 %
Net interest income/ net interest margin
$ 430,720
3.07 %
$ 433,682
3.44 %
$ 449,986
4.08 %
(1)
(2)
(3)
Shown net of unearned income.
U.S. Government and some U.S. Government Agency securities are tax-exempt in the states in which we operate.
Interest-bearing demand deposits include interest-bearing transactional accounts and money market deposits.
The daily average balances of nonaccruing assets are included in the foregoing table. Interest income and weighted average
yields on tax-exempt loans and securities have been computed on a fully tax equivalent basis assuming a federal tax rate of 21%
and a state tax rate of 4.45%, which is net of federal tax benefit.
Net interest income and net interest margin are influenced by internal and external factors. Internal factors include balance
sheet changes in volume and mix as well as loan and deposit pricing decisions. External factors include changes in market
interest rates, competition and the shape of the interest rate yield curve. As discussed in more detail below, the decline in loan
yields due to the current low interest rate environment as well as changes in the mix of earning assets during the year due to
increased liquidity on the balance sheet were the largest contributing factors to the decrease in net interest margin. The
Company has continued to focus on lowering the cost of funding through growing noninterest-bearing deposits and
39
aggressively lowering interest rates on interest-bearing deposits. The Company has also increased its purchases of investment
securities and continues to evaluate options to mitigate the pressure on net interest margin.
The following table sets forth a summary of the changes in interest earned, on a tax equivalent basis, and interest paid resulting
from changes in volume and rates for the Company for the years indicated. Information is provided in each category with
respect to changes attributable to (1) changes in volume (changes in volume multiplied by prior yield/rate); (2) changes in yield/
rate (changes in yield/rate multiplied by prior volume); and (3) changes in both yield/rate and volume (changes in yield/rate
multiplied by changes in volume). The changes attributable to the combined impact of yield/rate and volume have been
allocated on a pro-rata basis using the absolute ratio value of amounts calculated.
2021 Compared to 2020
Rate
Net
Volume
2020 Compared to 2019
Rate
Net
Volume
Interest income:
Loans
Loans held for sale
Securities:
Taxable
Tax-exempt
Interest-bearing balances with banks
Total interest-earning assets
Interest expense:
Interest-bearing demand deposits
Savings deposits
Time deposits
Borrowed funds
Total interest-bearing liabilities
Change in net interest income
$ (17,322) $ (14,068) $ (31,390) $ 42,331 $ (70,885) $ (28,554)
(5,980)
(2,361)
(6,114)
2,802
134
441
11,853
2,296
1,479
1,108
(11,585)
(1,726)
(981)
(30,721)
268
570
498
(29,613)
(806)
2,398
2,026
46,083
(4,878)
(1,371)
(6,727)
(89,975)
(5,684)
1,027
(4,701)
(43,892)
3,586
181
(5,305)
(8,092)
(9,630)
(12,273)
(241)
(10,988)
6,481
(17,021)
$ 10,738 $ (13,700) $
(16,996)
(8,687)
(500)
(60)
(10,483)
(16,293)
391
(1,611)
(26,651)
(27,588)
(2,962) $ 37,174 $ (53,478) $ (16,304)
(21,104)
(697)
(4,612)
(10,084)
(36,497)
4,108
197
(5,871)
10,475
8,909
The daily average balances of nonaccruing assets are included in the foregoing table. Interest income and weighted average
yields on tax-exempt loans and securities have been computed on a fully tax equivalent basis assuming a federal tax rate of 21%
and a state tax rate of 4.45%, which is net of federal tax benefit.
Interest income, on a tax equivalent basis, was $475,404 for 2021 compared to $505,017 for 2020, a decrease of $29,613. The
following table presents the percentage of total average earning assets, by type and yield, for 2021 and 2020:
Loans held for investment excluding PPP loans
Paycheck Protection Program loans
Loans held for sale
Securities
Interest-bearing balances with banks
Total earning assets
Percentage of Total
Yield
2021
70.16 %
3.19
3.24
14.42
8.99
2020
77.13 %
6.80
2.86
10.15
3.06
100.00 % 100.00 %
2021
2020
4.08 %
5.52
2.78
1.67
0.13
3.38 %
4.47 %
2.75
3.37
2.57
0.31
4.00 %
In 2021, interest income on loans held for investment, on a tax equivalent basis, decreased $31,390 to $427,296 from $458,686
in 2020. Interest income on loans held for investment decreased primarily due to the Federal Reserve maintaining low interest
rates since March 2020. Interest income attributable to PPP loans included in loan interest income for 2021 was $24,794, which
consisted of $4,380 in interest income and $20,414 in accretion of net origination fees, as compared to $23,605 for 2020, which
consisted of $8,729 in interest income and $14,876 in accretion of net origination fees. The PPP origination fees, net of agent
fees paid and other origination costs, are being accreted into interest income over the life of the loan. When a PPP loan is
forgiven in whole or in part, as provided under the CARES Act, the Company recognizes the non-accreted portion of the net
origination fee attributable to the forgiven portion of such loan as of the date of the final forgiveness determination. PPP loans
increased margin and loan yield eight and six basis points, respectively, during 2021, and reduced margin and loan yield five
and 13 basis points, respectively, during 2020.
40
The impact from interest income collected on problem loans and purchase accounting adjustments on purchased loans to total
interest income on loans, loan yield and net interest margin is shown in the table below for the periods presented:
Net interest income collected on problem loans
Accretable yield recognized on purchased loans(1)
Total impact to interest income on loans
Impact to total loan yield
Impact to net interest margin
Twelve months ended December 31,
2021
2020
$
$
4,412
10,783
15,195
$
$
0.15 %
0.11 %
1,011
19,248
20,259
0.18 %
0.16 %
(1)
Includes additional interest income recognized in connection with the acceleration of paydowns and payoffs from purchased loans of $5,293 and $8,077
for the twelve months ended December 31, 2021 and 2020, respectively, which increased loan yield by 4 basis points and 7 basis points, respectively, for
2021 and 2020.
Interest income on loans held for sale, on a tax equivalent basis, increased $441 to $12,632 in 2021 from $12,191 in 2020.
In 2021, investment income, on a tax equivalent basis, increased $838 to $33,788 from $32,950 in 2020. The following table
presents the taxable equivalent yield on securities for the periods presented:
Taxable equivalent interest income on securities
Average securities
Taxable equivalent yield on securities
Twelve months ended December 31,
2021
33,788
2,026,930
2020
32,950
1,281,704
$
$
$
$
1.67 %
2.57 %
The decrease in yield on securities during 2021 was offset by security purchases during the year as the Company deployed a
portion of its excess liquidity into the securities portfolio. The growth in the securities portfolio during 2021 led to the growth in
investment income, on a tax equivalent basis.
Interest expense was $44,684 in 2021 compared to $71,335 in 2020. The following table presents, by type, the Company’s
funding sources, which consist of total average deposits and borrowed funds, and the total cost of each funding source for each
of the years presented:
Noninterest-bearing demand
Interest-bearing demand
Savings
Time deposits
Short-term borrowings
Long-term Federal Home Loan Bank advances
Subordinated notes
Other long-term borrowed funds
Total deposits and borrowed funds
Percentage of Total
Cost of Funds
2021
32.00 %
45.84
7.25
11.42
0.10
0.92
1.65
0.82
2020
27.91 %
43.43
6.29
16.07
2.94
1.25
1.20
0.91
100.00 % 100.00 %
2021
2020
— %
0.25
0.07
0.84
0.29
0.07
4.86
4.30
0.33 %
— %
0.45
0.10
1.50
1.07
0.61
5.28
4.40
0.59 %
Interest expense on deposits was $28,976 and $54,016 for 2021 and 2020, respectively. The cost of total deposits was 0.22%
and 0.47% for the years ending December 31, 2021 and 2020, respectively. The cost of interest-bearing deposits was 0.33% and
0.68% for the same respective periods. The decrease in both deposit expense and cost is attributable to the Company’s efforts to
reduce deposit rates as they reprice in the current low interest rate environment. During 2021, the Company continued its efforts
to grow noninterest-bearing deposits, with the growth in noninterest-bearing deposits during the year primarily driven by client
sentiment to maintain liquidity. Low cost deposits continue to be the preferred choice of funding; however, the Company may
rely on wholesale borrowings when rates are advantageous.
41
Interest expense on total borrowings was $15,708 and $17,319 for the years ending December 31, 2021 and 2020, respectively,
while the cost of total borrowings was 3.34% and 2.26% for the years ended December 31, 2021 and 2020, respectively. The
decrease in interest expense is a result of lower average borrowings. As previously mentioned, the Company also issued
$200,000 of its fixed-to-floating rate subordinated notes during the year and redeemed certain tranches of subordinated notes.
A more detailed discussion of the cost of our funding sources is set forth below under the heading “Liquidity and Capital
Resources” in this item. For more information about our outstanding subordinated notes and junior subordinated debentures, see
Note 12, “Long-Term Debt,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and
Supplementary Data, in this report.
Noninterest Income
Noninterest Income to Average Assets
(Excludes securities gains/losses)
2021
1.41%
2020
1.62%
Total noninterest income includes fees generated from deposit services and other fees and commissions, income from our
insurance, wealth management and mortgage banking operations, realized gains on the sale of securities and all other
noninterest income. Our focus is to develop and enhance our products that generate noninterest income in order to diversify our
revenue sources. Noninterest income as a percentage of total net revenue was 34.51% and 35.20% for 2021 and 2020,
respectively. Noninterest income was $226,984 for the year ended December 31, 2021, a decrease of $8,548, or 3.63%, as
compared to $235,532 for 2020. The decrease during the year was driven by lower mortgage banking production offset by
increases in service charges and fees and commissions, as well as income from other lines of business as more fully-explained
below.
Service charges on deposit accounts include maintenance fees on accounts, per item charges, account enhancement charges for
additional packaged benefits and overdraft fees. Service charges on deposit accounts were $36,569 and $31,326 for the twelve
months ended December 31, 2021 and 2020, respectively. Overdraft fees, the largest component of service charges on deposits,
increased to $19,140 for the twelve months ended December 31, 2021 compared to $18,597 for the same period in 2020.
Fees and commissions increased to $15,732 in 2021 as compared to $13,043 in 2020. Fees and commissions include fees
related to deposit services, such as ATM fees and interchange fees on debit card transactions. Interchange fees on debit card
transactions, the largest component of fees and commissions, were $10,405 for the twelve months ended December 31, 2021
compared to $8,979 for the same period in 2020.
Through Renasant Insurance, we offer a range of commercial and personal insurance products through major insurance carriers.
Income earned on insurance products was $9,841 and $8,990 for the years ended December 31, 2021 and 2020, respectively.
Contingency income is a bonus received from the insurance underwriters and is based both on commission income and claims
experience on our clients’ policies during the previous year. Increases and decreases in contingency income are reflective of
corresponding increases and decreases in the amount of claims paid by insurance carriers. Contingency income, which is
included in the “Other noninterest income” line item on the Consolidated Statements of Income, was $1,063 and $934 for 2021
and 2020, respectively.
Our Wealth Management segment has two primary divisions: Trust and Financial Services. The Trust division operates on a
custodial basis which includes administration of benefit plans, as well as accounting and money management for trust accounts.
The division manages a number of trust accounts inclusive of personal and corporate benefit accounts, 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 $20,455 for 2021 compared to $16,504 for 2020. The market value of
assets under management or administration was $5,177,984 and $4,196,072 at December 31, 2021 and 2020, respectively.
Mortgage banking income is derived from the origination and sale of mortgage loans and the servicing of mortgage loans that
the Company has sold but retained the right to service. Although loan fees and some interest income are derived from mortgage
loans held for sale, the main source of income is gains from the sale of these loans in the secondary market. Originations of
mortgage loans to be sold totaled $4,059,927 in 2021 and $4,479,421 in 2020. The decrease in mortgage loan originations in
2021 was due to the changes in the mortgage interest rate environment from the historically low rates in 2020. Mortgage
banking income was impacted in 2021 by a positive mortgage servicing rights valuation adjustment of $13,561 and in 2020 by
a negative mortgage servicing rights valuation adjustment of $11,726.
42
The following table presents the components of mortgage banking income included in noninterest income at December 31:
Gain on sales of loans, net(1)
Fees, net
Mortgage servicing income, net
MSR valuation adjustment
Mortgage banking income, net
(1) Gain on sales of loans, net includes pipeline fair value adjustments
2021
2020
$
82,399 $
150,406
17,161
(3,517)
13,561
18,914
(7,095)
(11,726)
$
109,604 $
150,499
During 2021, the Company terminated four interest rate swap contracts with notional amounts of $25,000 each. These swaps
hedged forecasted future FHLB borrowings which were no longer expected to occur. As a result of these terminations, the
Company recognized a gain of $4,676 for the year ended December 31, 2021.
Noninterest income for the twelve months ended December 31, 2021 includes the Company’s net gains on sale of securities of
$2,170, as the Company sold securities with a carrying value $174,285 at the time of sale for net proceeds of $176,455. Gains
on sales of securities for the twelve months ended 2020 were $46, resulting from the sale of approximately $44,860 in
securities. For more information on securities sold in 2021 and 2020, see Note 2, “Securities,” in the Notes to Consolidated
Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.
Bank-owned life insurance (“BOLI”) income is derived from changes in the cash surrender value of the bank-owned life
insurance policies and can fluctuate upon the collection of life insurance proceeds. BOLI income increased to $7,366 in 2021 as
compared to $5,627 in 2020. Additionally, the Company purchased $50,000 in BOLI policies during 2021.
In addition to the contingency income described above, other noninterest income includes income from our SBA banking
division and other miscellaneous income and can fluctuate based on the claims experience in our Insurance agency, SBA
production and recognition of other nonseasonal income items. Other noninterest income was $20,571 for 2021 compared to
$9,497 for 2020.
Noninterest Expense
Noninterest Expense to Average Assets
2021
2.70%
2020
3.25%
Noninterest expense was $429,826 and $471,988 for 2021 and 2020, respectively. As mentioned previously, the Company
incurred expenses in connection with certain transactions with respect to which management is unable to accurately predict
when these expenses will be incurred or, when incurred, the amount of such expenses. The following table presents these
expenses for the periods presented:
COVID-19 related expenses
Restructuring charges
Swap termination charges
Debt prepayment penalty
Twelve Months Ended December 31,
2021
2020
$
1,511 $
368
—
6,123
10,343
7,365
2,040
121
The Company incurred a $6,123 debt prepayment penalty in 2021 in connection with the prepayment of a $150,000 long-term
FHLB advance.
Salaries and employee benefits is the largest component of noninterest expense and represented 65.29% and 64.07% of total
noninterest expense at December 31, 2021 and 2020, respectively. During 2021, salaries and employee benefits decreased
$21,761, or 7.20%, to $280,627 as compared to $302,388 for 2020. The decrease in salaries and employee benefits is primarily
due to the cost savings realized by the voluntary early retirement program offered during the fourth quarter of 2020 and other
expense initiatives. Salaries and employee benefits for 2020 also includes approximately $8,237 in expense related to employee
43
overtime and employee benefit accruals directly related to the Company’s response to both the COVID-19 pandemic itself and
federal legislation enacted to address the pandemic, such as the CARES Act.
Compensation expense recorded in connection with awards of restricted stock, which is included within salaries and employee
benefits, was $9,415 and $9,910 for 2021 and 2020, respectively. A portion of the restricted stock awards in both years was
subject to the satisfaction of performance-based conditions.
Data processing costs increased $1,041 to $21,726 in 2021 from $20,685 in 2020, driven by continued enhancement to digital
offerings and increases in transaction volume. 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 in 2021 was $46,837, a decrease of $7,243 from $54,080 for 2020. The decrease in net
occupancy and equipment expense is primarily attributable to the restructuring and non-renewal of certain branch leases.
Expenses related to other real estate owned for 2021 were $253, compared to $2,754 in 2020. Expenses on other real estate
owned for 2021 include write downs of $306 of the carrying value to fair value on certain pieces of property held in other real
estate owned compared to write downs of $2,160 in 2020. Other real estate owned with a cost basis of $6,166 was sold during
2021, resulting in a net gain of $176, compared to other real estate owned with a cost basis of $8,415 sold during 2020 for a net
gain of $23.
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 governmental regulation. Professional fees were
$11,776 for 2021 as compared to $11,293 for 2020.
Advertising and public relations expense was $12,203 for 2021, an increase of $1,881 compared to $10,322 for 2020. The
increase is primarily attributable to an increase in sponsorship spending, as COVID-19 restrictions on public events were
relaxed.
Amortization of intangible assets totaled $6,042 for 2021 compared to $7,121 for 2020. This amortization relates to finite-lived
intangible assets which are being amortized over the useful lives as determined at acquisition. These finite-lived intangible
assets have remaining estimated useful lives ranging from approximately two years to eight years.
Communication expenses are those expenses incurred for communication to clients and between employees. Communication
expenses were $8,869 for 2021 as compared to $8,866 for 2020.
Other noninterest expense includes the provision for unfunded commitments, business development and travel expenses, other
discretionary expenses, loan fees expense and other miscellaneous fees and operating expenses. Other noninterest expense was
$35,002 for 2021 as compared to $44,953 for 2020. A negative provision (recovery) for unfunded commitments of $500 was
recorded for 2021 and a positive provision for unfunded commitments of $9,200 was recorded in 2020.
Efficiency Ratio
Efficiency ratio (GAAP)
Adjusted efficiency ratio (Non-GAAP) (1)
Efficiency Ratio
2021
65.35%
65.32%
2020
70.53%
64.00%
(1) Adjusted efficiency ratio is a non-GAAP financial measure. A reconciliation of this financial measure from GAAP to non-GAAP as well as an
explanation of why the Company provides non-GAAP financial measures can be found under the “Non-GAAP Financial Measures” heading at the
end of this Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in this report.
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 which must be expended 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 table above shows the impact on the efficiency ratio of expenses that (1) the
Company does not consider to be part of its core operating activities, such as amortization of intangibles, or (2) the Company
incurred in connection with certain transactions where management is unable to accurately predict the timing of when these
expenses will be incurred or, when incurred, the amount of such expenses, such as expenses incurred in connection with our
response to the COVID-19 pandemic, our MSR valuation adjustment, restructuring and swap termination charges and the
provision for unfunded commitments. We remain committed to aggressively managing our costs within the framework of our
44
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.
Income Taxes
Income tax expense for 2021 and 2020 was $46,935 and $19,840, respectively. The effective tax rates for those years were
22.41% and 19.40%, respectively. For additional information regarding the Company’s income taxes, please refer to in Note
15, “Income Taxes,” in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary
Data, in this report.
Risk Management
The management of risk is an on-going process. Primary risks that are associated with the Company include credit, interest rate
and liquidity risk. Credit and interest rate risk are discussed below, while liquidity risk is discussed in the next subsection under
the heading “Liquidity and Capital Resources.”
Credit Risk and Allowance for Credit Losses on Loans and Unfunded Commitments
COVID-19 Update. At December 31, 2021, the Company’s credit quality metrics remained sound. The Company is continuing
to monitor all asset categories given that any category or borrower could be negatively impacted by the pandemic, with
enhanced monitoring of loans remaining on deferral under the Company’s loan deferral programs implemented in 2020, as well
as a focus on those industries more highly impacted by the pandemic, primarily the hospitality and senior living industries.
Under the now-expired loan deferral programs, any customer current on loan payments, taxes and insurance qualified for an
initial 90-day deferral of principal and interest payments. A second 90-day deferral was available to borrowers that remained
current on taxes and insurance through the first deferral period and also satisfied underwriting standards established by the
Company that analyzed the ability of the borrower to service its loan in accordance with its existing terms in light of the impact
of the COVID-19 pandemic on the borrower, its industry and the markets in which it operated. The Company’s loan deferral
program complies with the guidance set forth in the CARES Act and related guidance from the FDIC and other banking
regulators. At December 31, 2021, the Company has discontinued its deferral program but had nine loans (not in thousands) on
deferral with an aggregate balance of approximately $519, or 0.01% of our loan portfolio (excluding PPP loans) by dollar value.
In accordance with the applicable guidance, none of these loans were considered “restructured loans” and thus are not included
in the discussion of our restructured loans below.
Management of Credit Risk. Inherent in any lending activity is credit risk, that is, the risk of loss should a borrower default.
Credit risk is monitored and managed on an ongoing basis by a credit administration department, a problem asset resolution
committee and the Board of Directors Credit Review Committee. Oversight of the Company’s lending operations (including
adherence to our policies and procedures governing the loan underwriting and monitoring process), credit quality and loss
mitigation are major concerns of credit administration and these committees. The Company’s central appraisal review
department reviews and approves third-party appraisals obtained by the Company on real estate collateral and monitors loan
maturities to ensure updated appraisals are obtained. This department is managed by a State Certified General Real Estate
Appraiser and employs three additional State Certified General Real Estate Appraisers and four real estate evaluators. In
addition, we maintain a loan review staff to independently monitor loan quality and lending practices. Loan review personnel
monitor and, if necessary, adjust the grades assigned to loans through periodic examination, focusing their review on
commercial and real estate loans rather than consumer and small balance consumer mortgage loans, such as 1-4 family
mortgage loans.
In compliance with loan policy, the lending staff is given lending limits based on their knowledge and experience. In addition,
each lending officer’s prior performance is evaluated for credit quality and compliance as a tool for establishing and enhancing
lending limits. Before funds are advanced on consumer and commercial loans below certain dollar thresholds, loans are
reviewed and scored using centralized underwriting methodologies. Loan quality, or “risk-rating,” grades are assigned based
upon certain factors, which include the scoring of the loans. This information is used to assist management in monitoring credit
quality. Loan requests are reviewed for approval by senior credit officers.
For commercial and commercial real estate secured loans, internal risk-rating grades are assigned by lending, credit
administration and loan review personnel, based on an analysis of the financial and collateral strength and other credit attributes
underlying each loan. Loan grades range from 1 to 9, with 1 rated loans having the least credit risk. For more information about
the Company’s loan grades, see the information under the heading “Credit Quality” in Note 3, “Non Purchased Loans,” in the
Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.
45
Management’s problem asset resolution committee and the Board of Directors’ Credit Review Committee monitor loans that
are past due or those that have been downgraded and placed on the Company’s internal watch list due to a decline in the
collateral value or cash flow of the debtor; the committees then adjust loan grades accordingly. This information is used to
assist management in monitoring credit quality. When the ultimate collectability of a loan’s principal is in doubt, wholly or
partially, the loan is placed on nonaccrual.
After all collection efforts have failed, collateral securing loans may be repossessed and sold or, for loans secured by real estate,
foreclosure proceedings initiated. The collateral is sold at public auction for fair market value (based upon recent appraisals
described in the above paragraph), with fees associated with the foreclosure being deducted from the sales price. The purchase
price is applied to the outstanding loan balance. If the loan balance is greater than the sales proceeds, the deficient balance is
sent to the Board of Directors’ Credit Review Committee for charge-off approval. These charge-offs 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.
The Company’s practice is to charge off estimated losses as soon as such loss is identified and reasonably quantified. Net
charge-offs for 2021 were $10,273, or 0.10% as a percentage of average loans, compared to net charge-offs of $3,852, or 0.04%
as a percentage of average loans, for 2020. The charge-offs in 2021 were fully reserved for in the Company’s allowance for
credit losses.
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. Loan losses are charged against the allowance for credit
losses when management believes the uncollectability of a loan balance is confirmed. Subsequent recoveries, if any, are
credited to the allowance. Management evaluates the adequacy of the allowance on a quarterly basis. Please refer to the
information under the headings “Loans and the Allowance for Credit Losses” and “Business Combinations, Accounting for
Purchased Credit Deteriorated Loans and Related Assets” in Note 1, “Significant Accounting Policies,” in the Notes to
Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report for an in-depth
discussion of our accounting policies and our methodology for determining the appropriate level of the allowance for credit
losses.
In addition to its quarterly analysis of the allowance for credit losses, on a regular basis, management and the Board of
Directors review loan ratios. These ratios include the allowance for credit losses as a percentage of total loans, net charge-offs
as a percentage of average loans, the provision for credit losses as a percentage of average loans, nonperforming loans as a
percentage of total loans and the allowance coverage on nonperforming loans. Also, management reviews past due ratios by
officer, community bank and the Company as a whole.
The allowance for credit losses on loans was $164,171 and $176,144 at December 31, 2021 and 2020, respectively. The
following table presents the allocation of the allowance for credit losses on loans and the percentage of each loan category to
total loans at December 31 for each of the years presented.
Commercial, financial, agricultural
$
33,922
14.20 % $
39,031
23.20 %
2021
2020
Balance
% of
Total
Balance
% of
Total
Lease financing
Real estate – construction
Real estate – 1-4 family mortgage
Real estate – commercial mortgage
Installment loans to individuals
Total
$
1,486
0.76 %
1,624
0.69 %
16,419
11.03 %
16,047
7.85 %
32,356
27.19 %
32,165
24.68 %
68,940
45.39 %
76,127
41.66 %
11,048
1.92 %
164,171 100.00 % $ 176,144 100.00 %
1.43 %
11,150
The provision for credit losses on loans charged to operating expense is an amount that, 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 negative provision (recovery) of $1,700 in total provision for credit
losses on loans during 2021, as compared to a provision for credit losses on loans of $85,350 during 2020. The Company’s
allowance for credit loss model considers economic projections, primarily the national unemployment rate and GDP, over a
reasonable and supportable period of two years. Based on the continual improvements in these forecasts over the last year,
46
nominal loan growth excluding PPP loans and stable credit metrics, the Company’s allowance model indicated that a release of
the allowance for credit losses was appropriate during 2021.
Provision for Credit Losses on Loans to Average Loans
2021
(0.02)%
2020
0.81%
The table below reflects the activity in the allowance for credit losses on loans for the years ended December 31:
Balance at beginning of year
Impact of adoption of ASC 326
(Recovery of) provision for credit losses on loans
Charge-offs
Commercial, financial, agricultural
Lease financing
Real estate – construction
Real estate – 1-4 family mortgage
Real estate – commercial mortgage
Installment loans to individuals
Total charge-offs
Recoveries
Commercial, financial, agricultural
Lease financing
Real estate – construction
Real estate – 1-4 family mortgage
Real estate – commercial mortgage
Installment loans to individuals
Total recoveries
Net charge-offs
Balance at end of year
Net charge-offs to average loans
Net charge-offs to allowance for credit losses on loans
Allowance for credit losses on loans to:
Total loans
Total loans excluding PPP loans(1)
Nonperforming loans
Nonaccrual loans
2021
$ 176,144
—
(1,700)
2020
$ 52,162
42,484
85,350
7,087
13
52
1,164
5,184
5,374
18,874
1,470
49
13
1,498
541
5,030
8,601
10,273
$ 164,171
3,577
168
716
1,167
2,642
7,835
16,105
1,263
11
31
838
2,478
7,632
12,253
3,852
$ 176,144
0.10 %
6.26 %
0.04 %
2.19 %
1.64 %
1.65 %
1.61 %
1.80 %
323.14 % 317.55 %
332.57 % 342.56 %
(1)
Allowance for credit losses on loans to total loans excluding PPP loans is a non-GAAP financial measure. A reconciliation of this financial measure from
GAAP to non-GAAP as well as an explanation of why the Company provides non-GAAP financial measures can be found under the “Non-GAAP
Financial Measures” heading at the end of this Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in this
report.
47
The table below reflects net charge-offs to daily average loans outstanding, by loan category, during the years ended
December 31:
2021
2020
Net Charge-
offs
Average
Loans
Net Charge-
offs to Average
Loans
Net Charge-
offs
Average
Loans
Net Charge-
offs to Average
Loans
Commercial, financial,
agricultural
Lease financing
Real estate –
construction
Real estate – 1-4 family
mortgage
Real estate – commercial
mortgage
Installment loans to
individuals
Total
$
5,617 $ 1,832,453
0.31 % $
2,314 $ 2,242,764
(36)
75,988
(0.05) %
39
1,012,017
— %
157
685
83,571
816,311
(334)
2,721,765
(0.01) %
329
2,785,018
4,643
4,504,093
0.10 %
164
4,388,743
344
163,754
10,273 $ 10,310,070
$
0.21 %
0.10 % $
203
277,149
3,852 $ 10,593,556
0.10 %
0.19 %
0.08 %
0.01 %
— %
0.07 %
0.04 %
The following table provides further details of the Company’s net charge-offs of loans secured by real estate for the years ended
December 31:
$
Real estate – construction:
Residential
Commercial
Total real estate – construction
Real estate – 1-4 family mortgage:
Primary
Home equity
Rental/investment
Land development
Total real estate – 1-4 family mortgage
Real estate – commercial mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate – commercial mortgage
Total net charge-offs of loans secured by real estate
$
2021
2020
39 $
—
39
30
(79)
(193)
(92)
(334)
685
—
685
883
(87)
27
(494)
329
(89)
4,733
(1)
4,643
4,348 $
1,257
(1,115)
22
164
1,178
Allowance for Credit Losses on Unfunded Commitments; Provision for Credit Losses on Unfunded Commitments. The
Company maintains a separate allowance for credit losses on unfunded loan commitments, which is included in the “Other
liabilities” line item on the Consolidated Balance Sheets. Management estimates the amount of expected losses on unfunded
loan commitments by calculating a likelihood of funding over the contractual period for exposures that are not unconditionally
cancellable by the Company and applying the loss factors used in the allowance for credit loss on loans methodology described
above to unfunded commitments for each loan type. No credit loss estimate is reported for off-balance-sheet credit exposures
48
that are unconditionally cancellable by the Company. A roll-forward of the allowance for credit losses on unfunded
commitments is shown in the table below.
Allowance for credit losses on unfunded loan commitments:
Beginning balance
Impact of the adoption of ASC 326
(Recovery of) provision for credit losses on unfunded loan commitments (included in other
noninterest expense)
Ending balance
Year Ended December 31,
2021
2020
$
20,535 $
946
—
10,389
(500)
9,200
$
20,035 $
20,535
Nonperforming Assets. Nonperforming assets consist of nonperforming loans and other real estate owned. Nonperforming
loans are loans on which the accrual of interest has stopped and loans that are contractually 90 days past due on which interest
continues to accrue. Generally, the accrual of interest is discontinued when the full collection of principal or interest is in doubt
or when the payment of principal or interest has been contractually 90 days past due, unless the obligation is both well secured
and in the process of collection. Management, the problem asset resolution committee and our loan review staff closely monitor
loans that are considered to be nonperforming.
Other real estate owned consists of properties acquired through foreclosure or acceptance of a deed in lieu of foreclosure. These
properties are carried at the lower of cost or fair market value based on appraised value less estimated selling costs. Losses
arising at the time of foreclosure of properties are charged against the allowance for credit losses. Reductions in the carrying
value subsequent to acquisition are charged to earnings and are included in “Other real estate owned” in the Consolidated
Statements of Income.
The following table provides details of the Company’s nonperforming assets that are non purchased and those acquired as part
of the Company’s previous acquisitions as of the dates presented.
December 31, 2021
Nonaccruing loans
Accruing loans past due 90 days or more
Total nonperforming loans
Other real estate owned
Total nonperforming assets
Nonperforming loans to total loans
Nonaccruing loans to total loans
Nonperforming assets to total assets
December 31, 2020
Nonaccruing loans
Accruing loans past due 90 days or more
Total nonperforming loans
Other real estate owned
Total nonperforming assets
Nonperforming loans to total loans
Nonaccruing loans to total loans
Nonperforming assets to total assets
Non Purchased
Purchased
Total
$
$
$
$
30,751 $
1,074
31,825
951
32,776 $
18,613 $
367
18,980
1,589
20,569 $
49,364
1,441
50,805
2,540
53,345
0.51 %
0.49 %
0.32 %
20,369 $
3,783
24,152
2,045
26,197 $
31,051 $
267
31,318
3,927
35,245 $
51,420
4,050
55,470
5,972
61,442
0.51 %
0.47 %
0.41 %
The level of nonperforming loans decreased $4,665 from December 31, 2020, while OREO decreased $3,432 during the same
period.
49
The following table presents nonperforming loans by loan category at December 31 for each of the years presented.
Commercial, financial, agricultural
Lease financing
Real estate – construction:
Residential
Commercial
Total real estate – construction
Real estate – 1-4 family mortgage:
Primary
Home equity
Rental/investment
Land development
Total real estate – 1-4 family mortgage
Real estate – commercial mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate – commercial mortgage
Installment loans to individuals
Total nonperforming loans
2021
2020
$ 13,131 $ 16,668
48
11
—
—
—
19,533
1,719
1,595
257
23,104
497
—
497
16,317
2,273
1,526
345
20,461
5,039
8,535
470
14,044
515
6,364
10,204
572
17,140
656
$ 50,805 $ 55,470
Management has evaluated the aforementioned loans and other loans classified as nonperforming and believes that all
nonperforming loans have been adequately reserved for in the allowance for credit losses on loans at December 31, 2021.
Management also continually monitors past due loans for potential credit quality deterioration. Total loans 30-89 days past due
on which interest was still accruing were $27,604 at December 31, 2021 as compared to $26,286 at December 31, 2020.
Although not classified as nonperforming loans, another category of assets that contribute to our credit risk is restructured
loans. Restructured loans are those for which concessions have been granted to the borrower due to a deterioration of the
borrower’s financial condition and are performing in accordance with the new terms. Such concessions may include reduction
in interest rates or deferral of interest or principal payments. In evaluating whether to restructure a loan, management analyzes
the long-term financial condition of the borrower, including guarantor and collateral support, to determine whether the proposed
concessions will increase the likelihood of repayment of principal and interest. Restructured loans that are not performing in
accordance with their restructured terms that are either contractually 90 days past due or placed on nonaccrual status are
reported as nonperforming loans.
As shown below, restructured loans totaled $20,259 at December 31, 2021 compared to $20,448 at December 31, 2020. At
December 31, 2021, loans restructured through interest rate concessions represented 32% of total restructured loans, while
50
loans restructured by a concession in payment terms represented the remainder. The following table provides further details of
the Company’s restructured loans at December 31 for each of the years presented:
Commercial, financial, agricultural
Real estate – 1-4 family mortgage:
Primary
Home equity
Rental/investment
Total real estate – 1-4 family mortgage
Real estate – commercial mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate – commercial mortgage
Installment loans to individuals
Total restructured loans
2021
2020
$
967 $
2,326
11,750
298
350
12,398
5,407
1,341
75
6,823
71
20,259 $
9,460
332
432
10,224
6,838
797
183
7,818
80
20,448
$
Changes in the Company’s restructured loans are set forth in the table below for the periods presented.
Balance as of January 1
Additional loans with concessions
Reclassified as performing
Reductions due to:
Reclassified as nonperforming
Paid in full
Charge-offs
Principal paydowns
Balance as of December 31
2021
2020
20,448 $
12,639
366
(4,390)
(7,586)
(205)
(1,013)
20,259 $
11,954
14,533
428
(3,321)
(2,387)
(3)
(756)
20,448
$
$
The following table shows the principal amounts of nonperforming and restructured loans as of December 31 of each year
presented. All loans where information exists about possible credit problems that would cause us to have serious doubts about
the borrower’s ability to comply with the current repayment terms of the loan have been reflected in the table below.
Nonaccruing loans
Accruing loans past due 90 days or more
Total nonperforming loans
Restructured loans
Total nonperforming and restructured loans
2021
$ 49,364
1,441
50,805
20,259
$ 71,064
2020
$ 51,420
4,050
55,470
20,448
$ 75,918
51
The following table provides details of the Company’s other real estate owned as of December 31 for each of the years
presented:
Residential real estate
Commercial real estate
Residential land development
Commercial land development
Total other real estate owned
Changes in the Company’s other real estate owned were as follows for the periods presented:
Balance as of January 1
Transfers of loans
Impairments
Dispositions
Other
Balance as of December 31
2021
2020
259 $
761
305
1,215
2,540 $
179
2,665
1,013
2,115
5,972
2021
2020
5,972 $
3,180
(306)
(6,166)
(140)
2,540 $
8,010
8,588
(2,160)
(8,415)
(51)
5,972
$
$
$
$
We realized net gains of $176 and $23 on dispositions of other real estate owned during 2021 and 2020, respectively.
Interest Rate Risk
Market risk is the risk of loss from adverse changes in market prices and rates. The majority of assets and liabilities of a
financial institution are monetary in nature and therefore differ greatly from most commercial and industrial companies that
have significant investments in fixed assets and inventories. Our market risk arises primarily from interest rate risk inherent in
lending and deposit-taking activities. Management believes a significant impact on the Company’s financial results stems from
our ability to react to changes in interest rates. A sudden and substantial change in interest rates may adversely impact our
earnings because the interest rates borne by assets and liabilities do not change at the same speed, to the same extent or on the
same basis.
Because of the impact of interest rate fluctuations on our profitability, the Board of Directors and management actively monitor
and manage our interest rate risk exposure. We have an Asset/Liability Committee (the “ALCO”) that is authorized by the
Board of Directors to monitor our interest rate sensitivity and to make decisions relating to that process. The ALCO’s goal is to
structure our asset/liability composition to maximize net interest income while managing interest rate risk so as to minimize the
adverse impact of changes in interest rates on net interest income and capital. The ALCO uses an asset/liability model as the
primary quantitative tool in measuring the amount of interest rate risk associated with changing market rates. The model is
used to perform both net interest income forecast simulations for multiple year horizons and economic value of equity (“EVE”)
analyses, each under various interest rate scenarios, which could impact the results presented in the table below.
Net interest income simulations measure the short and medium-term earnings exposure from changes in market interest rates in
a rigorous and explicit fashion. Our current financial position is combined with assumptions regarding future business to
calculate net interest income under various hypothetical rate scenarios. EVE measures our long-term earnings exposure from
changes in market rates of interest. EVE is defined as the present value of assets minus the present value of liabilities at a point
in time for a given set of market rate assumptions. An increase in EVE due to a specified rate change indicates an improvement
in the long-term earnings capacity of the balance sheet assuming that the rate change remains in effect over the life of the
current balance sheet.
The following table presents the projected impact of a change in interest rates on (1) static EVE and (2) earnings at risk (that is,
net interest income) for the 1-12 and 13-24 month periods commencing January 1, 2022, in each case as compared to the result
52
under rates present in the market on December 31, 2021. The changes in interest rates assume an instantaneous and parallel
shift in the yield curve and do not take into account changes in the slope of the yield curve.
Immediate Change in Rates of:
+200
+100
Percentage Change In:
Economic Value Equity
(EVE)
Static
13.78%
8.18%
Earning at Risk (EAR)
(Net Interest Income)
1-12 Months
18.39%
9.35%
13-24 Months
24.26%
12.83%
The rate shock results for the EVE and net interest income simulations for the next 24 months produce an asset sensitive
position at December 31, 2021 and are all within the parameters set by the Board of Directors.
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 of plus 100 and 200 basis points. As interest
rates are adjusted over a period of time, it is our strategy to proactively change the volume and mix of our balance sheet in order
to mitigate our interest rate risk. The computation of the prospective effects of hypothetical interest rate changes requires
numerous assumptions including asset prepayment speeds, the impact of competitive factors on our pricing of loans and
deposits, how responsive our deposit repricing is to the change in market rates and the expected life of non-maturity deposits.
These business assumptions are based upon our experience, business plans and published industry experience. Such
assumptions may not necessarily reflect the manner or timing in which cash flows, asset yields and liability costs respond to
changes in market rates. Because these assumptions are inherently uncertain, actual results will differ from simulated results.
The Company utilizes derivative financial instruments, including interest rate contracts such as swaps, caps and/or floors,
forward commitments, and interest rate lock commitments, as part of its ongoing efforts to mitigate its interest rate risk
exposure. For more information about the Company’s derivative financial instruments, see the “Off-Balance Sheet
Transactions” section below and Note 14, “Derivative Instruments,” in the Notes to Consolidated Financial Statements in
Item 8, Financial Statements and Supplementary Data, in this report.
Liquidity and Capital Resources
Liquidity management is the ability to meet the cash flow requirements of customers who may be either depositors wishing to
withdraw funds or borrowers needing assurance that sufficient funds will be available to meet their credit needs.
Core deposits, which are deposits excluding 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. Management continually monitors the Bank’s liquidity and non-core dependency ratios to ensure
compliance with targets established by the Asset/Liability Management Committee.
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 19.75% of the carrying value of the total securities
portfolio. Securities within our investment portfolio are also used to secure certain deposit types and short-term borrowings. At
December 31, 2021, securities with a carrying value of $629,174 were pledged to secure government, public, trust, and other
deposits and as collateral for short-term borrowings and derivative instruments as compared to $614,610 at December 31, 2020.
Other sources available for meeting liquidity needs include federal funds purchased, security repurchase agreements and short-
term and long-term advances from the FHLB. Interest is charged at the prevailing market rate on these borrowings. Federal
funds are short term borrowings, generally overnight borrowings, between financial institutions, while security repurchase
agreements represent funds received from customers, generally on an overnight or continuous basis, which are collateralized by
investment securities owned or, at times, borrowed and re-hypothecated by the Company. There were no federal funds
purchased outstanding at December 31, 2021, and $10,393 were outstanding at December 31, 2020. Security repurchase
agreements were $13,947 at December 31, 2021, as compared to $10,947 at December 31, 2020. The Company had no short-
term borrowings from the FHLB (i.e., advances with original maturities less than one year) at December 31, 2021, and 2020.
Long-term FHLB borrowings 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 borrowings compares favorably to the rates that we would
be required to pay to attract deposits. At December 31, 2021, the balance of our outstanding long-term advances with the FHLB
53
was $417 as compared to $152,167 at December 31, 2020. The total amount of the remaining credit available to us from the
FHLB at December 31, 2021 was $4,214,274. We also maintain lines of credit with other commercial banks totaling $180,000.
These are unsecured, uncommitted lines of credit maturing at various times within the next twelve months. There were no
amounts outstanding under these lines of credit at December 31, 2021 or 2020.
Finally, we can access the capital markets to meet liquidity needs. The Company maintains a shelf registration statement with
the SEC, which allows the Company to raise capital from time to time through the sale of common stock, preferred stock, debt
securities, warrants and units, or a combination thereof, subject to market conditions. Specific terms and prices will be
determined at the time of any offering under a separate prospectus supplement that the Company will be required to file with
the SEC at the time of the specific offering. The proceeds of the sale of securities, if and when offered, will be used as described
in any prospectus supplement and could include general corporate purposes, the expansion of the Company’s banking,
insurance and wealth management operations as well as other business opportunities. In 2021, we accessed the capital markets
to generate liquidity in the form of subordinated notes and in prior years we have issued other subordinated notes and assumed
subordinated notes as part of acquisitions. For more information about our subordinated notes, see Note 12, “Long-Term Debt”
in the Notes to Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.
Our strategy in choosing funds is focused on minimizing cost in the context of our balance sheet composition and interest rate
risk position. Accordingly, management targets growth of non-interest bearing deposits. While we do not control the types of
deposit instruments our clients choose, we do influence those choices with the rates and the deposit specials we offer. We
constantly monitor our funds position and evaluate the effect that various funding sources have on our financial position. The
following table presents, by type, the Company’s funding sources, which consist of total average deposits and borrowed funds,
and the total cost of each funding source for each of the years presented:
Noninterest-bearing demand
Interest-bearing demand
Savings
Time deposits
Short-term borrowings
Long-term Federal Home Loan Bank advances
Subordinated notes
Other long-term borrowings
Percentage of Total
2020
2021
Cost of Funds
2021
2020
32.00 %
27.91 %
— %
— %
45.84
7.25
11.42
0.10
0.92
1.65
0.82
43.43
6.29
16.07
2.94
1.25
1.20
0.91
0.25
0.07
0.84
0.29
0.07
4.86
4.30
0.45
0.10
1.50
1.07
0.61
5.28
4.40
Total deposits and borrowed funds
100.00 % 100.00 %
0.33 %
0.59 %
Cash and cash equivalents were $1,877,965 at December 31, 2021, compared to $633,203 at December 31, 2020. Cash used in
investing activities for the year ended December 31, 2021 was $660,003 compared to $1,265,548 in 2020. Proceeds from the
sale, maturity or call of securities within our investment portfolio were $636,721 for 2021 compared to $482,887 for 2020.
These proceeds from the investment portfolio were primarily reinvested back into the securities portfolio. Purchases of
investment securities were $2,160,069 for 2021 compared to $515,657 for 2020.
Cash provided by financing activities for the year ended December 31, 2021 was $1,762,106 compared to $1,401,579 for the
year ended December 31, 2020. Overall deposits increased $1,846,643 for the year ended December 31, 2021 compared to an
increase of $1,846,059 for the same period in 2020.
Restrictions on Bank Dividends, Loans and Advances
The Company’s liquidity and capital resources, as well as its ability to pay dividends to our shareholders, are substantially
dependent on the ability of the Bank to transfer funds to the Company in the form of dividends, loans and advances. Under
Mississippi law, a Mississippi bank may not pay dividends unless its earned surplus is in excess of three times capital stock. A
Mississippi bank with earned surplus in excess of three times capital stock may pay a dividend, subject to the approval of the
DBCF. In addition, the FDIC has the authority to prohibit the Bank from engaging in business practices that the FDIC considers
to be unsafe or unsound, which, depending on the financial condition of the Bank, could include the payment of dividends.
Accordingly, the approval of the DBCF is required prior to the Bank paying dividends to the Company, and under certain
circumstances the approval of the FDIC may be required.
54
In addition to the FDIC and DBCF restrictions on dividends payable by the Bank to the Company, the Federal Reserve
provided guidance on the criteria that it will use to evaluate the request by a bank holding company to pay dividends in an
aggregate amount that will exceed the company’s earnings for the period in which the dividends will be paid, which did not
apply to the Company in 2021 or 2020. For purposes of this analysis, “dividend” includes not only dividends on preferred and
common equity but also dividends on debt underlying trust preferred securities and other Tier 1 capital instruments. The
Federal Reserve’s criteria evaluates whether the holding company (1) has net income over the past four quarters sufficient to
fully fund the proposed dividend (taking into account prior dividends paid during this period), (2) is considering stock
repurchases or redemptions in the quarter, (3) does not have a concentration in commercial real estate and (4) is in good
supervisory condition, based on its overall condition and its asset quality risk. A holding company not meeting these criteria
will require more in-depth consultations with the Federal Reserve.
Federal Reserve regulations also limit the amount the Bank may loan to the Company unless such loans are collateralized by
specific obligations. At December 31, 2021, the maximum amount available for transfer from the Bank to the Company in the
form of loans was $169,716. The Company maintains a line of credit collateralized by cash with the Bank totaling $3,070.
There were no amounts outstanding under this line of credit at December 31, 2021.
None of these restrictions discussed above had any impact on the Company’s ability to meet its cash obligations in 2021, nor
does management expect such restrictions to materially impact the Company’s ability to meet its currently-anticipated cash
obligations.
Contractual Obligations
The following table presents, as of December 31, 2021, significant fixed and determinable contractual obligations to third
parties by payment date. The Note Reference below refers to the applicable footnote in the Notes to Consolidated Financial
Statements in Item 8, Financial Statements and Supplementary Data, in this report.
Note
Reference
Less Than
One Year
One to
Three
Years
Three to
Five Years
Over Five
Years
Total
Payments Due In:
24
10
10
11
12
12
12
$
8,402 $
14,697 $
10,693 $
54,507 $
88,299
12,494,341
—
—
—
12,494,341
1,089,198
272,292
48,721
1,172
1,411,383
13,947
417
—
—
—
—
—
—
$ 13,606,305 $ 286,989 $
—
—
—
—
13,947
417
111,373
111,373
—
29,724
359,419
329,695
89,138 $ 496,747 $ 14,479,179
Lease liabilities(1)
Deposits without a stated maturity(2)
Time deposits(2)
Short-term borrowings
Federal Home Loan Bank advances
Junior subordinated debentures
Subordinated notes
Total contractual obligations
(1) Represents the undiscounted cash flows.
(2) Excludes interest.
Off-Balance Sheet Commitments
The Company enters into loan commitments, standby letters of credit and derivative financial instruments in the normal course
of its business. Loan commitments are made to accommodate the financial needs of the Company’s customers. Standby letters
of credit commit the Company to make payments on behalf of customers when certain specified future events occur. Both
arrangements have credit risk essentially the same as that involved in extending loans to customers and are subject to the
Company’s normal credit policies. Collateral (e.g., securities, receivables, inventory, equipment, etc.) is obtained based on
management’s credit assessment of the customer.
Loan commitments and standby letters of credit do not necessarily represent future cash requirements of the Company. While
the borrower has the ability to draw upon these commitments at any time (assuming the borrower’s compliance with the terms
55
of the loan commitment), these commitments often expire without being drawn upon. The Company’s unfunded loan
commitments and standby letters of credit outstanding at December 31, 2021 and 2020 were as follows:
Loan commitments
Standby letters of credit
2021
2020
$
3,104,940 $
2,749,988
89,830
90,597
The Company closely monitors the amount of remaining future commitments to borrowers in light of prevailing economic
conditions and adjusts these commitments as necessary. The Company will continue this process as new commitments are
entered into or existing commitments are renewed.
The Company utilizes derivative financial instruments, including interest rate contracts such as swaps, caps and/or floors, as
part of its ongoing efforts to mitigate its interest rate risk exposure and to facilitate the needs of its customers. The Company
enters into derivative instruments that are not designated as hedging instruments to help its commercial customers manage their
exposure to interest rate fluctuations. To mitigate the interest rate risk associated with these customer contracts, the Company
enters into an offsetting derivative contract position with other financial institutions. The Company manages its credit risk, or
potential risk of default by its commercial customers, through credit limit approval and monitoring procedures. At
December 31, 2021, the Company had notional amounts of $185,447 on interest rate contracts with corporate customers and
$185,447 in offsetting interest rate contracts with other financial institutions to mitigate the Company’s rate exposure on its
corporate customers’ contracts.
Additionally, the Company enters into interest rate lock commitments with its customers to mitigate the interest rate risk
associated with the commitments to fund fixed-rate residential mortgage loans and also enters into forward commitments to sell
residential mortgage loans to secondary market investors.
Finally, the Company enters into forward interest rate swap contracts on its FHLB borrowings and its junior subordinated
debentures that are accounted for as cash flow hedges. Under each of these contracts, the Company pays a fixed rate of interest
and receives a variable rate of interest based on the three-month or one-month LIBOR plus a predetermined spread. The
Company entered into an interest rate swap contract on its subordinated notes that is accounted for as a fair value hedge. Under
this contract, the Company pays a variable rate of interest based on the three-month LIBOR plus a predetermined spread and
receives a fixed rate of interest.
For more information about the Company’s off-balance sheet transactions, see Note 14, “Derivative Instruments” and Note 19,
“Commitments, Contingent Liabilities and Financial Instruments with Off-Balance Sheet Risk,” in the Notes to Consolidated
Financial Statements in Item 8, Financial Statements and Supplementary Data, in this report.
Shareholders’ Equity and Regulatory Matters
Total shareholders’ equity of the Company was $2,209,853 and $2,132,733 at December 31, 2021 and 2020, respectively. Book
value per share was $39.63 and $37.95 at December 31, 2021 and 2020, respectively. The growth in shareholders’ equity was
attributable to earnings retention offset by changes in accumulated other comprehensive income, share repurchases and
dividends declared.
In October 2021, the Company’s Board of Directors approved a stock repurchase program, authorizing the Company to
repurchase up to $50,000 of its outstanding common stock, either in open market purchases or privately-negotiated transactions.
The program will remain in effect until the earlier of October 2022 or the repurchase of the entire amount of common stock
authorized to be repurchased by the Board of Directors.
The Company has junior subordinated debentures with a carrying value of $111,373 at December 31, 2021, of which $107,782
are included in the Company’s Tier 1 capital. Federal Reserve guidelines limit the amount of securities that, similar to our
junior subordinated debentures, are includable in Tier 1 capital, but these guidelines did not impact the amount of debentures
we include in Tier 1 capital. Although our existing junior subordinated debentures are currently unaffected by these Federal
Reserve guidelines, on account of changes enacted as part of the Dodd-Frank Act, any new trust preferred securities are not
includable in Tier 1 capital. Further, if as a result of an acquisition of another financial institution we exceed $15,000,000 in
assets, or if we make any such acquisition after we have exceeded $15,000,000 in assets, we will lose Tier 1 treatment of our
junior subordinated debentures.
The Company has subordinated notes with a carrying value of $359,419 at December 31, 2021, of which $358,831 are included
in the Company’s Tier 2 capital. As previously discussed in the “Financial Condition” section above, in the fourth quarter of
56
2021, the Company issued $200,000 of its 3.00% fixed-to-floating rate subordinated notes due December 1, 2031, and it
redeemed $45,000 of its outstanding notes.
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
Well capitalized
Adequately capitalized
Undercapitalized
Significantly undercapitalized
Critically undercapitalized
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
5% or above
6.5% or above 8% or above
10% or above
4% or above
4.5% or above 6% or above
8% or above
Less than 4% Less than 4.5% Less than 6% Less than 8%
Less than 3% Less than 3% Less than 4% Less than 6%
Tangible Equity / Total Assets less than 2%
The following table includes the capital ratios and capital amounts for the Company and the Bank for the years presented:
Actual
Minimum Capital
Requirement to be
Well Capitalized
Minimum Capital
Requirement to be
Adequately
Capitalized (including
the phase-in of the
Capital Conservation
Buffer)
Amount
Ratio
Amount
Ratio
Amount
Ratio
December 31, 2021
Renasant Corporation:
Tier 1 leverage ratio
$ 1,422,077
9.15 % $ 777,289
5.00 % $ 621,831
Common equity tier 1 capital ratio
1,314,295
11.18 % 763,952
6.50 % 822,717
1,422,077
12.10 % 940,248
8.00 % 999,014
1,897,167
16.14 % 1,175,610
10.00 % 1,234,076
10.50 %
Common equity tier 1 capital ratio
1,580,904
13.46 % 763,713
6.50 % 822,460
$ 1,580,904
10.18 % $ 776,700
5.00 % $ 621,360
1,580,904
13.46 % 939,954
8.00 % 998,702
1,697,163
14.44 % 1,174,943
10.00 % 1,233,690
10.50 %
Common equity tier 1 capital ratio
1,199,394
10.93 % 713,086
6.50 % 767,939
$ 1,306,597
9.37 % $ 697,579
5.00 % $ 558,063
1,306,597
11.91 % 877,644
8.00 % 932,497
1,653,694
15.07 % 1,097,055
10.00 % 1,151,908
10.50 %
Common equity tier 1 capital ratio
1,369,994
12.49 % 712,709
6.50 % 767,533
Tier 1 risk-based capital ratio
Total risk-based capital ratio
1,369,994
12.49 % 877,181
8.00 % 932,004
1,504,985
13.73 % 1,096,476
10.00 % 151,299
10.50 %
$ 1,369,994
9.83 % $ 696,738
5.00 % $ 557,391
As previously disclosed, the Company adopted CECL as of January 1, 2020. The Company has elected to take advantage of
transitional relief offered by the Federal Reserve and FDIC to delay for two years the estimated impact of CECL on regulatory
capital, followed by a three-year transitional period to phase out the capital benefit provided by the two-year delay.
57
Tier 1 risk-based capital ratio
Total risk-based capital ratio
Renasant Bank:
Tier 1 leverage ratio
Tier 1 risk-based capital ratio
Total risk-based capital ratio
December 31, 2020
Renasant Corporation:
Tier 1 leverage ratio
Tier 1 risk-based capital ratio
Total risk-based capital ratio
Renasant Bank:
Tier 1 leverage ratio
4.00 %
7.00 %
8.50 %
4.00 %
7.00 %
8.50 %
4.00 %
7.00 %
8.50 %
4.00 %
7.00 %
8.50 %
For a detailed discussion of the capital adequacy guidelines applicable to the Company and the Bank, please refer to the
information under the heading “Capital Adequacy Guidelines” in the “Supervision and Regulation-Supervision and Regulation
of Renasant Corporation” section and the “Supervision and Regulation-Supervision and Regulation of Renasant Bank” section
in Item 1, Business, in this report.
58
Non-GAAP Financial Measures
In addition to results presented in accordance with generally accepted accounting principles in the United States of America
(“GAAP”), this document contains certain non-GAAP financial measures, namely, return on average tangible shareholders’
equity, return on average tangible assets, the ratio of tangible equity to tangible assets, the ratio of the allowance for credit
losses on loans to total loans, excluding PPP loans (the “adjusted allowance ratio”), and an adjusted efficiency ratio. Other than
the adjusted allowance ratio (which only excludes PPP loans), these non-GAAP financial measures adjust GAAP financial
measures to exclude intangible assets and, with respect to the efficiency ratio, certain charges (such as, when applicable,
COVID-19 related expenses, gains on sales of securities, debt prepayment penalties, restructuring charges, swap termination
gains and charges and asset valuation adjustments) with respect to which the Company is unable to accurately predict when
these charges will be incurred or, when incurred, the amount thereof. With respect to COVID-19 related expenses in particular,
management added these expenses as a charge to exclude when calculating non-GAAP financial measures because the expenses
included within this line item are readily quantifiable and possess the same characteristics with respect to management’s
inability to accurately predict the timing or amount thereof as the other charges excluded when calculating non-GAAP financial
measures. Management uses these non-GAAP financial measures (other than the adjusted allowance ratio) when evaluating
capital utilization and adequacy, while it uses the adjusted allowance ratio to determine the adequacy of our allowance with
respect to loans not fully guaranteed by the U.S. Small Business Administration. In addition, the Company believes that these
non-GAAP financial measures facilitate the making of period-to-period comparisons and are meaningful indicators of its
operating performance, particularly because these measures are widely used by industry analysts for companies with merger
and acquisition activities. Also, because intangible assets such as goodwill and the core deposit intangible and charges such as
debt prepayment penalties, restructuring charges and COVID-19 related expenses can vary extensively from company to
company and, as to intangible assets, are excluded from the calculation of a financial institution’s regulatory capital, the
Company believes that the presentation of this non-GAAP financial information allows readers to more easily compare the
Company’s results to information provided in other regulatory reports and the results of other companies. The reconciliations
from GAAP to non-GAAP for these financial measures are below.
Return on average tangible shareholders' equity and Return on average tangible assets
2019
2021
2020
Net income (GAAP)
Amortization of intangibles
Tax effect of adjustment noted above (1)
$
175,892
$
83,651
$
167,596
6,042
(1,354)
7,121
(1,382)
8,105
(1,807)
Tangible net income (non-GAAP)
$
180,580
$
89,390
$
173,894
Average shareholders' equity (GAAP)
$
2,209,409
$
2,114,590
$
2,107,832
Intangibles
Average tangible shareholders' equity (non-
GAAP)
966,733
973,287
976,065
$
1,242,676
$
1,141,303
$
1,131,767
Average total assets (GAAP)
Intangibles
$ 15,905,986
966,733
$ 14,503,449
973,287
$ 12,875,986
976,065
Average tangible assets (non-GAAP)
$ 14,939,253
$ 13,530,162
$ 11,899,921
Return on (average) shareholders' equity
(GAAP)
Effect of adjustment for intangible assets
Return on average tangible shareholders' equity
(non-GAAP)
Return on (average) assets (GAAP)
Effect of adjustment for intangible assets
Return on average tangible assets (non-GAAP)
(1) Tax effect is calculated based on the respective periods’ effective tax rate.
7.96 %
6.57 %
14.53 %
1.11 %
0.10 %
1.21 %
3.96 %
3.87 %
7.83 %
0.58 %
0.08 %
0.66 %
7.95 %
7.41 %
15.36 %
1.30 %
0.16 %
1.46 %
59
Tangible common equity ratio (Tangible shareholders' equity to tangible assets)
2021
2020
2019
Actual shareholders' equity (GAAP)
$
2,209,853
$
2,132,733
$
2,125,689
Intangibles
Actual tangible shareholders' equity (non-
GAAP)
963,781
969,823
976,943
$
1,246,072
$
1,162,910
$
1,148,746
Actual total assets (GAAP)
$ 16,810,311
$ 14,929,612
$ 13,400,618
Intangibles
963,781
969,823
976,943
Actual tangible assets (non-GAAP)
$ 15,846,530
$ 13,959,789
$ 12,423,675
Tangible Common Equity Ratio
Shareholders' equity to actual assets (GAAP)
Effect of adjustment for intangible assets
Tangible shareholders' equity to tangible assets
(non-GAAP)
13.15 %
5.29 %
14.29 %
5.96 %
15.86 %
6.61 %
7.86 %
8.33 %
9.25 %
Adjusted Efficiency Ratio
Interest income (fully tax equivalent basis)
Interest expense
2021
2020
$ 475,404
$ 505,017
44,684
71,335
Net interest income (fully tax equivalent basis)
$ 430,720
$ 433,682
Total noninterest income
Net gains on sales of securities
Swap termination gains
MSR valuation adjustment
Adjusted noninterest income
Total noninterest expense
Intangible amortization
Debt prepayment penalty
Restructuring charges
Swap termination charges
COVID-19 related expenses
Provision (recovery) for unfunded commitments
$ 226,984
$ 235,532
2,170
4,676
13,561
46
—
(11,726)
$ 206,577
$ 247,212
$ 429,826
$ 471,988
6,042
6,123
368
—
1,511
(500)
7,121
121
7,365
2,040
10,343
9,200
Adjusted noninterest expense
$ 416,282
$ 435,798
Efficiency Ratio (GAAP)
Adjusted Efficiency Ratio (non-GAAP)
65.35 %
65.32 %
70.53 %
64.00 %
60
Allowance for Credit Losses on Loans to Total Loans, excluding PPP Loans
Total loans (GAAP)
Less PPP loans
Adjusted total loans (non-GAAP)
Allowance for Credit Losses on Loans
ACL/Total loans (GAAP)
ACL/Total loans excluding PPP loans (non-GAAP)
2021
2020
$
10,020,914
$
10,933,647
$
$
58,391
9,962,523
164,171
1.64 %
1.65 %
$
$
1,128,703
9,804,944
176,144
1.61 %
1.80 %
None of the non-GAAP financial measures the Company has included in this document is intended to be considered in isolation
or as a substitute for any measure prepared in accordance with GAAP. Readers of this Form 10-K should note that, because
there are no standard definitions for how to calculate the non-GAAP financial measures that we use as well as the results, the
Company's calculations may not be comparable to similarly titled measures presented by other companies. Also, there may be
limits in the usefulness of these measures to readers of this document. As a result, the Company encourages readers to consider
its consolidated financial statements and footnotes thereto in their entirety and not to rely on any single financial measure.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Please refer to the discussion found under the headings “Risk Management – Interest Rate Risk” and “Liquidity and Capital
Resources” in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in this report
for the disclosures required pursuant to this Item 7A.
SEC Form 10-K
A COPY OF THIS ANNUAL REPORT ON FORM 10-K, AS FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION, MAY BE OBTAINED WITHOUT CHARGE BY DIRECTING A WRITTEN REQUEST TO: JOHN S.
OXFORD, SENIOR VICE PRESIDENT AND DIRECTOR OF MARKETING AND PUBLIC RELATIONS, RENASANT
BANK, 209 TROY STREET, TUPELO, MISSISSIPPI, 38804-4827.
61
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The Consolidated Financial Statements of the Company meeting the requirements of Regulation S-X are included on the
succeeding pages of this Item. All schedules have been omitted because they are not required or are not applicable.
RENASANT CORPORATION AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS
Years Ended December 31, 2021, 2020 and 2019
CONTENTS
Report on Management’s Assessment of Internal Control over Financial Reporting
Reports of Independent Registered Public Accounting Firm (Horne LLP, Memphis, TN PCAOB ID #: 171)
Consolidated Balance Sheets
Consolidated Statements of Income
Consolidated Statements of Comprehensive Income
Consolidated Statements of Changes in Shareholders’ Equity
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
Page
63
64
67
68
69
70
71
73
62
Report on Management’s Assessment of Internal Control over Financial Reporting
Renasant Corporation (the “Company”) is responsible for the preparation, integrity and fair presentation of the consolidated
financial statements included in this annual report. The consolidated financial statements and notes included in this annual
report have been prepared in conformity with accounting principles generally accepted in the United States and necessarily
include some amounts that are based on management’s best estimates and judgments.
Management of the Company is responsible for establishing and maintaining effective internal control over financial reporting
designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with accounting principles generally accepted in the United States. The
Company’s internal control over financial reporting includes those policies and procedures that: (1) pertain to the maintenance
of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;
(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in
accordance with accounting principles generally accepted in the United States of America and that receipts and expenditures of
the Company are being made only in accordance with authorizations of management and directors of the Company; and
(3) provide reasonable assurance regarding prevention or timely detection of any unauthorized acquisition, use or disposition of
the Company’s assets that could have a material effect on the financial statements.
The system of internal control over financial reporting as it relates to the financial statements is evaluated for effectiveness by
management and tested for reliability through a program of internal audits. Actions are taken to correct potential deficiencies as
they are identified. Any system of internal control, no matter how well designed, has inherent limitations, including the
possibility that a control can be circumvented or overridden, and misstatements due to error or fraud may occur and not be
detected. Also, because of changes in conditions, internal control effectiveness may vary over time. Accordingly, even an
effective system of internal control will provide only reasonable assurance with respect to financial statement preparation.
Management, with the participation of the Company’s principal executive officer and principal financial officer, conducted an
assessment of the effectiveness of the Company’s system of internal control over financial reporting as of December 31, 2021,
based on criteria for effective internal control over financial reporting described in the “Internal Control - Integrated
Framework,” (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this
assessment, management has concluded that, as of December 31, 2021, the Company’s system of internal control over financial
reporting is effective and meets the criteria of the “Internal Control – Integrated Framework.” HORNE LLP, the Company’s
independent registered public accounting firm that has audited the Company’s financial statements included in this annual
report, has issued an attestation report on the Company’s internal control over financial reporting which is included herein.
C. Mitchell Waycaster
President and
Chief Executive Officer
February 25, 2022
James C. Mabry IV
Executive Vice President and
Chief Financial Officer
63
Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Directors of Renasant Corporation
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Renasant Corporation (the “Company”) as of December 31,
2021 and 2020, the related consolidated statements of income, comprehensive income, changes in shareholders’ equity, and
cash flows, for each of the three years in the period ended December 31, 2021, and the related notes to the consolidated
financial statements (collectively, referred to as the “financial statements”). In our opinion, the financial statements present
fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and the results of its
operations and its cash flows for each of the three years in the period ended December 31, 2021, in conformity with accounting
principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
(the “PCAOB”), the Company’s internal control over financial reporting as of December 31, 2021, based on criteria established
in the Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission in 2013, and our report dated February 25, 2022, expressed an unqualified opinion on the effectiveness of the
Company's internal control over financial reporting.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on
the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are
required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules
and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to
error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial
statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included
examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included
evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall
presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that
was communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are
material to the financial statements and (2) involved especially challenging, subjective, or complex judgments. The
communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and
we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matter or on the
accounts or disclosures to which it relates.
Allowance for Credit Losses - Loans
Description of the Matter
As described in Notes 1 and 5 to the financial statements, the Company’s allowance for credit losses (“ACL”) is a valuation
allowance that reflects the Company's best estimate of expected credit losses inherent within the Company’s loans held for
investment portfolio and is maintained at a level believed adequate by management to absorb credit losses inherent in the entire
loan portfolio in accordance with Accounting Standards Codification ASC 326: Financial Instruments – Credit Losses. The
ACL is measured over the contractual life of loans held for investment and for off-balance sheet commitments and is estimated
using relevant available information relating to past events, current conditions, and reasonable and supportable forecasts, as
well as qualitative adjustments. The ACL was $164,171,000 at December 31, 2021, which consisted of 1) $151,708,000 of loss
allocations on pools of loans that share similar risk characteristics (“collectively evaluated loans”) and 2) $12,463,000 of loss
allocations on individual loans that do not share risk characteristics with other loans and the measurement of expected credit
losses for such individual loans (“individually evaluated loans”).
The Company’s measurement of expected credit losses of loans on a pool basis when the loans share similar risk characteristics
is based off of historical data that is adjusted, as necessary, for both internal and external qualitative factors where there are
64
differences in the historical loss data of the Company and current or projected future conditions. Consideration of the relevant
qualitative factors are used to bring the ACL to the level management believes is appropriate based on factors that are otherwise
unaccounted for in the quantitative process. The ACL also includes reserves for loans evaluated on an individual basis, such as
certain loans graded substandard or on nonaccrual. Management applies judgment in the determination of the qualitative factors
and reserves assigned on an individual basis to estimate the ACL.
The ACL was identified by us as a critical audit matter because of the extent of auditor judgment applied and significant audit
effort to evaluate the significant subjective and complex judgments made by management including the judgment required in
evaluating management’s determination of the qualitative factors and the reserve assumptions for loans evaluated on an
individual basis.
How We Addressed the Matter in Our Audit
The primary audit procedures we performed in response to this critical audit matter included:
a. Obtained an understanding of the Company’s process for establishing the ACL, including determination of the
qualitative factors and reserve assumptions for loans evaluated on an individual basis, and evaluated the process
utilized by management to challenge the model results and determine the best estimate of the ACL as of the balance
sheet date.
b. Evaluated the design and tested the operating effectiveness of the controls associated with the ACL process, including
controls around the reliability and accuracy of data used in the model, management’s review and approval of the
selected qualitative factors, the reserve assumptions for loans evaluated on an individual basis, the governance of the
credit loss methodology, and management’s review and approval of the ACL.
c. Assessed reasonableness of model methodology and key modeling assumptions, as well as the appropriateness of
management’s qualitative framework, and reserve assumptions for loans evaluated on an individual basis.
d. Performed specific substantive tests of the model utilized, qualitative factors and the reserve assumptions for loans
evaluated on an individual basis. We evaluated if qualitative factors were applied based on a comprehensive
framework and compared the adjustments utilized by management to both internal portfolio metrics and external
macroeconomic data (as applicable) to support adjustments and evaluate trends in such adjustments. Within our
reserve testing for loans evaluated on an individual basis, we evaluated management’s assumptions, including
collateral valuations. In addition, we evaluated the Company’s estimate of the overall ACL giving consideration to the
Company’s borrowers, loan portfolio, and macroeconomic trends, independently obtained and compared such
information to comparable financial institutions and considered whether new or contrary information existed.
We have served as the Company’s auditor since 2005.
Memphis, Tennessee
February 25, 2022
65
Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Directors of Renasant Corporation:
Opinion on the Internal Control Over Financial Reporting
We have audited Renasant Corporation’s (the “Company”) internal control over financial reporting as of December 31, 2021,
based on criteria established in the Internal Control - Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission in 2013. In our opinion, the Company maintained, in all material respects, effective
internal control over financial reporting as of December 31, 2021, based on criteria established in the Internal Control -
Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
(the “PCAOB”), the consolidated financial statements of the Company as of December 31, 2021 and our report dated
February 25, 2022 expressed an unqualified opinion.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its
assessment of the effectiveness of internal control over financial reporting in the accompanying Report on Management’s
Assessment of Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal
control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are
required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules
and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all
material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk
that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on
the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances.
We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures
that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with authorizations of management and directors of the
company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or
disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become
inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Memphis, Tennessee
February 25, 2022
66
Renasant Corporation and Subsidiaries
Consolidated Balance Sheets
(In Thousands, Except Share Data)
December 31,
2021
2020
$
182,710 $
Assets
Cash and due from banks
Interest-bearing balances with banks
Cash and cash equivalents
Securities held to maturity, net of allowance for credit losses of $32 at December 31, 2021 (fair value
of $415,552)
Securities available for sale, at fair value
Loans held for sale, at fair value
Loans, net of unearned income:
Non purchased loans and leases
Purchased loans
Total loans, net of unearned income
Allowance for credit losses
Loans, net
Premises and equipment, net
Other real estate owned:
Non purchased
Purchased
Total other real estate owned, net
Goodwill
Other intangible assets, net
Bank-owned life insurance
Mortgage servicing rights
Other assets
Total assets
Liabilities and shareholders’ equity
Liabilities
Deposits
Noninterest-bearing
Interest-bearing
Total deposits
Short-term borrowings
Long-term debt
Other liabilities
Total liabilities
Shareholders’ equity
Preferred stock, $0.01 par value – 5,000,000 shares authorized; no shares issued and outstanding
Common stock, $5.00 par value – 150,000,000 shares authorized; 59,296,725 shares issued;
55,756,233 and 56,200,487 shares outstanding, respectively
Treasury stock, at cost, 3,540,492 and 3,096,238 shares, respectively
Additional paid-in capital
Retained earnings
Accumulated other comprehensive (loss) income, net of taxes
Total shareholders’ equity
Total liabilities and shareholders’ equity
See Notes to Consolidated Financial Statements.
67
1,695,255
1,877,965
416,357
2,386,052
453,533
9,011,011
1,009,903
10,020,914
(164,171)
9,856,743
293,122
951
1,589
2,540
939,683
24,098
287,359
89,018
183,841
16,810,311 $
176,372
456,831
633,203
—
1,343,457
417,771
9,419,540
1,514,107
10,933,647
(176,144)
10,757,503
300,496
2,045
3,927
5,972
939,683
30,139
230,609
62,994
207,785
14,929,612
4,718,124 $
9,187,600
13,905,724
13,947
471,209
209,578
14,600,458
3,685,048
8,374,033
12,059,081
21,340
474,970
241,488
12,796,879
—
—
296,483
(118,027)
1,300,192
741,648
(10,443)
2,209,853
16,810,311 $
296,483
(101,554)
1,296,963
615,773
25,068
2,132,733
14,929,612
$
$
$
Renasant Corporation and Subsidiaries
Consolidated Statements of Income
(In Thousands, Except Share Data)
Interest income
Loans
Securities
Taxable
Tax-exempt
Other
Total interest income
Interest expense
Deposits
Borrowings
Total interest expense
Net interest income
(Recovery of) provision for credit losses on loans
Provision for credit losses on HTM securities
Provision for other credit losses
(Recovery of) provision for credit losses
Net interest income after provision for credit losses
Noninterest income
Service charges on deposit accounts
Fees and commissions
Insurance commissions
Wealth management revenue
Mortgage banking income
Swap termination gains
Net gains on sales of securities
BOLI income
Other
Total noninterest income
Noninterest expense
Salaries and employee benefits
Data processing
Net occupancy and equipment
Other real estate owned
Professional fees
Advertising and public relations
Intangible amortization
Communications
Merger and conversion related expenses
Restructuring charges
Swap termination charges
Debt prepayment penalty
Other
Total noninterest expense
Income before income taxes
Income taxes
Net income
Basic earnings per share
Diluted earnings per share
Cash dividends per common share
See Notes to Consolidated Financial Statements.
68
Year Ended December 31,
2021
2020
2019
$
435,464 $
466,432 $
501,336
24,732
6,800
1,689
468,685
28,976
15,708
44,684
424,001
(1,700)
32
—
(1,668)
425,669
36,569
15,732
9,841
20,455
109,604
4,676
2,170
7,366
20,571
226,984
24,224
6,287
1,189
498,132
54,016
17,319
71,335
426,797
85,350
—
1,500
86,850
339,947
31,326
13,043
8,990
16,504
150,499
—
46
5,627
9,497
235,532
29,875
5,477
5,892
542,580
81,995
16,928
98,923
443,657
7,050
—
—
7,050
436,607
35,972
19,430
8,919
14,433
57,896
—
348
6,109
10,147
153,254
280,627
302,388
250,784
21,726
46,837
253
11,776
12,203
6,042
8,869
—
368
—
6,123
35,002
429,826
222,827
46,935
20,685
54,080
2,754
11,293
10,322
7,121
8,866
—
7,365
2,040
121
44,953
471,988
103,491
19,840
$
$
$
$
175,892 $
83,651 $
3.13 $
3.12 $
0.88 $
1.49 $
1.48 $
0.88 $
19,679
49,553
2,013
10,166
11,607
8,105
8,858
279
—
—
54
13,076
374,174
215,687
48,091
167,596
2.89
2.88
0.87
Renasant Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income
(In Thousands)
Net income
Other comprehensive income, net of tax:
Securities available for sale:
Year Ended December 31,
2021
2020
2019
$
175,892 $
83,651 $
167,596
Unrealized holding (losses) gains on securities
Reclassification adjustment for (gains) losses realized in net income
Amortization of unrealized holding gains on securities transferred to
the held to maturity category
Total securities available for sale
(38,371)
(1,618)
20,717
(34)
(54)
—
(40,043)
20,683
18,625
1,872
—
20,497
Derivative instruments:
Unrealized holding gains (losses) on derivative instruments
8,087
688
(2,217)
Reclassification adjustment for (gains) losses realized in net income
related to swap termination
Total derivative instruments
Defined benefit pension and post-retirement benefit plans:
Net (loss) gain arising during the period
Reclassification adjustment for settlement loss related to the VERP
realized in net income
New prior service cost
Amortization of net actuarial loss recognized in net periodic pension
cost
Amortization of prior service cost
Total defined benefit pension and post-retirement benefit plans
Other comprehensive (loss) income, net of tax
Comprehensive income
(3,486)
4,601
1,521
2,209
—
(2,217)
(264)
—
—
195
—
(69)
(35,511)
797
422
(362)
193
362
1,412
24,304
68
—
—
312
—
380
18,660
$
140,381 $
107,955 $
186,256
See Notes to Consolidated Financial Statements.
69
Renasant Corporation and Subsidiaries
Consolidated Statements of Changes in Shareholders’ Equity
(In Thousands, Except Share Data)
Balance at January 1, 2019
Net income
Other comprehensive income
Comprehensive income
Repurchase of shares in connection
with stock repurchase program
Cash dividends ($0.87 per share)
Issuance of common stock for stock-
based compensation awards
Stock-based compensation expense
Balance at December 31, 2019
Cumulative effect adjustment due to
the adoption of ASU 2016-13
Net income
Other comprehensive income
Comprehensive income
Repurchase of shares in connection
with stock repurchase program
Cash dividends ($0.88 per share)
Issuance of common stock for stock-
based compensation awards
Stock-based compensation expense
Balance at December 31, 2020
Net income
Other comprehensive loss
Comprehensive income
Repurchase of shares in connection
with stock repurchase program
Cash dividends ($0.88 per share)
Issuance of common stock for stock-
based compensation awards
Stock-based compensation expense
Common Stock
Shares
Amount
Treasury
Stock
Additional
Paid-In
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Total
58,546,480 $ 296,483 $
(24,245) $ 1,288,911 $ 500,660 $
(17,896) $ 2,043,913
167,596
—
167,596
—
—
(1,820,202)
—
128,724
—
—
—
—
—
—
—
—
—
(62,944)
—
—
—
—
—
—
—
(50,901)
4,000
—
(4,831)
10,196
—
—
18,660
—
—
—
—
18,660
186,256
(62,944)
(50,901)
(831)
10,196
56,855,002 $ 296,483 $
(83,189) $ 1,294,276 $ 617,355 $
764 $ 2,125,689
—
—
—
(818,886)
—
164,371
—
—
—
—
—
—
—
—
—
—
—
(24,569)
—
—
—
—
—
—
(35,099)
83,651
—
—
(50,134)
6,204
—
(7,890)
10,577
—
—
—
—
24,304
—
—
—
—
(35,099)
83,651
24,304
107,955
(24,569)
(50,134)
(1,686)
10,577
56,200,487 $ 296,483 $ (101,554) $ 1,296,963 $ 615,773 $
25,068 $ 2,132,733
175,892
—
175,892
—
—
(612,107)
—
167,853
—
—
—
—
—
—
—
—
—
(21,315)
—
—
—
—
—
—
—
(50,017)
4,842
—
(6,845)
10,074
—
—
(35,511)
(35,511)
140,381
(21,315)
(50,017)
(2,003)
10,074
—
—
—
—
Balance at December 31, 2021
55,756,233 $ 296,483 $ (118,027) $ 1,300,192 $ 741,648 $
(10,443) $ 2,209,853
See Notes to Consolidated Financial Statements.
70
Renasant Corporation and Subsidiaries
Consolidated Statements of Cash Flows
(In Thousands, Except Share Data)
Operating activities
Net income
Adjustments to reconcile net income to net cash provided by operating activities:
Year Ended December 31,
2020
2019
2021
$
175,892 $
83,651 $
167,596
(Recovery of) provision for credit losses
Depreciation, amortization and accretion
Deferred income tax expense (benefit)
Funding of mortgage loans held for sale
Proceeds from sales of mortgage loans held for sale
Gains on sales of mortgage loans held for sale
Valuation adjustment to mortgage servicing rights
Gains on sales of securities
Debt prepayment penalty
(Gains) losses on sales of premises and equipment
Stock-based compensation
Net change in other loans held for sale
(Increase) decrease in other assets
(Decrease) increase in other liabilities
Net cash provided by operating activities
Investing activities
Purchases of securities available for sale
Proceeds from sales of securities available for sale
Proceeds from call/maturities of securities available for sale
Purchases of securities held to maturity
Proceeds from call/maturities of securities held to maturity
Net decrease (increase) in loans
Purchases of premises and equipment
Proceeds from sales of premises and equipment
Purchase of bank-owned life insurance
Net change in FHLB stock
Proceeds from sales of other assets
Net cash paid in acquisition
Other, net
Net cash used in investing activities
Financing activities
Net increase in noninterest-bearing deposits
Net increase (decrease) in interest-bearing deposits
Net (decrease) increase in short-term borrowings
Proceeds from long-term debt
Repayment of long-term debt
Cash paid for dividends
Repurchase of shares in connection with stock repurchase program
Net cash provided by financing activities
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
See Notes to Consolidated Financial Statements.
71
(1,668)
47,350
11,411
(4,059,927)
4,116,106
(82,399)
(13,561)
(2,170)
6,123
(840)
10,074
—
(20,812)
(42,920)
142,659
(2,107,934)
176,455
458,020
(52,135)
2,246
910,063
(20,516)
9,813
(50,000)
3,980
6,342
—
3,663
(660,003)
1,033,076
813,567
(7,393)
197,061
(202,873)
(50,017)
86,850
34,633
(13,662)
(4,479,421)
4,530,328
(150,406)
11,726
(46)
121
38
10,577
—
(59,224)
27,077
82,242
(515,657)
44,906
437,981
—
—
(1,233,232)
(28,270)
—
—
18,840
8,438
—
1,446
(1,265,548)
1,133,278
712,781
(467,872)
98,266
(171)
(50,134)
(21,315)
1,762,106
1,244,762
633,203
1,877,965 $
(24,569)
1,401,579
218,273
414,930
633,203 $
$
7,050
8,185
20,041
(2,381,178)
2,328,607
(45,854)
1,836
(348)
54
(881)
10,196
59,885
683
(12,249)
163,623
(492,018)
212,485
262,287
—
—
(465,182)
(34,966)
3,728
—
(11,315)
18,404
(250)
917
(505,910)
233,064
(147,139)
101,385
150,000
(35,359)
(50,901)
(62,944)
188,106
(154,181)
569,111
414,930
Renasant Corporation and Subsidiaries
Consolidated Statements of Cash Flows (continued)
Supplemental disclosures
Cash paid for interest
Cash paid for income taxes
Noncash transactions:
Transfers of loans to other real estate
Financed sales of other real estate owned
Transfers of mortgage loans held for sale to loans held for investment
Transfers of other loans held for sale to loans held for investment
Recognition of operating right-of-use assets
Recognition of operating lease liabilities
Available for sale securities transferred to held to maturity securities
See Notes to Consolidated Financial Statements.
Year Ended December 31,
2020
2019
2021
$
$
$
$
$
$
$
$
$
45,745 $
50,977 $
73,686 $
39,989 $
3,180 $
577 $
— $
— $
8,142 $
8,142 $
366,886 $
8,588 $
148 $
— $
— $
9,393 $
9,393 $
— $
98,396
26,727
4,764
611
189
134,335
91,181
94,700
—
72
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1 – Significant Accounting Policies
(Dollar amounts in thousands)
Nature of Operations: Renasant Corporation (referred to herein as the “Company”) owns and operates Renasant Bank
(“Renasant Bank” or the “Bank”), Renasant Insurance, Inc. and Park Place Capital Corporation. Through its subsidiaries, the
Company offers a diversified range of financial, wealth management, fiduciary and insurance services to its retail and
commercial customers from offices located throughout Alabama, Florida, Georgia, Mississippi, North Carolina, South Carolina
and Tennessee.
Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the
United States of America (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported
in the financial statements and accompanying notes. Actual results could differ from those estimates.
Consolidation: The accompanying Consolidated Financial Statements and these Notes to Consolidated Financial Statements
include the accounts of the Company and its consolidated subsidiaries, all of which are wholly-owned. All intercompany
balances and transactions have been eliminated. Certain prior year amounts have been reclassified to conform to the current
year presentation. Reclassifications had no effect on prior years’ net income or shareholders’ equity.
Cash and Cash Equivalents: The Company considers all highly liquid investments with a maturity of three months or less when
purchased to be cash equivalents.
Securities: Debt securities are classified as held to maturity when purchased if management has the positive intent and ability to
hold the securities to maturity. Held to maturity securities are stated at amortized cost. Presently, the Company has no intention
of establishing a trading classification. Securities not classified as held to maturity or trading are classified as available for sale.
Available for sale securities are stated at fair value, with the unrealized gains and losses, net of tax, reported in accumulated
other comprehensive income within shareholders’ equity.
The amortized cost of securities, regardless of classification, is adjusted for amortization of premiums and accretion of
discounts. Such amortization and accretion is included in interest income from securities, as is dividend income. Realized gains
and losses on sales of securities are reflected under the line item “Net gains on sales of securities” on the Consolidated
Statements of Income. The cost of securities sold is based on the specific identification method.
The Company evaluates its allowance for credit losses on the held to maturity investment portfolio on a quarterly basis in
accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic (“ASC”) 326,
“Financial Instruments - Credit Losses (“ASC 326”). Expected credit losses on debt securities classified as held to maturity are
measured on a collective basis by major security type. The estimates of expected credit losses are based on historical default
rates, investment grades, current conditions, and reasonable and supportable forecasts about the future. The allowance is
increased through provision for credit losses and decreased by charge-offs, net of recoveries of amounts previously charged-off.
All of the residential and commercial mortgage-backed securities recorded as held to maturity are issued by U.S. Government
agencies and GSEs. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by
major rating agencies and have a long history of no credit losses. The state and political subdivision securities are highly rated
by major rating agencies.
The Company also evaluates 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 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, if any, related to credit loss is recognized in earnings
as a provision for credit loss and a corresponding allowance for credit losses is established and each is calculated as the
difference between the estimate of discounted future cash flows and the amortized cost basis of the security. A number of
qualitative and quantitative factors, including the financial condition of the underlying issuer and current and projected deferrals
or defaults, are considered by management in the estimate of the discounted future cash flows. The remaining difference
between the fair value and the amortized cost basis of the security is considered the amount related to other market factors and
is recognized in other comprehensive income, net of applicable taxes.
73
Note 1 – Significant Accounting Policies (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Recognition of investment interest is discontinued on debt securities that are transferred to nonaccrual status. A number of
qualitative factors, including the financial condition of the underlying issuer and current and projected deferrals or defaults, are
considered by management in the determination of whether the debt security should be transferred to nonaccrual status. The
interest on nonaccrual investment securities is accounted for on the cash-basis method until the debt security qualifies for return
to accrual status. See Note 2, “Securities,” for further details regarding the Company’s securities portfolio.
Securities Sold Under Agreements to Repurchase: Securities sold under agreements to repurchase are accounted for as
collateralized financing transactions and are recorded at the amounts at which the securities were sold. Securities, generally
U.S. government and agency securities, pledged as collateral under these financing arrangements cannot be sold or repledged
by the secured party.
Loans Held for Sale: Residential mortgage loans held for sale are included in the line item “Loans held for sale” on the
Company’s Consolidated Balance Sheets. The Company has elected to carry these loans at fair value as permitted under the
guidance in ASC 825, “Financial Instruments” (“ASC 825”). Gains and losses are realized at the time consideration is received
and all other criteria for sales treatment have been met. These realized and unrealized gains and losses are classified under the
line item “Mortgage banking income” on the Consolidated Statements of Income.
Loans and the Allowance for Credit Losses: Loans that management has the intent and ability to hold for the foreseeable future
or until maturity or pay-off generally are reported at their amortized cost or outstanding unpaid principal balances, in either case
adjusted for charge-offs, the allowance for credit losses, any deferred fees or costs on originated loans and any purchase
discounts or premiums on purchased loans. Renasant Bank defers certain nonrefundable loan origination fees as well as the
direct costs of originating or acquiring loans. The deferred fees and costs are then amortized over the term of the note for all
loans with payment schedules. Loans with no payment schedule are amortized using the interest method. The amortization of
these deferred fees is presented as an adjustment to the yield on loans. Interest income is accrued on the unpaid principal
balance.
Loans are considered past due if the required principal and interest payments have not been received as of the date such
payments were due. Generally, the recognition of interest on mortgage and commercial and industrial loans is discontinued at
the time the loan is 90 days past due unless the credit is well-secured and in process of collection. Consumer and other retail
loans are typically charged-off no later than the time the loan is 120 days past due. In all cases, loans are placed on nonaccrual
status or charged-off at an earlier date if collection of principal or interest is considered doubtful. Loans may be placed on
nonaccrual regardless of whether or not such loans are considered past due. All interest accrued for the current year, but not
collected, for loans that are placed on nonaccrual or charged-off is reversed against interest income, the amount of which was
immaterial for the years ended December 31, 2021, 2020 and 2019. The interest on these loans is accounted for on the cash-
basis or cost-recovery method, until qualifying for return to accrual. Interest income recognized on nonaccrual loans was
immaterial for the year ended December 31, 2021. Loans are returned to accrual status when all the principal and interest
amounts contractually due are brought current and future payments are reasonably assured. As a result, the Company has made
an accounting policy election to exclude accrued interest from the measurement of the allowance for credit losses. As of
December 31, 2021 and 2020, the Company has accrued interest receivable for loans of $41,692 and $56,459, respectively,
which is recorded in the “Other assets” line item on the Consolidated Balance Sheets. Although the Company made the election
to exclude accrued interest from the measurement of the allowance for credit losses, the Company did have an allowance for
credit losses on interest deferred as part of the loan deferral program implemented in response to the COVID-19 pandemic of
$1,273 and $1,500, respectively, as of December 31, 2021 and 2020.
Restructured loans are those for which concessions have been granted to the borrower due to a deterioration of the borrower’s
financial condition and are performing in accordance with the new terms. Such concessions may include reduction in interest
rates or deferral of interest or principal payments. In evaluating whether to restructure a loan, management analyzes the long-
term financial condition of the borrower, including guarantor and collateral support, to determine whether the proposed
concessions will increase the likelihood of repayment of principal and interest. Restructured loans that are not performing in
accordance with their restructured terms that are either contractually 90 days past due or have been placed on nonaccrual status
are reported as nonperforming loans.
The allowance for credit losses is an estimate of expected losses inherent within the Company’s loans held for investment
portfolio and is maintained at a level believed adequate by management to absorb credit losses inherent in the entire loan
portfolio in accordance with ASC 326. 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
74
Note 1 – Significant Accounting Policies (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
in the Consolidated Balance Sheets. The allowance for credit losses for loans held for investment, as reported in the Company’s
Consolidated Balance Sheets, is adjusted by a provision for credit losses, which is reported in earnings, and reduced by net
charge-offs. Loan losses are charged against the allowance for credit losses when management believes the uncollectability of a
loan balance is confirmed. Subsequent recoveries, if any, are credited to the allowance.
The credit loss estimation process involves procedures to appropriately consider the unique characteristics of the Company’s
loan portfolio segments. Credit quality is assessed and monitored by evaluating various attributes, and the results of those
evaluations are utilized in underwriting new loans and in the Company’s process for the estimation of expected credit losses.
Credit quality monitoring procedures and indicators can include an assessment of problem loans, the types of loans, historical
loss experience, new lending products, emerging credit trends, changes in the size and character of loan categories and other
factors, including the Company’s risk rating system, regulatory guidance and economic conditions, such as the unemployment
rate and GDP growth in the markets in which the Company operates, as well as trends in the market values of underlying
collateral securing loans, all as determined based on input from management, loan review staff and other sources. This
evaluation is complex and inherently subjective, as it requires estimates by management that are inherently uncertain and
therefore susceptible to significant revision as more information becomes available. 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 losses in those future periods.
The methodology for estimating the amount of expected credit losses reported in the allowance for credit losses has two basic
components: first, a collective or pooled component for estimating expected credit losses for pools of loans that share similar
risk characteristics; and second, an asset-specific component involving individual loans that do not share risk characteristics
with other loans and the measurement of expected credit losses for such individual loans.
Loans Evaluated on a Collective (Pool) Basis
The allowance for credit losses for loans that share similar risk characteristics with other loans is calculated on a collective or
pool basis, where such loans are segregated into loan portfolio segments based upon similarity of credit risk. The Company’s
primary loan portfolio segments are as follows:
Commercial, Financial, and Agricultural (“Commercial”) - Commercial loans are customarily granted to established local
business customers in the Company’s market area on a collateralized basis to meet their credit needs. Maturities are typically
short term in nature and are commensurate with the secondary source of repayment that serves as the Company’s collateral.
Although commercial loans may be collateralized by equipment or other business assets, the repayment of this type of loan
depends primarily on the creditworthiness and projected cash flow of the borrower (and any guarantors). Thus, the chief
considerations when assessing the risk of a commercial loan are the local business borrower’s ability to sell its products/
services, thereby generating sufficient operating revenue to repay the Company under the agreed upon terms and conditions,
and the general business conditions of the local economy or other market that the business serves.
Real Estate - Construction - The Company’s construction loan portfolio consists of loans for the construction of single family
residential properties, multi-family properties and commercial projects. Maturities for construction loans generally range from 6
to 12 months for residential properties and from 24 to 36 months for non-residential and multi-family properties. The source of
repayment of a construction loan comes from the sale or lease of newly-constructed property, although often construction loans
are repaid with the proceeds of a commercial real estate loan that the Company makes to the owner or lessor of the newly-
constructed property.
Real Estate - 1-4 Family Mortgage - This segment of the Company’s loan portfolio includes loans secured by first or second
liens on residential real estate in which the property is the principal residence of the borrower, as well as loans secured by
residential real estate in which the property is rented to tenants or is otherwise not the principal residence of the borrower; loans
for the preparation of residential real property prior to construction are also included in this segment. Finally, this segment
includes home equity loans or lines of credit and term loans secured by first and second mortgages on the residences of
borrowers who elect to use the accumulated equity in their homes for purchases, refinances, home improvements, education and
other personal expenditures. The Company attempts to minimize the risk associated with residential real estate loans by
scrutinizing the financial condition of the borrower; typically, the maximum loan-to-value ratio is also limited.
Real Estate - Commercial Mortgage - Included in this portfolio segment (referred to collectively as “commercial real estate
loans”) are “owner-occupied” loans in which the owner develops a property with the intention of locating its business there.
Payments on these loans are dependent on the successful development and management of the business as well as the
75
Note 1 – Significant Accounting Policies (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
borrower’s ability to generate sufficient operating revenue to repay the loan. In some instances, in addition to the mortgage on
the underlying real estate of the business, commercial real estate loans are secured by other non-real estate collateral, such as
equipment or other assets used in the business. In addition to owner-occupied commercial real estate loans, the Company offers
loans in which the owner develops a property where the source of repayment of the loan will come from the sale or lease of the
developed property, for example, retail shopping centers, hotels and storage facilities. These loans are referred to as “non-owner
occupied” commercial real estate loans. The Company also offers commercial real estate loans to developers of commercial
properties for purposes of site acquisition and preparation and other development prior to actual construction (referred to as
“commercial land development loans”). Non-owner occupied commercial real estate loans and commercial land development
loans are dependent on the successful completion of the project and may be affected by adverse conditions in the real estate
market or the economy as a whole.
Lease Financing - This segment of the Company’s loan portfolio includes loans granted to provide capital to businesses for
commercial equipment needs. These loans are generally granted for periods ranging between two and five years at fixed rates
of interest. Loss or decline of income by the borrower due to unplanned occurrences represents the primary risk of default to the
Company. In the event of default, a shortfall in the value of the collateral may pose a loss in this loan category. The Company
obtains a lien against the collateral securing the loan and holds title (if applicable) until the loan is repaid in full. Transportation,
manufacturing, healthcare, material handling, printing and construction are the industries that typically obtain lease financing.
Installment Loans to Individuals - Installment loans to individuals (or “consumer loans”) are granted to individuals for the
purchase of personal goods. Loss or decline of income by the borrower due to unplanned occurrences represents the primary
risk of default to the Company. In the event of default, a shortfall in the value of the collateral may pose a loss in this loan
category. Before granting a consumer loan, the Company assesses the applicant’s credit history and ability to meet existing and
proposed debt obligations. Although the applicant’s creditworthiness is the primary consideration, the underwriting process also
includes a comparison of the value of the collateral, if any, to the proposed loan amount. The Company obtains a lien against
the collateral securing the loan and holds title until the loan is repaid in full.
In determining the allowance for credit losses on loans evaluated on a collective basis, the Company categorizes loan pools
based on loan type and/or risk rating. The Company uses two CECL models: (1) a loss rate model, based on average historical
life-of-loan loss rates, which is used for the Real Estate - 1-4 Family Mortgage, Real Estate - Construction and the Installment
Loans to Individuals portfolio segments, and (2) for the C&I, Real Estate - Commercial Mortgage and Lease Financing
portfolio segments, the Company uses a probability of default/loss given default model, which calculates an expected loss
percentage for each loan pool by considering (a) the probability of default, based on the migration of loans from performing
(using risk ratings) to default using life-of-loan analysis periods, and (b) the historical severity of loss, based on the aggregate
net lifetime losses incurred per loan pool.
The historical loss rates calculated as described above are adjusted, as necessary, for both internal and external qualitative
factors where there are differences in the historical loss data of the Company and current or projected future conditions. Internal
factors include loss history, changes in credit quality (including movement between risk ratings) and/or credit concentration and
changes in the nature and volume of the respective loan portfolio segments. External factors include current and reasonable and
supportable forecasted economic conditions and changes in collateral values. These factors are used to adjust the historical loss
rates (as described above) to ensure that they reflect management’s expectation of future conditions based on a reasonable and
supportable forecast period. To the extent the lives of the loans in the portfolio extend beyond the period for which a reasonable
and supportable forecast can be made, when necessary, the models immediately revert back to the historical loss rates adjusted
for qualitative factors related to current conditions.
Loans Evaluated on an Individual Basis
For loans that do not share similar risk characteristics with other loans, an individual analysis is performed to determine the
expected credit loss. If the respective loan is collateral dependent (that is, when the borrower is experiencing financial difficulty
and repayment is expected to be provided substantially through the operation or sale of the collateral), the expected credit loss is
measured as the difference between the amortized cost basis of the loan and the fair value of the collateral. The fair value of
collateral is initially based on external appraisals. Generally, collateral values for loans for which measurement of expected
losses is 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, local appraisal firms.
The fair value of the collateral derived from 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
76
Note 1 – Significant Accounting Policies (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
determining the expected credit losses for individually evaluated loans (typically used when the loan is not collateral dependent)
is a discounted cash flow approach or, if applicable, an observable market price. Once the expected credit loss amount is
determined, an allowance equal to such expected credit loss is included in the allowance for credit losses.
The Company considers the loans in the Real Estate - Construction, Real Estate - 1-4 Family Mortgage and Real Estate -
Commercial Mortgage loan segments disclosed as individually evaluated in Note 5, “Allowance for Credit Losses” as collateral
dependent with the type of collateral being real estate.
The Company maintains a separate allowance for credit losses on unfunded loan commitments, which is included in the “Other
liabilities” line item on the Consolidated Balance Sheets. Changes in such allowance are recorded in the “Other noninterest
expense” line item on the Consolidated Statements of Income. Management estimates the amount of expected losses on
unfunded loan commitments by calculating a likelihood of funding over the contractual period for exposures that are not
unconditionally cancellable by the Company and applying the loss factors used in the allowance for credit losses on loans
methodology described above to unfunded commitments for each loan type. No credit loss estimate is reported for off-balance-
sheet credit exposures that are unconditionally cancellable by the Company.
Prior to the adoption of ASC 326 on January 1, 2020, the allowance was calculated under the guidance on collective
impairment as recognized under ASC 450, “Contingencies.” Collective impairment was calculated based on loans grouped by
grade. Another component of the allowance was losses on loans assessed as impaired under ASC 310, “Receivables” (“ASC
310”). The balance of these loans and their related allowance was included in management’s estimation and analysis of the
allowance for loan losses.
See Note 3, “ Non Purchased Loans,” Note 4, “Purchased Loans,” and Note 5, “ Allowance for Credit Losses” for disclosures
regarding the Company’s past due and nonaccrual loans, impaired loans and restructured loans and its allowance for credit
losses.
Business Combinations, Accounting for Purchased Credit Deteriorated Loans and Related Assets: Business combinations are
accounted for by applying the acquisition method in accordance with ASC 805, “Business Combinations.” Under the
acquisition method, identifiable assets acquired and liabilities assumed and any non-controlling interest in the acquired
company at the acquisition date are measured at their fair values as of that date and are recognized separately from goodwill.
Results of operations of the acquired entities are included in the Consolidated Statements of Income from the date of
acquisition. Acquisition costs incurred by the Company are expensed as incurred.
For a purchased asset that the Company has the intent of holding for investment, ASC 326 requires the Company to determine
whether the asset has experienced more-than-insignificant deterioration in credit quality since origination. Assets that have
experienced more-than insignificant deterioration are referred to as purchased credit deteriorated (“PCD”) assets. ASC 326
provides for special initial recognition of PCD assets, commonly referred to as the “gross-up” approach, where the allowance
for credit losses is recognized by adding it to the fair value to arrive at the Day 1 amortized cost basis. After initial recognition,
the accounting for PCD assets will generally follow the credit loss model that applies to that type of asset. Non-PCD assets
record the Day 1 allowance for credit losses through earnings on the date of purchase. The Company will accrete or amortize as
interest income the fair value discounts on both PCD and non-PCD assets over the life of the asset.
Premises and Equipment: Premises and equipment are stated at cost less accumulated depreciation. Depreciation is computed
primarily by use of the straight-line method for furniture, fixtures, equipment, autos and premises. The annual provisions for
depreciation have been computed primarily using estimated lives of 40 years for premises, three to seven years for furniture and
equipment and three to five years for computer equipment and autos. Leasehold improvements are expensed over the period of
the leases or the estimated useful life of the improvements, whichever is shorter.
ASC 842, “Leases” ("ASC 842") requires a lessee to recognize a right-of-use asset and a lease liability for all leases with a term
greater than 12 months on its balance sheet regardless of whether the lease is classified as financing or operating.
77
Note 1 – Significant Accounting Policies (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
All of the Company’s lessee arrangements are operating leases, being real estate leases for Company facilities. Under these
arrangements, the Company records right-of-use assets and corresponding lease liabilities, each of which is based on the present
value of the remaining lease payments and are discounted at the Company’s incremental borrowing rate. Right-of-use assets are
reported in premises and equipment on the Consolidated Balance Sheets and the related lease liabilities are reported in other
liabilities. All leases are recorded on the Consolidated Balance Sheets except for leases with an initial term less than 12 months
for which the Company elected short-term lease recognition under ASC 842. Lease terms may contain renewal and extension
options and early termination features. Many leases include one or more options to renew, with renewal terms that can extend
the lease term from one to 20 years or more. The exercise of lease renewal options is at the Company’s sole discretion. Renewal
options which are reasonably certain to be exercised in the future were included in the measurement of right-of-use assets and
lease liabilities.
Lease expense is recognized on a straight-line basis over the lease term and is recorded in the “Net occupancy and equipment
expense” line item in the Consolidated Statements of Income. Variable lease payments consist primarily of common area
maintenance and taxes. The Company does not have any material sublease agreements currently in place.
Other Real Estate Owned: Other real estate owned consists of properties acquired through foreclosure or acceptance of a deed
in lieu of foreclosure. These properties are initially recorded into other real estate at fair market value less cost to sell and are
subsequently carried at the lower of cost or fair market value based on appraised value less estimated selling costs. Losses
arising at the time of foreclosure of properties are charged against the allowance for credit losses. Reductions in the carrying
value subsequent to acquisition are charged to earnings and are included under the line item “Other real estate owned” on the
Consolidated Statements of Income.
Mortgage Servicing Rights: The Company retains the right to service certain mortgage loans that it sells to secondary market
investors. These mortgage servicing rights are recognized as a separate asset on the date the corresponding mortgage loan is
sold. Mortgage servicing rights are amortized in proportion to and over the period of estimated net servicing income. These
servicing rights are carried at the lower of amortized cost or fair value. Fair value is determined using an income approach with
various assumptions including expected cash flows, prepayment speeds, market discount rates, servicing costs, mortgage
interest rates and other factors. Servicing rights are evaluated for impairment based upon the fair value of the rights as
compared to carrying amount. Impairment is recognized through a valuation allowance, to the extent that unamortized cost
exceeds fair value. If the Company later determines that all or a portion of the impairment no longer exists, a reduction of the
valuation allowance may be recorded as an increase to income. Changes in valuation allowances related to servicing rights are
reported in the line item “Mortgage banking income” on the Consolidated Statements of Income. The fair values of servicing
rights are subject to significant fluctuations as a result of changes in estimated and actual prepayment speeds and default rates
and losses. See Note 9, "Mortgage Servicing Rights", for further details.
Goodwill and Other Intangible Assets: Goodwill represents the excess of the cost of an acquisition over the fair value of the net
assets acquired. Other intangible assets represent purchased assets that lack physical substance but can be distinguished from
goodwill because of contractual or other legal rights. Intangibles with finite lives are amortized over their estimated useful lives.
Goodwill and other intangible assets are subject to impairment testing annually or more frequently if events or circumstances
indicate possible impairment; if impaired, such assets are recorded at fair value. Goodwill is assigned to the Company’s
reporting segments. In determining the fair value of the Company’s reporting units, management uses the market approach.
Other intangible assets, consisting of core deposit intangibles and customer relationship intangibles, are reviewed for events or
circumstances which could impact the recoverability of the intangible asset, such as a loss of core deposits, increased
competition or adverse changes in the economy. No impairment was identified for the Company’s goodwill or its other
intangible assets as a result of the testing performed during 2021, 2020 or 2019.
Bank-Owned Life Insurance: Bank-owned life insurance (“BOLI”) is an institutionally-priced insurance product that is
specifically designed for purchase by insured depository institutions. The Company has purchased such insurance policies on
certain employees, with Renasant Bank being listed as the primary beneficiary. The carrying value of BOLI is recorded at the
cash surrender value of the policies, net of any applicable surrender charges. Changes in the value of the cash surrender value
of the policies are reflected under the line item “BOLI income” on the Consolidated Statements of Income.
Revenue from Contracts with Customers: ASC 606, “Revenue from Contracts with Customers” (“ASC 606”) provides guidance
on revenue recognition from contracts with customers. For revenue streams within its scope, ASC 606 requires costs that are
incremental to obtaining a contract to be capitalized. In the case of the Company, these costs include sales commissions for
insurance, wealth management fees, and revenue from certain sales of OREO. ASC 606 has established, and the Company has
78
Note 1 – Significant Accounting Policies (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
utilized, a practical expedient allowing costs that, if capitalized, would have an amortization period of one year or less to instead
be expensed as incurred.
Service Charges on Deposit Accounts
Service charges on deposit accounts include maintenance fees on accounts, per item charges, account enhancement charges for
additional packaged benefits and overdraft fees. The contracts with deposit account customers are day-to-day contracts and are
considered to be terminable at will by either party. Therefore, the fees are all considered to be earned when charged and
simultaneously collected.
Fees and Commissions
Fees and commissions include fees related to deposit services, such as ATM fees and interchange fees on debit card
transactions. These fees are earned at the point in time when the services are rendered, and therefore the related revenue is
recognized as the Company’s performance obligation is satisfied.
Insurance Commissions
Insurance commissions are earned when policies are placed by customers with the insurance carriers and are collected and
recognized using two different methods: the agency bill method and the direct bill method.
Under the agency bill method, Renasant Insurance is responsible for billing the customers directly and then collecting and
remitting the premiums to the insurance carriers. Agency bill revenue is recognized at the later of the invoice date or effective
date of the policy. The Company has established a reserve for such policies which is derived from historical collection
experience and updated annually. The contract balances (i.e. accounts receivable and accounts payable related to insurance
commissions earned and premiums due) and the reserve established are considered immaterial to the overall financial results of
the Company.
Under the direct bill method, premium billing and collections are handled by the insurance carriers, and a commission is then
paid to Renasant Insurance. Direct bill revenue is recognized when the commission payment is received from the insurance
carriers. While there is recourse on these commissions in the event of policy cancellations, based on the Company’s historical
data, material reversals of revenue based on policy cancellations are not anticipated. The Company monitors policy
cancellations on a monthly basis and, if a material set of cancellations were to occur, the Company would adjust earnings
accordingly.
The Company also earns contingency income that it recognizes on a cash basis. Contingency income is a bonus received from
the insurance underwriters and is based on commission income and claims experience on the Company’s clients’ policies
during the previous year. Increases and decreases in contingency income are reflective of corresponding increases and decreases
in the amount of claims paid by insurance carriers.
Wealth Management Revenue
Fees for managing trust accounts (inclusive of personal and corporate benefit accounts, IRAs, and custodial accounts) are based
on the value of assets under management in the account, with the amount of the fee depending on the type of account. Revenue
is recognized on a monthly basis, and there is little to no risk of a material reversal of revenue.
Fees for other wealth management services, such as investment guidance relating to fixed and variable annuities, mutual funds,
stocks and other investments, are recognized based on either trade activity, where fees are recognized at the time of the trade, or
assets under management, where fees are recognized monthly.
Sales of Other Real Estate Owned
The Company continually markets the properties included in the OREO portfolio. The Company will at times, in the ordinary
course of business, provide seller-financing on sales of OREO. In cases where a sale is seller-financed, the Company must
ensure the commitment of both parties to perform their respective obligations and the collectability of the transaction price in
order to properly recognize the revenue on the sale of OREO. This is accomplished through the Company’s loan underwriting
process. In this process the Company considers factors such as the buyer’s initial equity in the property, the credit quality of the
buyer, the financing terms of the loan and the cash flow from the property, if applicable. If it is determined that the contract
criteria in ASC 606 have been met, the revenue on the sale of OREO will be recognized on the closing date of the sale when the
79
Note 1 – Significant Accounting Policies (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Company has transferred title to the buyer and obtained the right to receive payment for the property. In instances where sales
are not seller-financed, the Company recognizes revenue on the closing date of the sale when the Company has obtained
payment for the property and transferred title to the buyer. For additional information on OREO, please see Note 7, “Other Real
Estate Owned.”
Income Taxes: Income taxes are accounted for under the liability method. Under this method, deferred tax assets and liabilities
are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using
the enacted tax rates and laws that will be in effect when the differences are expected to reverse. It is the Company’s policy to
recognize interest and penalties, if incurred, related to unrecognized tax benefits in income tax expense. The Company and its
subsidiaries file a consolidated federal income tax return. Renasant Bank provides for income taxes on a separate-return basis
and remits to the Company amounts determined to be currently payable.
Deferred income taxes, included in “Other assets” on the Consolidated Balance Sheets, reflect the net tax effects of temporary
differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for
income tax purposes. Realization of deferred tax assets is dependent upon the generation of a sufficient level of future taxable
income and recoverable taxes paid in prior years. Although realization is not assured, management believes that the Company
and its subsidiaries will realize a substantial majority of the deferred tax assets. A valuation allowance, if needed, reduces
deferred tax assets to the expected amount most likely to be realized through a charge to income tax expense.
Fair Value Measurements: ASC 820, “Fair Value Measurements and Disclosures,” provides guidance for using fair value to
measure assets and liabilities and also establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to
measure fair value into three broad levels. The fair value hierarchy gives the highest priority to a valuation based on quoted
prices in active markets for identical assets and liabilities (Level 1), moderate priority to a valuation based on quoted prices in
active markets for similar assets and liabilities and/or based on assumptions that are observable in the market (Level 2), and the
lowest priority to a valuation based on assumptions that are not observable in the market (Level 3). See Note 16, “Fair Value
Measurements,” for further details regarding the Company’s methods and assumptions used to estimate the fair values of the
Company’s financial assets and liabilities.
Derivative Instruments and Hedging Activities: The Company utilizes derivative financial instruments as part of its ongoing
efforts to manage its interest rate risk exposure as well as to meet the needs of its customers. Derivative financial instruments
are included in the Consolidated Balance Sheets line item “Other assets” or “Other liabilities” at fair value in accordance with
ASC 815, “Derivatives and Hedging.”
Cash flow hedges are utilized to mitigate the exposure to variability in expected future cash flows or other types of forecasted
transactions. For the Company’s derivatives designated as cash flow hedges, changes in the fair value of cash flow hedges are,
to the extent that the hedging relationship is effective, recorded as other comprehensive income and are subsequently
recognized in earnings at the same time that the hedged item is recognized in earnings. There were no ineffective portions for
2021. The ineffective portions of the changes in fair value of the hedging instruments are immediately recognized in earnings.
The assessment of the effectiveness of the hedging relationship is evaluated under the hypothetical derivative method.
Fair value hedges are utilized to mitigate the exposure to future interest rate risk. For the Company’s derivatives designated as
fair value hedges, the gain or loss on the derivative instrument as well as the offsetting loss or gain on the hedged liability
attributable to the hedged risk are recognized in current earnings. The gain or loss on the derivative instrument is presented on
the same line item as the earnings effect of the hedged item.
The Company also utilizes derivative instruments that are not designated as hedging instruments. The Company enters into
interest rate cap and/or floor agreements with its customers and then enters into an offsetting derivative contract position with
other financial institutions to mitigate the interest rate risk associated with these customer contracts. Because these derivative
instruments are not designated as hedging instruments, changes in the fair value of the derivative instruments are recognized
currently in earnings.
The Company enters into interest rate lock commitments on certain residential mortgage loans with its customers to mitigate the
interest rate risk associated with the commitments to fund fixed-rate mortgage loans. Under such commitments, interest rates
for a mortgage loan are typically locked in for up to 45 days with the customer. These interest rate lock commitments are
recorded at fair value in the Company’s Consolidated Balance Sheets. Gains and losses arising from changes in the valuation of
the commitments are recognized currently in earnings and are reflected under the line item “Mortgage banking income” on the
Consolidated Statements of Income.
80
Note 1 – Significant Accounting Policies (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
The Company utilizes two methods to deliver mortgage loans to be sold to an investor. Under a “best efforts” sales agreement,
the Company enters into a sales agreement with an investor in the secondary market to sell the loan when an interest rate lock
commitment is entered into with a customer, as described above. Under a “best efforts” sales agreement, the Company is
obligated to sell the mortgage loan to the investor only if the loan is closed and funded. Thus, the Company will not incur any
liability to an investor if the mortgage loan commitment in the pipeline fails to close. Under a “mandatory delivery” sales
agreement, the Company commits to deliver a certain principal amount of mortgage loans to an investor at a specified price and
delivery date. Penalties are paid to the investor should the Company fail to satisfy the contract. These types of mortgage loan
commitments are recorded at fair value in the Company’s Consolidated Balance Sheets. Gains and losses arising from changes
in the valuation of these commitments are recognized currently in earnings and are reflected under the line item “Mortgage
banking income” on the Consolidated Statements of Income.
Treasury Stock: Treasury stock is recorded at cost. Shares held in treasury are not retired.
Retirement Plans: The Company sponsors a noncontributory pension plan and provides retiree medical benefits for certain
employees. The Company’s independent actuary firm prepares actuarial valuations of pension cost and obligation under ASC
715, “Compensation – Retirement Benefits” (“ASC 715”), using assumptions and estimates derived in accordance with the
guidance set forth in ASC 715. Expense related to the plans is included under the line item “Salaries and employee benefits” on
the Consolidated Statements of Income. Actuarial gains and losses are recognized in accumulated other comprehensive
income, net of tax, until they are amortized as a component of plan expense. See Note 13, “Employee Benefit and Deferred
Compensation Plans,” for further details regarding the Company’s retirement plans.
Stock-Based Compensation: The Company recognizes compensation expense for all share-based payments to employees in
accordance with ASC 718, “Compensation - Stock Compensation” (“ASC 718”). Compensation expense for option grants and
restricted stock awards is determined based on the estimated fair value of the stock options and restricted stock on the
applicable grant or award date and is recognized over the respective awards’ vesting period. The Company has elected to
account for forfeitures in compensation cost when they occur as permitted under the guidance in ASC 718. Expense associated
with the Company’s stock-based compensation is included under the line item “Salaries and employee benefits” on the
Consolidated Statements of Income. See Note 13, “Employee Benefit and Deferred Compensation Plans,” for further details
regarding the Company’s stock-based compensation.
Earnings Per Common Share: Basic net income per common share is calculated by dividing net income by the weighted-
average number of common shares outstanding for the period. Diluted net income per common share reflects the pro forma
dilution of shares outstanding, assuming outstanding stock options were exercised into common shares and nonvested restricted
stock awards, whose vesting is subject to future service requirements, were outstanding common shares as of the awards’
respective grant dates, calculated in accordance with the treasury method. See Note 18, “Net Income Per Common Share,” for
the reconciliation of the numerators and denominators of the basic and diluted earnings per share computations.
Subsequent Events: The Company has evaluated, for consideration of recognition or disclosure, subsequent events that have
occurred through the date of issuance of its financial statements, and has determined that no significant events occurred after
December 31, 2021 but prior to the issuance of these financial statements that would have a material impact on its Consolidated
Financial Statements.
Impact of Recently-Issued Accounting Standards and Pronouncements:
In March 2020, FASB issued ASU 2020-04, “Reference Rate Reform (Topic 842): Facilitation of the Effects of Reference Rate
Reform on Financial Reporting” (“ASU 2020-04”), which provides temporary, optional guidance to ease the potential burden
of accounting for reference rate reform on financial reporting. ASU 2020-04 provides optional expedients and exceptions for
applying GAAP to contracts, hedging relationships and other transactions if certain criteria are met that reference LIBOR or
another reference rate expected to be discontinued. As the guidance is intended to assist stakeholders during the global market-
wide reference rate transition period, it is in effect only from March 12, 2020 through December 31, 2022. The Company
transitioned new production from LIBOR instruments to a set of alternative indices at December 31, 2021. The Company’s
LIBOR Transition Committee is currently developing a plan to transition legacy positions with the intent to minimize the
impact to the Bank and its customers.
81
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 2 – Securities
(In Thousands, Except Number of Securities)
The amortized cost and fair value of securities available for sale were as follows as of the dates presented:
December 31, 2021
U.S. Treasury securities
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
$
3,007 $
3 $
— $
3,010
Obligations of states and political subdivisions
153,847
5,532
(269)
159,110
Residential mortgage backed securities:
Government agency mortgage backed securities
967,497
7,854
(6,816)
968,535
Government agency collateralized mortgage
obligations
Commercial mortgage backed securities:
Government agency mortgage backed securities
Government agency collateralized mortgage
obligations
Other debt securities
December 31, 2020
U.S. Treasury securities
Obligations of other U.S. Government agencies and
corporations
Obligations of states and political subdivisions
Residential mortgage backed securities:
1,008,514
14,717
216,859
36,515
457
365
812
1,097
(20,371)
988,600
(1)
15,081
(3,419)
214,252
(148)
37,464
$
2,400,956 $
16,120 $
(31,024) $
2,386,052
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
$
7,047 $
32 $
— $
7,079
1,003
291,231
6
14,015
—
1,009
(45)
305,201
Government agency mortgage backed securities
581,105
21,564
(23)
602,646
Government agency collateralized mortgage
obligations
Commercial mortgage backed securities:
Government agency mortgage backed securities
Government agency collateralized mortgage
obligations
Trust preferred securities
Other debt securities
218,373
1,946
(51)
220,268
29,053
99,377
12,013
62,771
1,235
2,992
—
2,909
(1)
30,287
(21)
102,348
(3,001)
(73)
9,012
65,607
$
1,301,973 $
44,699 $
(3,215) $
1,343,457
82
Note 2 – Securities (continued)
The amortized cost and fair value of securities held to maturity were as follows as of the dates presented:
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
December 31, 2021
Obligations of states and political subdivisions
$ 267,641 $
333 $
(685) $ 267,289
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
Residential mortgage backed securities
Government agency mortgage backed securities
Government agency collateralized mortgage obligations
Commercial mortgage backed securities
Government agency mortgage backed securities
Government agency collateralized mortgage obligations
Other debt securities
60,507
24,832
1,855
39,505
22,049
1
—
—
—
—
(198)
(92)
60,310
24,740
—
(117)
(79)
1,855
39,388
21,970
$ 416,389 $
334 $
(1,171) $ 415,552
Allowance for credit losses - held to maturity securities
(32)
Held-to-maturity securities, net of allowance for credit losses
$ 416,357
During the year ended December 31, 2021, the Company transferred, at fair value, $366,886 of securities from the available for
sale portfolio to the held to maturity portfolio. The related net unrealized gain of $2,748 (after tax gains of $2,048) remained in
accumulated other comprehensive income (loss) and will be amortized over the remaining life of the securities, offsetting the
related amortization of discount on the transferred securities. No gains or losses were recognized at the time of transfer. There
were no held to maturity securities at December 31, 2020.
Available for sale securities sold were as follows for the periods presented:
Twelve months ended December 31, 2021
Obligations of states and political subdivisions
Residential mortgage backed securities:
Government agency mortgage backed securities
Government agency collateralized mortgage obligations
Trust preferred securities
Other debt securities
Twelve months ended December 31, 2020
Obligations of states and political subdivisions
Residential mortgage backed securities:
Government agency mortgage backed securities
Government agency collateralized mortgage obligations
Carrying Value
Net Proceeds
Gain/(Loss)
$
47 $
49 $
2
145,572
12,362
12,021
4,283
174,285 $
149,473
12,562
9,961
4,410
176,455 $
$
3,901
200
(2,060)
127
2,170
Carrying Value
Net Proceeds
Gain/(Loss)
$
2,696 $
2,561 $
(135)
16,093
26,071
16,294
26,051
$
44,860 $
44,906 $
201
(20)
46
83
Note 2 – Securities (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Twelve months ended December 31, 2019
Obligations of states and political subdivisions
Residential mortgage backed securities:
Government agency mortgage backed securities
Government agency collateralized mortgage obligations
Commercial mortgage backed securities:
Government agency collateralized mortgage obligations
Other debt securities
Other equity securities
Carrying Value
Net Proceeds
Gain/(Loss)
$
11,799 $
11,813 $
14
72,556
122,692
71,944
120,892
4,838
252
—
4,720
257
2,859
$
212,137 $
212,485 $
(612)
(1,800)
(118)
5
2,859
348
The sales of other equity securities included in the table above for the twelve months ended December 31, 2019 represent the
Company’s sale of its shares of Visa Class B common stock during the third quarter of 2019.
Gross realized gains and gross realized losses on sales of securities available for sale were as follows for the periods presented:
Gross gains on sales of securities available for sale
Gross losses on sales of securities available for sale
Gains on sales of securities available for sale, net
Year Ended December 31,
2021
2020
2019
$
$
4,322 $
(2,152)
2,170 $
230 $
(184)
46 $
2,979
(2,631)
348
At December 31, 2021 and 2020, securities with a carrying value of approximately $607,681 and $582,338, respectively, were
pledged to secure government, public, trust, and other deposits. Securities with a carrying value of $21,493 and $32,272 were
pledged as collateral for short-term borrowings and derivative instruments at December 31, 2021 and 2020, respectively.
The amortized cost and fair value of securities at December 31, 2021 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.
Due within one year
Due after one year through five years
Due after five years through ten years
Due after ten years
Residential mortgage backed securities:
Held to Maturity
Available for Sale
Amortized
Cost
Fair
Value
Amortized
Cost
Fair
Value
$
530 $
529 $
8,523 $
2,064
18,368
246,679
2,064
18,403
246,291
41,782
53,269
77,798
8,579
43,383
56,068
79,610
Government agency mortgage backed securities
60,507
60,310
967,497
968,535
Government agency collateralized mortgage
obligations
Commercial mortgage backed securities:
24,832
24,740
1,008,514
988,600
Government agency mortgage backed securities
1,855
1,855
14,717
15,081
Government agency collateralized mortgage
obligations
Other debt securities
39,505
22,049
39,388
21,972
216,859
11,997
214,252
11,944
$
416,389 $
415,552 $
2,400,956 $
2,386,052
84
Note 2 – Securities (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
The following tables present the gross unrealized losses and fair value of investment securities, aggregated by investment
category and the length of time the investments have been in a continuous unrealized loss position, as of the dates presented:
Less than 12 Months
12 Months or More
Total
#
Fair
Value
Unrealized
Losses
#
Fair
Value
Unrealized
Losses
#
Fair
Value
Unrealized
Losses
Available for Sale:
December 31, 2021
Obligations of states and political
subdivisions
Residential mortgage backed securities:
Government agency mortgage
backed securities
Government agency collateralized
mortgage obligations
Commercial mortgage backed
securities:
Government agency mortgage
backed securities
Government agency collateralized
mortgage obligations
Other debt securities
Total
December 31, 2020
Obligations of states and political
subdivisions
Residential mortgage backed securities:
Government agency mortgage
backed securities
Government agency collateralized
mortgage obligations
Commercial mortgage backed
securities:
Government agency mortgage
backed securities
Government agency collateralized
mortgage obligations
Trust preferred securities
Other debt securities
Total
Held to Maturity:
December 31, 2021
Obligations of states and political
subdivisions
Residential mortgage backed
securities:
Government agency mortgage
backed securities
Government agency collateralized
mortgage obligations
Commercial mortgage backed
securities:
Government agency collateralized
mortgage obligations
Other debt securities
Total
8
$
34,303 $
(216)
3
$
3,892 $
(53)
11
$
38,195 $
(269)
41
49
1
21
1
727,546
(6,312)
1
12,305
(504)
42
739,851
(6,816)
966,126
(20,371) —
—
—
49
966,126
(20,371)
1,791
(1)
160,919
8,699
(3,072)
(148) —
1
2
432
9,005
—
—
(347)
—
2
23
1
2,223
(1)
169,924
8,699
(3,419)
(148)
121
$ 1,899,384 $
(30,120)
7
$
25,634 $
(904) 128
$ 1,925,018 $
(31,024)
9,403
(45) —
—
6
2
5
1
3
—
4
21
19,755
27,143
1,538
14,190
—
3,330
(23) —
(51) —
—
—
(1)
1
(21) —
—
(70)
2
1
4
459
—
9,012
566
—
—
—
—
—
(3,001)
(3)
6
2
5
2
3
2
5
9,403
(45)
19,755
27,143
1,997
14,190
9,012
3,896
(23)
(51)
(1)
(21)
(3,001)
(73)
$
75,359 $
(211)
$
10,037 $
(3,004)
25
$
85,396 $
(3,215)
Less than 12 months
12 months or more
Total
#
Fair Value
Unrealized
Losses
#
Fair Value
Unrealized
Losses
#
Fair Value
Unrealized
Losses
24
$
62,131 $
(685) — $
— $
—
24
$
62,131 $
(685)
50
53,560
(181)
1
5,354
(17) 51
58,914
1
7
8
24,740
(92) —
—
—
1
24,740
39,388
21,972
(117) —
(79) —
—
—
—
—
7
8
39,388
21,972
(198)
(92)
(117)
(79)
90
$ 201,791 $
(1,154)
1
$
5,354
$
(17) 91
$ 207,145 $
(1,171)
85
Note 2 – Securities (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
The Company does not intend to sell any of the securities in an unrealized loss position, and it is not more likely than not that
the Company will be required to sell any such security prior to the recovery of its amortized cost basis, which may be maturity.
Furthermore, even though a number of these securities have been in a continuous unrealized loss position for a period greater
than twelve months, the Company is collecting principal and interest payments from the respective issuers as scheduled. Based
upon its review of securities with unrealized losses as of December 31, 2021, the Company determined that all such losses
resulted from factors not deemed credit related. As such, the Company did not record any impairment for the years ended
December 31, 2021 and 2020.
At December 31, 2021, the allowance for credit losses on held to maturity securities was $32. There was no allowance for credit
losses for debt securities at December 31, 2020. The Company monitors the credit quality of debt securities held to maturity
using bond investment grades assigned by third party ratings agencies. Updated investment grades are obtained as they become
available from the agencies. On December 31, 2021, 99.9% of the amortized cost of debt securities held to maturity were rated
A or higher by the ratings agencies.
86
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 – Non Purchased Loans
(In Thousands, Except Number of Loans)
“Purchased” loans are those loans acquired in any of the Company’s previous acquisitions, including FDIC-assisted
acquisitions. “Non purchased” loans include all of the Company’s other loans, other than loans held for sale.
For purposes of this Note 3, all references to “loans” mean non purchased loans, including PPP loans.
The following is a summary of non purchased loans and leases at December 31:
Commercial, financial, agricultural
Lease financing
Real estate – construction:
Residential
Commercial
Total real estate – construction
Real estate – 1-4 family mortgage:
Primary
Home equity
Rental/investment
Land development
Total real estate – 1-4 family mortgage
Real estate – commercial mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate – commercial mortgage
Installment loans to individuals
Gross loans
Unearned income
Loans, net of unearned income
2021
2020
$
1,332,962 $
2,360,471
80,192
80,022
300,988
798,914
1,099,902
243,814
583,338
827,152
1,682,050
1,536,181
423,108
268,245
135,070
432,768
264,436
123,179
2,508,473
2,356,564
1,329,219
2,446,370
110,395
3,885,984
107,565
9,015,078
1,334,765
2,194,739
120,125
3,649,629
149,862
9,423,700
(4,067)
(4,160)
$
9,011,011 $
9,419,540
87
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 – Non Purchased Loans (continued)
Past Due and Nonaccrual Loans
The following tables provide an aging of past due and nonaccrual loans, segregated by class, as of the dates presented:
Accruing Loans
Nonaccruing Loans
30-89 Days
Past Due
90 Days
or More
Past Due
Current
Loans
Total
Loans
30-89 Days
Past Due
90 Days
or More
Past Due
Current
Loans
Total
Loans
Total
Loans
December 31, 2021
Commercial, financial,
agricultural
Lease financing
Real estate – construction:
Residential
Commercial
Total real estate –
construction
Real estate – 1-4 family
mortgage:
Primary
Home equity
Rental/investment
Land development
Total real estate – 1-4 family
mortgage
Real estate – commercial
mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate –
commercial mortgage
Installment loans to
individuals
Unearned income
Loans, net of unearned
income
$
3,325 $
103 $ 1,323,774 $ 1,327,202 $
1,669 $
2,665 $
1,426 $
5,760 $ 1,332,962
—
1,077
—
1,077
14,785
1,468
401
431
17,085
720
260
476
—
—
—
80,181
80,181
299,911
798,914
300,988
798,914
—
1,098,825
1,099,902
389
—
445
—
834
36
89
—
1,652,940
1,668,114
420,695
266,353
134,382
422,163
267,199
134,813
1,325,776
1,326,532
2,440,513
2,440,862
109,575
110,051
1,456
125
3,875,864
3,877,445
978
—
12
—
106,318
107,308
(4,067)
(4,067)
—
—
—
—
1,920
182
—
—
11
—
—
—
—
—
—
—
11
80,192
—
—
300,988
798,914
—
1,099,902
8,195
3,821
13,936
1,682,050
546
771
65
217
275
192
945
1,046
257
423,108
268,245
135,070
163
—
—
163
30
—
822
—
292
1,114
95
—
1,702
5,508
52
7,262
132
—
2,687
1,329,219
5,508
2,446,370
344
110,395
8,539
3,885,984
257
—
107,565
(4,067)
2,474,370
2,492,289
2,102
9,577
4,505
16,184
2,508,473
$
23,921 $
1,074 $ 8,955,265 $ 8,980,260 $
3,964 $
13,462 $
13,325 $
30,751 $ 9,011,011
88
Note 3 – Non Purchased Loans (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
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
$
1,124 $
231 $ 2,354,716 $ 2,356,071 $
164 $
1,804 $
2,432 $
4,400 $ 2,360,471
—
—
—
—
11,889
1,152
663
97
—
—
—
—
79,974
79,974
243,317
583,338
243,317
583,338
826,655
826,655
—
—
—
—
48
497
—
497
—
—
—
—
48
80,022
497
—
243,814
583,338
497
827,152
1,754
1,513,716
1,527,359
1,865
2,744
4,213
8,822
1,536,181
360
210
—
430,702
263,064
123,051
432,214
263,937
123,148
66
61
—
111
194
—
377
244
31
554
499
31
432,768
264,436
123,179
13,801
2,324
2,330,533
2,346,658
1,992
3,049
4,865
9,906
2,356,564
779
922
113
795
127
115
1,330,155
1,331,729
2,191,440
2,192,489
119,820
120,048
1,814
1,037
3,641,415
3,644,266
896
—
191
—
148,620
149,707
(4,160)
(4,160)
—
—
44
44
4
—
2,598
2,197
29
4,824
117
—
438
53
4
495
34
—
3,036
1,334,765
2,250
2,194,739
77
120,125
5,363
3,649,629
155
—
149,862
(4,160)
$
17,635 $
3,783 $ 9,377,753 $ 9,399,171 $
2,204 $
10,339 $
7,826 $
20,369 $ 9,419,540
December 31, 2020
Commercial, financial,
agricultural
Lease financing
Real estate – construction:
Residential
Commercial
Total real estate –
construction
Real estate – 1-4 family
mortgage:
Primary
Home equity
Rental/investment
Land development
Total real estate – 1-4 family
mortgage
Real estate – commercial
mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate –
commercial mortgage
Installment loans to
individuals
Unearned income
Loans, net of unearned
income
Restructured loans that are not performing in accordance with their restructured terms that are either contractually 90 days or
more past due or placed on nonaccrual status are reported as nonperforming loans. There were no restructured loans that were
contractually 90 days past due or more and still accruing at December 31, 2021. There were two restructured loans totaling
$177 that were contractually 90 days past due or more and still accruing at December 31, 2020. The outstanding balance of
restructured loans on nonaccrual status was $15,322 and $5,787 at December 31, 2021 and 2020, respectively.
89
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 – Non Purchased Loans (continued)
Restructured Loans
At December 31, 2021, 2020 and 2019, there were $14,650, $11,761 and $4,679, respectively, of restructured loans. The
following table illustrates the impact of modifications classified as restructured loans held on the Consolidated Balance Sheets
and still performing in accordance with their restructured terms at period end, segregated by class, as of the periods presented.
Pre-Modification
Outstanding
Recorded
Investment
Post-
Modification
Outstanding
Recorded
Investment
Number of
Loans
December 31, 2021
Commercial, financial, agricultural
Real estate – 1-4 family mortgage:
Primary
Real estate – commercial mortgage:
Non-owner occupied
Total
December 31, 2020
Commercial, financial, agricultural
Real estate – 1-4 family mortgage:
Primary
Rental/investment
Total real estate – 1-4 family mortgage
Real estate – commercial mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate – commercial mortgage
Installment loans to individuals
Total
December 31, 2019
Commercial, financial, agricultural
Real estate – 1-4 family mortgage
Total
7
34
1
42
7
20
3
23
3
2
1
6
2
38
5,258
5,258
5,035
5,082
837
11,130
810
11,150
1,862
1,859
3,594
142
3,736
3,019
210
189
3,418
24
9,040
3,659
207
3,866
2,970
210
189
3,369
21
9,115
185
459
644
2 $
5
7 $
187 $
460
647 $
At December 31, 2021 and December 31, 2020 the Company had $117 and $448, respectively, in troubled debt restructurings
that subsequently defaulted within twelve months of the restructuring. There were no such occurrences for the year ended
December 31, 2019 that remained outstanding at period end.
90
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 – Non Purchased Loans (continued)
Changes in the Company’s restructured loans are set forth in the table below.
Totals at January 1, 2020
Additional advances or loans with concessions
Reclassified as performing
Reductions due to:
Reclassified as nonperforming
Paid in full
Principal paydowns
Totals at December 31, 2020
Additional advances or loans with concessions
Reclassified as performing
Reductions due to:
Reclassified as nonperforming
Paid in full
Principal paydowns
Totals at December 31, 2021
Number of
Loans
Recorded
Investment
46 $
38
3
(5)
(6)
—
76 $
42
4
(10)
(15)
—
4,679
9,155
354
(758)
(1,409)
(260)
11,761
11,220
251
(1,639)
(6,198)
(745)
97 $
14,650
The allocated allowance for credit losses attributable to restructured loans was $285 and $337 at December 31, 2021 and 2020,
respectively. The Company had $305 remaining availability under commitments to lend additional funds on these restructured
loans at December 31, 2021 and no remaining availability at December 31, 2020.
In response to the economic environment caused by the COVID-19 pandemic, the Company implemented a loan deferral
program in the first quarter of 2020 to provide temporary payment relief to both consumer and commercial customers. Any
customer current on loan payments, taxes and insurance qualified for an initial 90-day deferral of principal and interest
payments. A second 90-day deferral was available to borrowers that remained current on taxes and insurance through the first
deferral period and also satisfied underwriting standards established by the Company that analyzed the ability of the borrower
to service its loan in accordance with its existing terms in light of the impact of the COVID-19 pandemic on the borrower, its
industry and the markets in which it operated. The Company’s loan deferral program complied with the guidance set forth in
the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act and related guidance from the FDIC and other banking
regulators. As of December 31, 2021, the Company has discontinued its deferral program but had seven loans with total
balances of approximately $443 remaining on deferral. In accordance with the applicable guidance, none of these loans were
considered “restructured loans.”
Credit Quality
For commercial and commercial real estate-secured loans, internal risk-rating grades are assigned by lending, credit
administration or loan review personnel, based on an analysis of the financial and collateral strength and other credit attributes
underlying each loan. Management analyzes the resulting ratings, as well as other external statistics and factors such as
delinquency, to track the migration performance of the portfolio balances of commercial and commercial real estate secured
loans. Loan grades range between 1 and 9, with 1 being loans with the least credit risk. Loans within the “Pass” grade (those
with a risk rating between 1 and 4C) 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 4E) represents a loan where a significant adverse risk-
modifying action is anticipated in the near term and, left uncorrected, could result in deterioration of the credit quality of the
loan. Loans that migrate toward the “Substandard” grade (those with a risk rating between 5 and 9) 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:
91
Note 3 – Non Purchased Loans (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Term Loans Amortized Cost Basis by Origination Year
2021
2020
2019
2018
2017
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
$ 300,748 $ 245,940 $ 122,350 $
44,533 $
15,384 $
11,103 $ 557,628 $
2,757 $ 1,300,443
299,731
245,657
120,102
43,042
14,603
—
1,017
136
147
1,798
450
281
1,210
605
176
8,605
1,196
1,302
553,541
2,002
1,287,283
651
3,436
—
755
4,667
8,493
December 31, 2021
Commercial, Financial,
Agricultural
Pass
Special Mention
Substandard
Real Estate - Construction
$ 461,370 $ 371,694 $ 174,369 $
14,813 $
Residential
Pass
Special Mention
Substandard
Commercial
Pass
Special Mention
Substandard
$ 210,734 $
12,598 $
— $
— $
210,734
12,598
—
—
—
—
—
—
—
—
—
—
— $
— $
—
—
—
— $
— $
—
—
—
3,769 $
2,428 $ 1,028,443
3,769 $
2,428 $ 229,529
3,769
2,428
229,529
—
—
—
—
—
—
$ 250,636 $ 359,096 $ 174,369 $
14,813 $
— $
— $
— $
— $ 798,914
250,636
359,096
174,369
14,813
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
798,914
—
—
Real Estate - 1-4 Family Mortgage $ 205,137 $
83,038 $
60,240 $
30,044 $
28,340 $
8,846 $
25,534 $
941 $ 442,120
Primary
Pass
Special Mention
Substandard
Home Equity
Pass
Special Mention
Substandard
$
15,599 $
7,698 $
3,662 $
5,985 $
4,150 $
1,066 $
4,727 $
— $
42,887
15,599
7,698
3,496
5,985
4,066
1,057
4,716
—
—
—
—
—
166
—
—
—
84
—
9
—
11
—
—
—
42,617
—
270
$
1,318 $
— $
42 $
131 $
— $
— $
13,615 $
10 $
15,116
1,318
—
—
—
—
—
42
—
—
131
—
—
—
—
—
—
—
—
13,615
—
—
10
—
—
15,116
—
—
Rental/Investment
$ 111,006 $
61,801 $
33,734 $
23,520 $
23,890 $
7,469 $
5,554 $
931 $ 267,905
Pass
Special Mention
Substandard
110,987
60,855
32,733
23,246
23,708
7,098
5,554
931
265,112
—
19
249
697
—
1,001
—
274
—
182
—
371
—
—
—
—
249
2,544
Land Development
$
77,214 $
13,539 $
22,802 $
408 $
300 $
311 $
1,638 $
— $ 116,212
Pass
Special Mention
Substandard
Real Estate - Commercial
Mortgage
74,818
2,396
—
13,539
22,769
—
—
—
33
408
—
—
300
—
—
311
—
—
1,638
—
—
—
—
—
113,783
2,396
33
$ 1,168,118 $ 836,549 $ 680,506 $ 344,089 $ 298,644 $ 376,652 $ 147,446 $
21,644 $ 3,873,648
Owner-Occupied
$ 312,031 $ 305,686 $ 220,057 $ 164,345 $ 140,265 $ 117,767 $
59,126 $
9,748 $ 1,329,025
Pass
Special Mention
Substandard
310,736
304,555
218,447
161,521
134,410
109,577
59,126
8,036
1,306,408
1,210
85
1,131
—
—
1,610
—
2,824
1,733
4,122
328
7,862
—
—
1,712
—
6,114
16,503
Non-Owner Occupied
$ 809,784 $ 511,803 $ 449,409 $ 173,123 $ 155,175 $ 256,133 $
800,348
503,009
436,062
165,843
102,446
242,665
79,016 $
79,016
11,896 $ 2,446,339
2,341,285
11,896
9,235
201
8,794
—
11,356
1,991
7,280
—
33,176
19,553
8,024
5,444
—
—
—
—
77,865
27,189
Pass
Special Mention
Substandard
Land Development
$
46,303 $
19,060 $
11,040 $
6,621 $
3,204 $
2,752 $
9,304 $
— $
98,284
Pass
Special Mention
Substandard
46,034
17,030
11,040
6,569
3,204
2,752
9,304
44
225
—
2,030
—
—
—
52
—
—
—
—
—
—
—
—
—
95,933
44
2,307
92
Note 3 – Non Purchased Loans (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Term Loans Amortized Cost Basis by Origination Year
2021
2020
2019
2018
2017
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
Installment loans to individuals
$
— $
— $
42 $
— $
— $
— $
— $
— $
Pass
Special Mention
Substandard
—
—
—
—
—
—
42
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
42
42
—
—
Total loans subject to risk rating
$ 2,135,373 $ 1,537,221 $ 1,037,507 $ 433,479 $ 342,368 $ 396,601 $ 734,377 $
27,770 $ 6,644,696
Pass
Special Mention
Substandard
2,120,941
1,524,037
1,019,102
421,558
282,737
372,065
730,279
25,303
6,496,022
12,885
1,547
10,310
2,874
13,154
5,251
7,561
4,360
35,514
24,117
9,548
14,988
651
3,447
1,712
755
91,335
57,339
Term Loans Amortized Cost Basis by Origination Year
2020
2019
2018
2017
2016
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
$ 1,448,273 $ 183,627 $
76,912 $
36,866 $
18,124 $
15,844 $ 255,522 $
2,449 $ 2,037,617
1,447,594
180,979
73,325
31,362
16,308
14,626
250,528
1,562
2,016,284
128
551
1,952
696
2,091
1,496
3,850
1,654
1,416
400
109
1,109
187
4,807
—
887
9,733
11,600
December 31, 2020
Commercial, Financial,
Agricultural
Pass
Special Mention
Substandard
Real Estate - Construction
$ 398,891 $ 266,471 $
52,520 $
29,300 $
Residential
Pass
Special Mention
Substandard
Commercial
Pass
Special Mention
Substandard
$ 154,649 $
9,836 $
2,114 $
— $
154,419
9,339
2,114
—
230
—
497
—
—
—
—
—
— $
— $
—
—
—
— $
13,927 $
— $ 761,109
— $
13,923 $
— $ 180,522
—
—
—
13,923
—
—
—
—
—
179,795
—
727
$ 244,242 $ 256,635 $
50,406 $
29,300 $
— $
— $
4 $
— $ 580,587
244,242
251,937
50,406
29,300
—
—
4,698
—
—
—
—
—
—
—
—
—
—
—
4
—
—
—
—
—
575,889
4,698
—
Real Estate - 1-4 Family Mortgage $ 110,246 $
78,482 $
36,613 $
30,018 $
13,197 $
7,172 $
10,658 $
1,909 $ 288,295
Primary
Pass
Special Mention
Substandard
Home Equity
Pass
Special Mention
Substandard
$
9,422 $
6,691 $
3,988 $
4,644 $
371 $
1,060 $
629 $
— $
26,805
9,422
5,870
3,988
4,644
—
—
125
696
—
—
—
—
371
—
—
1,045
—
15
629
—
—
—
—
—
$
157 $
184 $
— $
— $
— $
— $
6,051 $
— $
157
—
—
184
—
—
—
—
—
—
—
—
—
—
—
—
—
—
6,051
—
—
—
—
—
25,969
125
711
6,392
6,392
—
—
Rental/Investment
$
50,558 $
32,656 $
27,483 $
25,019 $
12,620 $
5,699 $
1,066 $
557 $ 155,658
Pass
Special Mention
Substandard
50,371
31,724
26,695
24,872
12,439
5,166
1,066
557
152,890
—
187
—
932
—
788
83
64
77
104
133
400
—
—
—
—
293
2,475
93
Note 3 – Non Purchased Loans (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Term Loans Amortized Cost Basis by Origination Year
2020
2019
2018
2017
2016
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
Land Development
$
50,109 $
38,951 $
5,142 $
355 $
206 $
413 $
2,912 $
1,352 $
99,440
Pass
Special Mention
Substandard
Real Estate - Commercial
Mortgage
50,109
38,388
5,142
—
—
—
563
—
—
355
—
—
203
—
3
413
—
—
2,912
1,352
98,874
—
—
—
—
—
566
$ 967,746 $ 801,083 $ 444,205 $ 402,110 $ 340,774 $ 277,789 $
76,115 $
20,845 $ 3,330,667
Owner-Occupied
$ 295,642 $ 256,807 $ 199,082 $ 169,527 $
99,540 $
85,614 $
16,683 $
9,733 $ 1,132,628
Pass
Special Mention
Substandard
293,851
255,206
193,716
163,358
96,128
83,582
16,043
7,896
1,109,780
1,167
624
847
754
—
5,366
2,067
4,102
228
3,184
311
1,721
—
640
1,837
—
6,457
16,391
Non-Owner Occupied
$ 635,232 $ 522,998 $ 237,075 $ 229,304 $ 236,347 $ 189,077 $
624,289
514,030
237,075
184,673
218,106
175,702
52,456 $
52,456
11,112 $ 2,113,601
2,017,443
11,112
9,105
1,838
—
8,968
—
—
39,007
5,624
4,688
13,553
10,788
2,587
—
—
—
—
63,588
32,570
Pass
Special Mention
Substandard
Land Development
$
36,872 $
21,278 $
8,048 $
3,279 $
4,887 $
3,098 $
6,976 $
— $
84,438
Pass
Special Mention
Substandard
34,719
21,278
—
2,153
—
—
6,925
1,123
—
3,210
69
—
3,274
46
1,567
3,098
6,976
—
—
—
—
—
—
—
79,480
1,238
3,720
Installment loans to individuals
$
74 $
4 $
— $
— $
— $
— $
— $
16 $
Pass
Special Mention
Substandard
74
—
—
4
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
16
—
—
94
94
—
—
Total loans subject to risk rating
$ 2,925,230 $ 1,329,667 $ 610,250 $ 498,294 $ 372,095 $ 300,805 $ 356,222 $
25,219 $ 6,417,782
Pass
Special Mention
Substandard
2,909,247
1,308,939
599,386
441,774
346,829
283,632
350,588
22,495
6,262,890
10,400
5,583
7,622
13,106
3,214
7,650
45,076
11,444
6,455
18,811
11,341
5,832
187
5,447
1,837
887
86,132
68,760
The following tables present the performing status of the Company’s loan portfolio not subject to risk rating as of the dates
presented:
Term Loans Amortized Cost Basis by Origination Year
2021
2020
2019
2018
2017
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
December 31, 2021
Commercial, Financial,
Agricultural
Performing Loans
Non-Performing Loans
$
71 $
— $
— $
1 $
— $
8,983 $
23,464 $
— $
32,519
71
—
—
—
—
—
1
—
—
—
8,983
23,464
—
—
—
—
32,519
—
Lease Financing Receivables
$
26,301 $
23,270 $
15,504 $
7,713 $
2,169 $
1,168 $
— $
— $
76,125
Performing Loans
Non-Performing Loans
26,301
23,270
15,504
—
—
—
7,713
—
Real Estate - Construction
Residential
Performing Loans
Non-Performing Loans
$
$
57,283 $
12,561 $
1,615 $
57,283 $
12,561 $
1,615 $
57,283
12,561
—
—
1,615
—
— $
— $
—
—
2,167
1,159
2
— $
— $
—
—
9
— $
— $
—
—
—
—
— $
— $
—
—
—
—
76,114
11
— $
71,459
— $
71,459
—
—
71,459
—
94
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 – Non Purchased Loans (continued)
Term Loans Amortized Cost Basis by Origination Year
2021
2020
2019
2018
2017
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
Commercial
$
— $
— $
— $
— $
— $
— $
— $
— $
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
$ 554,483 $ 419,252 $ 205,014 $ 155,535 $ 117,619 $ 207,381 $ 404,293 $
2,776 $ 2,066,353
Primary
$ 542,659 $ 415,863 $ 203,739 $ 153,717 $ 116,689 $ 206,496 $
— $
— $ 1,639,163
Performing Loans
542,053
414,931
201,273
148,649
114,669
203,416
Non-Performing Loans
606
932
2,466
5,068
2,020
3,080
—
—
—
1,624,991
—
14,172
Home Equity
$
111 $
— $
79 $
225 $
— $
508 $ 404,293 $
2,776 $ 407,992
111
—
—
—
79
—
225
—
—
—
435
73
403,598
2,599
407,047
695
177
$
— $
— $
99 $
— $
23 $
218 $
— $
— $
—
—
—
—
99
—
—
—
23
—
164
54
—
—
—
—
$
11,713 $
3,389 $
1,097 $
1,593 $
907 $
159 $
— $
— $
18,858
11,688
25
3,298
91
1,065
32
1,593
—
832
75
$
$
5,265 $
3,584 $
2,082 $
— $
136 $
58 $
800 $
— $
468 $
— $
—
—
136
—
58
—
—
—
—
—
159
—
137 $
— $
—
—
—
—
— $
— $
—
—
—
—
18,635
223
— $
12,336
— $
—
—
—
—
31
—
—
—
—
—
—
—
—
—
—
—
—
—
$
5,265 $
3,417 $
2,024 $
800 $
468 $
137 $
— $
— $
12,111
5,265
—
3,417
—
2,008
16
800
—
468
—
86
51
—
—
—
—
12,044
67
Non-Owner Occupied
$
— $
31 $
— $
— $
— $
— $
— $
— $
Performing Loans
Non-Performing Loans
Real Estate - 1-4 Family
Mortgage
Performing Loans
Non-Performing Loans
Rental/Investment
Performing Loans
Non-Performing Loans
Land Development
Performing Loans
Non-Performing Loans
Real Estate - Commercial
Mortgage
Owner-Occupied
Performing Loans
Non-Performing Loans
Performing Loans
Non-Performing Loans
Land Development
Performing Loans
Non-Performing Loans
—
—
—
945
340
286
54
194
194
—
31
31
—
Installment loans to individuals
$
44,302 $
15,436 $
23,114 $
7,717 $
1,985 $
1,917 $
13,016 $
36 $ 107,523
Performing Loans
Non-Performing Loans
44,254
15,360
23,035
48
76
79
7,704
13
1,958
27
1,890
13,016
27
—
36
—
107,253
270
Total loans not subject to risk
rating
$ 687,705 $ 474,103 $ 247,329 $ 171,766 $ 122,241 $ 219,586 $ 440,773 $
2,812 $ 2,366,315
Performing Loans
687,026
473,004
244,736
166,685
120,117
216,292
440,078
2,635
2,350,573
Non-Performing Loans
679
1,099
2,593
5,081
2,124
3,294
695
177
15,742
95
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 – Non Purchased Loans (continued)
Term Loans Amortized Cost Basis by Origination Year
2020
2019
2018
2017
2016
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
December 31, 2020
Commercial, Financial,
Agricultural
$
33,805 $
16,455 $
10,381 $
6,396 $
2,826 $
7,201 $ 245,485 $
305 $ 322,854
Performing Loans
33,794
16,343
10,340
Non-Performing Loans
11
112
41
6,026
370
2,748
7,181
245,059
78
20
426
305
—
321,796
1,058
Lease Financing Receivables
$
32,150 $
25,270 $
10,999 $
4,231 $
1,040 $
2,172 $
— $
— $
75,862
Performing Loans
Non-Performing Loans
32,150
25,270
10,999
—
—
—
4,231
—
992
48
2,172
—
Real Estate - Construction
Residential
Performing Loans
Non-Performing Loans
$
$
54,918 $
10,334 $
53,108 $
9,393 $
53,108
—
9,393
—
295 $
295 $
295
—
153 $
153 $
153
—
— $
— $
—
—
— $
— $
—
—
—
—
343 $
343 $
343
—
Commercial
$
1,810 $
941 $
— $
— $
— $
— $
— $
— $
1,810
—
941
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
75,814
48
— $
66,043
— $
63,292
—
—
63,292
—
2,751
2,751
—
$ 517,553 $ 344,643 $ 261,735 $ 196,777 $ 105,216 $ 212,214 $ 426,437 $
3,694 $ 2,068,269
Primary
$ 470,034 $ 321,155 $ 239,542 $ 176,926 $
92,195 $ 207,721 $
1,758 $
45 $ 1,509,376
Performing Loans
Non-Performing Loans
470,034
318,929
235,816
175,219
91,479
205,530
—
2,226
3,726
1,707
716
2,191
1,747
11
45
1,498,799
—
10,577
Home Equity
$
— $
203 $
372 $
— $
45 $
799 $ 421,838 $
3,119 $ 426,376
—
—
203
—
372
—
—
—
45
—
684
115
421,516
2,642
425,462
322
477
914
$
34,079 $
20,499 $
18,319 $
17,758 $
11,907 $
3,356 $
2,330 $
530 $ 108,778
Non-Performing Loans
—
95
74
163
6
34,079
20,404
18,245
17,595
11,901
3,196
160
2,330
—
530
—
108,280
498
$
13,440 $
2,786 $
3,502 $
2,093 $
1,069 $
338 $
511 $
— $
23,739
13,440
—
2,786
—
3,502
—
2,062
31
1,069
—
338
—
511
—
—
—
23,708
31
$
$
81,953 $
71,063 $
56,193 $
47,013 $
35,801 $
15,679 $
10,772 $
488 $ 318,962
48,814 $
44,606 $
36,661 $
30,266 $
23,974 $
11,608 $
5,919 $
289 $ 202,137
Non-Performing Loans
—
262
312
169
89
392
48,814
44,344
36,349
30,097
23,885
11,216
5,904
15
289
—
200,898
1,239
Non-Owner Occupied
$
20,483 $
18,585 $
14,544 $
13,821 $
8,068 $
3,491 $
1,999 $
147 $
81,138
Performing Loans
Non-Performing Loans
Land Development
Performing Loans
Non-Performing Loans
20,483
18,460
14,486
13,821
—
125
58
—
8,068
—
3,439
52
1,999
—
147
—
80,903
235
$
12,656 $
7,872 $
4,988 $
2,926 $
3,759 $
580 $
2,854 $
52 $
35,687
12,656
—
7,872
—
4,988
—
2,922
4
3,759
—
466
114
2,854
—
52
—
35,569
118
Installment loans to individuals
$
60,133 $
57,198 $
13,704 $
4,019 $
2,459 $
1,535 $
10,661 $
59 $ 149,768
Performing Loans
Non-Performing Loans
60,081
57,119
13,611
52
79
93
3,986
33
2,407
52
1,535
10,661
—
—
21
38
149,421
347
Total loans not subject to risk
rating
Performing Loans
Non-Performing Loans
$ 780,512 $ 524,963 $ 353,307 $ 258,589 $ 147,342 $ 238,801 $ 693,698 $
4,546 $ 3,001,758
780,449
522,064
349,003
256,112
146,353
235,757
692,924
4,031
2,986,693
63
2,899
4,304
2,477
989
3,044
774
515
15,065
96
Performing Loans
Non-Performing Loans
Real Estate - 1-4 Family
Mortgage
Performing Loans
Non-Performing Loans
Rental/Investment
Performing Loans
Land Development
Performing Loans
Non-Performing Loans
Real Estate - Commercial
Mortgage
Owner-Occupied
Performing Loans
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 3 – Non Purchased Loans (continued)
Related Party Loans
Certain executive officers and directors of the Bank and their associates are customers of and have other transactions with
Renasant Bank. Related party loans and commitments are made on substantially the same terms, including interest rates and
collateral, as those prevailing at the time for comparable transactions with persons not related to the Company or the Bank and
do not involve more than a normal risk of collectability or present other unfavorable features. A summary of the changes in
related party loans follows:
Loans at December 31, 2020
New loans and advances
Payments received
Changes in related parties
Loans at December 31, 2021
$
$
27,328
10,145
(4,866)
(2,700)
29,907
No related party loans were classified as past due, nonaccrual, impaired or restructured at December 31, 2021 or 2020.
Unfunded commitments to certain executive officers and directors and their associates totaled $10,471 and $19,911 at
December 31, 2021 and 2020, respectively.
97
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 4 – Purchased Loans
(In Thousands, Except Number of Loans)
For purposes of this Note 4, all references to “loans” mean purchased loans.
The following is a summary of purchased loans at December 31:
Commercial, financial, agricultural
Real estate – construction:
Residential
Commercial
Total real estate – construction
Real estate – 1-4 family mortgage:
Primary
Home equity
Rental/investment
Land development
Total real estate – 1-4 family mortgage
Real estate – commercial mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate – commercial mortgage
Installment loans to individuals
Loans
2021
2020
$
90,308 $
176,513
1,287
3,707
4,994
2,859
28,093
30,952
134,070
214,770
51,496
20,229
9,978
80,392
31,928
14,654
215,773
341,744
234,132
410,577
18,344
663,053
35,775
323,041
552,728
29,454
905,223
59,675
$
1,009,903 $
1,514,107
98
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 4 – Purchased Loans (continued)
Past Due and Nonaccrual Loans
The following tables provide an aging of past due and nonaccrual loans, segregated by class, as of the dates presented:
Accruing Loans
Nonaccruing Loans
30-89 Days
Past Due
90 Days
or More
Past Due
Current
Loans
Total
Loans
30-89 Days
Past Due
90 Days
or More
Past Due
Current
Loans
Total
Loans
Total
Loans
$
122 $
— $
82,918 $
83,040 $
42 $
1,618 $
5,608 $
7,268 $
90,308
December 31, 2021
Commercial, financial,
agricultural
Real estate – construction:
Residential
Commercial
Total real estate –
construction
Real estate – 1-4 family
mortgage:
Primary
Home equity
Rental/investment
Land development
Total real estate – 1-4 family
mortgage
Real estate – commercial
mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate –
commercial mortgage
Installment loans to
individuals
Loans, net of unearned
income
—
—
—
1,042
149
20
—
1,211
1,511
—
—
—
—
—
36
—
—
—
36
1,287
3,707
1,287
3,707
4,994
4,994
127,820
128,898
50,573
20,105
9,978
50,722
20,125
9,978
—
—
—
257
—
26
—
—
—
—
2,225
373
—
—
—
—
—
2,690
401
78
—
—
—
—
1,287
3,707
4,994
5,172
134,070
774
104
—
51,496
20,229
9,978
208,476
209,723
283
2,598
3,169
6,050
215,773
323
—
—
230,305
407,639
18,218
232,139
407,639
18,218
1,511
323
656,162
657,996
839
8
34,690
35,537
—
—
—
—
15
289
—
—
1,704
2,938
126
1,993
2,938
126
234,132
410,577
18,344
289
4,768
5,057
663,053
11
212
238
35,775
$
3,683 $
367 $
987,240 $
991,290 $
340 $
4,516 $ 13,757 $ 18,613 $
1,009,903
99
Note 4 – Purchased Loans (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
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, 2020
Commercial, financial,
agricultural
Real estate – construction:
Residential
Commercial
Total real estate –
construction
Real estate – 1-4 family
mortgage:
Primary
Home equity
Rental/investment
Land development
Total real estate – 1-4 family
mortgage
Real estate – commercial
mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate –
commercial mortgage
Installment loans to
individuals
Loans, net of unearned
income
$
818 $
101 $
163,658 $
164,577 $
74 $
2,024 $
9,838 $ 11,936 $
176,513
—
—
—
2,394
294
180
109
—
—
—
74
43
14
—
2,859
28,093
2,859
28,093
30,952
30,952
—
—
—
—
—
—
—
—
—
206,635
209,103
687
2,799
2,181
78,739
30,931
14,231
79,076
31,125
14,340
4
—
—
674
724
—
638
79
314
—
—
—
5,667
1,316
803
314
2,859
28,093
30,952
214,770
80,392
31,928
14,654
2,977
131
330,536
333,644
691
4,197
3,212
8,100
341,744
2,511
207
112
2,830
2,026
—
—
—
—
35
317,997
544,694
28,962
320,508
544,901
29,074
193
7,682
—
447
—
164
1,893
145
216
2,533
7,827
380
323,041
552,728
29,454
891,653
894,483
7,875
611
2,254
10,740
905,223
57,339
59,400
31
136
108
275
59,675
$
8,651 $
267 $ 1,474,138 $ 1,483,056 $
8,671 $
6,968 $ 15,412 $ 31,051 $
1,514,107
Restructured loans that are not performing in accordance with their restructured terms that are either contractually 90 days or
more past due or placed on nonaccrual status are reported as nonperforming loans. There was one restructured loan totaling
$36 that was contractually 90 days past due or more and still accruing at December 31, 2021. There was one restructured loan
totaling $74 that was contractually 90 days past due or more and still accruing at December 31, 2020. The outstanding balance
of restructured loans on nonaccrual status was $10,380 and $12,788 at December 31, 2021 and 2020, respectively.
100
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 4 – Purchased Loans (continued)
Restructured Loans
At December 31, 2021, 2020 and 2019, there were $5,609, $8,687 and $7,275, respectively, of restructured loans. The
following table illustrates the impact of modifications classified as restructured loans held on the Consolidated Balance Sheets
and still performing in accordance with their restructured terms at period end, segregated by class, as of the periods presented.
December 31, 2021
Commercial, financial, agricultural
Real estate – 1-4 family mortgage:
Primary
Total
December 31, 2020
Commercial, financial, agricultural
Real estate – 1-4 family mortgage:
Primary
Home equity
Total real estate – 1-4 family mortgage
Real estate – commercial mortgage:
Owner-occupied
Non-owner occupied
Total real estate – commercial mortgage
Installment loans to individuals
Total
December 31, 2019
Commercial, financial, agricultural
Real estate – 1-4 family mortgage
Real estate – commercial mortgage
Total
Pre-Modification
Outstanding
Recorded
Investment
Post-
Modification
Outstanding
Recorded
Investment
Number of
Loans
1 $
135 $
135
2
3 $
1,026
1,161 $
1,026
1,161
1 $
1,029 $
1,031
4
1
5
5
1
6
1
334
159
493
3,173
542
3,715
25
13 $
5,262 $
227
162
389
2,913
544
3,457
19
4,896
2 $
2,778 $
2,778
2
1
73
80
73
76
5 $
2,931 $
2,927
During the year ended December 31, 2021, the Company had no troubled debt restructurings that subsequently defaulted within
twelve months of the restructuring. During the years ended December 31, 2020 and 2019, the Company had $74 and $101,
respectively, in troubled debt restructurings that subsequently defaulted within twelve months of the restructuring.
101
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 4 – Purchased Loans (continued)
Changes in the Company’s restructured loans are set forth in the table below.
Totals at January 1, 2020
Additional advances or loans with concessions
Reclassified as performing
Reductions due to:
Reclassified as nonperforming
Paid in full
Charge-offs
Principal paydowns
Totals at December 31, 2020
Additional advances or loans with concessions
Reclassified as performing
Reductions due to:
Reclassified as nonperforming
Paid in full
Charge-offs
Principal paydowns
Totals at December 31, 2021
Number of
Loans
Recorded
Investment
54 $
13
1
(14)
(5)
(1)
—
48 $
3
2
(8)
(6)
(1)
—
38 $
7,275
5,378
74
(2,563)
(978)
(3)
(496)
8,687
1,419
115
(2,751)
(1,388)
(205)
(268)
5,609
The allocated allowance for credit losses attributable to restructured loans was $104 and $612 at December 31, 2021 and 2020,
respectively. The Company had $2 and $370 in remaining availability under commitments to lend additional funds on these
restructured loans at December 31, 2021 and 2020, respectively.
As discussed in Note 3, “Non Purchased Loans,” the Company implemented a loan deferral program in response to the
COVID-19 pandemic. As of December 31, 2021, the Company had two loans with total balances of approximately $76
remaining on deferral. Under the applicable guidance, none of these loans were considered “restructured loans.”
Credit Quality
A discussion of the Company’s policies regarding internal risk-rating of loans is discussed above in Note 3, “Non Purchased
Loans.” The following tables present the Company’s loan portfolio by year of origination and internal risk-rating grades as of
the dates presented:
Term Loans Amortized Cost Basis by Origination Year
2021
2020
2019
2018
2017
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
December 31, 2021
Commercial, Financial,
Agricultural
Pass
Special Mention
Substandard
Real Estate - Construction
Residential
Pass
Special Mention
Substandard
$
— $
— $
646 $
12,199 $
12,247 $
25,562 $
38,328 $
1,326 $
90,308
$
$
—
—
—
— $
— $
—
—
—
—
—
—
— $
— $
—
—
—
646
—
—
11,612
8,918
18,877
37,555
246
341
—
3,329
—
6,685
—
773
— $
— $
601 $
601 $
— $
— $
4,393 $
686 $
—
—
—
601
—
—
—
—
—
686
—
—
— $
— $
—
—
—
899
—
427
— $
— $
—
—
—
78,507
246
11,555
4,994
1,287
1,287
—
—
102
3,707
3,707
—
—
19,307
38
884
9,660
8,222
—
1,438
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 4 – Purchased Loans (continued)
Term Loans Amortized Cost Basis by Origination Year
2021
2020
2019
2018
2017
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
$
— $
— $
— $
— $
— $
3,707 $
— $
— $
Commercial
Pass
Special Mention
Substandard
Real Estate - 1-4 Family
Mortgage
Primary
Pass
Special Mention
Substandard
Home Equity
Pass
Special Mention
Substandard
—
—
—
— $
— $
—
—
—
—
—
—
— $
— $
—
—
—
$
$
—
—
—
—
—
—
—
—
—
3,707
—
—
—
—
—
—
—
—
152 $
10,151 $
2,781 $
32,841 $
1,476 $
201 $
47,602
34 $
2,485 $
1,367 $
12,336 $
161 $
— $
16,383
34
—
—
2,485
1,367
—
—
—
—
9,408
59
2,869
161
—
—
—
—
—
13,455
59
2,869
$
— $
— $
— $
— $
— $
42 $
1,087 $
201 $
1,330
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
42
—
—
717
—
370
—
—
201
759
—
571
Rental/Investment
$
— $
— $
118 $
804 $
1,273 $
17,806 $
228 $
— $
20,229
Pass
Special Mention
Substandard
—
—
—
—
—
—
118
—
—
804
—
—
1,273
17,035
—
—
38
733
77
—
151
—
—
—
Land Development
$
— $
— $
— $
6,862 $
141 $
2,657 $
— $
— $
Pass
Special Mention
Substandard
Real Estate - Commercial
Mortgage
Owner-Occupied
Pass
Special Mention
Substandard
$
$
Non-Owner Occupied
$
Pass
Special Mention
Substandard
—
—
—
— $
— $
—
—
—
— $
—
—
—
—
—
—
— $
— $
—
—
—
— $
—
—
—
—
—
—
6,862
—
—
111
—
30
1,249
—
1,408
—
—
—
—
—
—
325 $
50,519 $ 123,254 $ 467,983 $
5,912 $
14,324 $ 662,317
— $
13,344 $
17,621 $ 200,111 $
3,056 $
— $ 234,132
—
—
—
325 $
325
—
—
13,344
13,888
182,779
3,056
—
—
1,553
2,180
394
16,938
—
—
—
—
—
213,067
1,947
19,118
35,887 $ 103,739 $ 254,080 $
19,510
100,682
222,048
2,222 $
2,222
14,324 $ 410,577
349,205
4,418
16,370
—
359
7
3,057
31,673
—
—
—
9,906
16,729
44,643
Land Development
$
— $
— $
— $
1,288 $
1,894 $
13,792 $
634 $
— $
17,608
Pass
Special Mention
Substandard
Installment loans to
individuals
Pass
Special Mention
Substandard
Total loans subject to risk
rating
Pass
Special Mention
Substandard
—
—
—
—
—
—
—
—
—
1,288
1,894
—
—
—
—
7,904
5,141
747
634
—
—
—
—
—
11,720
5,141
747
$
— $
— $
— $
— $
— $
— $
— $
— $
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
$
— $
— $
1,123 $
73,470 $ 138,282 $ 530,779 $
45,716 $
15,851 $ 805,221
—
—
—
—
—
—
1,123
—
—
56,506
16,616
348
128,133
463,735
44,422
5,317
699,236
1,553
8,596
5,991
61,053
—
—
1,294
10,534
24,160
81,825
103
Note 4 – Purchased Loans (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Term Loans Amortized Cost Basis by Origination Year
2020
2019
2018
2017
2016
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
$
— $
711 $
28,242 $
27,222 $
22,377 $
20,759 $
64,563 $
1,788 $ 165,662
$
$
—
—
—
— $
— $
—
—
—
711
—
—
24,211
20,930
17,240
16,880
56,736
357
3,674
97
6,195
104
5,033
—
3,879
—
7,827
— $
10,522 $
9,228 $
10,781 $
— $
1,543 $
211 $
684 $
—
—
—
1,543
—
—
211
—
—
684
—
—
— $
— $
—
—
—
— $
— $
—
—
—
409
—
137,117
558
1,379
27,987
— $
30,531
— $
—
—
—
2,438
2,438
—
—
$
— $
— $
8,979 $
9,017 $
10,097 $
— $
— $
— $
28,093
—
—
—
— $
— $
—
—
—
$
$
—
—
—
8,979
9,017
10,097
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
28,093
—
—
— $
14,022 $
7,126 $
1,112 $
38,747 $
— $
6,873 $
3,212 $
595 $
17,223 $
957 $
249 $
253 $
62,217
— $
28,152
—
—
—
5,556
—
1,317
3,212
—
—
594
—
1
12,665
1,120
3,438
249
—
—
—
—
—
$
— $
— $
— $
— $
— $
— $
697 $
253 $
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
59
—
638
—
—
253
22,276
1,120
4,756
950
59
—
891
December 31, 2020
Commercial, Financial,
Agricultural
Pass
Special Mention
Substandard
Real Estate - Construction
Residential
Pass
Special Mention
Substandard
Commercial
Pass
Special Mention
Substandard
Real Estate - 1-4 Family
Mortgage
Primary
Pass
Special Mention
Substandard
Home Equity
Pass
Special Mention
Substandard
Rental/Investment
$
— $
— $
— $
1,883 $
232 $
18,275 $
9 $
— $
20,399
Pass
Special Mention
Substandard
—
—
—
—
—
—
—
—
—
1,883
—
—
232
—
—
16,139
44
2,092
9
—
—
—
—
—
18,263
44
2,092
Land Development
$
— $
— $
7,149 $
2,031 $
285 $
3,249 $
2 $
— $
12,716
Pass
Special Mention
Substandard
Real Estate - Commercial
Mortgage
Owner-Occupied
Pass
Special Mention
Substandard
$
$
Non-Owner Occupied
$
Pass
Special Mention
Substandard
—
—
—
— $
— $
—
—
—
— $
—
—
—
—
—
—
7,149
2,009
—
—
—
22
285
—
—
1,793
—
1,456
2
—
—
—
—
—
11,238
—
1,478
— $
76,557 $ 153,960 $ 171,487 $ 435,073 $
22,631 $
4,688 $ 864,396
— $
15,001 $
32,567 $
61,568 $ 181,007 $
9,723 $
2 $ 299,868
—
—
—
— $
—
—
—
15,001
29,276
43,962
161,790
—
—
—
3,291
9,670
7,936
—
19,217
5,808
—
3,915
—
—
2
255,837
9,670
34,361
55,962 $ 117,592 $ 107,004 $ 242,249 $
37,002
109,910
221,423
83,738
12,720 $
6,431
4,686 $ 540,213
458,504
—
2,591
16,369
—
7,682
5,302
17,964
2,622
18,204
—
6,289
—
4,686
10,515
71,194
104
Note 4 – Purchased Loans (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Term Loans Amortized Cost Basis by Origination Year
2020
2019
2018
2017
2016
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
Land Development
$
— $
— $
5,594 $
3,801 $
2,915 $
11,817 $
188 $
— $
24,315
Pass
Special Mention
Substandard
Installment loans to
individuals
Pass
Special Mention
Substandard
Total loans subject to risk
rating
Pass
Special Mention
Substandard
—
—
—
—
—
—
5,594
3,801
2,780
—
—
—
—
—
135
4,962
5,438
1,417
188
—
—
—
—
—
17,325
5,438
1,552
$
— $
— $
— $
— $
— $
— $
— $
— $
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
$
— $
711 $ 129,343 $ 197,536 $ 205,757 $ 494,579 $
88,151 $
6,729 $ 1,122,806
—
—
—
711
105,035
180,249
159,612
435,652
69,482
—
—
2,948
21,360
97
17,190
15,076
31,069
9,224
49,703
—
409
—
951,150
27,345
18,669
6,320
144,311
The following tables present the performing status of the Company’s loan portfolio not subject to risk rating as of the dates
presented:
Term Loans Amortized Cost Basis by Origination Year
2021
2020
2019
2018
2017
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
—
—
—
—
—
—
—
—
—
—
December 31, 2021
Commercial, Financial,
Agricultural
Performing Loans
Non-Performing Loans
Real Estate - Construction
Residential
Performing Loans
Non-Performing Loans
$
— $
— $
— $
— $
— $
— $
— $
— $
$
$
—
—
— $
— $
—
—
—
—
— $
— $
—
—
—
—
— $
— $
—
—
—
—
— $
— $
—
—
—
—
— $
— $
—
—
—
—
— $
— $
—
—
—
—
— $
— $
—
—
—
—
— $
— $
—
—
Commercial
$
— $
— $
— $
— $
— $
— $
— $
— $
Performing Loans
Non-Performing Loans
Real Estate - 1-4 Family
Mortgage
Primary
Performing Loans
Non-Performing Loans
—
—
— $
— $
—
—
—
—
— $
— $
—
—
$
$
—
—
—
—
—
—
—
—
—
—
—
—
202 $
1,480 $
19,988 $ 101,060 $
44,086 $
1,355 $ 168,171
202 $
938 $
17,505 $
98,961 $
— $
81 $ 117,687
202
—
829
109
16,902
603
94,607
4,354
—
—
81
—
112,621
5,066
Home Equity
$
— $
— $
— $
542 $
2,441 $
1,823 $
44,086 $
1,274 $
50,166
Performing Loans
Non-Performing Loans
Rental/Investment
Performing Loans
Non-Performing Loans
Land Development
Performing Loans
Non-Performing Loans
—
—
—
—
—
—
542
—
2,441
—
1,769
43,700
54
386
1,141
133
49,593
573
$
— $
— $
— $
— $
— $
— $
— $
— $
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
$
— $
— $
— $
— $
42 $
276 $
— $
— $
—
—
—
—
—
—
—
—
42
—
276
—
—
—
—
—
—
—
—
318
318
—
105
Note 4 – Purchased Loans (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Term Loans Amortized Cost Basis by Origination Year
2021
2020
2019
2018
2017
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
Real Estate - Commercial
Mortgage
Owner-Occupied
Performing Loans
Non-Performing Loans
$
$
— $
— $
—
—
— $
— $
—
—
— $
— $
—
—
147 $
— $
—
—
31 $
— $
—
—
558 $
— $
—
—
— $
— $
—
—
— $
— $
—
—
Non-Owner Occupied
$
— $
— $
— $
— $
— $
— $
— $
— $
Performing Loans
Non-Performing Loans
Land Development
Performing Loans
Non-Performing Loans
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
$
— $
— $
— $
147 $
31 $
558 $
— $
— $
—
—
—
—
—
—
147
—
31
—
558
—
—
—
—
—
736
—
—
—
—
—
—
736
736
—
Installment loans to individuals
$
— $
— $
— $
20,581 $
9,721 $
3,881 $
1,558 $
34 $
35,775
Performing Loans
Non-Performing Loans
—
—
—
—
—
—
20,566
9,714
15
7
3,684
197
1,541
17
23
11
35,528
247
Total loans not subject to risk
rating
Performing Loans
Non-Performing Loans
$
— $
— $
202 $
22,208 $
29,740 $ 105,499 $
45,644 $
1,389 $ 204,682
—
—
—
—
202
—
22,084
29,130
100,894
45,241
1,245
198,796
124
610
4,605
403
144
5,886
Term Loans Amortized Cost Basis by Origination Year
2020
2019
2018
2017
2016
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
$
— $
— $
445 $
349 $
303 $
2,899 $
6,809 $
46 $
10,851
$
$
—
—
— $
— $
—
—
—
—
— $
— $
—
—
445
—
421 $
421 $
421
—
349
—
— $
— $
—
—
303
—
— $
— $
—
—
2,899
6,784
—
— $
— $
—
—
25
— $
— $
—
—
46
—
— $
— $
—
—
December 31, 2020
Commercial, Financial,
Agricultural
Performing Loans
Non-Performing Loans
Real Estate - Construction
Residential
Performing Loans
Non-Performing Loans
Commercial
$
— $
— $
— $
— $
— $
— $
— $
— $
—
—
—
—
—
—
—
—
—
—
—
—
—
—
10,826
25
421
421
421
—
—
—
—
Performing Loans
Non-Performing Loans
Real Estate - 1-4 Family
Mortgage
Primary
Performing Loans
Non-Performing Loans
—
—
— $
— $
—
—
$
$
371 $
3,082 $
33,674 $
28,169 $ 140,689 $
70,870 $
2,672 $ 279,527
248 $
1,953 $
30,078 $
25,956 $ 127,642 $
630 $
111 $ 186,618
248
—
1,842
111
29,321
25,935
122,970
757
21
4,672
630
—
25
86
180,971
5,647
Home Equity
$
— $
— $
742 $
3,324 $
1,668 $
1,027 $
70,120 $
2,561 $
79,442
Performing Loans
Non-Performing Loans
Rental/Investment
Performing Loans
Non-Performing Loans
—
—
—
—
742
—
3,324
—
1,668
—
960
67
69,518
602
2,124
437
78,336
1,106
$
— $
123 $
— $
200 $
193 $
10,893 $
120 $
— $
11,529
—
—
123
—
—
—
200
—
193
—
10,800
93
120
—
—
—
11,436
93
106
Note 4 – Purchased Loans (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Term Loans Amortized Cost Basis by Origination Year
2020
2019
2018
2017
2016
Prior
Revolving
Loans
Converted
to Term
Total
Loans
Revolving
Loans
$
— $
— $
387 $
72 $
352 $
1,127 $
— $
— $
—
—
387
—
30
42
117
235
1,127
—
—
—
—
—
1,938
1,661
277
Land Development
Performing Loans
Non-Performing Loans
Real Estate - Commercial
Mortgage
Owner-Occupied
Performing Loans
Non-Performing Loans
—
—
— $
— $
—
—
$
$
337 $
— $
—
—
597 $
1,063 $
982 $
35,946 $
1,902 $
— $
40,827
— $
625 $
660 $
20,531 $
1,357 $
— $
23,173
—
—
625
—
660
—
20,253
278
1,357
—
—
—
22,895
278
Non-Owner Occupied
$
— $
337 $
443 $
49 $
66 $
11,467 $
153 $
— $
12,515
Performing Loans
Non-Performing Loans
Land Development
Performing Loans
Non-Performing Loans
—
—
337
—
443
—
49
—
66
—
11,331
136
153
—
—
—
$
— $
— $
154 $
389 $
256 $
3,948 $
392 $
— $
—
—
—
—
154
—
389
—
256
—
3,890
58
392
—
—
—
12,379
136
5,139
5,081
58
Installment loans to individuals
$
— $
— $
34,976 $
15,497 $
1,118 $
4,348 $
3,676 $
60 $
59,675
Performing Loans
Non-Performing Loans
—
—
—
—
34,942
15,405
34
92
1,051
67
4,262
86
3,676
—
29
31
59,365
310
Total loans not subject to risk
rating
Performing Loans
Non-Performing Loans
$
— $
708 $
39,521 $
50,583 $
30,572 $ 183,882 $
83,257 $
2,778 $ 391,301
—
—
708
—
39,376
49,692
30,249
178,492
82,630
2,224
383,371
145
891
323
5,390
627
554
7,930
107
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 5 – Allowance for Credit Losses
(In Thousands, Except Number of Loans)
The following is a summary of non purchased and purchased loans and leases at December 31:
Commercial, financial, agricultural
Lease financing
Real estate – construction:
Residential
Commercial
Total real estate – construction
Real estate – 1-4 family mortgage:
Primary
Home equity
Rental/investment
Land development
Total real estate – 1-4 family mortgage
Real estate – commercial mortgage:
Owner-occupied
Non-owner occupied
Land development
Total real estate – commercial mortgage
Installment loans to individuals
Gross loans
Unearned income
Loans, net of unearned income
Allowance for credit losses on loans
Net loans
2021
2020
$
1,423,270 $
2,536,984
80,192
80,022
302,275
802,621
1,104,896
246,673
611,431
858,104
1,816,120
1,750,951
474,604
288,474
145,048
513,160
296,364
137,833
2,724,246
2,698,308
1,563,351
2,856,947
128,739
1,657,806
2,747,467
149,579
4,549,037
4,554,852
143,340
209,537
10,024,981
10,937,807
(4,067)
(4,160)
10,020,914
10,933,647
(164,171)
(176,144)
$
9,856,743 $ 10,757,503
108
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 5 – Allowance for Credit Losses (continued)
Allowance for Credit Losses on Loans
The following table provides 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
Year Ended December 31,
2021
Allowance for credit losses
on loans:
Beginning balance
Charge-offs
Recoveries
Net charge-offs
Provision (recoveries) of
credit losses on loans
Ending balance
Period-End Amount
Allocated to:
Individually evaluated
Collectively evaluated
Ending balance
Loans:
Individually evaluated
Collectively evaluated
Ending balance
Nonaccruing loans with no
allowance for credit losses
$
39,031 $
16,047 $
32,165 $
76,127 $
1,624 $
11,150 $
176,144
(7,087)
1,470
(5,617)
508
(52)
13
(39)
411
(1,164)
1,498
334
(5,184)
541
(4,643)
(13)
(5,374)
(18,874)
49
36
5,030
(344)
8,601
(10,273)
(143)
(2,544)
(174)
242
(1,700)
$
33,922 $
16,419 $
32,356 $
68,940 $
1,486 $
11,048 $
164,171
$
$
$
9,239 $
— $
216 $
2,401 $
— $
607 $
12,463
24,683
16,419
32,140
66,539
1,486
10,441
151,708
33,922 $
16,419 $
32,356 $
68,940 $
1,486 $
11,048 $
164,171
12,776 $
— $
5,360 $
14,623 $
— $
690 $
33,449
1,410,494
1,104,896
2,718,886
4,534,414
76,125
142,650
9,987,465
$ 1,423,270 $ 1,104,896 $ 2,724,246 $ 4,549,037 $
76,125 $
143,340 $ 10,020,914
$
397 $
— $
2,329 $
5,270 $
— $
22 $
8,018
109
Note 5 – Allowance for Credit Losses (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Commercial
Real Estate -
Construction
Real Estate -
1-4 Family
Mortgage
Real Estate -
Commercial
Mortgage
Lease
Financing
Installment
Loans to
Individuals
Total
Year Ended December 31,
2020
Allowance for credit losses
on loans:
Beginning balance
Impact of the adoption of
ASC 326
Charge-offs
Recoveries
Net charge-offs
Provision for credit losses
on loans
Ending balance
Period-End Amount
Allocated to:
Individually evaluated
Collectively evaluated
Ending balance
Loans:
Individually evaluated
Collectively evaluated
Ending balance
Nonaccruing loans with no
allowance for credit losses
$
10,658 $
5,029 $
9,814 $
24,990 $
910 $
761 $
52,162
11,351
(3,577)
1,263
(2,314)
3,505
(716)
31
(685)
14,314
(1,167)
838
(329)
4,293
(2,642)
2,478
(164)
521
(168)
11
(157)
8,500
(7,835)
7,632
(203)
42,484
(16,105)
12,253
(3,852)
19,336
8,198
8,366
47,008
350
2,092
85,350
$
39,031 $
16,047 $
32,165 $
76,127 $
1,624 $
11,150 $
176,144
$
$
$
10,345 $
497 $
300 $
2,444 $
— $
604 $
14,190
28,686
15,550
31,865
73,683
1,624
10,546
161,954
39,031 $
16,047 $
32,165 $
76,127 $
1,624 $
11,150 $
176,144
16,091 $
497 $
5,379 $
21,764 $
— $
619 $
44,350
2,520,893
857,607
2,692,929
4,533,088
75,862
208,918
10,889,297
$ 2,536,984 $
858,104 $ 2,698,308 $ 4,554,852 $
75,862 $
209,537 $ 10,933,647
$
541 $
— $
4,054 $
4,382 $
— $
— $
8,977
The Company’s allowance for credit loss model considers economic projections, primarily the national unemployment rate and
GDP, over a reasonable and supportable period of two years. Based on the continual improvements in these forecasts over the
last year, nominal loan growth excluding PPP loans and stable credit metrics, the Company’s allowance model indicated that a
release of the allowance for credit losses was appropriate during 2021.
110
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 5 – Allowance for Credit Losses (continued)
The following table provides 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 prior to the adoption of ASC 326 for the periods
presented:
Commercial
Real Estate -
Construction
Real Estate -
1-4 Family
Mortgage
Real Estate -
Commercial
Mortgage
Installment
(1)
and Other
Total
Year Ended December 31, 2019
Allowance for loan losses:
Beginning balance
Charge-offs
Recoveries
Net charge-offs
Provision for loan losses
Ending balance
Period-End Amount Allocated to:
Individually evaluated for impairment
Collectively evaluated for impairment
Purchased with deteriorated credit quality
$
8,269 $
4,755 $
10,139 $
24,492 $
1,371 $
49,026
(2,681)
1,428
(1,253)
3,642
—
21
21
253
(1,602)
712
(890)
565
(1,490)
689
(801)
1,299
(7,705)
(13,478)
6,714
(991)
1,291
9,564
(3,914)
7,050
10,658 $
5,029 $
9,814 $
24,990 $
1,671 $
52,162
1,434 $
16 $
160 $
396 $
6 $
8,932
292
5,013
—
9,363
291
23,208
1,386
1,663
2
2,012
48,179
1,971
$
$
Ending balance
$
10,658 $
5,029 $
9,814 $
24,990 $
1,671 $
52,162
(1)
Includes lease financing receivables.
Allowance for Credit Losses on Unfunded Loan Commitments
The following table provides a roll-forward of the allowance for credit losses on unfunded loan commitments for the periods
presented.
Allowance for credit losses on unfunded loan commitments:
Beginning balance
Impact of the adoption of ASC 326
Provision for credit losses on unfunded loan commitments (included in other noninterest expense)
Ending balance
Year Ended
2021
2020
$
20,535 $
946
—
10,389
(500)
9,200
$
20,035 $
20,535
Note 6 – Premises and Equipment
(In Thousands)
Bank premises and equipment at December 31 are summarized as follows:
Premises
Leasehold improvements
Furniture and equipment
Computer equipment
Autos
Lease right-of-use assets
Total
Accumulated depreciation
Net
2021
247,484 $
29,412
65,286
24,412
143
63,547
430,284
(137,162)
293,122 $
2020
250,313
21,289
64,798
24,114
144
66,023
426,681
(126,185)
300,496
$
$
111
Note 6 - Premises and Equipment (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Depreciation expense was $16,406, $18,699 and $16,379 for the years ended December 31, 2021, 2020 and 2019, respectively.
See Note 24, “Leases,” for further details regarding the Company’s right-of-use assets.
Note 7 – Other Real Estate Owned
(In Thousands)
The following table provides details of the Company’s other real estate owned (“OREO”) purchased and non purchased, net of
valuation allowances and direct write-downs, as of the dates presented:
December 31, 2021
Residential real estate
Commercial real estate
Residential land development
Commercial land development
Total
December 31, 2020
Residential real estate
Commercial real estate
Residential land development
Commercial land development
Total
Purchased
OREO
Non Purchased
OREO
Total
OREO
$
$
$
93 $
166 $
39
301
1,156
722
4
59
1,589 $
951 $
72 $
107 $
1,741
337
1,777
924
676
338
$
3,927 $
2,045 $
259
761
305
1,215
2,540
179
2,665
1,013
2,115
5,972
Changes in the Company’s purchased and non purchased OREO were as follows for the periods presented:
Purchased
OREO
Non Purchased
OREO
Total
OREO
Balance at December 31, 2019
Transfers of loans
Impairments
Dispositions
Other
Balance at December 31, 2020
Transfers of loans
Impairments
Dispositions
Other
$
$
5,248 $
4,058
(1,581)
(3,747)
(51)
3,927 $
1,056
(220)
(3,043)
(131)
Balance at December 31, 2021
$
1,589 $
2,762 $
4,530
(579)
(4,668)
—
2,045 $
2,124
(86)
(3,123)
(9)
951 $
8,010
8,588
(2,160)
(8,415)
(51)
5,972
3,180
(306)
(6,166)
(140)
2,540
At December 31, 2021 and 2020, the amortized cost of loans secured by Real Estate - 1-4 Family Mortgage in the process of
foreclosure was $22 and $1,308, respectively.
112
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 7 – Other Real Estate Owned (continued)
Components of the line item “Other real estate owned” in the Consolidated Statements of Income were as follows, as of the
dates presented:
Repairs and maintenance
Property taxes and insurance
Impairments
Net (gains) losses on OREO sales
Rental income
Total
Note 8 – Goodwill and Other Intangible Assets
(In Thousands)
December 31,
2021
2020
2019
$
79 $
279 $
69
306
(176)
(25)
364
2,160
(23)
(26)
326
343
1,265
94
(15)
$
253 $
2,754 $
2,013
Changes in the carrying amount of goodwill during the years ended December 31, 2021 were as follows:
Balance at December 31, 2019
Additions to goodwill and other adjustments
Balance at December 31, 2020
Additions to goodwill and other adjustments
Balance at December 31, 2021
Community
Banks
Insurance
Total
$
$
$
936,916 $
—
936,916 $
—
936,916 $
2,767 $
—
2,767 $
—
2,767 $
939,683
—
939,683
—
939,683
The following table provides a summary of finite-lived intangible assets as of the dates presented:
December 31, 2021
Core deposit intangible
Customer relationship intangible
Total finite-lived intangible assets
December 31, 2020
Core deposit intangible
Customer relationship intangible
Total finite-lived intangible assets
Gross Carrying
Amount
Accumulated
Amortization
Net Carrying
Amount
$
$
$
$
82,492 $
(59,399) $
2,470
(1,465)
84,962 $
(60,864) $
82,492 $
2,470
(53,539) $
(1,284)
84,962 $
(54,823) $
23,093
1,005
24,098
28,953
1,186
30,139
Core deposit intangible amortization expense for the years ended December 31, 2021, 2020 and 2019 was $5,861, $6,940 and
$7,965, respectively. Customer relationship intangible amortization expense for the year ended December 31, 2021, 2020 and
2019 was $181, $181 and $140, respectively.
113
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 8 – Goodwill and Other Intangible Assets (continued)
The estimated amortization expense of finite-lived intangible assets for the five succeeding fiscal years is summarized as
follows:
2022
2023
2024
2025
2026
Note 9 – Mortgage Servicing Rights
(In Thousands)
Core Deposit
Intangible
Customer
Relationship
Intangible
Total
$
4,940 $
4,042
3,498
3,102
2,899
181 $
181
181
181
138
5,121
4,223
3,679
3,283
3,037
Changes in the Company’s mortgage servicing rights (“MSRs”) were as follows, for the periods presented:
Carrying Value at January 1, 2020
Capitalization
Amortization
Valuation adjustment
Carrying Value at December 31, 2020
Capitalization
Amortization
Valuation adjustment
Carrying Value at December 31, 2021
$
$
$
53,208
41,235
(19,723)
(11,726)
62,994
33,948
(21,485)
13,561
89,018
The valuation adjustments reflected in the table above are included in “Mortgage banking income” in the Consolidated
Statements of Income. The movement of mortgage interest rates has an inverse relationship with prepayment speeds and
discount rates.
Data and key economic assumptions related to the Company’s mortgage servicing rights as of December 31 are as follows:
Unpaid principal balance
Weighted-average prepayment speed (CPR)
Estimated impact of a 10% increase
Estimated impact of a 20% increase
Discount rate
Estimated impact of a 100bp increase
Estimated impact of a 200bp increase
Weighted-average coupon interest rate
Weighted-average servicing fee (basis points)
Weighted-average remaining maturity (in years)
2021
$ 8,728,629
2020
$ 7,322,671
2019
$ 4,871,155
10.56 %
15.05 %
$
(3,875)
$
(4,001)
$
(7,464)
(7,674)
9.82 %
9.86 %
$
(4,153)
$
(2,144)
$
(8,119)
(4,144)
3.29 %
30.37
6.69
3.58 %
29.94
5.14
11.48 %
(2,469)
(4,774)
9.69 %
(2,027)
(3,908)
4.04 %
29.20
6.35
The Company recorded servicing fees of $17,968, $12,628 and $9,491, for the twelve months ended December 31, 2021, 2020
and 2019, respectively. These fees are included under the line item “Mortgage banking income” in the Consolidated Statements
of Income.
114
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 10 – Deposits
(In Thousands)
The following is a summary of deposits as of December 31:
Noninterest-bearing deposits
Interest-bearing demand deposits
Savings deposits
Time deposits
Total deposits
The approximate scheduled maturities of time deposits at December 31, 2021 are as follows:
2022
2023
2024
2025
2026
Thereafter
Total
2021
2020
$
4,718,124 $
3,685,048
6,695,879
1,080,338
1,411,383
5,830,288
847,857
1,695,888
$ 13,905,724 $ 12,059,081
$
$
1,089,198
180,675
91,617
29,300
19,421
1,172
1,411,383
The aggregate amount of time deposits in denominations of $250 or more at December 31, 2021 and 2020 was $326,076 and
$426,762, respectively. Certain executive officers and directors and their respective affiliates had amounts on deposit with
Renasant Bank of approximately $27,908 and $25,302 at December 31, 2021 and 2020, respectively.
Note 11 – Short-Term Borrowings
(In Thousands)
Short-term borrowings as of December 31 are summarized as follows:
Securities sold under agreements to repurchase
Federal funds purchased
Total short-term borrowings
2021
2020
$
$
13,947 $
—
13,947 $
10,947
10,393
21,340
Securities sold under agreements to repurchase (“repurchase agreements”) represent funds received from customers, generally
on an overnight or continuous basis, which are collateralized by investment securities owned or, at times, borrowed and re-
hypothecated by the Company. The securities used as collateral consist primarily of U.S. Government agency mortgage backed
securities, U.S. Government agency collateralized mortgage obligations, obligations of U.S. Government agencies, and
obligations of states and political subdivisions. All securities are maintained by the Company’s safekeeping agents. These
securities are reviewed by the Company on a daily basis, and the Company may be required to provide additional collateral due
to changes in the fair market value of these securities. The terms of the Company’s repurchase agreements are continuous but
may be canceled at any time by the Company or the customer.
Federal funds are short term borrowings, generally overnight borrowings, between financial institutions that are generally used
to maintain reserve requirements at the Federal Reserve Bank or elsewhere.
FHLB short-term advances, of which there were none at December 31, 2021 and 2020, are borrowings with original maturities
of less than one year. In connection with the prepayment of $430,000 in short-term advances from the FHLB during 2020, the
Company incurred penalty charges of $121 which is included in the line item “Debt prepayment penalty” in the Consolidated
Statements of Income. The Company did not prepay any outstanding short-term advances from the FHLB in 2021 and 2019.
115
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 11 – Short-Term Borrowings (continued)
The average balances and cost of funds of short-term borrowings for the years ending December 31 are summarized as follows:
Average Balances
Cost of Funds
2021
2020
2019
2021
2020
2019
Federal Home Loan Bank short-term advances $
Federal funds purchased
— $ 345,601 $ 114,965
— %
1.09 %
2.59 %
747
363
—
0.33
—
—
Securities sold under agreements to
repurchase
Total short-term borrowings
12,662
10,889
8,479
$ 13,409 $ 356,853 $ 123,444
0.29
0.29 %
0.30
1.07 %
0.15
2.43 %
The Company maintains lines of credit with correspondent banks totaling $180,000 at December 31, 2021. Interest is charged at
the market federal funds rate on all advances. There were no amounts outstanding under these lines of credit at December 31,
2021 or 2020.
Note 12 – Long-Term Debt
(In Thousands)
Long-term debt as of December 31, 2021 and 2020 is summarized as follows:
Federal Home Loan Bank advances
Junior subordinated debentures
Subordinated notes
Total long-term debt
Federal Home Loan Bank Advances
2021
2020
$
417 $
111,373
359,419
$
471,209 $
152,167
110,794
212,009
474,970
Long-term advances from the FHLB outstanding at December 31, 2021 mature in 2022 with a fixed rate of 1.86%. Weighted-
average interest rates on outstanding advances at December 31, 2021 and 2020 were 1.86% and 0.05%, respectively. These
advances are collateralized by a blanket lien on the Bank’s loans. The Company had availability on unused lines of credit with
the FHLB of $4,214,274 at December 31, 2021.
In connection with the prepayment of $150,000 and $2,094 in long-term advances from the FHLB during 2021 and 2019,
respectively, the Company incurred penalty charges of $6,123 and $54, respectively, which is included in the line item “Debt
prepayment penalty” in the Consolidated Statements of Income. The Company did not prepay any outstanding long-term
advances from the FHLB during 2020.
Junior Subordinated Debentures
The Company owns the outstanding common securities of business trusts that issued corporation-obligated mandatorily
redeemable preferred capital securities to third-party investors. The trusts used the proceeds from the issuance of their preferred
capital securities and common securities (collectively referred to as “capital securities”) to buy floating rate junior subordinated
debentures issued by the Company (or by companies that the Company subsequently acquired). The debentures are the trusts’
only assets and interest payments from the debentures finance the distributions paid on the capital securities. Distributions on
the capital securities are payable quarterly at a rate per annum equal to the interest rate being earned by the trusts on the
debentures held by the trusts which interest rate reprices quarterly. The capital securities are subject to mandatory redemption,
in whole or in part, upon repayment of the debentures. All of the debentures are currently redeemable at par. The Company has
entered into an agreement which fully and unconditionally guarantees the capital securities of each trust subject to the terms of
the guarantee.
116
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 12 – Long-Term Debt (continued)
The following table provides details on the debentures as of December 31, 2021:
PHC Statutory Trust I
PHC Statutory Trust II
Capital Bancorp Capital Trust I
First M&F Statutory Trust I
Brand Group Holdings Statutory Trust I
Brand Group Holdings Statutory Trust II
Brand Group Holdings Statutory Trust III
Brand Group Holdings Statutory Trust IV
Principal
Amount
Interest Rate
Year of
Maturity
Amount
Included in
Tier 1 Capital
$
20,619
31,959
12,372
30,928
10,310
5,155
5,155
3,093
3.07 %
2033 $
2.07
1.72
1.53
2.27
3.20
3.20
3.95
2035
2035
2036
2035
2037
2038
2038
20,000
31,000
12,000
22,194
9,216
5,051
5,051
3,270
During 2003, the Company formed PHC Statutory Trust I to provide funds for the cash portion of the Renasant Bancshares, Inc.
acquisition. The interest rate for PHC Statutory Trust I reprices quarterly equal to the three-month LIBOR at the determination
date plus 285 basis points. In April 2012, the Company entered into an interest rate swap agreement effective March 17, 2014,
pursuant to which the Company receives a variable rate of interest based on the three-month LIBOR plus a spread of 2.85% and
pays a fixed rate of interest of 5.49%.
During 2005, the Company formed PHC Statutory Trust II to provide funds for the cash portion of the Heritage Financial
Holding Corporation acquisition. The interest rate for PHC Statutory Trust II reprices quarterly equal to the three-month
LIBOR at the determination date plus 187 basis points.
In connection with the acquisition of Capital Bancorp, Inc. in 2007, the Company assumed the debentures issued to Capital
Bancorp Capital Trust I. The discount associated with the Company’s assumption of the debentures issued to Capital Bancorp
Capital Trust I was fully amortized during 2010. The interest rate for Capital Bancorp Capital Trust I reprices quarterly equal to
the three-month LIBOR plus 150 basis points. In March 2012, the Company entered into an interest rate swap agreement
effective March 31, 2014, whereby the Company receives a variable rate of interest based on the three-month LIBOR plus a
spread of 1.50% and pays a fixed rate of interest of 4.42%.
In connection with the acquisition of First M&F Corporation in 2013, the Company assumed the debentures issued to First
M&F Statutory Trust I. The discount associated with the Company’s assumption of the debentures issued to First M&F
Statutory Trust I had a carrying value of $7,806 at December 31, 2021 and $8,354 at December 31, 2020. The discount is being
amortized through March 2036. The interest rate for First M&F Statutory Trust I reprices quarterly equal to the three-month
LIBOR plus a spread of 133 basis points. In April 2018, the Company entered into an interest rate swap agreement effective
June 15, 2018, whereby the Company pays a fixed rate of 4.180% and receives a variable rate of three-month LIBOR plus a
spread of 133 basis points on a quarterly basis and will mature in June 2028.
In connection with the acquisition of Brand Group Holdings, Inc. ("Brand") in 2018, the Company assumed the debentures
issued to Brand Group Holdings Statutory Trust I, Brand Group Holdings Statutory Trust II, Brand Group Holdings Statutory
Trust III and Brand Group Holdings Statutory Trust IV. The discount associated with the Company’s assumption of the
debentures issued to the respective Brand trusts had a carrying value of $412 at December 31, 2021 and $443 at December 31,
2020 and is being amortized through September 2038. The interest rate for each trust acquired from Brand reprices quarterly
equal to the three-month LIBOR at the determination date plus 205 basis points for Brand Group Holdings Statutory Trust I,
plus 300 basis points for Brand Group Holdings Statutory Trust II and III, and plus 375 basis points for Brand Group Holdings
Statutory Trust IV.
The Company has classified $107,782 of the debentures described in the above paragraphs as Tier 1 capital. Federal Reserve
guidelines limit the amount of securities that, similar to our junior subordinated debentures, are includable in Tier 1 capital, but
these guidelines did not impact the amount of debentures we include in Tier 1 capital. Although the Company’s existing junior
subordinated debentures are currently unaffected by these Federal Reserve guidelines, on account of changes enacted as part of
the Dodd-Frank Act, any new trust preferred securities are not includable in Tier 1 capital. Further, if as a result of an
acquisition of a financial institution the Company exceeds $15,000,000 in assets, or if the Company makes any such acquisition
after exceeding $15,000,000 in assets, the Company will lose Tier 1 treatment of our junior subordinated debentures.
For more information about the Company’s derivative financial instruments, see Note 14, “Derivative Instruments.”
117
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 12 – Long-Term Debt (continued)
Subordinated notes
On August 22, 2016, the Company issued and sold in an underwritten public offering $60,000 aggregate principal amount of its
5.00% Fixed-to-Floating Rate Subordinated Notes due 2026 (the “2026 Notes”) and $40,000 aggregate principal amount of its
5.50% Fixed-to-Floating Rate Subordinated Notes due 2031 (the “5.50% 2031 Notes”), at a public offering price equal to 100%
of the aggregate principal amounts of the notes. On September 3, 2020, the Company issued and sold in an underwritten public
offering $100,000 aggregate principal amount of its 4.50% Fixed-to-Floating Rate Subordinated Notes due 2035 (the “2035
Notes”), at a public offering price equal to 100% of the aggregate principal amounts of the notes. On November 23, 2021, the
Company issued and sold in an underwritten public offering $200,000 in aggregate principal amount of its 3.00% Fixed-to-
Floating Rate Subordinated Notes due 2031 (the “3.00% 2031 Notes”), at a public offering price equal to 100% of the aggregate
principal amounts of the notes. The 2026 Notes, the 5.50% 2031 Notes, the 2035 Notes and the 3.00% 2031 Notes are referred
to collectively as the “Notes”.
The 2026 Notes, 5.50% 2031 Notes, 2035 Notes and 3.00% 2031 Notes mature on September 1, 2026, September 1, 2031,
September 15, 2035, and December 1, 2031, respectively. Until but excluding September 1, 2021 and 2026, respectively, the
Company paid interest as to the 2026 Notes, and pays interest as to the 5.50% Notes, semi-annually in arrears on each March 1
and September 1 at a fixed annual interest rate equal to 5.00% and 5.50%, respectively. From and including September 1, 2021
and 2026, respectively, to but excluding the maturity date or the date of earlier redemption, the interest rate on the 2026 Notes
and the 5.50% 2031 Notes will reset quarterly to an annual interest rate equal to the then-current three-month LIBOR rate plus a
spread of 384 basis points and 407.1 basis points, respectively, payable quarterly in arrears on each March 1, June 1, September
1 and December 1. Until but excluding September 15, 2030, the Company pays interest on the 2035 Notes semi-annually in
arrears on each March 15 and September 15 at a fixed annual interest rate equal to 4.50%. From and including September 15,
2030, to but excluding the maturity date or the date of earlier redemption, the interest rate on the 2035 Notes will reset quarterly
to an annual interest rate equal to the then-current three-month Secured Overnight Finance Rate ("SOFR") plus a spread of
402.5 basis points, payable quarterly in arrears on each March 15, June 15, September 15 and December 15. Until but excluding
December 1, 2026, the Company pays interest on the 3.00% 2031 Notes semi-annually in arrears on each June 1 and December
1 at a fixed annual interest rate equal to 3.00%. From and including December 1, 2026, to but excluding the maturity date or the
date of earlier redemption, the interest rate on the 3.00% 2031 Notes will reset quarterly to an annual interest rate equal to the
then-current benchmark rate (expected to be three-month SOFR plus a spread of 191 basis points, payable quarterly in arrears
on each March 1, June 1, September 1, and December 1. Notwithstanding the foregoing, for all of the Notes, in the event that
three-month LIBOR or three-month SOFR is less than zero, three-month LIBOR or three-month SOFR, as applicable, shall be
deemed to be zero. Beginning with the interest payment date of September 1, 2021 as to the 2026 Notes, September 1, 2026 as
to the 5.50% 2031 Notes, September 15, 2030 as to the 2035 Notes, and December 1, 2026 as to the 3.00% 2031 Notes, and on
any interest payment date thereafter, the Company may redeem the applicable Notes in whole or in part at a redemption price
equal to 100% of the principal amount of the respective Notes to be redeemed plus accrued and unpaid interest to but excluding
the date of redemption.
The Company may also redeem any series of the Notes at any time, at the Company’s option, in whole or in part, if: (i) a
change or prospective change in law occurs that could prevent the Company from deducting interest payable on the Notes for
U.S. federal income tax purposes; (ii) a subsequent event occurs that could preclude the Notes from being recognized as Tier 2
capital for regulatory capital purposes; or (iii) the Company is required to register as an investment company under the
Investment Company Act of 1940, as amended. In each case, the redemption price is 100% of the principal amount of the Notes
being redeemed plus any accrued and unpaid interest to but excluding the redemption date. There is no sinking fund for the
benefit of the Notes, and none of the Notes are convertible or exchangeable.
During October 2021, the Company redeemed, at par, the $15,000 6.50% Fixed-to-Floating Rate Subordinated Notes acquired
as part of the Metropolitan BancGroup, Inc. acquisition in 2017 and in December 2021 the Company redeemed, at par, $30,000
of the 2026 Notes. During 2019, the Company redeemed the $30,000 of 8.50% Fixed Rate Subordinated Notes assumed in the
Brand acquisition and incurred a debt prepayment penalty of $900, which was accounted for in the purchase accounting fair
value adjustment.
118
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 12 – Long-Term Debt (continued)
The aggregate stated maturities of long-term debt outstanding at December 31, 2021, are summarized as follows:
2022
2023
2024
2025
2026
Thereafter
Total
Federal Home
Loan Bank
advances
Junior
subordinated
debentures
Subordinated
notes
Total
$
$
417 $
—
—
—
—
—
417 $
— $
—
—
—
—
111,373
111,373 $
— $
—
—
—
29,724
329,695
359,419 $
417
—
—
—
29,724
441,068
471,209
Note 13 – Employee Benefit and Deferred Compensation Plans
(In Thousands, Except Share Data)
Pension and Post-retirement Medical Plans
The Company sponsors a noncontributory defined benefit pension plan, under which participation and benefit accruals ceased
as of December 31, 1996. The Company’s funding policy is to contribute annually to the plan an amount not less than the
minimum required contribution, as determined annually by consulting actuaries in accordance with funding standards imposed
under the Internal Revenue Code of 1986, as amended. No contributions were made or required in 2021 or 2020. The Company
does not anticipate that a contribution will be required in 2022. The plan’s accumulated benefit obligation and projected benefit
obligation are substantially the same since benefit accruals have ceased. The accumulated benefit obligation was $27,567 and
$28,226 at December 31, 2021 and 2020, respectively. There is no additional minimum pension liability required to be
recognized.
The Company provides retiree medical benefits, consisting of the opportunity to purchase coverage at subsidized rates under the
Company’s group medical plan. Employees eligible to participate must (i) have been employed by the Company and enrolled in
the Company’s group medical plan as of December 31, 2004 and (ii) retire from the Company between ages 55 and 65 with at
least 15 years of service or 70 points (points determined as the sum of the employee’s age and years of service). The Company
periodically determines the portion of the premiums to be paid by each retiree and the portion to be paid by the Company.
Coverage ceases when a retiree attains age 65 and is eligible for Medicare. The Company contributed $231 and $214 to the plan
in 2021 and 2020, respectively; the Company expects to contribute approximately $176 in 2022.
The Company accounts for its obligations related to retiree benefits in accordance with ASC 715, “Compensation – Retirement
Benefits.” The assumed rate of increase in the per capita cost of covered benefits (i.e., the health care cost trend rate) for 2021 is
5%. Increasing or decreasing the assumed health care cost trend rates by one percentage point in each year would not materially
increase or decrease the accumulated post-retirement benefit obligation or the service and interest cost components of net
periodic post-retirement benefit costs as of December 31, 2021 and for the year then ended.
In 2020, the Company offered a voluntary early retirement program (referred to as the “VERP”) to eligible employees. Among
other items, participants in the VERP received accelerated payouts from the Company’s defined benefit pension plan, retiree
medical benefits on terms substantially identical to those applicable to other retirees, and other cash payments. Cash payments
are a noninterest expense and are included in the “Restructuring charges” line item on the Consolidated Statements of Income.
Amounts attributable to accelerated payouts from the defined benefit pension plan and post-retirement health benefits for
participants in the VERP are included in the following tables.
The following table presents information relating to the defined benefit pension plan maintained by Renasant Bank (“Pension
Benefits - Renasant”) and the post-retirement health and life plan (“Other Benefits”) as of December 31, 2021 and 2020:
119
Note 13 – Employee Benefit and Deferred Compensation Plans (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Change in benefit obligation
Benefit obligation at beginning of year
Service cost
Interest cost
Plan participants’ contributions
Amendments(1)
Actuarial loss (gain)
Benefits paid(1)
Benefit obligation at end of year
Change in fair value of plan assets
Fair value of plan assets at beginning of year
Actual return on plan assets
Contribution by employer
Benefits paid
Fair value of plan assets at end of year
Funded status at end of year
Weighted-average assumptions as of December 31
Discount rate used to determine the benefit obligation
Pension Benefits
Renasant
Other Benefits
2021
2020
2021
2020
$ 28,226
$ 28,020
$ 1,019
$
707
—
682
—
—
672
—
984
—
—
3,239
(2,013)
(4,017)
5
14
152
—
(221)
(383)
6
13
52
486
21
(266)
$ 27,567
$ 28,226
$
586
$ 1,019
$ 30,549
$ 28,585
1,863
—
5,981
—
(2,013)
(4,017)
$ 30,399
$ 30,549
$ 2,832
$ 2,323
$
(586)
$ (1,019)
2.79 %
2.44 %
2.35 %
1.77 %
(1) Attributable to retiree medical benefits and $2,073 of accelerated defined benefit pension plan payouts in 2020 provided to
VERP participants.
The discount rate assumptions at December 31, 2021 were determined using a yield curve approach. A yield curve was
developed from a selection of high quality fixed-income investments whose cash flows approximate the timing and amount of
expected cash flows from the plans. The selected discount rate is the rate that produces the same present value of the plans’
projected benefit payments.
120
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 13 – Employee Benefit and Deferred Compensation Plans (continued)
The components of net periodic benefit cost and other amounts recognized in other comprehensive income for the defined
benefit pension and post-retirement health and life plans for the years ended December 31, 2021, 2020 and 2019 are as
follows:
Pension Benefits Renasant
Other Benefits
Service cost
Interest cost
Expected return on plan assets
Prior service cost recognized(1)
Recognized actuarial loss (gain)
Settlement/curtailment/termination losses(1)
Net periodic benefit cost
Net actuarial (gain) loss arising during the period
Net Settlement/curtailment/termination losses(1)
New prior service cost(1)
Amortization of net actuarial (loss) gain recognized in net
periodic pension cost
Amortization of prior service cost(1)
Total recognized in other comprehensive income
Total recognized in net periodic benefit cost and other
comprehensive income
Weighted-average assumptions as of December 31
Discount rate used to determine net periodic pension cost
Expected return on plan assets
2021
$ —
682
2020
$ —
984
2019
$ —
1,176
2021
$ 5
14
(1,768)
(1,651)
(1,450)
—
2020
2019
$ 6
13
—
485
$ 7
31
—
—
(3)
(90)
(23)
—
349
567
249
—
442
—
168
—
—
16
(1,090)
(31)
(221)
(567)
—
—
—
—
—
—
414
21
—
485
(265)
(349)
(442)
3
90
—
—
—
(485)
(2,006)
(473)
(218)
111
(37)
—
265
—
(821)
577
—
—
—
312
—
15
(60)
—
—
23
—
$ (509)
$ (1,757) $ (305)
$ (202)
$ 525
$ (22)
2.44 % 3.59 % 4.56 % 1.77 % 2.91 % 4.07 %
6.00 % 6.00 % 6.00 %
N/A
N/A
N/A
(1) Attributable to retiree medical benefits and accelerated defined benefit pension plan payouts provided to VERP participants
and, with respect to amounts included in Net periodic benefit cost, included in the “Restructuring charges” line item on the
Consolidated Statements of Income.
Future estimated benefit payments under the Renasant defined benefit pension plan and other benefits are as follows:
2022
2023
2024
2025
2026
2027 - 2031
Pension Benefits
Renasant
Other
Benefits
$
2,210 $
2,190
2,178
2,142
2,106
9,690
176
125
67
64
53
116
121
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 13 – Employee Benefit and Deferred Compensation Plans (continued)
Amounts recognized in accumulated other comprehensive income, before tax, for the year ended December 31, 2021 are as
follows:
Prior service cost
Actuarial loss (gain)
Total
Pension Benefits
Renasant
Other
Benefits
$
$
— $
7,395
7,395 $
—
(299)
(299)
The estimated costs that will be amortized from accumulated other comprehensive income into net periodic benefit cost during
2022 are as follows:
Prior service cost
Actuarial loss (gain)
Total
Pension Benefits
Renasant
Other
Benefits
$
$
— $
243
243 $
—
(76)
(76)
Substantially all of the assets of the Company’s defined benefit pension plan are invested in a collective trust, which in turn
invests in other collective or pooled trusts with individual investment mandates. The collective trust’s asset allocation is
approximately 77% in growth assets, consisting of interests in trusts invested in equity securities, high yield fixed income
securities, and direct real estate investments (approximately 6% of assets), and approximately 23% in assets intended to hedge
against the volatility arising from interest rate risk, consisting of interests in trusts invested in long duration fixed income
securities. The collective trust is actively managed allowing changes in the asset allocation to enhance returns and mitigate risk,
with the mandate to preserve the funded status of the plan through portfolio growth and interest rate hedging. Management’s
investment committee periodically reviews the collective trust’s performance and asset allocation to ensure that the plan’s
investment objectives are satisfied and that the investment strategy of the trust has not materially changed.
The expected long-term rate of return was estimated using market benchmarks for investment classes applied to the plan’s
target asset allocation and was computed using a valuation methodology which projects future returns based on current
valuations rather than historical returns.
The fair values of the Company’s defined benefit pension plan assets by category at December 31, 2021 and 2020 are below.
Investments in collective trusts, which are measured at net asset value per share (or “NAV”), consist of trusts that invest
primarily in liquid equity and fixed income securities and have a small direct investment in real estate. There is generally no
restriction on redemptions or withdrawals for benefit payments or in the event of plan termination; 60 days notice is required to
redeem or withdraw assets for any other purpose.
December 31, 2021
Cash and cash equivalents
Investments in collective trusts
Quoted Prices In
Active Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Measured at
NAV
Totals
$
$
42 $
—
42 $
— $
—
— $
— $
—
— $
30,357
— $
30,357 $
42
30,357
30,399
122
Note 13 – Employee Benefit and Deferred Compensation Plans (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Quoted Prices In
Active Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Measured at
NAV
Totals
$
$
779 $
—
779 $
— $
—
— $
— $
—
— $
— $
29,770
29,770 $
779
29,770
30,549
December 31, 2020
Cash and cash equivalents
Investments in collective trusts
Other Retirement Plans
The Company maintains a 401(k) plan, which is a contributory plan maintained in the form of a “safe harbor” arrangement.
Employees are immediately enrolled in the plan and eligible to make pre-tax deferrals, subject to limits imposed under the plan
and the deferral limit established annually by the IRS, and receive Company matching contributions not in excess of 4% of
compensation. The Company may make a discretionary profit-sharing contribution for each eligible participant in an amount
up to 5% of plan compensation and 5% of plan compensation in excess of the Social Security wage base (prior to 2020, the
profit-sharing contribution was non-discretionary). To be eligible to receive this profit-sharing contribution, an employee must:
(i) be employed on the last day of the year and be credited with 1000 hours of service during the year; (ii) die or become
disabled during the year; or (iii) have attained the early or normal retirement age (as defined in the plan). For 2021, senior
executive officers of the Bank are not eligible to receive these discretionary contributions. The Company’s costs related to the
401(k) plan, excluding employee deferrals, in 2021, 2020 and 2019 were $11,919, $17,888 and $16,009, respectively.
Deferred Compensation Plans and Arrangements
The Company maintains two deferred compensation plans: a Deferred Stock Unit Plan and a Deferred Income Plan.
Nonemployee directors may defer all or a portion of their fees and retainer; eligible officers may defer base salary and bonus
subject to limits determined annually by the Company. Amounts deferred to the Deferred Stock Unit Plan are invested in units
representing shares of the Company’s common stock; benefits are paid in the form of common stock, with cash distributed in
lieu of fractional shares. Amounts deferred to the Deferred Income Plan are notionally invested in the discretion of each
participant from among investment alternatives substantially similar to those available under the Company’s 401(k) plan.
Directors and officers who participated in the predecessor to the Deferred Income Plan as of December 31, 2006, may also
invest in a preferential interest rate alternative that is derived from the Moody’s Average Corporate Bond Rate. Benefits
payable from the Deferred Income Plan equal the account balance of each participant. Beneficiaries of directors and officers
who have continuously deferred at rates prescribed by the Company since January 1, 2005, and who die while employed by the
Company or serving as a director may receive an additional preretirement death benefit from the Deferred Income Plan.
In connection with the Brand acquisition, the Company assumed the Brand Group Holdings, Inc. Deferred Compensation Plan.
Deferral elections in effect as of the time of acquisition were given effect for compensation earned during 2018; no further
deferrals have been or will be made to the plan. Account balances maintained under the plan will be distributed as provided
under the terms of the plan and individual participant elections. Pending distribution, balances will be notionally invested by
each participant in designated investment alternatives.
The Company’s Deferred Stock Unit and Deferred Income Plan are unfunded. It is anticipated that such plans will result in no
additional cost to the Company because life insurance policies on the lives of participants have been purchased in amounts
estimated to be sufficient to pay plan benefits. The Company is both the owner and beneficiary of the policies. The expense
recorded in 2021, 2020 and 2019 for the Company’s Deferred Stock Unit and Deferred Income Plan, including in 2019 expense
for the plan assumed in connection with the Brand acquisition, inclusive of deferrals, was $3,274, $3,965 and $3,610,
respectively.
In 2007, the Company assumed supplemental executive retirement plans (SERPs) in connection with the acquisition of Capital
Bancorp, Inc. and its affiliates. The plans are designed to provide four officers specified annual benefits for a 15-year period
upon the attainment of a designated retirement age. Liabilities associated with the SERPs totaled $3,679 and $3,816 at
December 31, 2021 and 2020, respectively. The plans are not qualified under Section 401 of the Internal Revenue Code.
123
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 13 – Employee Benefit and Deferred Compensation Plans (continued)
Incentive Compensation Plans
Under the Company’s Performance Based Rewards Plan, annual cash bonuses are paid to eligible officers and employees,
subject to the attainment of designated performance criteria that may relate to the Company’s performance, the performance of
an affiliate, region, division or profit center, and/or to individual or team performance. The Company annually sets minimum,
target, and superior levels of performance. Minimum performance must be attained for the payment of any bonus; superior
performance must be attained for maximum payouts. The expense associated with the plan for 2021, 2020 and 2019 was
$8,609, $6,425 and $4,200, respectively.
In 2020, the Company implemented a long-term equity compensation plan that provides for the grant of stock options and stock
appreciation rights and the award of restricted stock and restricted stock units (which replaced the Company’s previous long-
term equity incentive compensation plan, under which restricted stock awards remain outstanding).
Options granted under the plan permit the acquisition of shares of the Company’s common stock at an exercise price equal to
the fair market value of the shares on the date of grant. Options may be subject to time-based vesting or the attainment of
performance criteria; all options expire ten years after the date of grant. Options that do not vest or expire unexercised are
forfeited and canceled. Stock appreciation rights may be granted under the plan on terms similar to options. There were no
stock options or stock appreciation rights granted during the years ended December 31, 2021, 2020 or 2019. There was no
compensation expense (recognized or unrecognized) associated with options for the years ended December 31, 2021, 2020 or
2019.
The following table summarizes information about options outstanding, exercised and forfeited as of and for the three years
ended December 31, 2021, 2020 and 2019:
Outstanding at January 1, 2019
Granted
Exercised
Forfeited
Outstanding at December 31, 2019
Exercisable at December 31, 2019
Granted
Exercised
Forfeited
Outstanding at December 31, 2020
Exercisable at December 31, 2020
Granted
Exercised
Forfeited
Outstanding at December 31, 2021
Exercisable at December 31, 2021
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Life
Aggregate
Intrinsic
Value
Shares
43,750 $
—
(14,500)
—
29,250 $
29,250 $
—
(18,750)
—
10,500 $
10,500 $
—
(10,500)
—
— $
— $
15.84
—
15.79
—
15.86
15.86
—
16.37
—
14.96
14.96
—
14.96
—
—
—
1.94 $
1.94 $
1.00 $
1.00 $
0.00 $
0.00 $
574
574
191
191
—
—
The total intrinsic value of options exercised during the three years ended December 31, 2021, 2020 and 2019 was $262, $279
and $290, respectively. All options outstanding during 2021, 2020 and 2019 were fully vested and exercisable as of December
31, 2017.
The plan permits the award of performance-based restricted stock to officers and employees and time-based restricted stock to
non-employee directors, officers and employees. The plan also permits the award of restricted stock units to officers and
employees on terms similar to restricted stock awards. Performance-based awards are subject to the attainment of designated
performance criteria during a fixed performance cycle. Performance criteria may relate to the Company’s performance
measured on an absolute basis or relative to a defined peer group. Performance criteria may also relate to the performance of an
124
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 13 – Employee Benefit and Deferred Compensation Plans (continued)
affiliate, region, division or profit center of the Company or to individual performance. The Company annually sets minimum,
target, and superior levels; minimum performance must be attained for the vesting of any shares; superior performance must be
attained for maximum payouts. Time-based restricted stock awards relate to a fixed number of shares that vest at the end of a
designated service period.
In 2021, the Company made performance-based and time-based restricted stock awards; restricted stock units were not
awarded. The fair value of each restricted stock award is the closing price of the Company’s common stock on the business day
immediately preceding the date of the award. For restricted stock awarded under the plan, the Company recorded compensation
expense of $9,882, $10,419 and $10,046 for the years ended December 31, 2021, 2020 and 2019, respectively. The following
table summarizes the changes in restricted stock as of and for the year ended December 31, 2021:
Not vested at beginning of year
Awarded
Vested
Forfeited and cancelled
Not vested at end of year
Performance-
Based
Restricted
Stock
Weighted
Average
Grant-Date
Fair Value
Time-
Based
Restricted
Stock
Weighted
Average
Grant-Date
Fair Value
132,827 $
78,230
(64,496)
—
146,561 $
32.88
34.02
30.18
—
34.67
548,416 $
253,733
(139,752)
(58,683)
603,714 $
34.15
37.22
36.89
37.50
34.48
Unrecognized stock-based compensation expense related to restricted stock totaled $10,584 at December 31, 2021. As of such
date, the weighted average period over which the unrecognized expense is expected to be recognized was approximately 1.77
years.
At December 31, 2021, an aggregate of 2,828,818 shares of Company common stock were available for issuance under the
Company’s employee benefit plans of which 977,956 shares were available for issuance under the Company’s 401(k) plan,
159,111 shares were available under the Company’s Deferred Stock Unit Plan, and 1,447,883 shares were available under the
Company’s 2020 Long-Term Incentive Compensation Plan.
Note 14 – 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. 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 residential mortgage loans. The Company also enters into forward commitments to sell
residential mortgage loans to secondary market investors.
125
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 14 – Derivative Instruments (continued)
The following table provides a summary of the Company’s derivatives not designated as hedging instruments as of the dates
presented:
Derivative assets:
Interest rate contracts
Interest rate lock commitments
Forward commitments
Totals
Derivative liabilities:
Interest rate contracts
Balance Sheet
December 31, 2021
December 31, 2020
Location
Notional Amount
Fair Value
Notional Amount
Fair Value
Other Assets
$
185,447 $
4,711 $
222,933 $
Other Assets
Other Assets
310,941
280,000
5,304
667
589,701
—
9,884
19,824
—
$
776,388 $
10,682 $
812,634 $
29,708
Other Liabilities $
185,447 $
4,711 $
222,933 $
Interest rate lock commitments
Forward commitments
Other Liabilities
Other Liabilities
19,961
320,000
43
736
—
716,000
Totals
$
525,408 $
5,490 $
938,933 $
9,884
—
5,090
14,974
Gains (losses) included in the Consolidated Statements of Income related to the Company’s derivative financial instruments
were as follows, as of the dates presented:
Interest rate contracts:
Included in interest income on loans
Interest rate lock commitments:
Included in mortgage banking income
Forward commitments
Included in mortgage banking income
Total
Derivatives designated as cash flow hedges
Year Ended December 31,
2021
2020
2019
$
2,027 $
2,051 $
3,672
(14,563)
15,249
882
5,021
(4,033)
$
(7,515) $
13,267 $
2,506
7,060
Cash flow hedge relationships mitigate exposure to the variability of future cash flow or other forecasted transactions. The
Company uses interest rate swap contracts in an effort to manage future interest rate exposure on borrowings. The hedging
strategy converts the LIBOR-based variable interest rate on the forecasted borrowings to a fixed interest rate. As of
December 31, 2021, the Company is hedging its exposure to the variability of future cash flows through 2030 and a portion of
these hedges are forward starting.
The following table provides a summary of the Company’s derivatives designated as cash flow hedges as of the dates
presented:
Derivative assets:
Interest rate swaps
Derivative liabilities:
Interest rate swaps
Balance Sheet
December 31, 2021
December 31, 2020
Location
Notional Amount
Fair Value
Notional Amount
Fair Value
Other Assets
$
100,000 $
7,016 $
175,000 $
3,866
Other Liabilities $
62,000 $
2,902 $
87,000 $
5,924
The impact on other comprehensive income for the years ended December 31, 2021, 2020, and 2019, can be seen at Note 17,
“Other Comprehensive Income.”
126
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 14 – Derivative Instruments (continued)
In October 2021, the Company terminated four interest rate swap contracts with notional amounts of $25,000 each. These
swaps hedged forecasted future FHLB borrowings which were no longer expected to occur. As a result of the termination the
Company recognized a gain of $4,676 for the year ended December 31, 2021.
In December 2020, the Company terminated two interest rate swap contracts with notional amounts of $15,000 each with
ending dates of June 2022 and June 2023, respectively. The Company recorded $2,040 in swap termination charges for the
year ended December 31, 2020.
Derivatives designated as fair value hedges
Fair value hedges protect against changes in the fair value of an asset, liability, or firm commitment. The Company enters into
interest rate swap agreements to manage interest rate exposure on certain of the Company’s fixed-rate subordinated notes. The
agreements convert the fixed interest rates to LIBOR-based variable interest rates.
The following table provides a summary of the Company's derivatives designated as fair value hedges as of the dates presented:
Derivative liabilities:
Interest rate swaps
Balance Sheet
December 31, 2021
December 31, 2020
Location
Notional Amount
Fair Value
Notional Amount
Fair Value
Other Liabilities $
100,000 $
5,411 $
100,000 $
209
The following table presents the effects of the Company’s fair value hedge relationships on the Consolidated Statements of
Income for the periods presented:
Derivative liabilities:
Interest rate swaps - subordinated notes
Derivative liabilities - hedged items:
Interest rate swaps - subordinated notes
Amount of Gain (Loss Recognized in Income)
Income Statement
Year ended December 31,
Location
2021
2020
2019
Interest Expense
$
(5,202) $
(209) $
Interest Expense
$
5,202 $
209 $
—
—
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:
Balance Sheet Location
December 31, 2021
December 31, 2020
December 31, 2021
December 31, 2020
Long-term debt
$
93,085 $
98,114 $
5,411 $
209
Carrying Amount of the Hedged Liability
Cumulative Amount of Fair Value Hedging
Adjustments Included in the Carrying
Amount of the Hedged Liability
127
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 14 – Derivative Instruments (continued)
Offsetting
Certain financial instruments, including derivatives, may be eligible for offset in the consolidated balance sheet when the “right
of setoff” exists or when the instruments are subject to an enforceable master netting agreement, which includes the right of the
non-defaulting party or non-affected party to offset recognized amounts, including collateral posted with the counterparty, to
determine a net receivable or net payable upon early termination of the agreement. Certain of the Company’s derivative
instruments are subject to master netting agreements; however, the Company has not elected to offset such financial instruments
in the 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:
Gross amounts recognized
$
8,007 $
3,866 $
13,436 $
21,107
Offsetting Derivative Assets
Offsetting Derivative Liabilities
December 31,
2021
December 31,
2020
December 31,
2021
December 31,
2020
Gross amounts offset in the consolidated balance sheets
Net amounts presented in the consolidated balance sheets
Gross amounts not offset in the consolidated balance sheets
Financial instruments
Financial collateral pledged
Net amounts
Note 15 – Income Taxes
(In Thousands)
—
8,007
7,208
—
—
3,866
3,866
—
—
13,436
7,208
6,228
$
799 $
— $
— $
—
21,107
3,866
14,042
3,199
Significant components of the provision for income taxes are as follows for the periods presented:
Current
Federal
State
Deferred
Federal
State
Year Ended December 31,
2020
2019
2021
$
$
34,629 $
895
35,524
9,168
2,243
11,411
46,935 $
30,193 $
3,309
33,502
(10,947)
(2,715)
(13,662)
19,840 $
23,786
4,264
28,050
17,331
2,710
20,041
48,091
128
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 15 – Income Taxes (continued)
The reconciliation of income taxes computed at the United States federal statutory tax rates to the provision for income taxes is
as follows, for the periods presented:
Tax at U.S. statutory rate
Increase (decrease) in taxes resulting from:
Tax-exempt interest income
BOLI income
Investment tax credits
Amortization of investment in low-income housing tax credits
State income tax expense, net of federal benefit
Other items, net
Year Ended December 31,
2020
2019
2021
$
46,794 $
21,733 $
45,294
(1,669)
(1,547)
(988)
817
2,479
1,049
(1,431)
(1,182)
(1,494)
1,280
469
465
(1,205)
(1,283)
(1,863)
1,575
5,509
64
$
46,935 $
19,840 $
48,091
Significant components of the Company’s deferred tax assets and liabilities are as follows for the periods presented:
Deferred tax assets
Allowance for credit losses
Loans
Deferred compensation
Net unrealized losses on securities
Impairment of assets
Net operating loss carryforwards
Investments in partnerships
Lease liabilities under operating leases
Other
Total deferred tax assets
Deferred tax liabilities
Net unrealized gains on securities
Investment in partnerships
Fixed assets
Mortgage servicing rights
Junior subordinated debt
Intangibles
Lease right-of-use asset
Other
Total deferred tax liabilities
Net deferred tax assets
December 31,
2021
2020
$
50,712 $
2,855
14,522
3,545
392
1,211
890
17,106
3,241
94,474
—
—
5,339
20,779
2,130
3,177
16,209
1,607
49,241
$
45,233 $
53,597
5,526
13,114
—
1,067
1,857
—
17,732
3,539
96,432
8,434
793
3,285
14,623
2,245
3,882
16,833
1,672
51,767
44,665
The effective tax rate was 22.41% and 19.40% for the year ended December 31, 2021 and 2020, respectively. The Company
and its subsidiaries file a consolidated U.S. federal income tax return. The Company is currently open to audit under the statute
of limitations by the Internal Revenue Service for the years ending December 31, 2018 through 2020. The Company and its
subsidiaries’ state income tax returns are open to audit under the statute of limitations for the years ended December 31, 2018
through 2020.
129
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 15 – Income Taxes (continued)
The Company acquired federal and state net operating losses as part of its previous acquisitions, with varying expiration
periods. The federal and state net operating losses acquired in the Brand acquisition were $81,288 and $55,067, respectively, all
created in 2018. As part of the 2017 Tax Cuts and Jobs Act and corresponding state tax laws, the federal net operating losses
and the majority of the state net operating losses created by Brand during 2018 have an indefinite carryforward period. The
federal net operating loss related to the Brand acquisition was fully utilized during 2021, while at December 31, 2021, there
were state net operating losses without expiration periods of $15,712. The federal and state net operating losses acquired in the
Heritage Financial Group, Inc. acquisition were $18,321 and $16,849, respectively, of which $2,065 and $1,242 remain to be
utilized as of December 31, 2021. These losses begin to expire in 2029 and are expected to be fully utilized. Because the
benefits are expected to be fully realized, the Company recorded no valuation allowance against the net operating losses for the
year ended December 31, 2021.
The table below presents the breakout of net operating losses as of the dates presented.
Net Operating Losses
Federal
State
December 31,
2021
2020
$
2,065 $
16,954
3,029
26,971
A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest, related to federal and
state income tax matters as of December 31 follows below:
Balance at January 1
Additions based on positions related to current period
Reductions based on positions related to prior period
Reductions due to lapse of statute of limitations
Balance at December 31
2021
2020
2019
$
402 $
667 $
62
—
(56)
408 $
101
(314)
(52)
402 $
$
1,919
158
(1,410)
—
667
If ultimately recognized, the Company does not anticipate any material increase in the effective tax rate for 2021 relative to any
tax positions taken prior to January 1, 2021. The Company had accrued $15, $18 and $105 for interest and penalties related to
unrecognized tax benefits as of December 31, 2021, 2020 and 2019, respectively.
Note 16 – Fair Value Measurements
(In Thousands)
Recurring Fair Value Measurements
The Company carries certain assets and liabilities at fair value on a recurring basis in accordance with applicable standards. The
Company’s recurring fair value measurements are based on the requirement to carry such assets and liabilities at fair value or
the Company’s election to carry certain eligible assets and liabilities at fair value. Assets and liabilities that are required to be
carried at fair value include securities available for sale and derivative instruments. The Company has elected to carry mortgage
loans held for sale at fair value on a recurring basis as permitted under the guidance in ASC 825.
The following methods and assumptions are used by the Company to estimate the fair values of the Company’s financial assets
and liabilities that are measured on a recurring basis:
Securities available for sale: Securities available for sale consist primarily of debt securities, such as obligations of U.S.
Government agencies and corporations and mortgage backed securities. Where quoted market prices in active markets are
available, securities are classified within Level 1 of the fair value hierarchy. If quoted prices from active markets are not
available, fair values are based on quoted market prices for similar instruments traded in active markets, quoted market prices
for identical or similar instruments traded in markets that are not active, or model-based valuation techniques where all
significant assumptions are observable in the market. Such instruments are classified within Level 2 of the fair value hierarchy.
When assumptions used in model-based valuation techniques are not observable in the market, the assumptions used by
130
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 16 – Fair Value Measurements (continued)
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 actively traded in over-the-counter markets and are
valued using discounted cash flow models which incorporate observable market based inputs including current market interest
rates, credit spreads, and other factors. Such instruments are categorized within Level 2 of the fair value hierarchy and include
interest rate swaps and other interest rate contracts including interest rate caps and/or floors. The Company’s interest rate lock
commitments are valued using current market prices for mortgage backed securities with similar characteristics, adjusted for
certain factors including servicing and risk. The value of the Company’s forward commitments is based on current prices for
securities backed 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
December 31, 2021
Financial assets:
Securities available for sale
Total securities available for sale
Derivative instruments
Mortgage loans held for sale in loans held for sale
Total financial assets
Financial liabilities:
Derivative instruments
December 31, 2020
Financial assets:
Securities available for sale:
Trust preferred securities
Other available for sale securities
Total securities available for sale
Derivative instruments
Mortgage loans held for sale in loans held for sale
Total financial assets
Financial liabilities:
Derivative instruments
$
$
$
$
$
$
— $
2,386,052 $
— $
2,386,052
—
—
—
2,386,052
17,698
453,533
—
—
—
2,386,052
17,698
453,533
— $
2,857,283 $
— $
2,857,283
— $
13,803 $
— $
13,803
Level 1
Level 2
Level 3
Totals
— $
—
—
—
—
— $
1,334,445
1,334,445
33,574
417,771
9,012 $
—
9,012
—
—
9,012
1,334,445
1,343,457
33,574
417,771
— $
1,785,790 $
9,012 $
1,794,802
— $
21,107 $
— $
21,107
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.
131
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 16 – Fair Value Measurements (continued)
The following table provides for the periods presented a reconciliation for assets and liabilities measured at fair value on a
recurring basis using significant unobservable inputs, or Level 3 inputs:
Balance at January 1, 2020
Accretion included in net income
Unrealized losses included in other comprehensive income
Settlements
Transfers out of Level 3
Balance at December 31, 2020
Accretion included in net income
Realized losses included in net income, net of premium amortization
Unrealized losses included in other comprehensive income
Sales
Balance at December 31, 2021
Securities available for sale
Trust preferred
securities
$
$
$
9,986
32
(834)
(172)
—
9,012
8
2,060
941
(12,021)
—
For 2021 and 2020, 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.
Nonrecurring Fair Value Measurements
Certain assets may be recorded at fair value on a nonrecurring basis. These nonrecurring fair value adjustments typically are a
result of the application of the lower of cost or market accounting or a write-down occurring during the period. The following
tables provide as of the dates presented the fair value measurement for assets measured at fair value on a nonrecurring basis that
were still held on the Consolidated Balance Sheets at period end and the level within the fair value hierarchy each is
classified:
Level 1
Level 2
Level 3
Totals
December 31, 2021
Individually evaluated loans, net of allowance for credit
losses
OREO
Mortgage servicing rights
Total
December 31, 2020
Individually evaluated loans, net of allowance for credit
losses
OREO
Mortgage servicing rights
Total
$
$
$
$
— $
—
—
— $
— $
—
—
— $
7,928 $
2,540
89,018
99,486 $
7,928
2,540
89,018
99,486
Level 1
Level 2
Level 3
Totals
— $
—
—
— $
— $
—
—
— $
24,145 $
2,736
62,994
89,875 $
24,145
2,736
62,994
89,875
The following methods and assumptions are used by the Company to estimate the fair values of the Company’s assets measured
on a nonrecurring basis:
Individually evaluated loans: Loans are individually evaluated for credit losses each quarter taking into account the fair value of
the collateral less estimated selling costs. Collateral may be real estate and/or business assets including but not limited to
equipment, inventory and accounts receivable. The fair value of real estate is determined based on appraisals by qualified
licensed appraisers. The fair value of the business assets is generally based on amounts reported on the business’s financial
132
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 16 – Fair Value Measurements (continued)
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 are reviewed and evaluated on at
least a quarterly basis for additional impairment and adjusted accordingly, based on the same factors previously identified.
Individually evaluated loans that were measured or re-measured at fair value had a carrying value of $12,939 and $36,990 at
December 31, 2021 and December 31, 2020, respectively, and a reserve for these loans of $5,011 and $12,845 was included in
the allowance for credit losses for the same periods.
Other real estate owned: OREO is comprised of commercial and residential real estate obtained in partial or total satisfaction of
loan obligations. OREO acquired in settlement of indebtedness is recorded at the fair value of the real estate less estimated costs
to sell. Subsequently, it may be necessary to record nonrecurring fair value adjustments for declines in fair value. Fair value,
when recorded, is determined based on appraisals by qualified licensed appraisers and adjusted for management’s estimates of
costs to sell. Accordingly, values for OREO are classified as Level 3.
The following table presents, as of the dates presented, OREO measured at fair value on a nonrecurring basis that was still held
in the Consolidated Balance Sheets at period-end:
Carrying amount prior to remeasurement
Impairment recognized in results of operations
Fair value
December 31,
2021
December 31,
2020
$
$
2,556 $
(16)
2,540 $
4,051
(1,315)
2,736
Mortgage servicing rights: The Company retains the right to service certain mortgage loans that it sells to secondary market
investors. Mortgage servicing rights are carried at the lower of amortized cost or fair value. Fair value is determined using an
income approach with various assumptions including expected cash flows, market discount rates, prepayment speeds, servicing
costs, and other factors. Because these factors are not all observable and include management's assumptions, mortgage
servicing rights are classified within Level 3 of the fair value hierarchy. Mortgage servicing rights were carried at amortized
cost at December 31, 2021 and December 31, 2020. See Note 9, “Mortgage Servicing Rights,” for information about the
valuation adjustments to the Company's mortgage servicing rights.
133
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 16 – Fair Value Measurements (continued)
The following table presents information as of December 31, 2021 about significant unobservable inputs (Level 3) used in the
valuation of assets measured at fair value on a nonrecurring basis:
Financial instrument
Individually evaluated loans, net of
allowance for credit losses
OREO
Fair Value Option
Fair
Value
$
$
7,928
2,540
Valuation Technique
Appraised value of
collateral less estimated
costs to sell
Appraised value of
property less estimated
costs to sell
Significant
Unobservable Inputs
Range of Inputs
Estimated costs to sell
4-10%
Estimated costs to sell
4-10%
The Company elected to measure all mortgage loans originated for sale on or after July 1, 2012 at fair value under the fair value
option as permitted under ASC 825. Electing to measure these assets at fair value reduces certain timing differences and better
matches the changes in fair value of the loans with changes in the fair value of derivative instruments used to economically
hedge them.
Net losses of $10,354 resulting from fair value changes of these mortgage loans were recorded in income during 2021, as
compared to net gains of $12,057 in 2020 and $1,286 in 2019. The amounts do not reflect changes in fair values of related
derivative instruments used to hedge exposure to market-related risks associated with these mortgage loans. The change in fair
value of both mortgage loans held for sale and the related derivative instruments are recorded in “Mortgage banking income” in
the Consolidated Statements of Income.
The Company’s valuation of mortgage loans held for sale incorporates an assumption for credit risk; however, given the short-
term period that the Company holds these loans, valuation adjustments attributable to instrument-specific credit risk is nominal.
Interest income on mortgage loans held for sale measured at fair value is accrued as it is earned based on contractual rates and is
reflected in loan interest income on the Consolidated Statements of Income.
The following table summarizes the differences between the fair value and the principal balance for mortgage loans held for
sale measured at fair value as of December 31, 2021:
Mortgage loans held for sale
Aggregate
Fair Value
Aggregate
Unpaid
Principal
Balance
Difference
$
453,533 $
441,717 $
11,816
134
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 16 – Fair Value Measurements (continued)
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:
Carrying
Value
Level 1
Level 2
Level 3
Total
Fair Value
December 31, 2021
Financial assets
Cash and cash equivalents
Securities held to maturity
Securities available for sale
Loans held for sale
Loans, net
Mortgage servicing rights
Derivative instruments
Financial liabilities
Deposits
Short-term borrowings
Federal Home Loan Bank advances
Junior subordinated debentures
Subordinated notes
Derivative instruments
December 31, 2020
Financial assets
Cash and cash equivalents
Securities available for sale
Loans held for sale
Loans, net
Mortgage servicing rights
Derivative instruments
Financial liabilities
Deposits
Short-term borrowings
$ 1,877,965 $ 1,877,965 $
— $
416,357
2,386,052
453,533
9,856,743
89,018
17,698
—
—
—
—
—
—
415,552
2,386,052
453,533
—
—
17,698
— $ 1,877,965
415,552
—
2,386,052
—
453,533
—
9,690,604
9,690,604
99,425
99,425
17,698
—
$ 13,905,724 $ 12,494,342 $ 1,408,397 $
13,947
—
—
—
—
—
422
106,682
373,950
13,803
13,947
417
111,373
359,419
13,803
— $ 13,902,739
13,947
—
422
—
106,682
—
373,950
—
13,803
—
Carrying
Value
Level 1
Level 2
Level 3
Total
Fair Value
$ 633,203 $ 633,203 $
1,343,457
—
— $
— $ 633,203
1,334,445
9,012
1,343,457
417,771
10,757,503
62,994
33,574
—
—
—
—
417,771
—
417,771
—
—
33,574
10,668,625
10,668,625
62,994
—
62,994
33,574
$ 12,059,081 $ 10,363,193 $ 1,706,005 $
21,340
21,340
—
— $ 12,069,198
21,340
—
—
—
—
—
158,914
93,092
217,575
21,107
Federal Home Loan Bank advances
Junior subordinated debentures
Subordinated notes
Derivative instruments
152,167
110,794
212,009
21,107
—
—
—
—
158,914
93,092
217,575
21,107
135
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 17 – Other Comprehensive Income (Loss)
(In Thousands)
Changes in the components of other comprehensive income, net of tax, were as follows:
Pre-Tax
Tax Expense
(Benefit)
Net of Tax
Year Ended December 31, 2021
Securities available for sale:
Unrealized holding losses on securities
Reclassification adjustment for gains realized in net income(1)
Amortization of unrealized holding gains on securities transferred to
the held to maturity category
Total securities available for sale
Derivative instruments:
$
(51,470) $
(13,099) $
(38,371)
(2,170)
(552)
(1,618)
(73)
(19)
(54)
(53,713)
(13,670)
(40,043)
Unrealized holding gains on derivative instruments
10,848
2,761
8,087
Reclassification adjustment for gains realized in net income related to
swap termination
Total derivative instruments
Defined benefit pension and post-retirement benefit plans:
(4,676)
(1,190)
6,172
1,571
(3,486)
4,601
Net loss arising during the period
(356)
(92)
(264)
Amortization of net actuarial loss recognized in net periodic pension
cost(2)
Total defined benefit pension and post-retirement benefit plans
Total other comprehensive loss
Year Ended December 31, 2020
Securities available for sale:
Unrealized holding gains on securities
Reclassification adjustment for gains realized in net income(1)
Total securities available for sale
Derivative instruments:
Unrealized holding gains on derivative instruments
Reclassification adjustment for losses realized in net income related to
swap termination
Total derivative instruments
Defined benefit pension and post-retirement benefit plans:
Net gain arising during the period
Reclassification adjustment for settlement loss related to the VERP
realized in net income(3)
New prior service cost(3)
Amortization of net actuarial loss recognized in net periodic pension
cost(2)
Amortization of prior service cost(3)
Total defined benefit pension and post-retirement benefit plans
262
(94)
67
(25)
195
(69)
$
(47,635) $
(12,124) $
(35,511)
$
27,788 $
7,071 $
20,717
(46)
27,742
(12)
7,059
(34)
20,683
923
2,040
2,963
1,069
567
(485)
259
485
1,895
235
519
754
272
145
(123)
66
123
483
688
1,521
2,209
797
422
(362)
193
362
1,412
24,304
Total other comprehensive income
$
32,600 $
8,296 $
136
Note 17 – Other Comprehensive Income (Loss) (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Year Ended December 31, 2019
Securities available for sale:
Unrealized holding gains on securities
Reclassification adjustment for losses realized in net income(1)
Total securities available for sale
Derivative instruments:
Unrealized holding losses on derivative instruments
Total derivative instruments
Defined benefit pension and post-retirement benefit plans:
Net gain arising during the period
Amortization of net actuarial loss recognized in net periodic pension
cost(2)
Total defined benefit pension and post-retirement benefit plans
Pre-Tax
Tax Expense
(Benefit)
Net of Tax
$
24,983 $
6,358 $
2,511
27,494
639
6,997
18,625
1,872
20,497
(2,975)
(2,975)
(758)
(758)
(2,217)
(2,217)
91
419
510
23
107
130
68
312
380
Total other comprehensive income
$
25,029 $
6,369 $
18,660
(1) Included in Net gains (losses) on sales of securities in the Consolidated Statements of Income
(2) Included in Salaries and employee benefits in the Consolidated Statements of Income
(3) Included in Restructuring charges in the Consolidated Statements of Income
The accumulated balances for each component of other comprehensive income (loss), net of tax, at December 31 were as
follows:
Unrealized (losses) gains on securities
Non-credit related portion of other-than-temporary impairment on securities
Unrealized gains (losses) on derivative instruments
2021
2020
2019
$
(9,116) $
42,246 $
21,563
—
3,963
(11,319)
(638)
(11,319)
(2,847)
Unrecognized losses on defined benefit pension and post-retirement benefit
plans obligations
Total accumulated other comprehensive (loss) income
(5,290)
(5,221)
$
(10,443) $
25,068 $
(6,633)
764
137
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 18 – Net Income Per Common Share
(In Thousands, Except Share Data)
Basic and diluted net income per common share calculations are as follows for the periods presented:
Basic
Net income applicable to common stock
Average common shares outstanding
Net income per common share—basic
Diluted
Net income applicable to common stock
Average common shares outstanding
Effect of dilutive stock-based compensation
Average common shares outstanding—diluted
Net income per common share—diluted
Year Ended December 31,
2021
2020
2019
$
$
$
175,892 $
83,651 $
167,596
56,114,666
56,270,566
58,046,716
3.13 $
1.49 $
2.89
175,892 $
83,651 $
167,596
56,114,666
56,270,566
58,046,716
309,818
197,599
179,970
56,424,484
56,468,165
58,226,686
$
3.12 $
1.48 $
2.88
Outstanding stock-based compensation awards that could potentially dilute basic net income per common share in the future
that were not included in the computation of diluted net income per common share due to their anti-dilutive effect were as
follows for the periods presented:
Number of shares
Range of exercise prices (for stock option awards)
Year Ended
December 31,
2020
245,146
—
2021
—
—
2019
643
—
Note 19 – Commitments, Contingent Liabilities and Financial Instruments with Off-Balance Sheet Risk
(In Thousands)
Loan commitments are made to accommodate the financial needs of the Company’s customers. Standby letters of credit commit
the Company to make payments on behalf of customers when certain specified future events occur. Both arrangements have
credit risk essentially the same as that involved in extending loans to customers and are subject to the Company’s normal credit
policies. Collateral (e.g., securities, receivables, inventory, equipment, etc.) is obtained based on management’s credit
assessment of the customer. The Company’s unfunded loan commitments (unfunded loans and unused lines of credit) and
standby letters of credit outstanding at December 31, 2021 were $3,104,940 and $89,830, respectively, compared to $2,749,988
and $90,597, respectively, at December 31, 2020.
Various claims and lawsuits are pending against the Company and Renasant Bank. In the opinion of management, after
consultation with legal counsel, resolution of these matters is not expected to have a material effect on the consolidated
financial statements.
Market risk resulting from interest rate changes on particular off-balance sheet financial instruments may be offset by other on -
or off-balance sheet transactions. Interest rate sensitivity is monitored by the Company for determining the net effect of
potential changes in interest rates on the market value of both on- and off-balance sheet financial instruments.
138
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 20 – Restrictions on Cash, Securities, Bank Dividends, Loans or Advances
(In Thousands)
In prior years Renasant Bank has been required to maintain minimum average balances with the Federal Reserve. In March
2020, the Federal Reserve announced that effective March 26, 2020 the reserve requirement would be reduced to zero. This
action was taken to support the flow of credit to households and businesses in response to the economic environment caused by
the COVID-19 pandemic. At December 31, 2021 and 2020, Renasant Bank’s reserve requirement with the Federal Reserve
remained at $0.
The Company’s balance of FHLB stock, which is carried at amortized cost, at December 31, 2021 and 2020, was $8,272 and
$12,252, respectively. The required investment for the same time period was $5,984 and $11,594 respectively.
The Company’s ability to pay dividends to its shareholders is substantially dependent on the ability of Renasant Bank to
transfer funds to the Company in the form of dividends, loans and advances. Under Mississippi law, a Mississippi bank with
earned surplus in excess of three times capital stock may pay a dividend, subject to the approval of the Mississippi Department
of Banking and Consumer Finance (the “DBCF”). In addition, the FDIC has the authority to prohibit the Bank from engaging in
business practices that the FDIC considers to be unsafe or unsound, which, depending on the financial condition of the Bank,
could include the payment of dividends. Accordingly, the approval of the DBCF is required prior to Renasant Bank paying
dividends to the Company, and under certain circumstances the approval of the FDIC may be required. At December 31, 2021,
the Bank’s earned surplus exceeded the Bank’s capital stock by more than ten times.
Federal Reserve regulations also limit the amount Renasant Bank may loan to the Company unless such loans are collateralized
by specific obligations. At December 31, 2021, the maximum amount available for transfer from Renasant Bank to the
Company in the form of loans was $169,716. The Company also maintains a $3,000 line of credit collateralized by cash with
the Bank. As of December 31, 2021, no loans from the Bank to the Company were outstanding.
Note 21 – Regulatory Matters
(In Thousands)
The Company and the Bank are subject to various regulatory capital requirements administered by the federal banking agencies.
Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary, actions by
regulators that, if undertaken, could have a direct material effect on the Company’s financial statements. Under capital
adequacy guidelines and the regulatory framework for prompt corrective action, the Company and the Bank must meet specific
capital guidelines that involve quantitative measures of assets, liabilities, and certain off-balance sheet items as calculated under
regulatory accounting practices. Capital amounts and classification are also subject to qualitative judgments by the regulators
about components, risk weightings, and other factors.
The Federal Reserve, the FDIC and the Office of the Comptroller of the Currency have issued guidelines governing the levels
of capital that bank holding companies and banks must maintain. Those guidelines specify capital tiers, which include the
following classifications (which include the “capital conservation buffer” discussed below):
Capital Tiers
Well capitalized
Adequately capitalized
Undercapitalized
Significantly undercapitalized
Critically undercapitalized
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
5% or above
6.5% or above
8% or above
10% or above
4% or above
4.5% or above
6% or above
8% or above
Less than 4%
Less than 4.5% Less than 6% Less than 8%
Less than 3%
Less than 3% Less than 4% Less than 6%
Tangible Equity / Total Assets less than 2%
139
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 21 – Regulatory Matters (continued)
The following table provides the capital and risk-based capital and leverage ratios for the Company and for Renasant Bank as of
December 31:
Renasant Corporation
Tier 1 Capital to Average Assets (Leverage)
Common Equity Tier 1 Capital to Risk-Weighted Assets
Tier 1 Capital to Risk-Weighted Assets
Total Capital to Risk-Weighted Assets
Renasant Bank
Tier 1 Capital to Average Assets (Leverage)
Common Equity Tier 1 Capital to Risk-Weighted Assets
Tier 1 Capital to Risk-Weighted Assets
Total Capital to Risk-Weighted Assets
2021
2020
Amount
Ratio
Amount
Ratio
$
1,422,077
9.15 % $
1,306,597
1,314,295
1,422,077
1,897,167
11.18 %
1,199,394
12.10 %
1,306,597
16.14 %
1,653,694
$
1,580,904
10.18 % $
1,369,994
1,580,904
1,580,904
1,697,163
13.46 %
1,369,994
13.46 %
1,369,994
14.44 %
1,504,985
9.37 %
10.93 %
11.91 %
15.07 %
9.83 %
12.49 %
12.49 %
13.73 %
Common equity Tier 1 capital (“CET1”) generally consists of common stock, retained earnings, accumulated other
comprehensive income and certain minority interests, less certain adjustments and deductions. In addition, the Company must
maintain a “capital conservation buffer,” which is a specified amount of CET1 in addition to the amount necessary to meet
minimum risk-based capital requirements. The capital conservation buffer is designed to absorb losses during periods of
economic stress. If the Company’s ratio of CET1 to risk-weighted capital is below the capital conservation buffer, the Company
will face restrictions on its ability to pay dividends, repurchase outstanding stock and make certain discretionary bonus
payments. The required capital conservation buffer is 2.5% of CET1 to risk-weighted assets in addition to the amount necessary
to meet minimum risk-based capital requirements.
As previously disclosed, the Company adopted CECL as of January 1, 2020. The Company has elected to take advantage of
transitional relief offered by the Federal Reserve and the FDIC 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.
140
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 22 – Segment Reporting
(In Thousands)
The operations of the Company’s reportable segments are described as follows:
•
•
•
The Community Banks segment delivers a complete range of banking and financial services to individuals and small to
medium-size businesses including checking and savings accounts, business and personal loans, asset-based lending and
equipment leasing, as well as safe deposit and night depository facilities.
The Insurance segment includes a full service insurance agency offering all major lines of commercial and personal
insurance through major carriers.
The Wealth Management segment, through the Trust division, offers a broad range of fiduciary services 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.
In order to give the Company’s divisional management a more precise indication of the income and expenses they can control,
the results of operations for the Community Banks, the Insurance and the Wealth Management segments reflect the direct
revenues and expenses of each respective segment. Indirect revenues and expenses, including but not limited to income from
the Company’s investment portfolio, as well as certain costs associated with data processing and back office functions,
primarily support the operations of the community banks and, therefore, are included in the results of the Community Banks
segment. Included in “Other” are the operations of the holding company and other eliminations which are necessary for
purposes of reconciling to the consolidated amounts.
141
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 22 – Segment Reporting (continued)
The following table provides financial information for the Company’s operating segments as of and for the years ended
December 31, 2021, 2020 and 2019:
2021
Net interest income
Recovery for credit losses
Noninterest income
Noninterest expense
Income before income taxes
Income taxes
Net income (loss)
Total assets
Goodwill
2020
Net interest income
Provision for credit losses
Noninterest income
Noninterest expense
Income before income taxes
Income taxes
Net income (loss)
Total assets
Goodwill
2019
Net interest income
Provision for credit losses
Noninterest income
Noninterest expense
Income before income taxes
Income taxes
Net income (loss)
Total assets
Goodwill
Community
Banks
Insurance
Wealth
Management
Other
Consolidated
$
437,435 $
454 $
1,657 $
(15,545) $
424,001
(1,668)
195,214
404,066
230,251
50,749
—
11,370
8,060
3,764
981
—
22,185
16,475
7,367
—
—
(1,785)
1,225
(18,555)
(4,795)
(1,668)
226,984
429,826
222,827
46,935
$
179,502 $
2,783 $
7,367 $
(13,760) $
175,892
$ 16,694,710 $
33,544 $
65,015 $
17,042 $ 16,810,311
936,916
2,767
—
—
939,683
$
437,101 $
566 $
1,658 $
(12,528) $
426,797
86,850
208,721
448,475
110,497
22,892
—
10,403
7,751
3,218
837
—
18,061
14,940
4,779
—
—
(1,653)
822
(15,003)
(3,889)
$
87,605 $
2,381 $
4,779 $
(11,114) $
86,850
235,532
471,988
103,491
19,840
83,651
$ 14,814,726 $
30,375 $
71,266 $
13,245 $ 14,929,612
936,916
2,767
—
—
939,683
$
454,433 $
702 $
1,761 $
(13,239) $
443,657
7,050
129,016
351,640
224,759
51,292
—
10,129
7,574
3,257
876
—
15,598
13,863
3,496
—
—
(1,489)
1,097
(15,825)
(4,077)
7,050
153,254
374,174
215,687
48,091
$
173,467 $
$ 13,280,494 $
936,916
2,381 $
28,284 $
2,767
3,496 $
70,789 $
—
(11,748) $
167,596
21,051 $ 13,400,618
—
939,683
142
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 23 – Renasant Corporation (Parent Company Only) Condensed Financial Information
(In Thousands)
Balance Sheets
Assets
Cash and cash equivalents(1)
Investments
Investment in bank subsidiary(2)
Accrued interest receivable on bank balances(2)
Intercompany receivable(2)
Other assets
Total assets
Liabilities and shareholders’ equity
Junior subordinated debentures
Subordinated notes
Other liabilities
Shareholders’ equity
Total liabilities and shareholders’ equity
December 31,
2021
2020
$
184,426 $
129,164
2,009
7,174
2,477,917
2,306,937
4
—
6
184
28,751
22,926
$
2,693,107 $
2,466,391
$
111,373 $
359,419
12,462
110,794
212,009
10,855
2,209,853
2,132,733
$
2,693,107 $
2,466,391
(1) Eliminates in consolidation, with the exception of $1,857 and $844, in 2021 and 2020, respectively, pledged for collateral and held at non-subsidiary bank
(2) Eliminates in consolidation
Statements of Income
Income
Dividends from bank subsidiary(1)
Interest income from bank subsidiary(1)
Other dividends
Other income
Total income
Expenses
Year Ended December 31,
2021
2020
2019
$
80,965 $
81,443 $
132,563
7
80
32
81,084
18,661
9
93
74
9
175
138
81,619
15,179
132,885
16,050
Income before income tax benefit and equity in undistributed net income of
bank subsidiary
Income tax benefit
Equity in undistributed net income of bank subsidiary(1)
Net income
62,423
66,440
116,835
(4,795)
(3,889)
108,674
13,322
(4,077)
46,684
$
175,892 $
83,651 $
167,596
(1) Eliminates in consolidation
143
Note 23 – Renasant Corporation (Parent Company Only) Condensed Financial Information (continued)
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Statements of Cash Flows
Operating activities
Net income
Adjustments to reconcile net income to net cash provided by operating
activities:
Equity in undistributed net income of bank subsidiary
Amortization/depreciation (accretion)
Increase in other assets
Increase in other liabilities
Net cash provided by operating activities
Investing activities
Purchases of securities available for sale
Sales and maturities of securities and available for sale
Other investing activities
Net cash (used in) provided by investing activities
Financing activities
Cash paid for dividends
Repurchase of shares in connection with stock repurchase program
Repayment of long-term debt
Proceeds from issuance of long-term debt
Net cash provided by (used in) financing activities
Increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Note 24 – Leases
(In Thousands)
The Company enters into leases in both lessor and lessee capacities.
Lessor Arrangements
Year Ended December 31,
2021
2020
2019
$
175,892 $
83,651 $
167,596
(108,674)
(13,322)
(46,684)
891
(5,628)
6,952
69,433
—
5,100
(100,000)
(94,900)
(50,017)
(21,315)
(45,000)
197,061
80,729
55,262
129,164
692
(256)
10,932
81,697
(6,104)
541
—
(5,563)
(50,134)
(24,569)
—
98,266
23,563
99,697
29,467
$
184,426 $
129,164 $
(76)
(2,678)
10,872
129,030
—
42
632
674
(50,901)
(62,944)
(30,973)
—
(144,818)
(15,114)
44,581
29,467
As of December 31, 2021 and 2020, the net investment in these leases was $24,979 and $20,804, comprised of $19,646 and
$16,012 in lease receivables, $8,323 and $7,532 in residual balances and $2,990 and $2,740 in deferred income, respectively. In
order to mitigate potential exposure to residual asset risk, the Company utilizes first amendment or terminal rental adjustment
clause leases.
For the twelve months ended December 31, 2021 and 2020, the Company generated $698 and $554 in income from these
leases, respectively, which is included in interest income on loans on the Consolidated Statements of Income.
144
Renasant Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 24 – Leases (continued)
The maturities of the lessor arrangements outstanding at December 31, 2021 is presented in the table below.
2022
2023
2024
2025
2026
Thereafter
Total lease receivables
$
$
433
970
1,335
1,363
1,173
19,705
24,979
Lessee Arrangements
As of December 31, 2021 and 2020, right-of-use assets totaled $63,547 and $66,023 and lease liabilities totaled $67,067 and
$69,549, respectively. The table below provides the components of lease cost and supplemental information for the periods
presented.
Operating lease cost (cost resulting from lease payments)
Short-term lease cost
Variable lease cost (cost excluded from lease payments)
Sublease income
Net lease cost
$
$
Operating lease - operating cash flows (fixed payments)
Operating lease - operating cash flows (liability reduction)
Weighted average lease term - operating leases (in years) (at
period end)
Weighted average discount rate - operating leases (at period end)
Year ended December 31,
2021
2020
8,868
$
$
93
1,195
(658)
9,498
8,666
6,640
17.25
3.01 %
10,826
161
1,776
(583)
12,180
9,811
7,187
15.99
3.17 %
Right-of-use assets obtained in exchange for new lease liabilities
- operating leases
$
8,142
$
9,393
The maturities of the lessee arrangements outstanding at December 31, 2021 are presented in the table below.
2022
2023
2024
2025
2026
Thereafter
Total undiscounted cash flows
Discount on cash flows
Total operating lease liabilities
$
$
8,402
7,605
7,092
5,696
4,997
54,507
88,299
21,232
67,067
Rental expense was $8,298, $10,044, and $9,159 for 2021, 2020, and 2019, respectively.
For more information on lease accounting, see Note 1, “Significant Accounting Policies” and on lease financing receivables,
see Note 3, “Non Purchased Loans.”
145
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
None.
ITEM 9A. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
Based upon their evaluation as of December 31, 2021, our Principal Executive Officer and Principal Financial Officer have
concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities
Exchange Act of 1934, as amended) are effective for ensuring that information the Company is required to disclose in reports
that it files or submits under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and
reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that such
information is accumulated and communicated to the Company’s management, including its Principal Executive and Principal
Financial Officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required
disclosure.
Management’s Annual Report on Internal Control over Financial Reporting and Attestation Report of the Independent
Registered Public Accounting Firm
The information required to be provided pursuant to this item is set forth under the headings “Report on Management’s
Assessment of Internal Control over Financial Reporting” and “Reports of Independent Registered Public Accounting Firm” in
Item 8, Financial Statements and Supplementary Data, in this report.
Changes in Internal Control over Financial Reporting
There were no changes to internal control over financial reporting during the fourth quarter of 2021 that have materially
affected, or are reasonably likely to materially affect, our internal control over financial reporting.
ITEM 9B. OTHER INFORMATION
None.
ITEM 9C. DISCLOSURES REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not applicable.
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
Executive Officers of the Company
The information appearing under the heading “Executive Officers” in the Company’s Definitive Proxy Statement for its 2022
Annual Meeting of Shareholders is incorporated herein by reference.
Code of Ethics
The Company has adopted a code of business conduct and ethics in compliance with Item 406 of Regulation S-K that applies to
the Company’s principal executive officer, principal financial officer and principal accounting officer, among others. The
Company’s Code of Ethics is available on its website at www.renasant.com by clicking on “Corporate Governance,” then
“Documents & Charters” and then “Code of Business Conduct and Ethics.” Any person may request a free copy of the Code of
Business Conduct and Ethics from the Company by sending a request to the following address: Renasant Corporation, 209 Troy
Street, Tupelo, Mississippi, 38804-4827, Attention: General Counsel. The Company intends to satisfy the disclosure
requirement under Item 5.05 of Form 8-K regarding an amendment to, or waiver from, a provision of the Company’s Code of
Business Conduct and Ethics by posting such information on its website, at the address specified above.
146
Directors of the Company, Shareholder Recommendations of Director Candidates, Audit Committee Members and
Delinquent Section 16(a) Reports
The information appearing under the headings “Corporate Governance and the Board of Directors,” “Board Members and
Compensation - Members of the Board of Directors” and “Stock Ownership - Delinquent Section 16(a) Reports” in the
Company’s Definitive Proxy Statement for its 2022 Annual Meeting of Shareholders is incorporated herein by reference.
ITEM 11. EXECUTIVE COMPENSATION
The information appearing under the headings “Corporate Governance and the Board of Directors - Role of the Board in Risk
Oversight,” “Board Members and Compensation - Director Compensation,” “Compensation Discussion and Analysis,”
“Compensation Committee Report,” “Compensation Committee Interlocks and Insider Participation” and “Compensation
Tables” in the Company’s Definitive Proxy Statement for its 2022 Annual Meeting of Shareholders is incorporated herein by
reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS
The information appearing under the heading “Stock Ownership” in the Company’s Definitive Proxy Statement for its 2022
Annual Meeting of Shareholders is incorporated herein by reference.
Equity Compensation Plan Information
The table below reports outstanding options, warrants and rights granted under plans approved by our shareholders and plans or
arrangements that were not approved by our shareholders, as of December 31, 2021. These plans and arrangements are:
•
•
Shareholder-Approved Plans: We have two shareholder-approved equity compensation plans: (1) the 2020 Long-Term
Incentive Compensation Plan (the “2020 LTIP”) and (2) the 2011 Long-Term Incentive Compensation Plan, which
expired on April 19, 2021 but under which the Company ceased making grants or other awards upon our
shareholders’ approval of the 2020 LTIP on April 27, 2020. The 2020 LTIP authorizes the Company to make grants
and awards of stock options, stock appreciation rights, restricted stock and restricted stock units to directors, officers
and employees designated for participation in the plan. As of December 31, 2021, an aggregate of 750,275 shares of
unvested restricted stock remained outstanding under both plans, while there were no options outstanding under either
plan as of such date.
Non-Shareholder Approved Plans and Arrangements: The only equity compensation plan or arrangement currently in
force that was not approved by our shareholders is our Deferred Stock Unit Plan. Under this plan, deferred
compensation is used to “purchase” units representing shares of our common stock at fair market value. An aggregate
of 467,500 shares of Company common stock are reserved for issuance; as of December 31, 2021, units representing
an aggregate of 308,388 shares of common stock were allocated to accounts, some of which has been distributed in the
form of common stock.
Plan Category
Equity compensation plans approved by security holders
Equity compensation plans not approved by security holders
Total
Equity Compensation Plan Information
(at December 31, 2021)
(a) Number of securities to
be issued upon exercise of
outstanding options,
warrants and rights
(b) Weighted-average
exercise price of
outstanding options,
warrants and rights(1)
(c) Number of securities
remaining available for
future issuance under
equity compensation plans
(excluding securities in
column (a))
—
—
—
—
—
—
1,447,883
159,111
1,606,994
(1) Does not take into account units allocated under the DSU Plan.
147
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information appearing under the heading “Corporate Governance and the Board of Directors” in the Company’s Definitive
Proxy Statement for its 2022 Annual Meeting of Shareholders is incorporated herein by reference.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information appearing under the heading “Independent Registered Public Accountants” in the Company’s Definitive Proxy
Statement for its 2022 Annual Meeting of Shareholders is incorporated herein by reference.
148
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) - (1) Financial Statements
PART IV
The following consolidated financial statements and supplementary information for the fiscal years ended December 31, 2021,
2020 and 2019 are included in Part II, Item 8, Financial Statements and Supplementary Data, in this report:
(i)
(ii)
(iii)
(iv)
(v)
(vi)
(vii)
(viii)
Report on Management’s Assessment of Internal Control over Financial Reporting
Reports of Independent Registered Public Accounting Firm
Consolidated Balance Sheets – December 31, 2021 and 2020
Consolidated Statements of Income – Years ended December 31, 2021, 2020 and 2019
Consolidated Statements of Comprehensive Income – Years ended December 31, 2021, 2020 and 2019
Consolidated Statements of Changes in Shareholders’ Equity – Years ended December 31, 2021, 2020 and
2019
Consolidated Statements of Cash Flows – Years ended December 31, 2021, 2020 and 2019
Notes to Consolidated Financial Statements
(a) - (2) Financial Statement Schedules
All schedules have been omitted because they are either not applicable or the required information has been included in the
consolidated financial statements or notes thereto.
(a) - (3) Exhibits required by Item 601 of Regulation S-K
(2)(i)
(3)(i)
(3)(ii)
(3)(iii)
(3)(iv)
(4)(i)
(4)(ii)
4(iii)
4(iv)
(4)(v)
(4)(vi)
(4)(vii)
4(viii)
Agreement and Plan of Merger by and among Renasant Corporation, Renasant Bank, Brand Group Holdings,
Inc. and The Brand Banking Company dated as of March 28, 2018, filed as exhibit 2.1 to the Form 8-K of the
Company filed with the Commission on March 30, 2018 and incorporated herein by reference.
Articles of Incorporation of the Company, as amended, filed as exhibit 3.1 to the Form 10-Q of the Company
filed with the Commission on May 10, 2016 and incorporated herein by reference.
Amended and Restated Bylaws of the Company, filed as exhibit 3(ii) to the Form 8-K of the Company filed with
the Commission on July 20, 2018 and incorporated herein by reference.
Articles of Amendment to the Amended and Restated Bylaws of the Company, filed as exhibit 3(ii) to the Form
8-K of the Company filed with the Commission on April 30, 2021 and incorporated herein by reference.
Articles of Amendment to the Amended and Restated Bylaws of the Company, filed as exhibit 3(ii) to the Form
8-K of the Company filed with the Commission on January 28, 2022 and incorporated herein by reference.
Articles of Incorporation of the Company, as amended, filed as exhibit 3.1 to the Form 10-Q of the Company
filed with the Commission on May 10, 2016 and incorporated herein by reference.
Amended and Restated Bylaws of the Company, filed as exhibit 3(ii) to the Form 8-K of the Company filed with
the Commission on July 20, 2018 and incorporated herein by reference.
Articles of Amendment to the Amended and Restated Bylaws of the Company, filed as exhibit 3(ii) to the Form
8-K of the Company filed with the Commission on April 30, 2021 and incorporated herein by reference.
Articles of Amendment to the Amended and Restated Bylaws of the Company, filed as exhibit 3(ii) to the Form
8-K of the Company filed with the Commission on January 28, 2022 and incorporated herein by reference.
Subordinated Indenture dated August 22, 2016 between Renasant Corporation and Wilmington Trust, National
Association, filed as exhibit 4.1 to the Form 8-K of the Company filed with the Commission on August 22, 2016
and incorporated herein by reference.
First Supplemental Indenture dated August 22, 2016 between Renasant Corporation and Wilmington Trust,
National Association, filed as exhibit 4.2 to the Form 8-K of the Company filed with the Commission on August
22, 2016 and incorporated herein by reference.
Second Supplemental Indenture dated August 22, 2016 between Renasant Corporation and Wilmington Trust,
National Association, filed as exhibit 4.3 to the Form 8-K of the Company filed with the Commission on August
22, 2016 and incorporated herein by reference.
Third Supplemental Indenture dated September 3, 2020 between Renasant Corporation and Wilmington Trust,
National Association, filed as exhibit 4.2 to the Form 8-K of the Company filed with the Commission on
September 3, 2020 and incorporated herein by reference.
149
4(ix)
4(x)
(4)(xi)
(4)(xii)
(4)(xiii)
First Amendment to Third Supplemental Indenture dated November 24, 2021 between Renasant Corporation and
Wilmington Trust, National Association, filed as exhibit 4.3 to the Form 8-K of the Company filed with the
Commission on November 24, 2021 and incorporated herein by reference.
Fourth Supplemental Indenture dated November 23, 2021 between Renasant Corporation and Wilmington Trust,
National Association, filed as exhibit 4.2 to the Form 8-K of the Company filed with the Commission on
November 23, 2021 and incorporated herein by reference.
Form of 5.0% Fixed-to-Floating Subordinated Note due 2026 (included in exhibit (4)(vi))
Form of 5.50% Fixed-to-Floating Subordinated Note due 2031 (included in exhibit (4)(vii))
Form of 4.50% Fixed-to-Floating Rate Subordinated Note due 2035 (included in exhibit (4)(viii))
(4)(xiv)
Form of 3.00% Fixed-to-Floating Rate Subordinated Note due 2031 (included in exhibit (4)(x))
(4)(xv)
(10)(i)
(10)(ii)
(10)(iii)
(10)(iv)
(10)(v)
(10)(vi)
(10)(vii)
(10)(viii)
(10)(ix)
(10)(x)
(10)(xi)
(10)(xii)
(10)(xiii)
(10)(xiv)
Description of Renasant Corporation’s Securities Registered under Section 12 of the Securities Exchange Act of
1934, as amended, filed as exhibit (4)(viii) to the Form 10-K of the Company filed with the Commission on
February 27, 2020 and incorporated herein by reference.
Renasant Corporation Deferred Stock Unit Plan, filed as exhibit 4.3 to the Form S-8 Registration Statement of
the Company (File No. 333-102152) filed with the Commission on December 23, 2002 and incorporated herein
by reference.*
Amendment to the Renasant Corporation Deferred Stock Unit Plan dated December 4, 2002, filed as exhibit 4.4
to the Form S-8 Registration Statement of the Company (File No. 333-102152) filed with the Commission on
December 23, 2002 and incorporated herein by reference.*
Amended and Restated Renasant Corporation Deferred Stock Unit Plan, filed as exhibit 99.2 to the Form 8-K of
the Company filed with the Commission on July 19, 2006 and incorporated herein by reference.*
Amendment to the Amended and Restated Renasant Corporation Deferred Stock Unit Plan dated June 5, 2007,
filed as exhibit 99.1 to the Form S-8 Registration Statement of the Company (File No. 333-144185) filed with
the Commission on June 29, 2007 and incorporated herein by reference.*
Amendment to the Amended and Restated Renasant Corporation Deferred Stock Unit Plan dated December 16,
2008, filed as exhibit 10.2 to the Form 8-K of the Company filed with the Commission on February 17, 2009 and
incorporated herein by reference.*
Amendment to the Amended and Restated Renasant Corporation Deferred Stock Unit Plan dated January 17,
2012, filed as exhibit 99.1 to the Form 8-K of the Company filed with the Commission on January 23, 2012 and
incorporated herein by reference.*
Amendment No. 5 to the Renasant Corporation Deferred Stock Unit Plan, filed as exhibit 10.1 to the Form 8-K
of the Company filed with the Commission on December 18, 2020 and incorporated herein by reference.*
Renasant Corporation Performance Based Rewards Plan, dated as of October 16, 2018, filed as exhibit 10.1 to
the Form 8-K of the Company filed with the Commission on October 19, 2018 and incorporated herein by
reference.*
Renasant Bank Executive Deferred Income Plan, filed as exhibit 99.1 to the Form 8-K of the Company filed with
the Commission on January 5, 2007 and incorporated herein by reference.*
Amendment to the Renasant Bank Executive Deferred Income Plan dated December 16, 2008, filed as exhibit
10.3 to the Form 8-K of the Company filed with the Commission on February 17, 2009 and incorporated herein
by reference.*
Amendment to the Renasant Bank Executive Deferred Income Plan dated December 27, 2016, filed as exhibit
10.1 to the Form 10-K/A of the Company filed with the Commission on February 28, 2017 and incorporated
herein by reference.*
Renasant Bank Directors’ Deferred Fee Plan, filed as exhibit 99.2 to the Form 8-K of the Company filed with the
Commission on January 5, 2007 and incorporated herein by reference.*
Amendment to the Renasant Bank Directors’ Deferred Fee Plan dated December 16, 2008, filed as exhibit 10.4
to the Form 8-K of the Company filed with the Commission on February 17, 2009 and incorporated herein by
reference.*
Amendment to the Renasant Bank Directors’ Deferred Fee Plan dated December 27, 2016, filed as exhibit 10.2
to the Form 10-K/A of the Company filed with the Commission on February 28, 2017 and incorporated herein
by reference.*
150
(10)(xv)
(10)(xvi)
(10)(xvii)
Executive Employment Agreement dated January 2, 2008 by and between E. Robinson McGraw and
Renasant Corporation, filed as exhibit 10.1 to the Form 8-K of the Company filed with the Commission on
March 7, 2008 and incorporated herein by reference.*
Amendment to Executive Employment Agreement dated April 25, 2017 by and between E. Robinson McGraw
and Renasant Corporation, filed as exhibit 10.1 to the Form 8-K of the Company filed with the Commission on
April 28, 2017 and incorporated herein by reference.*
Amendment No. 2 to Executive Employment Agreement dated August 19, 2019 by and between E. Robinson
McGraw and Renasant Corporation, filed as exhibit 10.1 to the Form 10-Q of the Company filed with the
Commission on November 7, 2019 and incorporated herein by reference.*
(10)(xviii) Amendment No. 3 to Executive Employment Agreement dated April 27, 2021 by and between E. Robinson
McGraw and Renasant Corporation, filed as exhibit 10(i) to the Form 10-Q of the Company filed with the
Commission on May 7, 2021 and incorporated herein by reference.*
(10)(xix)
(10)(xx)
(10)(xxi)
(10)(xxii)
Renasant Corporation Severance Pay Plan, filed as exhibit 10.5 to the Form 8-K of the Company filed with the
Commission on February 17, 2009 and incorporated herein by reference.*
Renasant Corporation 2011 Long-Term Incentive Compensation Plan, filed as Exhibit A to the Definitive Proxy
Statement of the Company (File No. 001-13253) filed with the Commission on March 17, 2016 and incorporated
herein by reference.*
Amendment to the Renasant Corporation 2011 Long-Term Incentive Compensation Plan dated December 20,
2016, filed as exhibit 10.3 to the Form 10-K/A of the Company filed with the Commission on February 28, 2017
and incorporated herein by reference.*
Executive Employment Agreement dated January 12, 2016, between Renasant Corporation and Kevin D.
Chapman, filed as exhibit 10.1 to the Form 8-K of the Company filed with the Commission on January 13, 2016
and incorporated herein by reference.*
(10)(xxiii) Amendment to the Executive Employment Agreement dated February 14, 2018, between Renasant Corporation
and Kevin D. Chapman, filed as exhibit 10.2 to the Form 10-K of the Company filed with the Commission on
February 28, 2018 and incorporated herein by reference.*
(10)(xxiv)
(10)(xxv)
(10)(xxvi)
Executive Employment Agreement dated January 12, 2016, between Renasant Corporation and C. Mitchell
Waycaster, filed as exhibit 10.2 to the Form 8-K of the Company filed with the Commission on January 13, 2016
and incorporated herein by reference.*
Amendment to the Executive Employment Agreement dated February 14, 2018, between Renasant Corporation
and C. Mitchell Waycaster, filed as exhibit 10.3 to the Form 10-K of the Company filed with the Commission on
February 28, 2018 and incorporated herein by reference.*
Brand Group Holdings, Inc. Deferred Compensation Plan, as amended on January 1, 2016 and September 5,
2018, filed as exhibit 10.1 to the Form 10-K of the Company filed with the Commission on February 27, 2019
and incorporated herein by reference.*
(10)(xxvii) Renasant Bank Deferred Income Plan, filed as exhibit 10.2 to the Form 10-K of the Company filed with the
Commission on February 27, 2019 and incorporated herein by reference.*
(10)(xxviii) Amendment to the Renasant Bank Deferred Income Plan dated December 14, 2020, filed as exhibit 10.31 to the
Form 10-K of the Company filed with the Commission on February 26, 2021 and incorporated herein by
reference.*
(10)(xxix)
(10)(xxx)
(10)(xxxi)
Renasant Corporation 2020 Long Term Equity Incentive Compensation Plan, filed as exhibit 10.1 to the Form 8-
K of the Company filed with the Commission on May 8, 2020 and incorporated herein by reference.*
Form of Time-Based Restricted Stock Award Agreement under the Renasant Corporation 2020 Long Term
Equity Incentive Compensation Plan, filed herewith.*
Form of Performance-Based Restricted Stock Award Letter under the Renasant Corporation 2020 Long Term
Equity Incentive Compensation Plan, filed herewith.*
(10)(xxxii) Executive Employment Agreement effective dated May 3, 2019 by and between Renasant Corporation and
Curtis J. Perry, filed as exhibit 10.33 to the Form 10-K of the Company filed with the Commission on February
26, 2021 and incorporated herein by reference.*
(10)(xxxiii) Executive Employment Agreement effective dated July 27, 2020, by and between Renasant Corporation and
James C. Mabry IV, filed as exhibit 10.1 to the Form 8-K of the Company filed with the Commission on July 31,
2020 and incorporated herein by reference.*
(21)
Subsidiaries of the Company
151
(23)
(31)(i)
(31)(ii)
(32)(i)
(32)(ii)
(101)
Consent of Independent Registered Public Accounting Firm
Certification of the Principal Executive Officer, as required pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002.
Certification of the Principal Financial Officer, as required pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
Certification of the Principal Executive Officer, as required pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.
Certification of the Principal Financial Officer, as required pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
The following materials from Renasant Corporation’s Annual Report on Form 10-K for the year ended
December 31, 2021 were formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated
Balance Sheets as of December 31, 2021 and December 31, 2020, (ii) Consolidated Statements of Income for the
years ended December 31, 2021, 2020 and 2019, (iii) Consolidated Statements of Comprehensive Income for the
years ended December 31, 2021, 2020 and 2019, (iv) Consolidated Statements of Changes in Shareholders’
Equity for the years ended December 31, 2021, 2020 and 2019, (v) Consolidated Statements of Cash Flows for
the years ended December 31, 2021, 2020 and 2019 and (vi) Notes to Consolidated Financial Statements.
(104)
The cover page of Renasant Corporation’s Annual Report on Form 10-K for the year ended December 31, 2021,
formatted in Inline XBRL (included in Exhibit 101).
*
Management contract or compensatory plan or arrangement required to be filed as an exhibit to this Form 10-K
pursuant to Item 15(b) of Form 10-K.
The Company does not have any long-term debt instruments under which securities are authorized exceeding ten percent of the
total assets of the Company and its subsidiaries on a consolidated basis. The Company will furnish to the Securities and
Exchange Commission, upon its request, a copy of all long-term debt instruments.
152
ITEM 16. FORM 10-K SUMMARY
None.
153
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
SIGNATURES
Date: February 25, 2022
by:
/s/ C. Mitchell Waycaster
RENASANT CORPORATION
C. Mitchell Waycaster
President and
Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following
persons on behalf of the registrant and in the capacities and on the date indicated.
Date: February 25, 2022
by:
/s/ James C. Mabry IV
James C. Mabry IV
Chief Financial Officer
(Principal Financial Officer)
Date: February 25, 2022
by:
/s/ Kelly W. Hutcheson
Kelly W. Hutcheson
Chief Accounting Officer
(Principal Accounting Officer)
Date: February 25, 2022
by:
/s/ Gary D. Butler
Gary D. Butler
Director
Date: February 25, 2022
by:
/s/ Donald Clark, Jr.
Donald Clark, Jr.
Director
Date: February 25, 2022
by:
/s/ John M. Creekmore
John M. Creekmore
Vice Chairman of the Board and Director
Date: February 25, 2022
by:
/s/ Albert J. Dale, III
Albert J. Dale, III
Director
Date: February 25, 2022
by:
/s/ Jill V. Deer
Jill V. Deer
Director
Date: February 25, 2022
by:
/s/ Connie L. Engel
Connie L. Engel
Director
S-1
Date: February 25, 2022
by:
/s/ John T. Foy
John T. Foy
Director
Date: February 25, 2022
by:
/s/ Richard L. Heyer, Jr.
Richard L. Heyer, Jr.
Director
Date: February 25, 2022
by:
/s/ Neal A. Holland, Jr.
Neal A. Holland, Jr.
Director
Date: February 25, 2022
by:
/s/ E. Robinson McGraw
E. Robinson McGraw
Chairman of the Board and
Director
Date: February 25, 2022
by:
/s/ Michael D. Shmerling
Michael D. Shmerling
Director
Date: February 25, 2022
by:
/s/ Sean M. Suggs
Sean M. Suggs
Director
Date: February 25, 2022
by:
/s/ C. Mitchell Waycaster
C. Mitchell Waycaster
Director, President and
Chief Executive Officer
(Principal Executive Officer)
S-2
209 TROY STREET
TUPELO, MS 38804-4827
PHONE: 1.800.680.1601
RENASANTBANK.COM
/renasantbank
@renasant
/company/renasant-bank
@renasantbank