レナサントの四半期報告

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Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________________________________________

FORM 10-Q

________________________________________________________

(Mark One)


☒			Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended March 31, 2026


☐			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						64-0676974
(State or other jurisdiction of						(I.R.S. Employer
incorporation or organization)						Identification No.)

209 Troy Street,

Tupelo,

Mississippi

38804-4827

(Address of principal executive offices)

(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	Trading Symbol(s)	Name of each exchange on which registered
Common stock, $5.00 par value per share	RNST	The New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☒	Accelerated filer	☐

Non-accelerated filer	☐	Smaller reporting company	☐

		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ As of April 30, 2026, 92,272,120 shares of the registrant’s common stock, par value $5.00 per share, were outstanding.

Table of Contents

Renasant Corporation

Form 10-Q

For the Quarterly Period Ended March 31, 2026

CONTENTS


		Page
PART I	Financial Information
Item 1.	Financial Statements (Unaudited)
	Consolidated Balance Sheets	1
	Consolidated Statements of Income	2
	Consolidated Statements of Comprehensive Income	3
	Consolidated Statements of Changes in Shareholders’ Equity	4
	Consolidated Statements of Cash Flows	5
	Notes to Consolidated Financial Statements	6

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	40

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	60

Item 4.	Controls and Procedures	60

PART II	Other Information


Item 1A.	Risk Factors	62

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	62

Item 5.	Other Information	63

Item 6.	Exhibits	63

SIGNATURES		64

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS

Renasant Corporation

Consolidated Balance Sheets

(In Thousands, Except Share Data)


	(Unaudited)
	March 31, 2026		December 31, 2025
Assets
Cash and due from banks	$	364,746	$	299,592
Interest-bearing balances with banks	852,234		771,126
Cash and cash equivalents	1,216,980		1,070,718
Securities held to maturity (fair value of $928,696 and $961,870, respectively)	1,006,511		1,030,073
Securities available for sale, at fair value (amortized cost of $2,900,216 and $2,635,495, respectively)	2,809,647		2,560,818
Loans held for sale, at fair value	230,980		265,959



Loans held for investment, net of unearned income	18,975,248		19,047,039
Allowance for credit losses on loans	(295,862)		(293,955)
Loans, net	18,679,386		18,753,084
Premises and equipment, net	463,723		465,141
Other real estate owned, net	12,954		15,191
Goodwill	1,406,667		1,405,840
Other intangible assets, net	138,392		146,612
Bank-owned life insurance	494,874		492,541
Mortgage servicing rights, net	64,850		65,271
Other assets	582,310		480,178
Total assets	$	27,107,274	$	26,751,426
Liabilities and shareholders’ equity
Liabilities
Deposits
Noninterest-bearing	$	5,183,426	$	5,043,960
Interest-bearing	16,916,058		16,429,110
Total deposits	22,099,484		21,473,070
Short-term borrowings	305,863		555,774
Long-term debt	500,342		499,756
Other liabilities	334,667		337,921
Total liabilities	23,240,356		22,866,521
Shareholders’ equity
Preferred stock, $0.01 par value – 5,000,000 shares authorized; no shares issued and outstanding	—		—
Common stock, $5.00 par value – 250,000,000 shares authorized; 97,722,397 shares issued; 92,881,329 and 94,636,207 shares outstanding, respectively	488,612		488,612
Treasury stock, at cost – 4,841,068 and 3,086,190 shares, respectively	(173,835)		(103,494)
Additional paid-in capital	2,388,649		2,392,997
Retained earnings	1,263,116		1,196,522
Accumulated other comprehensive loss, net of taxes	(99,624)		(89,732)
Total shareholders’ equity	3,866,918		3,884,905
Total liabilities and shareholders’ equity	$	27,107,274	$	26,751,426

See Notes to Consolidated Financial Statements.

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Renasant Corporation

Consolidated Statements of Income (Unaudited)

(In Thousands, Except Per Share Data)


	Three Months Ended
	March 31,
		2026		2025
Interest income
Loans		$	298,273	$	199,574
Securities
Taxable		28,677		10,971
Tax-exempt		3,589		1,146
Other		7,581		8,639
Total interest income		338,120		220,330
Interest expense
Deposits		103,860		79,386
Borrowings		10,701		6,747
Total interest expense		114,561		86,133
Net interest income		223,559		134,197
Provision for credit losses on loans		4,224		2,050
Provision for credit losses on unfunded commitments		3,856		2,700
Provision for credit losses		8,080		4,750
Net interest income after provision for credit losses		215,479		129,447
Noninterest income
Service charges on deposit accounts		14,740		10,364
Fees and commissions		4,654		3,787

Wealth management revenue		8,678		7,067
Mortgage banking income		9,435		8,147



BOLI income		3,689		2,929

Other		9,076		4,101
Total noninterest income		50,272		36,395
Noninterest expense
Salaries and employee benefits		91,749		71,957
Data processing		5,221		4,089
Net occupancy and equipment		18,031		11,754
Other real estate owned		1,399		685
Professional fees		4,402		2,884
Advertising and public relations		4,599		4,297
Intangible amortization		8,220		1,080
Communications		4,009		2,033
Merger and conversion related expenses		—		791



Other		17,698		14,306
Total noninterest expense		155,328		113,876
Income before income taxes		110,423		51,966
Income taxes		22,195		10,448
Net income		$	88,228	$	41,518


Basic earnings per share		$	0.94	$	0.65
Diluted earnings per share		$	0.94	$	0.65

See Notes to Consolidated Financial Statements.

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Renasant Corporation

Consolidated Statements of Comprehensive Income (Unaudited)

(In Thousands)


	Three Months Ended
	March 31,
		2026		2025
Net income		$	88,228	$	41,518
Other comprehensive income, net of tax:
Securities available for sale:
Unrealized holding (losses) gains on securities		(11,867)		19,970


Amortization of unrealized holding losses on securities transferred to the held to maturity category		1,953		2,265
Total securities available for sale		(9,914)		22,235
Derivative instruments:
Unrealized holding losses on derivative instruments		(659)		(2,014)
Amounts reclassified into earnings		626		692
Total derivative instruments		(33)		(1,322)
Defined benefit pension and post-retirement benefit plans:


Amortization of net actuarial loss recognized in net periodic pension cost		55		74
Total defined benefit pension and post-retirement benefit plans		55		74
Other comprehensive (loss) income, net of tax		(9,892)		20,987
Comprehensive income		$	78,336	$	62,505

See Notes to Consolidated Financial Statements.

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Renasant Corporation

Consolidated Statements of Changes in Shareholders’ Equity

(Unaudited)

(In Thousands, Except Share Data)


	Common Stock			Treasury Stock		Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total
Three Months Ended March 31, 2026	Shares	Amount
Balance at January 1, 2026	94,636,207	$	488,612	$	(103,494)	$	2,392,997	$	1,196,522	$	(89,732)	$	3,884,905

Net income	—	—		—		—		88,228		—		88,228
Other comprehensive loss	—	—		—		—		—		(9,892)		(9,892)
Comprehensive income												78,336
Cash dividends ($0.23 per share)	—	—		—		—		(21,634)		—		(21,634)
Repurchase of shares in connection with stock repurchase program	(1,917,611)	—		(75,806)		—		—		—		(75,806)

Issuance of common stock for stock-based compensation awards	162,733	—		5,465		(9,822)		—		—		(4,357)
Stock-based compensation expense	—	—		—		5,474		—		—		5,474

Balance at March 31, 2026	92,881,329	$	488,612	$	(173,835)	$	2,388,649	$	1,263,116	$	(99,624)	$	3,866,918


	Common Stock			Treasury Stock		Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total
Three Months Ended March 31, 2025	Shares	Amount
Balance at January 1, 2025	63,565,690	$	332,421	$	(97,196)	$	1,491,847	$	1,093,854	$	(142,608)	$	2,678,318

Net income	—	—		—		—		41,518		—		41,518
Other comprehensive income	—	—		—		—		—		20,987		20,987
Comprehensive income												62,505
Cash dividends ($0.22 per share)	—	—		—		—		(14,270)		—		(14,270)


Issuance of common stock for stock-based compensation awards	173,777	—		5,550		(8,778)		—		—		(3,228)
Stock-based compensation expense	—	—		—		3,780		—		—		3,780

Balance at March 31, 2025	63,739,467	$	332,421	$	(91,646)	$	1,486,849	$	1,121,102	$	(121,621)	$	2,727,105

See Notes to Consolidated Financial Statements.

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Renasant Corporation

Consolidated Statements of Cash Flows (Unaudited)

(In Thousands)


	Three Months Ended March 31,
	2026		2025
Operating activities
Net income	$	88,228	$	41,518
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses	8,080		4,750
Depreciation, amortization and accretion	273		8,360
Deferred income tax expense	6,827		954


Funding of mortgage loans held for sale	(342,536)		(303,158)
Proceeds from sales of mortgage loans held for sale	380,395		328,897
Gains on sales of mortgage loans held for sale	(5,305)		(4,500)



Losses (gains) on sales of premises and equipment	10		(271)
Stock-based compensation	5,474		3,780

Income from bank-owned life insurance	(3,689)		(2,929)
Net change in operating leases	1,496		1,335
(Decrease) in other assets	(25,228)		(8,613)
Decrease in other liabilities	(13,970)		(20,025)
Net cash provided by operating activities	100,055		50,098
Investing activities
Purchases of securities available for sale	(378,991)		(175,815)

Proceeds from call/maturities of securities available for sale	116,604		30,958


Proceeds from call/maturities of securities held to maturity	24,859		25,831

Net decrease (increase) in loans	79,767		(171,186)
Purchases of premises and equipment	(6,327)		(4,817)
Proceeds from sales of premises and equipment	12		1,267


Proceeds from surrender of bank-owned life insurance	—		56,255
Purchases of FHLB stock	16,015		—
Proceeds from redemption of FHLB stock	(1,175)		(222)
Purchases of FRB stock	(91,127)		—

Proceeds from sales of other assets	6,151		746

Other, net	1,356		982
Net cash used in investing activities	(232,856)		(236,001)
Financing activities
Net increase in deposits	626,414		199,483
Net decrease in short-term borrowings	(249,911)		(3)


Cash paid for dividends	(21,634)		(14,270)
Repurchase of shares in connection with stock repurchase program	(75,806)		—



Net cash provided by financing activities	279,063		185,210
Net increase (decrease) in cash and cash equivalents	146,262		(693)
Cash and cash equivalents at beginning of period	1,070,718		1,092,032
Cash and cash equivalents at end of period	$	1,216,980	$	1,091,339

Supplemental disclosures
Cash paid for interest	$	113,261	$	85,839
Cash paid for income taxes	$	2,761	$	—
Noncash transactions:
Transfers of loans to other real estate owned	$	4,955	$	1,296




Recognition of operating right-of-use assets and liabilities	$	2,053	$	565

See Notes to Consolidated Financial Statements.

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Renasant Corporation

Notes to the Consolidated Financial Statements (Unaudited)

Note 1 – Summary of Significant Accounting Policies

(In Thousands)

Nature of Operations: Renasant Corporation (referred to herein as the “Company”) owns and operates Renasant Bank (“Renasant Bank” or the “Bank”), Park Place Capital Corporation and Continental Republic Capital, LLC (doing business as “Republic Business Credit”). Through its subsidiaries, the Company offers a diversified range of financial, wealth management and fiduciary services to its retail and commercial customers from offices located throughout the Southeast and offers factoring and asset-based lending on a nationwide basis.

Basis of Presentation: The accompanying unaudited consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of the results for the interim periods presented have been included. For further information regarding the Company’s significant accounting policies, refer to the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission (the “SEC”).

Use of Estimates: The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates, and such differences may be material. Material estimates that are particularly susceptible to change include the allowance for credit losses and the fair value of assets acquired and liabilities assumed as part of a business acquisition.

Impact of Recently-Issued Accounting Standards and Pronouncements:

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” (“ASU 2024-03”), which amends the disclosure requirements in the notes to financial statements of specified information about certain costs and expenses. ASU 2024-03 will be effective January 1, 2027 and is not expected to have a significant impact on the Company’s financial statements.

In November 2025, FASB issued ASU 2025-08, “Financial Instruments - Credit Losses (Topic 326): Purchased Loans” (“ASU 2025-08”), which amends the guidance on accounting for purchased loans under the current expected credit losses model. The amendments clarify and refine the measurement and recognition requirements for purchased financial assets with credit deterioration and other purchased loans, including guidance on determining the initial allowance for credit losses, the treatment of noncredit discounts and premiums, and subsequent measurement considerations. The standard is intended to improve consistency in practice and reduce complexity in applying the CECL model to purchased loan portfolios. ASU 2025-08 will be effective January 1, 2027, and shall be applied prospectively. The Company is currently evaluating the impact of this guidance on its consolidated financial statements and related disclosures, including the potential effects on the allowance for credit losses and net interest income. The actual impact will depend on the volume and characteristics of loan portfolios purchased after the effective date.

In November 2025, FASB issued ASU 2025-09, “Derivatives and Hedging (Topic 815): Hedge Accounting Improvements” (“ASU 2025-09”), which enables entities to apply hedge accounting to a greater number of highly effective economic hedges in the following areas: (1) similar risk assessment for cash flow hedges, (2) hedging forecasted interest payments on choose-your-rate debt instruments, (3) cash flow hedges of nonfinancial forecasted transactions, (4) net written options as hedging instruments, and (5) foreign-currency-denominated debt instrument as hedging instrument and hedged item (dual hedge). ASU 2025-09 will be effective January 1, 2028, and is not expected to have a material impact on the Company's consolidated financial position or results of operations, but it may affect the timing and presentation of gains and losses related to hedging activities and result in expanded disclosures.

Note 2 – Mergers and Acquisitions

(Dollar Amounts In Thousands, Except Share Data)

Acquisition of The First Bancshares, Inc. (“The First”)

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Effective April 1, 2025, the Company completed its acquisition by merger of The First, the parent company of The First Bank, in a transaction valued at approximately $1,052,690. The Company issued 30,811,851 shares of common stock and paid approximately $1,869, net of tax benefit, to The First stock option holders for 100% of the voting equity interest in The First. At closing, The First merged with and into the Company, with the Company the surviving corporation in the merger; immediately thereafter, The First Bank merged with and into Renasant Bank, with Renasant Bank the surviving banking corporation in the merger. Before the merger, The First operated 116 banking locations throughout Louisiana, Mississippi, Alabama, Georgia and Florida. No transaction costs were incurred during the three months ended March 31, 2026. The Company incurred transaction costs of $791 during the three months ended March 31, 2025. These transaction costs are reported in the line item “Merger and conversion related expenses” in the Consolidated Statements of Income.

The transaction was accounted for using the acquisition method of accounting and, accordingly, assets acquired and liabilities assumed were recorded at estimated fair values as of the acquisition date. The Company recorded approximately $584,499 in intangible assets, which consisted of goodwill of $419,023, a core deposit intangible of $165,476 and a customer relationship intangible of $5,866 associated with Southwest Georgia Insurance Services, Inc. (“SGIS”), The First’s wholly-owned insurance subsidiary. Goodwill resulted from a combination of revenue enhancements from expansion in existing markets and efficiencies resulting from operational synergies. As a result of the various measurement period adjustments identified during the first quarter of 2026, the estimated fair value of goodwill as of the acquisition date increased by $827, from $418,196 to $419,023. The fair value of the core deposit intangible is being amortized over its estimated useful life, currently expected to be approximately 10 years. The goodwill is not deductible for income tax purposes. On December 31, 2025, substantially all of the assets and certain liabilities of SGIS, including the customer relationship intangible, were sold, with no gain or loss recognized on the sale.

The Company assumed the outstanding short-term borrowings and long-term debt of The First. Short-term borrowings consisted of $298,250 in short-term advances from the Federal Home Loan Bank. Long-term debt consisted of $95,262 and $25,653 in subordinated notes and junior subordinated debentures, respectively.

The following table summarizes the calculation of the purchase price in connection with the Company’s merger with The First.


Purchase Price:
Shares issued to common shareholders, excluding unvested restricted stock awards	30,811,851
Purchase price per share	$	33.93
Value of stock paid	$	1,045,446


Fair value of converted unvested restricted stock awards for pre-combination service	5,375
Cash settlement for stock options, net of tax benefit	1,869

Total purchase price	$	1,052,690

The following table summarizes the fair value on April 1, 2025 of assets acquired and liabilities assumed on that date in connection with the merger with The First.

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	Preliminary Fair Value of Net Assets Acquired at Date of Acquisition		Measurement Period Adjustments		Fair Value of Net Assets Acquired
Cash and cash equivalents	$	263,352	$	—	$	263,352
Securities	1,457,377		—		1,457,377
Loans, including loans held for sale	5,173,334		—		5,173,334
Premises and equipment	181,754		(2,125)		179,629
Bank-owned life insurance	146,601		—		146,601
Other real estate owned	11,032		—		11,032
Core deposit intangible	165,476		—		165,476
Other assets	173,885		1,742		175,627
Total assets	$	7,572,811	$	(383)	$	7,572,428

Deposits	$	6,449,393	$	—	6,449,393
Borrowings	419,165		—		419,165
Other liabilities	69,759		444		70,203
Total liabilities	$	6,938,317	$	444	$	6,938,761

Net identifiable assets acquired over liabilities assumed	$	634,494	$	(827)	$	633,667
Goodwill(1)	418,196		827		419,023
Net assets acquired over liabilities assumed	$	1,052,690	$	—	$	1,052,690

(1) The goodwill resulting from the merger has been assigned to the Community Banks operating segment.

The following table presents additional information related to the acquired loan portfolio at the acquisition date on April 1, 2025:


	April 1, 2025
Purchased Credit-Deteriorated (“PCD”) loans:
Par value	$	168,511
Allowance for credit losses at acquisition	(25,003)
Non-credit discount	(4,021)
Purchase price	$	139,487

Non-PCD loans:
Fair value	$	5,032,996
Gross contractual amounts receivable	5,233,447
Estimate of contractual cash flows not expected to be collected	62,190

The Company has determined it is impracticable to disclose stand-alone revenues and earnings for legacy The First since April 1, 2025 due to the merging of certain processes during the second quarter of 2025.

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

Note 3 – Securities

(In Thousands, Except Number of Securities)

The amortized cost and fair value of securities available for sale were as follows as of the dates presented in the tables below.

There was no allowance for credit losses allocated to any of the Company’s available for sale securities as of March 31, 2026 or December 31, 2025.


	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
March 31, 2026


Obligations of states and political subdivisions	$	272,729	$	5,493	$	(3,580)	$	274,642
Residential mortgage-backed securities:
Agency mortgage-backed securities	1,045,352		2,144		(18,395)		1,029,101
Collateralized mortgage obligations	727,087		3,565		(62,584)		668,068
Commercial mortgage-backed securities:
Agency mortgage-backed securities	99,305		203		(461)		99,047
Collateralized mortgage obligations	419,035		2,985		(18,798)		403,222

Other debt securities	336,708		1,145		(2,286)		335,567

	$	2,900,216	$	15,535	$	(106,104)	$	2,809,647


	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
December 31, 2025


Obligations of states and political subdivisions	$	266,553	$	8,012	$	(1,780)	$	272,785
Residential mortgage-backed securities:
Agency mortgage-backed securities	793,154		5,670		(15,675)		783,149
Collateralized mortgage obligations	706,986		2,826		(57,908)		651,904
Commercial mortgage-backed securities:
Agency mortgage-backed securities	100,314		285		(762)		99,837
Collateralized mortgage obligations	419,356		3,552		(18,120)		404,788

Other debt securities	349,132		1,537		(2,314)		348,355

	$	2,635,495	$	21,882	$	(96,559)	$	2,560,818

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

The amortized cost and fair value of securities held to maturity were as follows as of the dates presented:


	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
March 31, 2026
Obligations of states and political subdivisions	$	278,510	$	9	$	(31,584)	$	246,935
Residential mortgage-backed securities:
Agency mortgage-backed securities	313,373		—		(12,441)		300,932
Collateralized mortgage obligations	312,961		—		(23,348)		289,613
Commercial mortgage-backed securities:
Agency mortgage-backed securities	16,901		—		(2,079)		14,822
Collateralized mortgage obligations	41,851		—		(6,004)		35,847
Other debt securities	42,947		—		(2,400)		40,547
	$	1,006,543	$	9	$	(77,856)	$	928,696
Allowance for credit losses - held to maturity securities	(32)
Held-to-maturity securities, net of allowance for credit losses	$	1,006,511


	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
December 31, 2025
Obligations of states and political subdivisions	$	279,424	$	29	$	(29,516)	$	249,937
Residential mortgage-backed securities:
Agency mortgage-backed securities	323,993		—		(10,030)		313,963
Collateralized mortgage obligations	320,258		—		(18,600)		301,658
Commercial mortgage-backed securities:
Agency mortgage-backed securities	16,938		—		(2,059)		14,879
Collateralized mortgage obligations	42,079		—		(5,997)		36,082
Other debt securities	47,413		—		(2,062)		45,351
	$	1,030,105	$	29	$	(68,264)	$	961,870
Allowance for credit losses - held to maturity securities	(32)
Held-to-maturity securities, net of allowance for credit losses	$	1,030,073

No securities were sold during the first quarter of 2026 or 2025.

At March 31, 2026 and December 31, 2025, securities with a carrying value of $1,716,468 and $1,732,787, respectively, were pledged to secure government, public and trust deposits. Securities with a carrying value of $8,896 and $21,377 were pledged as collateral for short-term borrowings and derivative instruments, respectively, at March 31, 2026. Securities with a carrying value of $9,023 and $18,732 were pledged as collateral for short-term borrowings and derivative instruments, respectively, at December 31, 2025.

The amortized cost and fair value of securities at March 31, 2026 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.

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)


	Held to Maturity				Available for Sale
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Due within one year	$	230	$	230	$	7,235	$	7,247
Due after one year through five years	12,007		11,528		73,896		74,540
Due after five years through ten years	186,144		166,048		123,963		123,220
Due after ten years	80,129		69,129		117,477		119,256
Residential mortgage-backed securities:
Agency mortgage-backed securities	313,373		300,932		1,045,352		1,029,101
Collateralized mortgage obligations	312,961		289,613		727,087		668,068
Commercial mortgage-backed securities:
Agency mortgage-backed securities	16,901		14,822		99,305		99,047
Collateralized mortgage obligations	41,851		35,847		419,035		403,222
Other debt securities	42,947		40,547		286,866		285,946

	$	1,006,543	$	928,696	$	2,900,216	$	2,809,647

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

The following tables present the age of gross unrealized losses and fair value by investment category for which an allowance for credit losses has not been recorded as of the dates presented:


	Less than 12 Months					12 Months or More					Total
	#	Fair Value		Unrealized Losses		#	Fair Value		Unrealized Losses		#	Fair Value		Unrealized Losses
Available for Sale:
March 31, 2026

Obligations of states and political subdivisions	41	$	61,680	$	(1,575)	11	$	15,793	$	(2,005)	52	$	77,473	$	(3,580)
Residential mortgage-backed securities:
Agency mortgage-backed securities	18	408,243		(2,236)		38	192,999		(16,159)		56	601,242		(18,395)
Collateralized mortgage obligations	2	73,544		(333)		38	287,019		(62,251)		40	360,563		(62,584)
Commercial mortgage-backed securities:
Agency mortgage-backed securities	8	46,283		(180)		1	4,680		(281)		9	50,963		(461)
Collateralized mortgage obligations	24	107,519		(635)		26	102,716		(18,163)		50	210,235		(18,798)

Other debt securities	12	150,891		(293)		10	68,947		(1,993)		22	219,838		(2,286)
Total	105	$	848,160	$	(5,252)	124	$	672,154	$	(100,852)	229	$	1,520,314	$	(106,104)
December 31, 2025

Obligations of states and political subdivisions	13	$	19,454	$	(445)	7	$	13,591	$	(1,335)	20	$	33,045	$	(1,780)
Residential mortgage-backed securities:
Agency mortgage-backed securities	8	135,320		(903)		36	132,975		(14,772)		44	268,295		(15,675)
Collateralized mortgage obligations	2	24,816		(58)		37	299,606		(57,850)		39	324,422		(57,908)
Commercial mortgage-backed securities:
Agency mortgage-backed securities	9	71,188		(395)		2	5,595		(367)		11	76,783		(762)
Collateralized mortgage obligations	12	40,387		(56)		25	102,206		(18,064)		37	142,593		(18,120)

Other debt securities	10	191,504		(1,347)		8	14,571		(967)		18	206,075		(2,314)

Total	54	$	482,669	$	(3,204)	115	$	568,544	$	(93,355)	169	$	1,051,213	$	(96,559)

Table of Contents

Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)


	Less than 12 Months					12 Months or More					Total
	#	Fair Value		Unrealized Losses		#	Fair Value		Unrealized Losses		#	Fair Value		Unrealized Losses
Held to Maturity:
March 31, 2026
Obligations of states and political subdivisions	7	$	17,311	$	(1,296)	117	$	227,737	$	(30,288)	124	$	245,048	$	(31,584)
Residential mortgage-backed securities:
Agency mortgage-backed securities	4	44,100		(728)		62	256,832		(11,713)		66	300,932		(12,441)
Collateralized mortgage obligations	—	—		—		18	289,613		(23,348)		18	289,613		(23,348)
Commercial mortgage-backed securities:
Agency mortgage-backed securities	—	—		—		1	14,823		(2,079)		1	14,823		(2,079)
Collateralized mortgage obligations	—	—		—		9	35,847		(6,004)		9	35,847		(6,004)
Other debt securities	—	—		—		10	40,547		(2,400)		10	40,547		(2,400)
Total	11	$	61,411	$	(2,024)	217	$	865,399	$	(75,832)	228	$	926,810	$	(77,856)
December 31, 2025
Obligations of states and political subdivisions	—	$	—	$	—	124	$	248,044	$	(29,516)	124	$	248,044	$	(29,516)
Residential mortgage-backed securities:
Agency mortgage-backed securities	—	—		—		66	313,963		(10,030)		66	313,963		(10,030)
Collateralized mortgage obligations	—	—		—		18	301,657		(18,600)		18	301,657		(18,600)
Commercial mortgage-backed securities:
Agency mortgage-backed securities	—	—		—		1	14,879		(2,059)		1	14,879		(2,059)
Collateralized mortgage obligations	—	—		—		9	36,083		(5,997)		9	36,083		(5,997)
Other debt securities	—	—		—		10	45,351		(2,062)		10	45,351		(2,062)
Total	—	$	—	$	—	228	$	959,977	$	(68,264)	228	$	959,977	$	(68,264)

The Company evaluates its available for sale investment securities in an unrealized loss position on a quarterly basis. If the Company intends to sell the security or it is more likely than not that it will be required to sell before recovery, the entire unrealized loss is recorded as a loss within noninterest income in the Consolidated Statements of Income along with a corresponding adjustment to the amortized cost basis of the security. If the Company does not intend to sell the security and it is not more likely than not that it will be required to sell the security before recovery of its amortized cost basis, the Company evaluates if any of the unrealized loss is related to a potential credit loss. The amount related to credit loss, if any, is recognized in earnings as a provision for credit loss and a corresponding allowance for credit losses is established; each is calculated as the difference between the estimate of the discounted future contractual cash flows and the amortized cost basis of the security. A number of qualitative and quantitative factors are considered by management in the estimate of the discounted future contractual cash flows, including the financial condition of the underlying issuer, current and projected deferrals or defaults and credit ratings by nationally recognized statistical rating agencies. The remaining difference between the fair value and the amortized cost basis of the security is considered the amount related to other market factors and is recognized in other comprehensive income, net of tax.

As of March 31, 2026, the Company did not intend to sell any of the securities in an unrealized loss position, and it is not more likely than not that the Company will be required to sell any such security prior to the recovery of its amortized cost basis, which may be maturity. Furthermore, approximately 88% of available for sale securities have the explicit backing of the U.S. government or a guarantee from a U.S. government sponsored enterprise that has perceived credit risk the same as the U.S. government. Performance of these securities has been in line with broader market price performance, indicating that increases in market-based, risk-free rates, and not credit-related factors, are driving losses. When determining the fair value of the contractual cash flows for municipal and corporate securities, the Company considers historical experience with credit sensitive securities, current market conditions, the financial condition of the underlying issuer, current credit ratings, ratings changes and outlook, explicit and implicit guarantees, or insurance programs.

Table of Contents

Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

Based upon its review of these factors as of March 31, 2026, the Company determined that all such losses resulted from factors not deemed credit-related. As a result, no credit-related impairment was recognized in current earnings, and all unrealized losses for available for sale securities were recorded in other comprehensive income (loss). See Note 12, “Other Comprehensive Income” for more information on the Company’s unrealized losses on securities.

The allowance for credit losses on held to maturity securities was $32 at each of March 31, 2026 and December 31, 2025. The Company monitors the credit quality of debt securities held to maturity using bond investment grades assigned by nationally recognized statistical ratings agencies. Updated investment grades are obtained as they become available from agencies. As of March 31, 2026, all of the debt securities held to maturity were rated A or higher by the ratings agencies.

Note 4 – Loans

(In Thousands, Except Number of Loans)

For purposes of this Note 4, all references to “loans” mean loans excluding loans held for sale.

The following is a summary of loans and leases as of the dates presented:


	March 31, 2026		December 31, 2025
Commercial and industrial	$	2,895,477	$	2,818,326
Construction and land development
Residential	425,543		382,773
Other	1,473,086		1,522,863
Total construction and land development	1,898,629		1,905,636
Real estate – 1-4 family mortgage:
First lien	3,792,685		3,844,097
Junior lien	52,516		52,943
Home equity	738,917		737,993
Total real estate – 1-4 family mortgage	4,584,118		4,635,033
Commercial real estate - owner occupied	3,357,965		3,334,664
Commercial real estate - non-owner occupied
Multi family	1,278,646		1,392,779
Other	4,856,897		4,852,701
Total commercial real estate - non-owner occupied	6,135,543		6,245,480
Consumer	103,516		107,900
Loans, net of unearned income	$	18,975,248	$	19,047,039

The Company had unearned income of $5,940 and $5,152, unamortized net deferred (fees)/costs of $(1,743) and $(1,900) and unamortized purchase accounting discounts, net of premiums, of $146,156 and $161,591 at March 31, 2026 and December 31, 2025, respectively.

The following tables provide an aging of past due accruing and nonaccruing loans, segregated by class, as of the dates presented:

Table of Contents

Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)


	Accruing Loans
	30-89 Days Past Due		90 Days or More Past Due		Current Loans		Total Loans		Nonaccruing Loans		Total Loans
March 31, 2026
Commercial and industrial	$	2,950	$	981	$	2,845,434	$	2,849,365	$	46,112	$	2,895,477
Construction and land development
Residential	—		—		423,552		423,552		1,991		425,543
Other	111		390		1,462,642		1,463,143		9,943		1,473,086
Total construction and land development	111		390		1,886,194		1,886,695		11,934		1,898,629
Real estate – 1-4 family mortgage:
First lien	49,518		341		3,686,910		3,736,769		55,916		3,792,685
Junior lien	474		—		50,911		51,385		1,131		52,516
Home equity	3,151		—		731,842		734,993		3,924		738,917
Total real estate – 1-4 family mortgage	53,143		341		4,469,663		4,523,147		60,971		4,584,118
Commercial real estate - owner occupied	5,586		—		3,322,946		3,328,532		29,433		3,357,965
Commercial real estate - non-owner occupied
Multi family	1,413		489		1,275,975		1,277,877		769		1,278,646
Other	4,839		565		4,803,387		4,808,791		48,106		4,856,897
Total commercial real estate - non-owner occupied	6,252		1,054		6,079,362		6,086,668		48,875		6,135,543
Consumer	555		13		102,758		103,326		190		103,516
Loans, net of unearned income	$	68,597	$	2,779	$	18,706,357	$	18,777,733	$	197,515	$	18,975,248


	Accruing Loans
	30-89 Days Past Due		90 Days or More Past Due		Current Loans		Total Loans		Nonaccruing Loans		Total Loans
December 31, 2025
Commercial and industrial	$	6,580	$	109	$	2,783,744	$	2,790,433	$	27,893	$	2,818,326
Construction and land development
Residential	59		—		380,681		380,740		2033		382,773
Other	676		158		1,516,490		1,517,324		5,539		1,522,863
Total construction and land development	735		158		1,897,171		1,898,064		7,572		1,905,636
Real estate – 1-4 family mortgage:
First lien	55,636		—		3,727,587		3,783,223		60874		3,844,097
Junior lien	743		7		50,717		51,467		1,476		52,943
Home equity	3,885		—		731,034		734,919		3,074		737,993
Total real estate – 1-4 family mortgage	60,264		7		4,509,338		4,569,609		65,424		4,635,033
Commercial real estate - owner occupied	9,109		—		3,294,252		3,303,361		31,303		3,334,664
Commercial real estate - non-owner occupied
Multi family	—		—		1,391,994		1,391,994		785		1,392,779
Other	11,595		—		4,798,496		4,810,091		42,610		4,852,701
Total commercial real estate - non-owner occupied	11,595		—		6,190,490		6,202,085		43,395		6,245,480
Consumer	879		14		106,864		107,757		143		107,900
Loans, net of unearned income	$	89,162	$	288	$	18,781,859	$	18,871,309	$	175,730	$	19,047,039

Interest income recognized on nonaccrual loans for the three months ended March 31, 2026 and 2025 was immaterial.

Certain Modifications to Borrowers Experiencing Financial Difficulty

The following tables present the amortized cost basis of loans that were experiencing financial difficulty and modified during the three months ended March 31, 2026 and 2025, respectively, by class of financing receivable and by type of modification.

Table of Contents

Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)


	Three Months Ended March 31, 2026
	Interest Rate Reduction		Term Extension		Payment Delay		Term Extension and Payment Delay		Total		% Total Loans by Class
Commercial and industrial	$	—	$	52	$	36	$	837	$	925	0.03	%
Construction and land development
Residential	—		—		—		—		—		—	%
Other	—		1		—		—		1		—	%
Total construction and land development	—		1		—		—		1		—	%
Real estate – 1-4 family mortgage:
First lien	—		154		27		18		199		0.01	%
Junior lien	—		—		—		—		—		—	%
Home equity	—		—		21		—		21		—	%
Total real estate – 1-4 family mortgage	—		154		48		18		220		—	%
Commercial real estate - owner occupied	66				86		—		152		—	%
Commercial real estate - non-owner occupied
Multi family	—				—		—		—		—	%
Other	82				12,159		116		12,357		0.25	%
Total commercial real estate - non-owner occupied	82		—		12,159		116		12,357		0.20	%
Consumer	—		—		6		27		33		0.03	%
Loans, net of unearned income	$	148	$	207	$	12,335	$	998	$	13,688	0.07	%


	Three Months Ended March 31, 2025
		Term Extension		Interest Rate Reduction, Term Extension and Payment Delay		Total		% Total Loans by Class
Commercial and industrial		$	—	$	—	$	—	—	%
Construction and land development
Residential		—		—		—		—	%
Other		—		—		—		—	%
Total construction and land development		—		—		—		—	%
Real estate – 1-4 family mortgage:
First lien		—		—		—		—	%
Junior lien		—		—		—		—	%
Home equity		—		—		—		—	%
Total real estate – 1-4 family mortgage		—		—		—		—	%
Commercial real estate - owner occupied				—		—		—	%
Commercial real estate - non-owner occupied
Multi family		—		—		—		—	%
Other		2,161		—		2,161		0.07	%
Total commercial real estate - non-owner occupied		2,161		—		2,161		0.03	%
Consumer		—		2		2		—	%
Loans, net of unearned income		$	2,161	$	2	$	2,163	0.02	%

The following tables present the weighted average financial effect of loan modifications by class of financing receivable for the periods presented.

Table of Contents

Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

Three months ended March 31, 2026

Loan Type

Financial Effect

Interest Rate Reduction

Commercial real estate - owner occupied

Reduced the interest rate 105 basis points

Commercial real estate - non-owner occupied - Other

Reduced the interest rate 125 basis points

Term Extension

Commercial and industrial

Extended the term 7 months

Construction and land development - Other

Extended the term 12 months

Real estate – 1-4 family mortgage - First lien

Extended the term 34 months

Payment Delay

Commercial and industrial

Delayed the payment 13 months

Real estate – 1-4 family mortgage - First lien

Delayed the payment 15 months

Real estate – 1-4 family mortgage - Home equity

Delayed the payment 121 months

Commercial real estate - owner occupied

Delayed the payment 7 months

Commercial real estate - non-owner occupied - Other

Delayed the payment 10 months

Consumer

Delayed the payment 24 months

Combination - Term Extension and Payment Delay

Commercial and industrial

Extended the term and delayed the payment 12 months

Real estate – 1-4 family mortgage - First lien

Extended the term and delayed the payment 21 months

Commercial real estate - non-owner occupied - Other

Extended the term and delayed the payment 8 months

Consumer

Extended the term and delayed the payment 39 months

Three months ended March 31, 2025

Loan Type

Financial Effect

Term Extension

Commercial real estate - non-owner occupied - Other

Extended the term 12 months

Combination - Interest Rate Reduction, Term Extension and Payment Delay

Consumer

Reduced the interest rate 425 basis points and extended the term and delayed the payment 49 months

Unused commitments relating to modified loans totaled $24 at March 31, 2026. There were no unused commitments relating to modified loans at March 31, 2025. There were no loan modifications in the three months ended March 31, 2026 and 2025 for which the accrual or past due status deteriorated since the quarter of modification.

Loans Pledged

The Federal Home Loan Bank (“FHLB”) of Dallas maintains a blanket lien on the Company’s loan portfolio to be pledged as collateral for various FHLB products. In addition, the Company pledged $706,245 and $681,719 of its non-real estate loan portfolio to the Federal Reserve as collateral at the Discount Window at March 31, 2026 and December 31, 2025, respectively.

Credit Quality

The following tables present the Company’s loan portfolio by year of origination or renewal and internal risk-rating grades as of the dates presented:


	Term Loans Amortized Cost Basis by Origination Year
	2026		2025		2024		2023		2022		Prior		Revolving Loans		Revolving Loans Converted to Term		Total Loans
March 31, 2026
Commercial and industrial	$	144,024	$	621,402	$	263,587	$	171,598	$	240,658	$	216,053	$	1,195,723	$	24,285	$	2,877,330
Pass	142,877		589,459		259,519		167,325		234,281		210,533		1,127,502		21,152		2,752,648

Table of Contents

Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)


Special mention	1,087		15,075		2,262		742		100		1,962		33,734		24		54,986
Classified	60		16,868		1,806		3,531		6,277		3,558		34,487		3,109		69,696

Current period gross charge-offs	—		19		41		342		223		181		—		264		1,070

Construction and land development	$	205,209	$	894,698	$	342,153	$	159,867	$	63,496	$	27,711	$	64,403	$	1,505	$	1,759,042
Residential	80,517		185,835		24,186		23,105		—		—		8,607		—		322,250
Pass	80,517		183,844		24,186		23,105		—		—		8,607		—		320,259
Special mention	—		—		—		—		—		—		—		—		—
Classified	—		1,991		—		—		—		—		—		—		1,991

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Other	$	124,692	$	708,863	$	317,967	$	136,762	$	63,496	$	27,711	$	55,796	$	1,505	$	1,436,792
Pass	117,306		708,481		313,327		129,071		60,398		27,582		55,553		1,505		1,413,223
Special mention	551		380		4,073		703		—		110		243		—		6,060
Classified	6,835		2		567		6,988		3,098		19		—		—		17,509

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Real Estate - 1-4 Family Mortgage	$	56,452	$	261,888	$	138,930	$	127,971	$	180,656	$	167,337	$	107,710	$	509	$	1,041,453
First lien	53,896		246,052		130,996		120,740		176,571		163,242		3,605		—		895,102
Pass	53,793		244,663		128,252		118,340		173,586		158,931		3,605		—		881,170
Special mention	95		206		465		348		212		567		—		—		1,893
Classified	8		1,183		2,279		2,052		2,773		3,744		—		—		12,039

Current period gross charge-offs	—		—		—		44		—		—		—		—		44

Junior lien	$	2,555	$	14,445	$	7,138	$	6,366	$	3,746	$	3,109	$	428	$	—	$	37,787
Pass	2,545		13,875		6,712		5,782		3,629		2,386		428		—		35,357
Special mention	10		512		207		—		—		—		—		—		729
Classified	—		58		219		584		117		723		—		—		1,701

Current period gross charge-offs	—		19		—		—		—		—		—		—		19

Home equity	$	1	$	1,391	$	796	$	865	$	339	$	986	$	103,677	$	509	$	108,564
Pass	1		1,391		796		865		266		986		102,689		269		107,263
Special mention	—		—		—		—		—		—		—		—		—
Classified	—		—		—		—		73		—		988		240		1,301

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Commercial real estate - owner occupied	$	136,133	$	541,997	$	591,215	$	435,877	$	512,962	$	931,102	$	208,484	$	195	$	3,357,965
Pass	130,417		537,710		572,459		421,563		493,726		886,302		207,061		—		3,249,238
Special mention	5,631		4,010		6,658		3,951		12,287		17,558		56		—		50,151
Classified	85		277		12,098		10,363		6,949		27,242		1,367		195		58,576

Current period gross charge-offs	301		—		153		290		392		—		—		—		1,136

Commercial real estate - non owner occupied	$	235,122	$	1,662,878	$	741,602	$	626,111	$	1,584,214	$	1,187,054	$	96,538	$	2,024	$	6,135,543
Multi family	37,626		379,105		54,071		136,853		468,519		198,472		4,000		—		1,278,646
Pass	37,516		378,332		51,173		136,364		468,519		197,702		4,000		—		1,273,606
Special mention	110		—		2,889		—		—		—		—		—		2,999
Classified	—		773		9		489		—		770		—		—		2,041

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Table of Contents

Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)



Other	$	197,496	$	1,283,773	$	687,531	$	489,258	$	1,115,695	$	988,582	$	92,538	$	2,024	$	4,856,897
Pass	186,775		1,267,005		681,579		485,576		1,031,365		925,362		90,979		—		4,668,641
Special mention	1,997		784		3,793		2,230		36,469		14,170		84		—		59,527
Classified	8,724		15,984		2,159		1,452		47,861		49,050		1,475		2,024		128,729

Current period gross charge-offs	—		—		198		—		—		—		—		—		198

Consumer	$	—	$	—	$	—	$	103	$	—	$	—	$	47	$	—	$	150
Pass	—		—		—		103		—		—		47		—		150
Special mention	—		—		—		—		—		—		—		—		—
Classified	—		—		—		—		—		—		—		—		—

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Total loans subject to risk rating	$	776,940	$	3,982,863	$	2,077,487	$	1,521,527	$	2,581,986	$	2,529,257	$	1,672,905	$	28,518	$	15,171,483
Pass	751,747		3,924,760		2,038,003		1,488,094		2,465,770		2,409,784		1,600,471		22,926		14,701,555
Special mention	9,481		20,967		20,347		7,974		49,068		34,367		34,117		24		176,345
Classified	15,712		37,136		19,137		25,459		67,148		85,106		38,317		5,568		293,583

Current period gross charge-offs	301		38		392		676		615		181		—		264		2,467


	Term Loans Amortized Cost Basis by Origination Year
	2025		2024		2023		2022		2021		Prior		Revolving Loans		Revolving Loans Converted to Term		Total Loans
December 31, 2025
Commercial and industrial	$	664,836	$	267,767	$	189,777	$	250,976	$	129,199	$	102,743	$	1,188,474	$	24,554	$	2,818,326
Pass	648,151		262,528		185,033		244,440		127,075		99,108		1,122,605		21,189		2,710,129
Special mention	15,095		2,348		802		608		424		1,869		28,499		—		49,645
Classified	1,590		2,891		3,942		5,928		1,700		1,766		37,370		3,365		58,552

Current period gross charge-offs	5		1,519		3,681		4,268		5,223		3,676		1,155		—		19,527

Construction and land development	$	891,047	$	450,335	$	235,317	$	92,070	$	22,381	$	9,220	$	61,638	$	1,505	$	1,763,513
Residential	235,859		34,917		—		—		—		—		8,288		—		279,064
Pass	233,826		34,917		—		—		—		—		8,288		—		277,031
Special mention	—		—		—		—		—		—		—		—		—
Classified	2,033		—		—		—		—		—		—		—		2,033

Current period gross charge-offs	—		—		106		242		—		—		—		—		348

Other	$	655,188	$	415,418	$	235,317	$	92,070	$	22,381	$	9,220	$	53,350	$	1,505	$	1,484,449
Pass	644,909		410,878		226,065		88,922		22,381		9,094		53,106		1,505		1,456,860
Special mention	457		3,948		727		—		—		107		244		—		5,483
Classified	9,822		592		8,525		3,148		—		19		—		—		22,106

Current period gross charge-offs	—		—		—		—		—		26		—		—		26

Real Estate - 1-4 Family Mortgage	$	269,213	$	150,538	$	137,194	$	191,230	$	116,779	$	71,816	$	107,516	$	462	$	1,044,748
First lien	251,292		142,403		129,819		186,606		114,068		69,209		3,230		—		896,627
Pass	249,929		139,985		128,534		183,517		112,078		66,988		3,230		—		884,261
Special mention	263		226		525		216		530		76		—		—		1,836
Classified	1,100		2,192		760		2,873		1,460		2,145		—		—		10,530

Table of Contents

Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)


Current period gross charge-offs	—		—		34		149		64		78		—		—		325

Junior lien	$	15,567	$	7,330	$	6,502	$	3,854	$	1,966	$	2,348	$	405	$	—	$	37,972
Pass	14,819		6,978		5,915		3,734		1,909		1,740		405		—		35,500
Special mention	514		132		—		—		—		—		—		—		646
Classified	234		220		587		120		57		608		—		—		1,826

Current period gross charge-offs	—		—		11		142		—		278		—		—		431

Home equity	$	2,354	$	805	$	873	$	770	$	745	$	259	$	103,881	$	462	$	110,149
Pass	2,354		805		873		267		745		259		103,497		411		109,211
Special mention	—		—		—		—		—		—		—		—		—
Classified	—		—		—		503		—		—		384		51		938

Current period gross charge-offs	—		—		—		—		92		93		—		—		185

Commercial real estate - owner occupied	$	501,919	$	602,513	$	453,290	$	541,607	$	465,069	$	558,280	$	211,986	$	—	$	3,334,664
Pass	497,708		586,917		438,247		520,128		447,885		527,129		210,685		—		3,228,699
Special mention	3,807		6,263		3,993		15,360		2,971		13,295		—		—		45,689
Classified	404		9,333		11,050		6,119		14,213		17,856		1,301		—		60,276

Current period gross charge-offs	—		—		177		—		—		1,339		4,201		—		5,717

Commercial real estate - non owner occupied	$	1,696,446	$	753,232	$	597,999	$	1,748,638	$	676,417	$	657,353	$	113,358	$	2,037	$	6,245,480
Multi family	394,699		71,999		123,963		548,165		135,587		115,521		2,845		—		1,392,779
Pass	360,750		69,068		123,477		548,165		135,587		114,726		2,845		—		1,354,618
Special mention	33,062		2,918		—		—		—		—		—		—		35,980
Classified	887		13		486		—		—		795		—		—		2,181

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Other	$	1,301,747	$	681,233	$	474,036	$	1,200,473	$	540,830	$	541,832	$	110,513	$	2,037	$	4,852,701
Pass	1,286,217		657,184		470,862		1,118,903		525,177		482,460		108,900		—		4,649,703
Special mention	—		4,741		2,249		37,841		9,328		7,852		138		—		62,149
Classified	15,530		19,308		925		43,729		6,325		51,520		1,475		2,037		140,849

Current period gross charge-offs	—		—		—		—		—		160		—		—		160

Consumer	$	—	$	—	$	2	$	—	$	—	$	—	$	—	$	—	$	2
Pass	—		—		2		—		—		—		—		—		2
Special mention	—		—		—		—		—		—		—		—		—
Classified	—		—		—		—		—		—		—		—		—

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Total loans subject to risk rating	$	4,023,461	$	2,224,385	$	1,613,579	$	2,824,521	$	1,409,845	$	1,399,412	$	1,682,972	$	28,558	$	15,206,733
Pass	3,938,663		2,169,260		1,579,008		2,708,076		1,372,837		1,301,504		1,613,561		23,105		14,706,014
Special mention	53,198		20,576		8,296		54,025		13,253		23,199		28,881		—		201,428
Classified	31,600		34,549		26,275		62,420		23,755		74,709		40,530		5,453		299,291

Current period gross charge-offs	5		1,519		4,009		4,801		5,379		5,650		5,356		—		26,719

The following tables present the performing status of the Company’s loan portfolio not subject to risk rating as of the dates presented:

Table of Contents

Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)


	Term Loans Amortized Cost Basis by Origination Year
	2026		2025		2024		2023		2022		Prior		Revolving Loans		Revolving Loans Converted to Term		Total Loans
March 31, 2026
Commercial and industrial	$	18,146	$	—	$	—	$	—	$	—	$	—	$	1	$	—	$	18,147
Performing Loans	18,146		—		—		—		—		—		1		—		18,147
Non-Performing Loans	—		—		—		—		—		—		—		—		—

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Construction and land development	$	9,882	$	68,487	$	26,725	$	14,903	$	4,955	$	12,966	$	516	$	1,153	$	139,587
Residential	8,511		58,024		23,990		9,029		332		1,879		375		1,153		103,293
Performing Loans	8,511		58,024		23,990		9,029		332		1,879		375		1,153		103,293
Non-Performing Loans	—		—		—		—		—		—		—		—		—

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Other	$	1,371	$	10,463	$	2,735	$	5,874	$	4,623	$	11,087	$	141	$	—	$	36,294
Performing Loans	1,371		10,463		2,735		5,844		4,323		11,087		141		—		35,964
Non-Performing Loans	—		—		—		30		300		—		—		—		330

Current period gross charge-offs	—		—		—		—		—		1		—		—		1

Real Estate - 1-4 Family Mortgage	$	39,522	$	327,882	$	209,551	$	333,161	$	785,041	$	1,220,647	$	611,258	$	15,603	$	3,542,665
First lien	38,929		326,385		205,390		331,129		781,563		1,214,158		29		—		2,897,583
Performing Loans	38,929		325,087		204,211		322,783		764,966		1,189,823		29		—		2,845,828
Non-Performing Loans	—		1,298		1,179		8,346		16,597		24,335		—		—		51,755

Current period gross charge-offs	—		—		47		101		113		49		—		—		310

Junior lien	$	593	$	1,497	$	4,046	$	1,670	$	2,771	$	4,152	$	—	$	—	$	14,729
Performing Loans	593		1,497		4,035		1,670		2,771		3,834		—		—		14,400
Non-Performing Loans	—		—		11		—		—		318		—		—		329

Current period gross charge-offs	—		—		—		—		—		11		—		—		11

Home equity	$	—	$	—	$	115	$	362	$	707	$	2,337	$	611,229	$	15,603	$	630,353
Performing Loans	—		—		115		183		707		2,233		610,987		13,261		627,486
Non-Performing Loans	—		—		—		179		—		104		242		2,342		2,867

Current period gross charge-offs	—		—		—		—		—		21		—		120		141

Commercial real estate - owner occupied	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Performing Loans	—		—		—		—		—		—		—		—		—
Non-Performing Loans	—		—		—		—		—		—		—		—		—

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Commercial real estate - non owner occupied	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Multi family	—		—		—		—		—		—		—		—		—
Performing Loans	—		—		—		—		—		—		—		—		—
Non-Performing Loans	—		—		—		—		—		—		—		—		—

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Table of Contents

Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)



Other	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Performing Loans	—		—		—		—		—		—		—		—		—
Non-Performing Loans	—		—		—		—		—		—		—		—		—

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Consumer	$	14,486	$	28,420	$	12,362	$	7,456	$	5,049	$	13,507	$	21,959	$	127	$	103,366
Performing Loans	14,486		28,386		12,361		7,430		5,019		13,394		21,959		127		103,162
Non-Performing Loans	—		34		1		26		30		113		—		—		204

Current period gross charge-offs	—		156		14		38		2		79		16		25		330

Total loans not subject to risk rating	$	82,036	$	424,789	$	248,638	$	355,520	$	795,045	$	1,247,120	$	633,734	$	16,883	$	3,803,765
Performing Loans	82,036		423,457		247,447		346,939		778,118		1,222,250		633,492		14,541		3,748,280
Non-Performing Loans	—		1,332		1,191		8,581		16,927		24,870		242		2,342		55,485

Current period gross charge-offs	—		156		61		139		115		161		16		145		793


	Term Loans Amortized Cost Basis by Origination Year
	2025		2024		2023		2022		2021		Prior		Revolving Loans		Revolving Loans Converted to Term		Total Loans
December 31, 2025
Commercial and industrial	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Performing Loans	—		—		—		—		—		—		—		—		—
Non-Performing Loans	—		—		—		—		—		—		—		—		—

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Construction and land development	$	66,151	$	33,823	$	20,283	$	6,156	$	10,321	$	3,943	$	507	$	939	$	142,123
Residential	54,380		30,881		13,955		1,265		1,914		—		375		939		103,709
Performing Loans	54,380		30,881		13,955		1,265		1,914		—		375		939		103,709
Non-Performing Loans	—		—		—		—		—		—		—		—		—

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Other	$	11,771	$	2,942	$	6,328	$	4,891	$	8,407	$	3,943	$	132	$	—	$	38,414
Performing Loans	11,771		2,921		6,247		4,744		8,403		3,932		132		—		38,150
Non-Performing Loans	—		21		81		147		4		11		—		—		264

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Real Estate - 1-4 Family Mortgage	$	333,353	$	213,474	$	345,975	$	805,063	$	534,744	$	733,503	$	609,124	$	15,049	$	3,590,285
First lien	331,496		209,270		343,867		801,481		533,558		727,798		—		—		2,947,470
Performing Loans	329,942		207,890		335,040		783,952		528,690		705,399		—		—		2,890,913
Non-Performing Loans	1,554		1,380		8,827		17,529		4,868		22,399		—		—		56,557

Current period gross charge-offs	—		74		28		58		—		69		—		—		229

Junior lien	$	1,857	$	4,088	$	1,745	$	2,868	$	968	$	3,445	$	—	$	—	$	14,971
Performing Loans	1,857		4,081		1,689		2,868		968		3,050		—		—		14,513
Non-Performing Loans	—		7		56		—		—		395		—		—		458

Current period gross charge-offs	—		53		—		—		—		7		—		—		60

Table of Contents

Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)


Home equity	$	—	$	116	$	363	$	714	$	218	$	2,260	$	609,124	$	15,049	$	627,844
Performing Loans	—		116		184		714		218		1,960		608,808		13,334		625,334
Non-Performing Loans	—		—		179		—		—		300		316		1,715		2,510

Current period gross charge-offs	—		—		—		—		148		79		—		—		227

Commercial real estate - owner occupied	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Performing Loans	—		—		—		—		—		—		—		—		—
Non-Performing Loans	—		—		—		—		—		—		—		—		—

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Commercial real estate - non owner occupied	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Multi family	—		—		—		—		—		—		—		—		—
Performing Loans	—		—		—		—		—		—		—		—		—
Non-Performing Loans	—		—		—		—		—		—		—		—		—

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Other	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
Performing Loans	—		—		—		—		—		—		—		—		—
Non-Performing Loans	—		—		—		—		—		—		—		—		—

Current period gross charge-offs	—		—		—		—		—		—		—		—		—

Consumer	$	40,081	$	15,374	$	9,009	$	6,276	$	3,636	$	11,482	$	21,877	$	163	$	107,898
Performing Loans	40,079		15,371		9,006		6,238		3,636		11,376		21,874		163		107,743
Non-Performing Loans	2		3		3		38		—		106		3		—		155

Current period gross charge-offs	53		214		159		74		50		955		19		—		1,524

Total loans not subject to risk rating	$	439,585	$	262,671	$	375,267	$	817,495	$	548,701	$	748,928	$	631,508	$	16,151	$	3,840,306
Performing Loans	438,029		261,260		366,121		799,781		543,829		725,717		631,189		14,436		3,780,362
Non-Performing Loans	1,556		1,411		9,146		17,714		4,872		23,211		319		1,715		59,944

Current period gross charge-offs	53		341		187		132		198		1,110		19		—		2,040

Note 5 – Allowance for Credit Losses

(In Thousands)

Allowance for Credit Losses on Loans

As of March 31, 2026 and December 31, 2025, the Company had accrued interest receivable for loans of $68,886 and $54,395, respectively, which is recorded in the “Other assets” line item on the Consolidated Balance Sheets.

Table of Contents

Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

The following tables provide a roll-forward of the allowance for credit losses by loan category and nonaccrual loans with no allowance for credit losses for the periods presented:


	Commercial and industrial		Construction and land development		Real Estate - 1-4 Family Mortgage		Commercial real estate - owner occupied		Commercial real estate - non owner occupied		Consumer		Total
Three Months Ended March 31, 2026
Allowance for credit losses:
Beginning balance	$	57,831	$	31,359	$	61,249	$	38,961	$	99,605	$	4,950	$	293,955

Charge-offs	(1,070)		(1)		(525)		(1,136)		(198)		(330)		(3,260)
Recoveries	150		—		26		676		63		28		943
Net charge-offs	(920)		(1)		(499)		(460)		(135)		(302)		(2,317)
Provision for (recovery of) credit losses on loans	8,903		5,611		5,903		(1,060)		(15,090)		(43)		4,224
Ending balance	$	65,814	$	36,969	$	66,653	$	37,441	$	84,380	$	4,605	$	295,862










Nonaccruing loans with no allowance for credit losses	$	23,394	$	5,146	$	2,473	$	8,805	$	28,598	$	—	$	68,416


	Commercial and industrial		Construction and land development		Real Estate - 1-4 Family Mortgage		Commercial real estate - owner occupied		Commercial real estate - non owner occupied		Consumer		Total
Three Months Ended March 31, 2025
Allowance for credit losses:
Beginning balance	$	41,864	$	19,200	$	45,498	$	16,993	$	71,664	$	6,537	$	201,756

Charge-offs	(94)		—		(309)		(461)		—		(265)		(1,129)
Recoveries	967		—		33		4		2		248		1,254
Net recoveries (charge-offs)	873		—		(276)		(457)		2		(17)		125
(Recovery of) provision for credit losses on loans	(853)		1,645		2,879		1,290		(2,885)		(26)		2,050
Ending balance	$	41,884	$	20,845	$	48,101	$	17,826	$	68,781	$	6,494	$	203,931










Nonaccruing loans with no allowance for credit losses	$	5,134	$	711	$	5,384	$	6,418	$	3,914	$	—	$	21,561

The Company recorded a provision for credit losses on loans of $4,224 during the first quarter of 2026, as compared to a provision for credit losses on loans of $2,050 recorded in the first quarter of 2025. The increase in the allowance for credit losses in the first quarter of 2026 was primarily driven by an increase in non-performing loans, changes in the macroeconomic environment and qualitative factors. These factors were partially moderated by the reduction in the loan portfolio. The provision increased in select residential related pools due to the risk of potential stagflation and value declines. The Company’s allowance for credit losses model considers economic projections, primarily the national unemployment rate and GDP, over a reasonable and supportable period of two years, historical loss data, and environmental factors. The allowance for credit losses under CECL is calculated utilizing the probability of default/ loss given default approach for most commercial mortgage related pools, while the average historical life-of-loan loss rate cohort approach is used for the remaining pools.

Collateral Dependent Loans

The following tables present collateral dependent loans by loan portfolio segment and by type of collateral along with the

related allowance for credit losses:

Table of Contents

Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)


	Collateral Type
March 31, 2026	Real Estate		Other		Total		ACL
Commercial and industrial	$	—	$	60,487	$	60,487	$	11,952
Construction and land development
Residential	1,991		—		1,991		—
Other	9,046		—		9,046		1,887
Total construction and land development	11,037		—		11,037		1,887
Real estate - 1-4 family mortgage
First lien	3,074		—		3,074		134
Junior lien	—		—		—		—
Home equity	500		—		500		—
Total real estate – 1-4 family mortgage	3,574		—		3,574		134
Commercial real estate - owner occupied	20,935		—		20,935		3,689
Commercial real estate - non-owner occupied
Multi family	—		—		—		—
Other	48,118		—		48,118		6,365
Total commercial real estate - non-owner occupied	48,118		—		48,118		6,365
Consumer	—		—		—		—
Loans, net of unearned income	$	83,664	$	60,487	$	144,151	$	24,027


	Collateral Type
December 31, 2025	Real Estate		Other		Total		ACL
Commercial and industrial	$	—	$	46,860	$	46,860	$	4,502
Construction and land development
Residential	2,033		—		2,033		—
Other	10,575		—		10,575		1,887
Total construction and land development	12,608		—		12,608		1,887
Real estate - 1-4 family mortgage
First lien	3,263		—		3,263		116
Junior lien	—		—		—		—
Home equity	500		—		500		—
Total real estate – 1-4 family mortgage	3,763		—		3,763		116
Commercial real estate - owner occupied	21,165		—		21,165		3,661
Commercial real estate - non-owner occupied
Multi family	—		—		—		—
Other	48,049		—		48,049		10,999
Total commercial real estate - non-owner occupied	48,049		—		48,049		10,999
Consumer	—		270		270		270
Loans, net of unearned income	$	85,585	$	47,130	$	132,715	$	21,435

The increase in collateral dependent loans since December 31, 2025 is primarily due to the migration of seven relationships totaling $40,534, which was offset by the resolution or credit improvement of certain relationships of approximately $30,862.

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.

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)


Three months ended March 31,	2026		2025
Allowance for credit losses on unfunded loan commitments:
Beginning balance	$	29,827	$	14,943
Provision for credit losses on unfunded loan commitments	3,856		2,700
Ending balance	$	33,683	$	17,643

The provision for credit losses on unfunded commitments in the first quarter of 2026 was primarily driven by growth in the balance of unfunded loan commitments in the commercial and residential construction related pools.

Note 6 – Goodwill and Other Intangible Assets

(In Thousands)

The carrying amounts of goodwill by operating segments as of March 31, 2026 and December 31, 2025 are set forth in the table below.



	Community Banks		Total
Balance at December 31, 2025	$	1,405,840	$	1,405,840
Additions to goodwill from The First merger	827		827

Balance at March 31, 2026	$	1,406,667	$	1,406,667

The following table provides a summary of finite-lived intangible assets as of the dates presented:


	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
March 31, 2026
Core deposit intangibles	$	242,102	$	(105,930)	$	136,172
Customer relationship intangible	7,670		(5,450)		2,220
Total finite-lived intangible assets	$	249,772	$	(111,380)	$	138,392
December 31, 2025
Core deposit intangibles	$	242,102	$	(97,936)	$	144,166
Customer relationship intangible	7,670		(5,224)		2,446
Total finite-lived intangible assets	$	249,772	$	(103,160)	$	146,612

Amortization expense for finite-lived intangible assets is presented in the table below.


	Three Months Ended
	March 31,
	2026		2025
Amortization expense for:
Core deposit intangibles	$	7,994	$	818
Customer relationship intangible	226		262
Total intangible amortization	$	8,220	$	1,080

Note 7 – Mortgage Servicing Rights

(In Thousands)

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

There was no valuation adjustment on MSRs during the three months ended March 31, 2026 or 2025.

Changes in the Company’s MSRs were as follows:


	2026		2025
Balance at January 1	$	65,271	$	72,991

Additions	1,788		2,236
Amortization	(2,209)		(2,325)

Balance at March 31	$	64,850	$	72,902

Data and key economic assumptions related to the Company’s MSRs are as follows as of the dates presented:


	March 31, 2026			December 31, 2025
Unpaid principal balance	$	5,627,718		$	5,648,033

Weighted-average prepayment speed (CPR)	9.28		%	10.90		%
Estimated impact of a 10% increase	$	(3,002)		$	(2,953)
Estimated impact of a 20% increase	(4,853)			(5,719)

Discount rate	9.86		%	9.85		%
Estimated impact of a 10% increase	$	(3,499)		$	(3,199)
Estimated impact of a 20% increase	(6,732)			(6,195)

Weighted-average coupon interest rate	4.62		%	4.59		%
Weighted-average servicing fee (basis points)	33.81			33.86
Weighted-average remaining maturity (in years)	7.3			6.8

The movement of mortgage interest rates has an inverse relationship with prepayment speeds and discount rates.

The Company recorded servicing fees of $3,289 and $3,656 for the three months ended March 31, 2026 and 2025, respectively, all of which are included in “Mortgage banking income” in the Consolidated Statements of Income.

Note 8 - Employee Benefit and Deferred Compensation Plans

(In Thousands, Except Share Data)

Incentive Compensation Plans

The Company maintains the 2020 Long-Term Incentive Compensation Plan, a long-term equity compensation plan that provides for the award of restricted stock and the grant of stock options. The Company awards performance-based restricted stock to executives and other officers and employees and time-based restricted stock to non-employee directors, executives, and other officers and employees. In addition, The First maintained a long-term equity compensation plan, and the restricted stock awarded as of the date of the Company’s acquisition of The First was converted into adjusted restricted stock of the Company, subject to the same terms and conditions as prior to the merger.

The following table summarizes the changes in restricted stock as of and for the three months ended March 31, 2026:

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)


	Performance-Based Restricted Stock	Weighted Average Grant-Date Fair Value		Time-Based Restricted Stock	Weighted Average Grant-Date Fair Value
Nonvested at beginning of period	195,347	$	34.54	1,208,193	$	34.48
Awarded	75,773	35.75		288,972	36.80
Vested	—	—		(340,179)	35.62
Cancelled	—	—		(17,377)	35.67
Nonvested at end of period	271,120	$	34.88	1,139,609	$	34.71

Unrecognized stock-based compensation expense related to restricted stock totaled $26,731 at March 31, 2026. As of such date, the weighted average period over which the unrecognized expense is expected to be recognized was approximately 2.25 years.

During the three months ended March 31, 2026, the Company reissued 162,733 shares from treasury in connection with awards of restricted stock. The Company recorded total stock-based compensation expense of $5,474 and $3,780 for the three months ended March 31, 2026 and 2025, respectively.

There were no stock options granted or outstanding, nor compensation expense associated with options recorded, during the three months ended March 31, 2026 or 2025.

Note 9 – Derivative Instruments

(In Thousands)

The Company uses certain derivative instruments to meet the needs of customers as well as to manage the interest rate risk associated with certain transactions.

Non-hedge derivatives

The Company enters into derivative instruments that are not designated as hedging instruments to help its commercial customers manage their exposure to interest rate fluctuations (which are included within the “interest rate contracts” line items in the tables below). To mitigate the interest rate risk associated with these customer contracts, the Company enters into an offsetting derivative contract position. The Company manages its credit risk, or potential risk of default by its commercial customers, through credit limit approval and monitoring procedures.

The Company enters into interest rate lock commitments with its customers to mitigate the interest rate risk associated with the commitments to fund fixed-rate and adjustable-rate residential mortgage loans. The Company also enters into forward commitments to sell residential mortgage loans to secondary market investors.

The following table provides a summary of the Company’s derivatives not designated as hedging instruments as of the dates presented:


	Balance Sheet	March 31, 2026				December 31, 2025
	Location	Notional Amount		Fair Value		Notional Amount		Fair Value
Derivative assets:
Interest rate contracts	Other Assets	$	1,858,019	$	22,899	$	1,784,028	$	28,590
Interest rate lock commitments	Other Assets	114,909		1,604		92,881		1,419
Forward commitments	Other Assets	207,000		1,947		33,000		53
Totals		$	2,179,928	$	26,450	$	1,909,909	$	30,062
Derivative liabilities:
Interest rate contracts	Other Liabilities	$	1,858,019	$	22,901	$	1,784,028	$	28,595
Interest rate lock commitments	Other Liabilities	25,082		122		5,904		14
Forward commitments	Other Liabilities	49,000		138		196,000		593
Totals		$	1,932,101	$	23,161	$	1,985,932	$	29,202

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

Gains and losses included in the Consolidated Statements of Income related to the Company’s derivative financial instruments were as follows as of the dates presented:


	Three Months Ended March 31,
	2026		2025
Interest rate contracts:
Included in interest income on loans	$	7,380	$	2,889

Interest rate lock commitments:
Included in mortgage banking income	77		1,448
Forward commitments
Included in mortgage banking income	2,349		(2,519)
Total	$	9,806	$	1,818

Derivatives designated as cash flow hedges

Cash flow hedge relationships mitigate exposure to the variability of future cash flows or other forecasted transactions. The Company uses both interest rate swap contracts and interest rate collars in an effort to manage future interest rate exposure on borrowings and loans, respectively. The swap hedging strategy converts the variable interest rate on the forecasted borrowings to a fixed interest rate. The collar hedging strategy limits the benefit to interest income when rates exceed the cap but protects interest income from interest rate fluctuations below the floor strike rate.

The following table provides a summary of the Company’s derivatives designated as cash flow hedges as of the dates presented:


	Balance Sheet	March 31, 2026				December 31, 2025
	Location	Notional Amount		Fair Value		Notional Amount		Fair Value
Derivative assets:
Interest rate swaps	Other Assets	$	130,000	$	16,937	$	130,000	$	16,907
Interest rate collars	Other Assets	450,000		49		450,000		129
Total		$	580,000	$	16,986	$	580,000	$	17,036

The impact on other comprehensive income for the three months ended March 31, 2026 and 2025, is described in Note 12, “Other Comprehensive Income (Loss).” The impact on earnings is reflected in interest income on loans and interest expense on borrowings in the Consolidated Statements of Income.

Changes in fair value of cash flow hedges are, to the extent that the hedging relationship is effective, recorded as other comprehensive income and are subsequently recognized in earnings at the same time that the hedged item is recognized in earnings. The impact on other comprehensive income for the three months ended March 31, 2026 and 2025 is discussed in Note 12, “Other Comprehensive Income.”

Derivatives designated as fair value hedges

The Company enters into interest rate swap agreements to manage the fair value exposure on certain of the Company’s fixed-rate subordinated and fixed-rate available-for-sale securities. The agreements convert a fixed rate of interest to a variable rate of interest based on SOFR by using pay-variable, receive-fixed rate interest rate swaps. The Company expects the hedges to remain effective during the remaining terms of the swaps which run through September 2031.

The following table provides a summary of the Company's derivatives designated as fair value hedges as of the dates presented:

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)


	Balance Sheet	March 31, 2026				December 31, 2025
	Location	Notional Amount		Fair Value		Notional Amount		Fair Value
Derivative assets:
Interest rate swaps - securities	Other Assets	$	22,410	$	142	$	—	$	—
Totals		$	22,410	$	142	$	—	$	—
Derivative liabilities:
Interest rate swaps - subordinated notes	Other Liabilities	$	100,000	$	12,253	$	100,000	$	12,280
Interest rate swaps - securities	Other Liabilities	$	20,800	$	139	$	3,430	$	2
Totals		$	120,800	$	12,392	$	100,000	$	12,282

The following table presents the effects of the Company’s fair value hedge relationships on the Consolidated Statements of Income for the periods presented:


		Amount of Gain (Loss) Recognized in Income
	Income Statement	Three Months Ended March 31,
	Location	2026		2025
Derivative liabilities:
Interest rate swaps - subordinated notes	Interest Expense	$	(27)	$	2,238
Interest rate swaps - securities	Interest Income	43		—

Derivative liabilities - hedged items:
Interest rate swaps - subordinated notes	Interest Expense	$	27	$	(2,238)
Interest rate swaps - securities	Interest Income	(43)		—

The following table presents the amounts that were recorded in the Consolidated Balance Sheets related to cumulative basis adjustments for fair value hedges as of the dates presented:


	Carrying Amount of the Hedged Item				Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of the Hedged Item
Balance Sheet Location	March 31, 2026		December 31, 2025		March 31, 2026		December 31, 2025
Long-term debt	$	86,981	$	86,911	$	12,253	$	12,280
Securities available for sale	31,952		17,780		49		6

Credit Derivatives

The Company has both bought and sold credit protection in the form of risk participation agreements. These risk participations, which meet the definition of credit derivatives, were entered into in the ordinary course of business to help the Company’s commercial customers manage their exposure to interest rate fluctuations. Risk participations in which credit protection has been purchased entitle the Company to receive a payment from the counterparty if the customer fails to make payment on any amounts due to the Company upon early termination of the swap transaction. The Company’s bought risk participation agreements have a notional amount of $252,165 and maturities between 2028 and 2032. For contracts where the Company sold credit protection, it would be required to make payment to the counterparty if the customer fails to make payment on any amounts due to the counterparty upon early termination of the swap transaction. The Company’s sold risk participation agreements have a notional amount of $64,584 and have maturities between 2026 and 2032.

The maximum potential amount of future payments under these risk participation agreements as of March 31, 2026 was approximately $937. This scenario occurs if variable interest rates were at zero percent and all counterparties defaulted with zero recovery. The fair value of risk participation agreements at March 31, 2026 and 2025 was immaterial.

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.

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

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. Initial margin and variation margin is accounted for as collateral. When the Company posts cash for margin, it is recognized as a receivable. When margin is posted or received in the form of securities, there is no accounting recognition for the pledge of securities, unless there is an event of default by one of the parties to the agreement. For centrally cleared derivatives, variation margin is accounted for as settlement of the derivative fair value. The following table presents the Company’s gross derivative positions as recognized in the Consolidated Balance Sheets as well as the net derivative positions, including collateral pledged to the extent the application of such collateral did not reduce the net derivative liability position below zero, had the Company elected to offset those instruments subject to an enforceable master netting agreement as of the dates presented:


	Offsetting Derivative Assets				Offsetting Derivative Liabilities
	March 31, 2026		December 31, 2025		March 31, 2026		December 31, 2025
Gross amounts recognized	$	25,018	$	21,867	$	18,470	$	17,650
Gross amounts offset in the Consolidated Balance Sheets	—		—		—		—
Net amounts presented in the Consolidated Balance Sheets	25,018		21,867		18,470		17,650
Gross amounts not offset in the Consolidated Balance Sheets
Financial instruments - derivative assets available for offset	18,331		17,110		18,331		17,110
Financial collateral (cash) pledged	—		—		—		20
Net amounts	$	6,687	$	4,757	$	139	$	520

Note 10 – Income Taxes

The effective tax rate was 20.1% for both the three months ended March 31, 2026 and 2025. The Company calculated the provision for income taxes by applying the estimated annual effective tax rate to year-to-date pre-tax income, and adjusting for discrete items that occurred during the period.

Note 11 – Fair Value Measurements

(In Thousands)

Fair Value Measurements and the Fair Level Hierarchy

Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures,” provides guidance for using fair value to measure assets and liabilities and establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to a valuation based on quoted prices in active markets for identical assets and liabilities (Level 1), next priority to a valuation based on quoted prices in active markets for similar assets and liabilities and/or based on assumptions that are observable in the market (Level 2), and the lowest priority to a valuation based on assumptions that are not observable in the market (Level 3).

Recurring Fair Value Measurements

The Company carries certain assets and liabilities at fair value on a recurring basis in accordance with applicable standards. The Company’s recurring fair value measurements are based on the requirement to carry such assets and liabilities at fair value or the Company’s election to carry certain eligible assets at fair value. Assets and liabilities that are required to be carried at fair value on a recurring basis include securities available for sale and derivative instruments. The Company has elected to carry mortgage loans held for sale at fair value on a recurring basis as permitted under the guidance in ASC 825, “Financial Instruments” (“ASC 825”).

The following methods and assumptions are used by the Company to estimate the fair values of the Company’s financial assets and liabilities that are measured on a recurring basis:

Securities available for sale: Securities available for sale consist primarily of debt securities, such as obligations of U.S. Government agencies and corporations, obligations of states and political subdivisions and mortgage-backed securities. Where quoted market prices in active markets are available, securities are classified within Level 1 of the fair value hierarchy. If 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.

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

Such instruments are classified within Level 2 of the fair value hierarchy. All Level 2 securities, including state and political subdivisions, mortgage-backed securities and other debt securities are valued using model-based valuation techniques where all significant assumptions are observable. When assumptions used in model-based valuation techniques are not observable in the market, the assumptions used by management reflect estimates of assumptions used by other market participants in determining fair value. When there is limited transparency around the inputs to the valuation, the instruments are classified within Level 3 of the fair value hierarchy.

Derivative instruments: Most of the Company’s derivative contracts are extensively traded in over-the-counter markets and are valued using discounted cash flow models which incorporate observable market-based inputs including current market interest rates, credit spreads, and other factors. Such instruments are categorized within Level 2 of the fair value hierarchy and include interest rate swaps, interest rate collars and other interest rate contracts such as risk participations, interest rate caps and/or floors. The Company’s interest rate lock commitments are valued using current market prices for mortgage-backed securities with similar characteristics, adjusted for certain factors including servicing and risk. The value of the Company’s forward commitments is based on current prices for securities backed by similar types of loans. Because these assumptions are observable in active markets, the Company’s interest rate lock commitments and forward commitments are categorized within Level 2 of the fair value hierarchy.

Mortgage loans held for sale in loans held for sale: The Company has elected to carry mortgage loans held for sale at fair value on a recurring basis under the fair value option. Mortgage loans held for sale are loans intended to be sold on the secondary market to investors or other financial institutions. 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
March 31, 2026
Financial assets:

Securities available for sale	$	—	$	2,809,647	$	—	$	2,809,647
Derivative instruments	—		43,578		—		43,578
Mortgage loans held for sale in loans held for sale	—		230,980		—		230,980
Total financial assets	$	—	$	3,084,205	$	—	$	3,084,205
Financial liabilities:
Derivative instruments:	$	—	$	35,553	$	—	$	35,553


	Level 1		Level 2		Level 3		Totals
December 31, 2025
Financial assets:

Securities available for sale	$	—	$	2,560,818	$	—	$	2,560,818

Derivative instruments	—		47,098		—		47,098
Mortgage loans held for sale in loans held for sale	—		265,959		—		265,959
Total financial assets	$	—	$	2,873,875	$	—	$	2,873,875
Financial liabilities:
Derivative instruments	$	—	$	41,484	$	—	$	41,484

The Company reviews fair value hierarchy classifications on a quarterly basis. Changes in the Company’s ability to observe inputs to the valuation may cause reclassification of certain assets or liabilities within the fair value hierarchy. Transfers between levels of the hierarchy are deemed to have occurred at the end of period. There were no such transfers between levels of the fair value hierarchy during the three months ended March 31, 2026.

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

For the three months ended March 31, 2026 and 2025, respectively, there were no gains or losses included in earnings that were attributable to the change in unrealized gains or losses related to assets or liabilities held at the end of each respective period that were measured on a recurring basis using significant unobservable inputs.

Nonrecurring Fair Value Measurements

Certain assets and liabilities may be recorded at fair value on a nonrecurring basis. These nonrecurring fair value adjustments typically are a result of the application of the lower of cost or market accounting or a write-down occurring during the period. The following tables provide the fair value measurement for assets measured at fair value on a nonrecurring basis that were still held on the Consolidated Balance Sheets as of the dates presented and the level within the fair value hierarchy each is classified:


March 31, 2026	Level 1		Level 2		Level 3		Totals
Collateral dependent loans	$	—	$	—	$	42,758	$	42,758
OREO	—		—		1,179		1,179

Total	$	—	$	—	$	43,937	$	43,937


December 31, 2025	Level 1		Level 2		Level 3		Totals
Collateral dependent loans	$	—	$	—	$	87,680	$	87,680
OREO	—		—		$	3,538	3,538

Total	$	—	$	—	$	91,218	$	91,218

The following methods and assumptions are used by the Company to estimate the fair values of the Company’s financial assets measured on a nonrecurring basis:

Collateral dependent loans: Loans that do not share similar risk characteristics such that they can be evaluated on a collective (pool) basis 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 such as equipment, inventory and accounts receivable. The fair value of real estate is determined based on appraisals by qualified licensed appraisers. The fair value of the business assets is generally based on amounts reported on the business’s financial statements. Appraised and reported values may be adjusted based on changes in market conditions from the time of valuation and management’s knowledge of the client and the client’s business. Since not all valuation inputs are observable, these nonrecurring fair value determinations are classified as Level 3.

Other real estate owned: OREO is comprised of commercial and residential real estate obtained in partial or total satisfaction of loan obligations. OREO acquired in settlement of indebtedness is recorded at the fair value of the real estate less estimated costs to sell. Subsequently, it may be necessary to record nonrecurring fair value adjustments for declines in fair value. Fair value, when recorded, is determined based on appraisals by qualified licensed appraisers and adjusted for management’s estimates of costs to sell. Accordingly, values for OREO are classified as Level 3.

The following table presents, as of the dates presented, OREO measured at fair value on a nonrecurring basis that was still held on the Consolidated Balance Sheets at period-end:


	March 31, 2026		December 31, 2025







Carrying amount prior to remeasurement	$	1,390	$	4,182
Impairment recognized in results of operations	(211)		(644)
Fair value	$	1,179	$	3,538

Mortgage servicing rights: Mortgage servicing rights are carried at the lower of amortized cost or fair value. Fair value is determined using an income approach with various assumptions including expected cash flows, market discount rates, prepayment speeds, servicing costs, and other factors. Because these factors are not all observable and include management’s assumptions, mortgage servicing rights are classified within Level 3 of the fair value hierarchy. Mortgage servicing rights were carried at amortized cost at March 31, 2026 and December 31, 2025. There were no valuation adjustments on MSRs during the three months ended March 31, 2026 or 2025.

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

The following table presents information as of March 31, 2026 about significant unobservable inputs (Level 3) used in the valuation of assets measured at fair value on a nonrecurring basis:

Financial instrument

Fair
Value

Valuation Technique

Significant
Unobservable Inputs

Inputs

Collateral dependent loans, net of allowance for credit losses

42,758

Appraised value of collateral less estimated costs to sell

Estimated costs to sell

10%

OREO

1,179

Appraised value of property less estimated costs to sell

Estimated costs to sell

10%

Fair Value Option

The Company has elected to measure all mortgage loans held for sale at fair value under the fair value option as permitted under ASC 825. Electing to measure these assets at fair value reduces certain timing differences and better matches the changes in fair value of the loans with changes in the fair value of derivative instruments used to economically hedge them.

A net loss of $2,197 and net gain of $2,853 resulting from fair value changes of these mortgage loans were recorded in income during the three months ended March 31, 2026 and 2025, respectively. These amounts do not reflect changes in fair values of related derivative instruments used to economically 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 March 31, 2026 and December 31, 2025:


	Aggregate Fair Value		Aggregate Unpaid Principal Balance		Difference
March 31, 2026
Mortgage loans held for sale measured at fair value	$	230,980	$	228,059	$	2,921



December 31, 2025
Mortgage loans held for sale measured at fair value	$	265,959	$	260,841	$	5,118

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:

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)


			Fair Value
As of March 31, 2026	Carrying Value		Level 1		Level 2		Level 3		Total
Financial assets
Cash and cash equivalents	$	1,216,980	$	1,216,980	$	—	$	—	$	1,216,980
Securities held to maturity	1,006,511		—		928,696		—		928,696
Securities available for sale	2,809,647		—		2,809,647		—		2,809,647
Loans held for sale	230,980		—		230,980		—		230,980
Loans, net	18,679,386		—		—		18,575,666		18,575,666
Mortgage servicing rights	64,850		—		—		85,082		85,082
Derivative instruments	43,578		—		43,578		—		43,578
Financial liabilities
Deposits	$	22,099,484			$	22,091,013	$	—	$	22,091,013
Short-term borrowings	305,863		—		305,863		—		305,863


Junior subordinated debentures	140,908		—		126,976		—		126,976
Subordinated notes	359,434		—		351,755		—		351,755
Derivative instruments	35,553		—		35,553		—		35,553


			Fair Value
As of December 31, 2025	Carrying Value		Level 1		Level 2		Level 3		Total
Financial assets
Cash and cash equivalents	$	1,070,718	$	1,070,718	$	—	$	—	$	1,070,718
Securities held to maturity	1,030,073		—		961,870		—		961,870
Securities available for sale	2,560,818		—		2,560,818		—		2,560,818
Loans held for sale	265,959		—		265,959		—		265,959
Loans, net	18,753,084		—		—		18,689,957		18,689,957
Mortgage servicing rights	65,271		—		—		80,537		80,537
Derivative instruments	47,098		—		47,098		—		47,098
Financial liabilities
Deposits	$	21,473,070	$	—	$	21,465,168	$	—	$	21,465,168
Short-term borrowings	555,774		—		555,774		—		555,774


Junior subordinated debentures	140,632		—		126,976		—		126,976
Subordinated notes	359,124		—		352,616		—		352,616
Derivative instruments	41,484		—		41,484		—		41,484

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

Note 12 – Other Comprehensive Income (Loss)

(In Thousands)

Changes in the components of other comprehensive (loss) income were as follows for the periods presented:


	Unrealized Holding Gains (Losses) on Available-for-Sale Securities		Amortization of unrealized holding losses on securities transferred to held to maturity		Unrealized Gains (Losses) on Derivative Instruments		Defined Benefit Pension and Post-retirement Benefit Plans		Total
Three months ended March 31, 2026
Beginning balance	$	(56,542)	$	(40,435)	$	13,598	$	(6,353)	$	(89,732)
Other comprehensive income (loss) before reclassification	(15,891)		2,625		(885)		74		(14,077)
Amounts reclassified from accumulated other comprehensive income	—		—		841		(19)		822
Tax expense (benefit)	4,024		(672)		11		—		3,363
Net other comprehensive income (loss)	(11,867)		1,953		(33)		55		(9,892)
Ending balance	$	(68,409)	$	(38,482)	$	13,565	$	(6,298)	$	(99,624)
Three months ended March 31, 2025
Beginning balance	$	(103,889)	$	(49,045)	$	17,429	$	(7,103)	$	(142,608)
Other comprehensive income (loss) before reclassification	26,688		3,044		(2,706)		99		27,125
Amounts reclassified from accumulated other comprehensive income	—		—		929		—		929
Tax (benefit) expense	(6,718)		(779)		455		(25)		(7,067)
Net other comprehensive income (loss)	19,970		2,265		(1,322)		74		20,987
Ending balance	$	(83,919)	$	(46,780)	$	16,107	$	(7,029)	$	(121,621)

The table below presents the reclassifications from accumulated other comprehensive income, net of tax, for the periods presented:


	Amount Reclassified from Other Comprehensive Income
	Three Months Ended March 31,
Accumulated Other Comprehensive Income Component	2026		2025		Income Statement Line Item Affected
Gains on derivative instruments	$	841	$	929	Interest income
Tax benefit	(215)		(237)		Income taxes
Net of tax	626		692
Total reclassifications for the period, net of tax	$	626	$	692

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

Note 13 – Net Income Per Common Share

(In Thousands, Except Share and Per Share Data)

Basic net income per common share is calculated by dividing net income by the weighted-average number of common shares outstanding for the period. Diluted net income per common share reflects the pro forma dilution of shares outstanding, assuming outstanding service-based restricted stock awards fully vested, calculated in accordance with the treasury method. Basic and diluted net income per common share calculations are as follows for the periods presented:


	Three Months Ended
	March 31,
	2026		2025
Basic
Net income applicable to common stock	$	88,228	$	41,518
Average common shares outstanding	93,693,615		63,664,419
Net income per common share - basic	$	0.94	$	0.65
Diluted
Net income applicable to common stock	$	88,228	$	41,518
Average common shares outstanding	93,693,615		63,664,419
Effect of dilutive stock-based compensation	534,728		361,606
Average common shares outstanding - diluted	94,228,343		64,026,025
Net income per common share - diluted	$	0.94	$	0.65

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:


	Three Months Ended
	March 31,
	2026	2025
Number of shares	—	500

Note 14 – Segment Reporting

(In Thousands)

The Company has two reportable segments: Community Banks and Wealth Management. The Company’s reportable segments are determined by the Chief Executive Officer, who is the designated chief operating decision maker (“CODM”), based upon information provided about the Company’s products and services. The CODM evaluates the financial performance of the segments by evaluating net income as the primary measure of segment performance, as well as revenue streams, significant expenses and budget to actual results, and the CODM provides guidance in strategy and the allocation of resources.

In order to give the CODM a more precise indication of the income and expenses controlled by each segment, the results of operations for each segment reflect its own direct revenues and expenses. Indirect revenues and expenses, including but not limited to income from the Company’s investment portfolio, as well as certain costs associated with data processing and back office functions, primarily support the operations of the community banks and, therefore, are included in the results of the Community Banks segment. Included in “Other” are the operations of the holding company and other eliminations that are necessary for purposes of reconciling to the consolidated amounts. Accounting policies for each segment are the same as those described in Note 1, “Significant Accounting Policies,” in the Notes to the Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

The following tables provide financial information for the Company’s operating segments as of and for the periods presented:


	Community Banks		Wealth Management		Total Segments		Other		Consolidated
Three months ended March 31, 2026
Total interest income	$	338,087	$	14	$	338,101	$	19	$	338,120
Total interest expense	107,435		—		107,435		7,126		114,561
Net interest income (loss)	$	230,652	$	14	$	230,666	$	(7,107)	$	223,559
Provision for credit losses	8,080		—		8,080		—		8,080
Noninterest income	39,103		9,733		48,836		1,436		50,272
Salaries and employee benefits	85,671		4,900		90,571		1,178		91,749
Net occupancy and equipment	17,694		250		17,944		87		18,031
Other segment expenses(1)	42,748		2,109		44,857		691		45,548
Income (loss) before income taxes	$	115,562	$	2,488	$	118,050	$	(7,627)	$	110,423
Income tax expense (benefit)	24,029		114		24,143		(1,948)		22,195
Net income (loss)	$	91,533	$	2,374	$	93,907	$	(5,679)	$	88,228
Total assets	$	27,082,801	$	8,193	$	27,090,994	$	16,280	$	27,107,274
Goodwill	1,406,667		—		1,406,667		—		1,406,667


	Community Banks		Wealth Management		Total Segments		Other		Consolidated
Three months ended March 31, 2025
Total interest income	$	220,291	$	16	$	220,307	$	23	$	220,330
Total interest expense	79,634		—		79,634		6,499		86,133
Net interest income (loss)	$	140,657	$	16	$	140,673	$	(6,476)	$	134,197
Provision for credit losses	4,750		—		4,750		—		4,750
Noninterest income (loss)	28,772		8,064		36,836		(441)		36,395
Salaries and employee benefits	68,139		3,818		71,957		—		71,957
Net occupancy and equipment	11,547		207		11,754		—		11,754
Other segment expenses(2)	28,099		1,568		29,667		498		30,165
Income (loss) before income taxes	$	56,894	$	2,487	$	59,381	$	(7,415)	$	51,966
Income tax expense (benefit)	12,203		103		12,306		(1,858)		10,448
Net income (loss)	$	44,691	$	2,384	$	47,075	$	(5,557)	$	41,518
Total assets (liabilities)	$	18,266,553	$	5,495	$	18,272,048	$	(667)	$	18,271,381
Goodwill	988,898		—		988,898		—		988,898

(1) Other segment expenses for Community Banks include data processing, other real estate owned, legal and professional fees, advertising and public relations, intangible amortization, communications and other miscellaneous expenses. Other segment expenses for Wealth Management include data processing, legal and professional fees, advertising and public relations, intangible amortization, communications and other miscellaneous expenses.

(2) Other segment expenses for Community Banks include data processing, other real estate owned, legal and professional fees, advertising and public relations, intangible amortization, communications, merger and conversion related expenses and other miscellaneous expenses. Other segment expenses for Wealth Management include data processing, legal and professional fees, advertising and public relations, intangible amortization, communications and other miscellaneous expenses.

Note 15 – Subsequent Events

(In Thousands)

On April 30, 2026, the Company, through a wholly-owned subsidiary, completed an acquisition of factoring receivables and related business processes. Pursuant to the guidance in ASC 805, this acquisition will be accounted for as a business combination.

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Renasant Corporation

Notes to Consolidated Financial Statements (Unaudited)

Total assets purchased consisted of $59,257 of factoring receivables and $17,777 of intangible assets. As of the filing of this report, the Company has not completed the fair value measurements of the assets and identifiable intangible assets acquired as part of the transaction.

On May 7, 2026, the Company completed a subordinated debt offering, issuing $300,000 aggregate principal amount of 6.25% Fixed-to-Floating Rate Subordinated Notes due 2036 (the “Notes”). The Notes will bear interest from and including May 7, 2026 to, but excluding, June 1, 2031, at a fixed rate of 6.25% per annum, payable semi-annually in arrears. From and including June 1, 2031 to but excluding June 1, 2036 (unless redeemed prior to such date), the Notes will bear interest at a floating rate equal to the Three-Month Term SOFR, plus 245 basis points, payable quarterly in arrears. The Company may redeem the Notes, in whole or in part, on or after June 1, 2031, at a price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest to, but excluding, the date of redemption.

The Notes are intended to qualify as Tier 2 capital for regulatory purposes. The Company intends to use the net proceeds from the Notes offering for general corporate purposes, including the potential redemption of the $40,000 aggregate principal amount outstanding of the Company's 5.50% Fixed-to-Floating Rate Subordinated Notes due September 1, 2031.

The issuance of the Notes occurred after the balance sheet date of March 31, 2026 and, accordingly, no amounts related to the Notes have been reflected in the accompanying financial statements.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

(In Thousands, Except Share Data)

This Form 10-Q may contain or incorporate by reference statements regarding Renasant Corporation (referred to herein as the “Company”, “Renasant”, “we”, “our”, or “us”) that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements preceded by, followed by or that otherwise include the words “believes,” “expects”, “projects,” “anticipates,” “intends,” “estimates,” “plans,” “potential,” “focus,” “possible,” “may increase,” “may fluctuate,” “will likely result,” or similar expressions, or future or conditional verbs such as “will,” “should,” “would” and “could,” are generally forward-looking in nature and not historical facts. Forward-looking statements include information about the Company’s future financial performance, business strategy, projected plans and objectives and are based on the current beliefs and expectations of management. The Company’s management believes these forward-looking statements are reasonable, but they are all inherently subject to significant business, economic and competitive risks and uncertainties, many of which are beyond the Company’s control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Actual results may differ from those indicated or implied in the forward-looking statements, and such differences may be material. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties and, accordingly, investors should not place undue reliance on these forward-looking statements, which speak only as of the date they are made.

Important factors currently known to management that could cause our actual results to differ materially from those in forward-looking statements include the following: (i) our ability to efficiently integrate acquisitions into our operations, retain the customers of these businesses, grow the acquired operations and realize the cost savings expected from an acquisition to the extent and in the timeframe anticipated by management (including the possibility that such cost savings will not be realized when expected, or at all, as a result of the impact of, or challenges arising from, the integration of the acquired assets and assumed liabilities into the Company, potential adverse reactions or changes to business or employee relationships, or as a result of other unexpected factors or events); (ii) potential exposure to unknown or contingent risks and liabilities we have acquired or may acquire; (iii) the effect of economic conditions and interest rates on a national, regional or international basis; (iv) timing and success of the implementation of changes in operations to achieve enhanced earnings or effect cost savings; (v) our ability to remediate the material weakness in the Company’s internal control over financial reporting identified in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025; (vi) competitive pressures in the consumer finance, commercial finance, financial services, asset management, retail banking, factoring, mortgage lending and auto lending industries; (vii) the financial resources of, and products available from, competitors; (viii) changes in laws and regulations as well as changes in accounting standards; (ix) changes in governmental and regulatory policy, whether applicable specifically to financial institutions or impacting the United States generally (such as, for example, changes in trade policy); (x) changes in the securities and foreign exchange markets; (xi) the Company’s potential growth, including its entrance or expansion into new markets, and the need for sufficient capital to support that growth; (xii) changes in the quality or composition of the Company’s loan or investment portfolios, including adverse developments in borrower industries or in the repayment ability of individual borrowers or issuers of investment securities, or the impact of interest rates on the value of our investment portfolio; (xiii) an insufficient allowance for credit losses as a result of inaccurate assumptions; (xiv) changes in the sources and costs of the capital we use to make loans and otherwise fund our operations, due to deposit outflows, changes in the mix of deposits and the cost and availability of borrowings; (xv) general economic, market or business conditions, including the impact of inflation; (xvi) changes in demand for loan and deposit products and other financial services; (xvii) concentrations of deposit or credit exposure; (xviii) changes or the lack of changes in interest rates, yield curves and interest rate spread relationships; (xix) losses resulting from fraudulent activity, including loan and deposit fraud and social engineering attacks targeting our customers, employees and third party vendors; (xx) increased cybersecurity risk, including potential network breaches, business disruptions or financial losses, including as a result of sophisticated attacks using artificial intelligence (“AI”) and similar tools; (xxi) civil unrest, natural disasters, epidemics and other catastrophic events in or near the Company’s geographic area; (xxii) geopolitical conditions, including acts or threats of terrorism and actions taken by the United States or other governments in response to acts or threats of terrorism and/or military conflicts, which could impact business and economic conditions in the United States and abroad; (xxiii) the impact, extent and timing of technological changes, including the rapid development of AI technologies; and (xxiv) other circumstances, many of which are beyond management’s control.

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.

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Financial Condition

The following discussion provides details regarding the changes in significant balance sheet accounts at March 31, 2026 compared to December 31, 2025.

Mergers and Acquisitions

On April 1, 2025 the Company completed its merger with The First Bancshares, Inc. (“The First”). At closing, The First merged with and into the Company, with the Company the surviving corporation in the merger; immediately thereafter, The First Bank merged with and into Renasant Bank (sometimes referred to as the “Bank”), with Renasant Bank the surviving banking corporation in the merger. For more information, including the fair value of assets acquired and liabilities assumed, see Note 2, “Mergers and Acquisitions,” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements, in this report.

Assets


Assets	March 31, 2026		December 31, 2025		$ Change		% Change
Cash and cash equivalents	$	1,216,980	$	1,070,718	$	146,262	13.7	%
Securities held to maturity, at amortized cost	1,006,511		1,030,073		(23,562)		(2.3)
Securities available for sale, at fair value	2,809,647		2,560,818		248,829		9.7
Loans held for sale, at fair value	230,980		265,959		(34,979)		(13.2)
Loans held for investment	18,975,248		19,047,039		(71,791)		(0.4)
Allowance for credit losses	(295,862)		(293,955)		(1,907)		0.6
Loans, net	18,679,386		18,753,084		(73,698)		(0.4)
Premises and equipment	463,723		465,141		(1,418)		(0.3)
Other real estate owned, net	12,954		15,191		(2,237)		(14.7)
Goodwill	1,406,667		1,405,840		827		0.1
Other intangible assets, net	138,392		146,612		(8,220)		(5.6)
Bank-owned life insurance	494,874		492,541		2,333		0.5
Mortgage servicing rights, net	64,850		65,271		(421)		(0.6)
Other assets	582,310		480,178		102,132		21.3
Total assets	$	27,107,274	$	26,751,426	$	355,848	1.3	%

Investments

The securities portfolio is used to provide a source for meeting liquidity needs and to supply securities to be used in collateralizing certain deposits and certain types of borrowings. The securities portfolio also serves as an outlet to deploy excess liquidity and generate interest income rather than hold excess funds as cash. The following table shows the carrying value of our securities portfolio by investment type and the percentage of such investment type relative to the entire securities portfolio as of the dates presented:


	March 31, 2026				December 31, 2025
	Balance		Percentage of Portfolio		Balance		Percentage of Portfolio


Obligations of states and political subdivisions	$	553,152	14.49	%	$	552,209	15.38	%
Mortgage-backed securities	2,884,524		75.59		2,642,946		73.60

Other debt securities	378,514		9.92		395,768		11.02

	$	3,816,190	100.00	%	$	3,590,923	100.00	%
Allowance for credit losses - held to maturity securities	(32)				(32)
Securities, net of allowance for credit losses	$	3,816,158			$	3,590,891

The Company purchased $378,991 and $175,815 in investment securities during the three months ended March 31, 2026 and 2025, respectively. The merger with The First contributed approximately $1,457,377 to the securities portfolio at April 1, 2025.

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Proceeds from maturities, calls and principal payments on securities during the first three months of 2026 totaled $141,463. Proceeds from the maturities, calls and principal payments on securities during the first three months of 2025 totaled $56,789. No gain or loss on sales of securities was recorded in the first quarter of 2026 or 2025.

During the third quarter of 2022, the Company transferred, at fair value, $882,927 of securities from the available for sale portfolio to the held to maturity portfolio as the Company has the intent and ability to hold these securities until their maturity. The related net unrealized losses of $99,675 (after tax losses of $74,307) remained in accumulated other comprehensive income (loss) and will be amortized over the remaining life of the securities, offsetting the related amortization of discount on the transferred securities. At March 31, 2026, the net unrealized after tax losses remaining to be amortized in accumulated other comprehensive income (loss) was $38,482. No gains or losses were recognized at the time of transfer.

For more information about the Company’s security portfolio, see Note 3, “Securities,” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements, in this report.

Loans Held for Sale

Mortgage loans to be sold are sold either on a “best efforts” basis or under a mandatory delivery sales agreement. Under a “best efforts” sales agreement, residential real estate originations are locked in at a contractual rate with third party private investors or directly with government sponsored agencies, and the Company is obligated to sell the mortgages to such investors only if the mortgages are closed and funded. The risk we assume is conditioned upon loan underwriting and market conditions in the national mortgage market. Under a mandatory delivery sales agreement, the Company commits to deliver a certain principal amount of mortgage loans to an investor at a specified price and delivery date. Penalties are paid to the investor if we fail to satisfy the contract. Gains and losses are realized at the time consideration is received and all other criteria for sales treatment have been met. Our standard practice is to sell the loans within approximately 45 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

The table below sets forth the balance of loans outstanding, net of unearned income and excluding loans held for sale, by loan type and the percentage of each loan type to total loans as of the dates presented:


	March 31, 2026				December 31, 2025
	Total Loans		Percentage of Total Loans		Total Loans		Percentage of Total Loans
Commercial and industrial	$	2,895,477	15.26	%	$	2,818,326	14.79	%
Construction and land development
Residential	425,543		2.24	%	382,773		2.01	%
Other	1,473,086		7.76	%	1,522,863		8.00	%
Total construction and land development	1,898,629		10.00		1,905,636		10.01	%
Real estate – 1-4 family mortgage:
First lien	3,792,685		19.99	%	3,844,097		20.18	%
Junior lien	52,516		0.28	%	52,943		0.28	%
Home equity	738,917		3.89	%	737,993		3.87	%
Total real estate – 1-4 family mortgage	4,584,118		24.16		4,635,033		24.33	%
Commercial real estate - owner occupied	3,357,965		17.70		3,334,664		17.51	%
Commercial real estate - non-owner occupied
Multi family	1,278,646		6.74	%	1,392,779		7.31	%
Other	4,856,897		25.59	%	4,852,701		25.48	%
Total commercial real estate - non-owner occupied	6,135,543		32.33	%	6,245,480		32.79
Consumer	103,516		0.55	%	107,900		0.57	%
Total loans, net of unearned income	18,975,248		100.00	%	$	19,047,039	100.00	%

Loan concentrations are considered to exist when there are loans to a number of borrowers engaged in similar activities that would cause them to be similarly impacted by economic or other conditions. At March 31, 2026, there were no concentrations of loans exceeding 10% of total loans other than loans disclosed in the table above.

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As the above table demonstrates, non-owner occupied commercial mortgage term loans was our largest concentration of loans at March 31, 2026 and the following table provides additional detail, broken down by collateral type, about the segments within this loan category as of such date .


	March 31, 2026
	Balance		Average Loan Size		Percentage of Total Loans		Weighted-Average Loan-to-Value		Percentage 30-89 Days Past Due		Percentage Non-performing
Hotels	$	747,367	$	4,872	3.95	%	56	%	—	%	—	%
Self Storage	600,374		3,163		3.16		55		—		—
Multi Family	1,278,647		2,456		6.74		53		0.11		0.10
Office - Medical	387,579		1,987		2.04		54		—		—
Office - Non-Medical	421,442		882		2.22		55		0.03		3.13
Retail	1,309,832		1,496		6.90		55		0.33		0.02
Senior Housing	288,095		5,455		1.52		65		—		9.41
Warehouse/Industrial	932,504		2,498		4.91		53		0.04		0.82
Other	169,703		1,237		0.89		54		0.02		0.26
Total non-owner occupied commercial mortgage term loans	$	6,135,543	$	2,039	32.33	%	55	%	0.10	%	0.81	%

Note: Weighted-average loan-to-value is calculated using the most recent appraisal available.

Deposits


Deposits	March 31, 2026		December 31, 2025		$ Change		% Change
Noninterest-bearing deposits	$	5,183,426	$	5,043,960	$	139,466	2.8	%
Interest-bearing deposits	16,916,058		16,429,110		486,948		3.0
Total deposits	$	22,099,484	$	21,473,070	$	626,414	2.9	%

The Company relies on deposits as its primary source of funds. Management continues to focus on growing and maintaining a stable source of funding, specifically noninterest-bearing deposits and other core deposits (that is, deposits excluding brokered deposits). Noninterest-bearing deposits represented 23.45% of total deposits at March 31, 2026, as compared to 23.49% of total deposits at December 31, 2025. The slight decrease in noninterest-bearing deposits as a percentage of total deposits was primarily driven by the seasonal increase in interest-bearing public fund deposits, offset by growth in noninterest-bearing deposits. Under certain circumstances, management may elect to acquire non-core deposits (in the form of brokered deposits) or public fund deposits (which are deposits of counties, municipalities or other political subdivisions). The source of funds that we select depends on the terms of the deposits and how those terms assist us in mitigating interest rate risk, maintaining our liquidity position and managing our net interest margin; business factors, described in the following paragraph, may lead us to obtain public deposits. Accordingly, funds are acquired to meet anticipated funding needs at the rate and with other terms that, in management’s view, best address our interest rate risk, liquidity and net interest margin parameters.

Public fund deposits may be readily obtained based on the Company’s pricing bid in comparison with competitors. Because public fund deposits are obtained through a bid process, these deposit balances may fluctuate as competitive and market forces change. Although the Company has focused on growing stable sources of deposits to reduce reliance on public fund deposits, it participates in the bidding process for public fund deposits when pricing and other terms make it reasonable given market conditions or when management perceives that other factors, such as the public entity’s use of our treasury management or other products and services, make such participation advisable. Our public fund transaction accounts are principally obtained from public universities and municipalities, including school boards and utilities. Public fund deposits were $4,160,265 and $3,779,910 at March 31, 2026 and December 31, 2025, respectively.

Borrowed Funds


Borrowed Funds	March 31, 2026		December 31, 2025		$ Change		% Change
Short-term borrowings	$	305,863	$	555,774	$	(249,911)	(45.0)	%
Long-term debt	500,342		499,756		586		0.1
Total borrowings	$	806,205	$	1,055,530	$	(249,325)	(23.6)	%

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Total borrowings may include federal funds purchased, securities sold under agreements to repurchase, advances from the Federal Home Loan Bank of Dallas (the “FHLB”), borrowings from the Federal Reserve Discount Window, subordinated notes and junior subordinated debentures and are classified on the Consolidated Balance Sheets as either short-term borrowings or long-term debt. Short-term borrowings have original maturities less than one year and typically consist of federal funds purchased, securities sold under agreements to repurchase, and short-term FHLB advances. Due to strong deposit growth during the quarter, the Company was able to pay down a portion of the FHLB advances. The following table presents our short-term borrowings by type as of the dates presented:


Short-Term Borrowings	March 31, 2026		December 31, 2025
Security repurchase agreements	$	5,863	$	5,774

Short-term borrowings from the FHLB	300,000		550,000

Total short-term borrowings	$	305,863	$	555,774

Long-term debt typically consists of long-term FHLB advances, our junior subordinated debentures and our subordinated notes. The following table presents our long-term debt by type as of the dates presented:


Long-Term Debt	March 31, 2026		December 31, 2025

Junior subordinated debentures	$	140,908	$	140,632
Subordinated notes	359,434		359,124
Total long-term debt	$	500,342	$	499,756

Long-term funds obtained from the FHLB are used to match-fund fixed rate loans in order to minimize interest rate risk and to meet day-to-day liquidity needs, particularly when the cost of such borrowing compares favorably to the rates that we would be required to pay to attract deposits (which has not been the case in recent periods). Advances from the FHLB are collateralized by a blanket lien on the Bank’s loans. The Company had $5,480,190 of availability on unused lines of credit with the FHLB at March 31, 2026, as compared to $5,574,759 at December 31, 2025. The Company also had credit available at the Federal Reserve Discount Window in the amount of $706,245.

The Company has issued subordinated notes, and the Company owns the outstanding common securities of business trusts that issued corporation-obligated mandatorily redeemable preferred capital securities to third-party investors, the proceeds of which were used to buy floating rate junior subordinated debentures issued by the Company (or by companies that the Company subsequently acquired). The proceeds generated by the Company’s subordinated notes and trust preferred securities transactions have been used for general corporate purposes, including providing capital to support the Company’s growth organically or through strategic acquisitions, repaying indebtedness and financing investments and capital expenditures, and for investments in Renasant Bank as regulatory capital. The subordinated notes and trust preferred securities qualify as Tier 2 capital under current regulatory guidelines. On May 7, 2026, the Company completed an additional subordinated debt offering, issuing $300,000,000 aggregate principal amount of 6.25% Fixed-to-Floating Rate Subordinated Notes due 2036.

Results of Operations

The Company’s acquisition of The First on April 1, 2025, had a significant impact on our results of operations during the first quarter of 2026 as compared to the same period in 2025, and unless otherwise noted, is the primary driver of the period-over-period change indicated throughout this section.

Net Income


	Three months ended March 31,
Net Income and Earnings per Share	2026		2025		$ Change		% Change
Net income	$	88,228	$	41,518	$	46,710	112.5	%
Basic earnings per share	0.94		0.65		0.29		44.6
Diluted earnings per share	0.94		0.65		0.29		44.6

From time to time, the Company incurs expenses and charges or recognizes valuation adjustments in connection with certain transactions with respect to which management is unable to accurately predict when these items will be incurred or, when incurred, the amount of such items. The following table presents the impact of these items on reported EPS for the dates presented.

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	Three Months Ended
	March 31, 2026						March 31, 2025
	Pre-tax		After-tax		Impact to Diluted EPS		Pre-tax		After-tax		Impact to Diluted EPS
Merger and conversion related expenses	$	—	$	—	$	—	$	(791)	$	(593)	$	(0.01)

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 81.96% of total revenue (i.e., net interest income on a fully taxable equivalent basis and noninterest income) for the first quarter of 2026. Changes in net interest income are driven by fluctuations in the volume, mix and repricing of assets and liabilities.


	Three months ended March 31,
Net Interest Income (tax equivalent basis)	2026		2025		$ Change		% Change
Loans	$	298,273	$	199,574	$	98,699	49.5	%
Securities	32,266		12,117		20,149		166.3
Other	7,581		8,639		(1,058)		(12.2)
Total interest income	$	338,120	$	220,330	$	117,790	53.5	%
Deposits	103,860		79,386		24,474		30.8
Borrowings	10,701		6,747		3,954		58.6
Total interest expense	$	114,561	$	86,133	$	28,428	33.0	%
Net interest income	$	223,559	$	134,197	$	89,362	66.6	%

Net interest income (tax equivalent basis)	$	228,424	$	137,432	$	90,992	66.2	%

The following tables set forth average balance sheet data, including all major categories of interest-earning assets and interest-bearing liabilities, together with the interest earned or interest paid and the average yield or average rate paid on each such category on a tax-equivalent basis for the periods presented:

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	Three Months Ended March 31,
	2026						2025
	Average Balance		Interest Income/ Expense		Yield/ Rate		Average Balance		Interest Income/ Expense		Yield/ Rate
Assets
Loans held for investment	$	19,035,115	$	299,125	6.37	%	$	12,966,869	$	199,504	6.24	%
Loans held for sale	211,507		2,876		5.44		200,917		3,008		5.99
Securities:
Taxable	3,380,880		28,861		3.41		1,883,535		10,971		2.33
Tax-exempt(1)	432,789		4,542		4.20		259,800		1,443		2.22
Interest-bearing balances with banks	823,706		7,581		3.73		824,743		8,639		4.25
Total interest-earning assets	23,883,997		342,985		5.81		16,135,864		223,565		5.61
Cash and due from banks	290,611						181,869
Intangible assets	1,548,244						1,002,511
Other assets	1,132,508						669,392
Total assets	$	26,855,360					$	17,989,636
Liabilities and shareholders’ equity
Interest-bearing liabilities:
Deposits:
Interest-bearing demand(2)	$	11,741,333	$	72,025	2.49	%	$	7,835,617	$	54,710	2.83	%
Savings deposits	1,289,327		876		0.28		813,451		711		0.35

Time deposits	3,583,946		30,959		3.50		2,474,218		23,965		3.93
Total interest-bearing deposits	16,614,606		103,860		2.54		11,123,286		79,386		2.89
Borrowed funds	973,114		10,701		4.44		556,734		6,747		4.88
Total interest-bearing liabilities	17,587,720		114,561		2.64		11,680,020		86,133		2.99
Noninterest-bearing deposits	5,088,817						3,408,830
Other liabilities	290,242						208,105
Shareholders’ equity	3,888,581						2,692,681
Total liabilities and shareholders’ equity	$	26,855,360					$	17,989,636
Net interest income/net interest margin			$	228,424	3.87	%			$	137,432	3.45	%

(1)U.S. Government and some U.S. Government Agency securities are tax-exempt in the states in which the Company operates.

(2)Interest-bearing demand deposits include interest-bearing transactional accounts and money market deposits.

The 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 for loans, 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. The addition of The First’s loan portfolio and strong organic loan growth in 2025 were the largest contributing factors to the increase in net interest income for the three months ended March 31, 2026, as compared to the same period in 2025. Lower interest rates and the addition of The First’s deposits generated a positive impact to both the cost and mix of our funding sources. The Company has continued its efforts to mitigate increases in the cost of funding due to competition or otherwise through maintaining noninterest-bearing deposits and staying disciplined yet competitive in pricing on interest-bearing deposits in the current rate environment.

The following 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 three months ended March 31, 2026, as compared to the same period in 2025 (the changes attributable to the combined impact of yield/rate and volume have been allocated on a pro-rata basis using the absolute value of amounts calculated):

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	Three Months Ended March 31, 2026 Compared to the Three Months Ended March 31, 2025
	Volume		Rate		Net
Interest income:
Loans held for investment	$	95,375	$	4,246	$	99,621
Loans held for sale	151		(283)		(132)
Securities:
Taxable	11,301		6,589		17,890
Tax-exempt	1,325		1,774		3,099
Interest-bearing balances with banks	(11)		(1,047)		(1,058)
Total interest-earning assets	108,141		11,279		119,420
Interest expense:
Interest-bearing demand deposits	24,539		(7,224)		17,315
Savings deposits	332		(167)		165

Time deposits	9,840		(2,846)		6,994
Borrowed funds	4,607		(653)		3,954
Total interest-bearing liabilities	39,318		(10,890)		28,428
Change in net interest income	$	68,823	$	22,169	$	90,992

The increase in interest income, on a tax equivalent basis, for the three months ended March 31, 2026, as compared to the same time period in 2025 is due primarily to the addition of The First’s earning assets.

The following table presents the percentage of total average earning assets, by type and yield, for the periods presented:


	Percentage of Total Average Earning Assets				Yield
	Three Months Ended				Three Months Ended
	March 31,				March 31,
	2026		2025		2026		2025
Loans held for investment	79.70	%	80.36	%	6.37	%	6.24	%
Loans held for sale	0.89		1.25		5.44		5.99
Securities	15.97		13.28		3.50		2.32
Interest-bearing balances with banks	3.44		5.11		3.73		4.25
Total earning assets	100.00	%	100.00	%	5.81	%	5.61	%

For the first quarter of 2026, interest income on loans held for investment, on a tax equivalent basis, increased $99,621 to $299,125 from $199,504 for the same period in 2025. Driven largely by the addition of $5,173,334 in loans held for investment through our merger with The First on April l, 2025, the year-to-date average balance of loans held for investment increased $6,068,246 from March 2025, thereby resulting in the increase in interest income on loans held for investment for the three months ended March 31, 2026, as compared to the same period in 2025.

The impact from interest income collected on problem loans and purchase accounting adjustments on loans to total interest income on loans held for investment, loan yield and net interest margin is shown in the following table for the periods presented.

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	Three Months Ended
	March 31,
	2026			2025
Net interest income collected on problem loans	$	210		$	1,026
Accretable yield recognized on purchased loans	15,248			558
Total impact to interest income on loans	$	15,458		$	1,584
Impact to loan yield	0.33		%	0.05		%
Impact to net interest margin	0.26		%	0.03		%

Investment income, on a tax equivalent basis, increased $20,989 to $33,403 for the first quarter of 2026 from $12,414 for the first quarter of 2025. The increase in investment income, on a tax equivalent basis, was primarily due to the acquisition of The First’s investment portfolio. The tax equivalent yield on the investment portfolio for the first quarter of 2026 was 3.50%, up 118 basis points from 2.32% for the same period in 2025.

Interest expense was $114,561 for the first quarter of 2026 as compared to $86,133 for the same period in 2025. The increase in interest expense was primarily due to the assumption of The First’s deposits and borrowed funds.

The following table presents, by type, the Company’s funding sources, which consist of total average deposits and borrowed funds, and the total cost of each funding source for the periods presented:


	Percentage of Total Average Deposits and Borrowed Funds				Cost of Funds
	Three Months Ended				Three Months Ended
	March 31,				March 31,
	2026		2025		2026		2025
Noninterest-bearing demand	22.44	%	22.59	%	—	%	—	%
Interest-bearing demand	51.78		51.93		2.49		2.83
Savings	5.69		5.39		0.28		0.35

Time deposits	15.80		16.40		3.50		3.93
Borrowed funds	4.29		3.69		4.44		4.88
Total deposits and borrowed funds	100.00	%	100.00	%	2.05	%	2.31	%

The cost of total deposits was 1.94% and 2.22% for the first quarter of 2026 and 2025, respectively. The increase in deposit expense and decrease in cost is attributable to the acquisition of The First’s deposits. The cost of total deposits was also affected by the Federal Reserve’s rate cuts in the third and fourth quarters of 2025. The Company has continued its efforts to maintain non-interest bearing deposits. Low cost deposits continue to be the preferred choice of funding; however, the Company may rely on brokered deposits or wholesale borrowings when advantageous, to address liquidity needs or as otherwise deemed advisable due to market conditions.

The increase in interest expense on borrowings is due to higher average short-term borrowings and the additional subordinated notes and other long-term borrowings added as a result of the merger with The First.

A more detailed discussion of the cost of our funding sources is set forth below under the heading “Liquidity and Capital Resources” in this Item.

Noninterest Income

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	Three months ended March 31,
Noninterest Income	2026		2025		$ Change		% Change
Service charges on deposit accounts	$	14,740	$	10,364	$	4,376	42.2	%
Fees and commissions	4,654		3,787		867		22.9
Wealth management revenue	8,678		7,067		1,611		22.8
Mortgage banking income	9,435		8,147		1,288		15.8
BOLI income	3,689		2,929		760		25.9
Other	9,076		4,101		4,975		121.3
Total noninterest income	$	50,272	$	36,395	$	13,877	38.1	%


Noninterest income to average assets			0.76		%				0.82		%

Total noninterest income includes fees generated from deposit services and other fees and commissions, income from our wealth management and mortgage banking operations, realized gains and losses on the sale of securities and all other noninterest income. Other noninterest income includes income from our SBA banking division, our capital markets division and other miscellaneous income and can fluctuate based on production in our SBA banking and capital markets divisions and recognition of other seasonal income items. Our focus is to develop and enhance our products that generate noninterest income in order to diversify revenue sources. The acquisition of The First’s operations was the primary driver of the increase in noninterest income for the three months ended March 31, 2026 as compared to the same period in 2025.

Our Wealth Management segment has two divisions: Trust and Financial Services. The Trust division operates on a custodial basis, which includes administration of benefit plans, as well as accounting and money management for trust accounts. The division manages a number of trust accounts inclusive of personal and corporate benefit accounts, IRAs, and custodial accounts. Fees for managing these accounts are based on changes in market values of the assets under management in the account, with the amount of the fee depending on the type of account. The Financial Services division provides specialized products and services to our customers, which include fixed and variable annuities, mutual funds, and stocks offered through a third party provider. The market value of assets under management or administration was $7,220,486 and $6,469,093 at March 31, 2026 and March 31, 2025, respectively. The Company acquired approximately $471,000 of assets under management through its merger with The First.

Mortgage banking income is derived from the origination and sale of mortgage loans and the servicing of mortgage loans that the Company has sold but retained the right to service. Although loan fees and some interest income are derived from mortgage loans held for sale, the main source of income is gains from the sale of these loans in the secondary market. Originations of mortgage loans to be sold totaled $342,536 in the first quarter of 2026 compared to $303,158 for the same period in 2025. The table below presents the components of mortgage banking income included in noninterest income for the periods presented.


	Three Months Ended March 31,
Mortgage Banking Income	2026		2025
Gain on sales of loans, net (1)	$	5,305	$	4,500
Fees, net	2,842		2,317
Mortgage servicing income, net(2)	1,288		1,330


Mortgage banking income, net	$	9,435	$	8,147

(1) Gain on sales of loans, net includes pipeline fair value adjustments

(2) Mortgage servicing income, net includes gain on sale of MSR

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Noninterest Expense


	Three months ended March 31,
Noninterest Expense	2026		2025		$ Change		% Change
Salaries and employee benefits	$	91,749	$	71,957	$	19,792	27.5	%
Data processing	5,221		4,089		1,132		27.7
Net occupancy and equipment	18,031		11,754		6,277		53.4
Other real estate owned	1,399		685		714		104.2
Professional fees	4,402		2,884		1,518		52.6
Advertising and public relations	4,599		4,297		302		7.0
Intangible amortization	8,220		1,080		7,140		661.1
Communications	4,009		2,033		1,976		97.2
Merger and conversion related expenses	—		791		(791)		(100.0)
Other	17,698		14,306		3,392		23.7
Total noninterest expense	$	155,328	$	113,876	$	41,452	36.4	%


Noninterest expense to average assets			2.35		%				2.57		%

Other noninterest expense includes business development and travel expenses, other discretionary expenses, loan fees expense and other miscellaneous fees and operating expenses. The acquisition of The First’s operations was the primary driver of the increase in noninterest expense for the three months ended March 31, 2026 as compared to the same period in 2025.

Annual merit increases implemented in April 2025 and elevated incentive accruals driven by first quarter performance also contributed to the increase in salaries and employee benefits.

Efficiency Ratio


	Efficiency Ratio
	Three Months Ended March 31,
	2026		2025
Efficiency ratio	55.73	%	65.51	%

The efficiency ratio is a measure of productivity in the banking industry. (This ratio is a measure of our ability to turn expenses into revenue. That is, the ratio is designed to reflect the percentage of one dollar that we must expend to generate a dollar of revenue.) The Company calculates this ratio by dividing noninterest expense by the sum of net interest income on a fully tax equivalent basis and noninterest income. The improvement in our efficiency ratio for the three months ended March 31, 2026 as compared to the same period in 2025 was driven by revenue growth while at the same time controlling noninterest expenses and eliminating duplicative expenses during the integration of The First into our business model.

Income Taxes


	Three months ended March 31,
	2026		2025		$ Change		% Change
Income taxes	$	22,195	$	10,448	$	11,747	112.4	%

The increase in the Company’s income before income taxes for the three months ended March 31, 2026 as compared to the same period in 2025 was the primary driver of the increase in income taxes.

Risk Management

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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 Company’s 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 as of the dates presented.


	March 31, 2026			December 31, 2025
Nonaccruing loans	$	197,515		$	175,730
Accruing loans past due 90 days or more	2,779			288
Total nonperforming loans	200,294			176,018
Other real estate owned	12,954			15,191
Total nonperforming loans and OREO	$	213,248		$	191,209
Nonperforming loans to total loans	1.06		%	0.92		%
Nonaccruing loans to total loans	1.04		%	0.92		%
Nonperforming assets to total assets	0.79		%	0.71		%

The following table presents nonperforming loans by loan category as of the dates presented:


	March 31, 2026		December 31, 2025
Commercial and industrial	$	47,093	$	28,002
Construction and land development
Residential	1,991		2,033
Other	10,333		5,697
Total construction and land development	12,324		7,730
Real estate – 1-4 family mortgage:
First lien	56,257		60,874
Junior lien	1,131		1,483
Home equity	3,924		3,074
Total real estate – 1-4 family mortgage	61,312		65,431
Commercial real estate - owner occupied	29,433		31,303
Commercial real estate - non-owner occupied
Multi family	1,258		785
Other	48,671		42,610
Total commercial real estate - non-owner occupied	49,929		43,395
Consumer	203		157
Loans, net of unearned income	$	200,294	$	176,018

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 March 31, 2026. 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 $68,597 at March 31, 2026 as compared to $89,162 at December 31, 2025.

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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 confirms the uncollectability of a loan balance. Subsequent recoveries, if any, are credited to the allowance. Management evaluates the adequacy of the allowance on a quarterly basis.The following table presents the allocation of the allowance for credit losses on loans and the percentage of each loan category to total loans for each of period presented.


	March 31, 2026				December 31, 2025				March 31, 2025
	Balance		% of Total		Balance		% of Total		Balance		% of Total
Commercial and industrial	$	65,814	22.24	%	$	57,831	19.67	%	$	41,884	20.54	%
Construction and land development	36,969		12.50		31,359		10.67		20,845		10.22
Real estate - 1-4 family mortgage	66,653		22.53		61,249		20.84		48,101		23.59
Commercial real estate - owner occupied	37,441		12.65		38,961		13.25		17,826		8.74
Commercial real estate - non owner occupied	84,380		28.52		99,605		33.88		68,781		33.73
Consumer	4,605		1.56		4,950		1.69		6,494		3.18
Total	$	295,862	100.00	%	$	293,955	100.00	%	$	203,931	100.00	%

The increase in the allowance for credit losses in the first quarter of 2026 as compared to December 31, 2025 was primarily driven by an increase in non-performing loans, changes in the macroeconomic environment and qualitative factors partially moderated by reduction in the loan portfolio. The provision increased in select residential related pools due to the risk of potential stagflation and value declines. The Company’s allowance for credit loss considers current conditions, economic projections, primarily the national unemployment rate and GDP over a reasonable and supportable period of two years, historical loss data, and environmental factors. For more information about the allowance for credit losses, see the “Critical Accounting Estimates” section in this Item below. 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 adequate to meet the inherent risks of losses in our loan portfolio. The Company recorded a provision for credit losses on loans of $4,224 or 0.09% of average loans (annualized), for the three months ended March 31, 2026, as compared to $2,050, or 0.06% of average loans (annualized), during the three months ended March 31, 2025. The table below reflects the activity in the allowance for credit losses on loans for the periods presented:

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	Three Months Ended
	March 31,
	2026			2025
Balance at beginning of period	$	293,955		$	201,756

Charge-offs
Commercial and industrial	(1,070)			(94)
Construction and land development	(1)			—
Real estate – 1-4 family mortgage	(525)			(309)
Commercial real estate - owner occupied	(1,136)			(461)
Commercial real estate - non-owner occupied	(198)			—
Consumer	(330)			(265)
Total charge-offs	(3,260)			(1,129)
Recoveries
Commercial and industrial	150			967
Construction and land development	—			—
Real estate – 1-4 family mortgage	26			33
Commercial real estate - owner occupied	676			4
Commercial real estate - non-owner occupied	63			2
Consumer	28			248
Total recoveries	943			1,254
Net (charge-offs) recoveries	(2,317)			125
Provision for credit losses on loans	4,224			2,050
Balance at end of period	$	295,862		$	203,931

Provision for credit losses on loans (annualized) to average loans	0.09		%	0.06		%
Net charge-offs (annualized) to average loans	0.05		%	—		%
Net charge-offs (recoveries) (annualized) to allowance for credit losses on loans	3.18		%	(0.25)		%
Allowance for credit losses on loans to:
Total loans	1.56		%	1.56		%
Nonperforming loans	147.71		%	206.55		%
Nonaccrual loans	149.79		%	206.75		%
Nonaccrual loans to total loans:	1.04		%	0.76		%

The table below reflects annualized net charge-offs (recoveries) to daily average loans outstanding, by loan category, for the periods presented:


	Three Months Ended
	March 31, 2026					March 31, 2025
	Net Charge-offs		Average Loans		Annualized Net Charge-offs to Average Loans	Net Recoveries (Charge-offs)		Average Loans		Annualized Net Recoveries (Charge-offs) to Average Loans
Commercial and industrial	$	(920)	$	2,895,420	(0.13)%	$	873	$	1,977,985	0.18%
Construction and land development	(1)		1,896,471		—%	—		1,337,477		—%
Real estate – 1-4 family mortgage	(499)		4,603,732		(0.04)%	(276)		3,413,575		(0.03)%
Commercial real estate - owner occupied	(460)		3,338,519		(0.06)%	(457)		1,905,950		(0.10)%
Commercial real estate - non-owner occupied	(135)		6,196,305		(0.01)%	2		4,244,100		—%
Consumer	(302)		104,668		(1.17)%	(17)		87,782		(0.08)%
Total	$	(2,317)	$	19,035,115	(0.05)%	$	125	$	12,966,869	—%

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Allowance for Credit Losses on Unfunded Commitments; Provision for Credit Losses on Unfunded Commitments. The Company maintains a separate allowance for credit losses on unfunded loan commitments, which is included in the “Other liabilities” line item on the Consolidated Balance Sheets. Management estimates the amount of expected losses on unfunded loan commitments by calculating a likelihood of funding over the contractual period for exposures that are not unconditionally cancellable by the Company and applying the loss factors used in the allowance for credit losses on loans methodology described above to unfunded commitments for each loan type. No credit loss estimate is reported for off-balance-sheet credit exposures that are unconditionally cancellable by the Company. A roll-forward of the allowance for credit losses on unfunded commitments is shown in the table below.


Three Months Ended March 31,	2026		2025
Allowance for credit losses on unfunded loan commitments:
Beginning balance	$	29,827	$	14,943
Provision for credit losses on unfunded loan commitments	3,856		2,700
Ending balance	$	33,683	$	17,643

Interest Rate Risk

Market risk is the risk of loss from adverse changes in market prices and rates. The majority of assets and liabilities of a financial institution are monetary in nature and therefore differ greatly from most commercial and industrial companies that have significant investments in fixed assets and inventories. Our market risk arises primarily from interest rate risk inherent in lending, investing and deposit-taking activities. Management believes a significant impact on the Company’s financial results stems from our ability to react to changes in interest rates. A sudden and substantial change in interest rates may adversely impact our earnings because the interest rates borne by assets and liabilities do not change at the same speed, to the same extent or on the same basis. Changes in rates may also limit our liquidity, making it more costly for the Company to generate funds to make loans and to satisfy customers wishing to withdraw deposits.

Because of the impact of interest rate fluctuations on our profitability and liquidity, we actively monitor and manage our interest rate risk exposure. We have an Asset/Liability Committee (“ALCO”), which is comprised of various members of senior management and is authorized by the Board of Directors to monitor interest rate sensitivity and liquidity risk, over the short-, medium-, and long-term, and to make decisions relating to these processes. The ALCO’s goal is to structure our asset/liability composition to maximize net interest income while managing interest rate risk and preserving adequate liquidity so as to minimize the adverse impact of changes in interest rates on net interest income, liquidity and capital. We regularly monitor liquidity and stress our liquidity position in various simulated scenarios, which are incorporated in our contingency funding plan outlining different potential liquidity environments. The ALCO uses an asset/liability model as the primary quantitative tool in measuring the amount of interest rate risk associated with changing market rates. The model is used to perform both net interest income forecast simulations for multiple year horizons and economic value of equity (“EVE”) analyses, each under various interest rate scenarios.

Net interest income forecast simulations measure the short- and medium-term earnings exposure from changes in market interest rates in a rigorous and explicit fashion. Our current financial position is combined with assumptions regarding future business to calculate future net interest income under various hypothetical rate scenarios. EVE measures our long-term earnings exposure from changes in market rates of interest. EVE is defined as the present value of assets minus the present value of liabilities at a point in time for a given set of market rate assumptions. An increase in EVE due to a specified rate change indicates an improvement in the long-term earnings capacity of the balance sheet assuming that the rate change remains in effect over the life of the current balance sheet.

The following table presents the projected impact of a change in interest rates on (1) static EVE and (2) earnings at risk (that is, net interest income) for the 1-12 and 13-24 month periods commencing April 1, 2026, in each case as compared to the result under rates present in the market on March 31, 2026. The changes in interest rates assume an instantaneous and parallel shift in the yield curve and do not account for changes in the slope of the yield curve.

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	Percentage Change In:
Immediate Change in Rates of (in basis points):	Economic Value Equity (EVE)	Earning at Risk (Net Interest Income)
	Static	1-12 Months	13-24 Months

+100	2.73%	2.79%	4.64%
-100	(3.27)%	(3.06)%	(5.31)%
-200	(7.53)%	(5.44)%	(10.60)%

The rate shock results for the net interest income simulations for the next 24 months produce an asset sensitive position at March 31, 2026. The preceding measures assume no change in the size or asset/liability compositions of the balance sheet, and they do not reflect future actions the ALCO may undertake in response to such changes in interest rates.

The scenarios assume instantaneous movements in interest rates in increments described in the table above. As interest rates are adjusted over time, it is our strategy to proactively change the volume and mix of our balance sheet in order to mitigate our interest rate risk. The computation of the prospective effects of hypothetical interest rate changes requires numerous assumptions, including asset prepayment speeds, the impact of competitive factors on our pricing of loans and deposits, the impact of market conditions on the securities yields and interest rates of our borrowings, how responsive our deposit repricing is to the change in market rates and the expected life of non-maturity deposits. These business assumptions are based upon our experience, business plans and published industry experience; however, such assumptions may not necessarily reflect the manner or timing in which cash flows, asset yields and liability costs respond to changes in market rates. Because these assumptions are inherently uncertain, actual results will differ from simulated results.

The Company utilizes derivative financial instruments, including interest rate contracts such as swaps, collars, caps and/or floors, risk participations, forward commitments, and interest rate lock commitments, as part of its ongoing efforts to mitigate its interest rate risk exposure. For more information about the Company’s derivatives, see the information under the heading “Loan Commitments and Other Off-Balance Sheet Arrangements” in the Liquidity and Capital Resources section below and Note 9, “Derivative Instruments,” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements. The next section also details our available sources of liquidity, both on and off-balance sheet.

Liquidity and Capital Resources

Liquidity management is the ability to meet the cash flow requirements of customers who may be either depositors wishing to withdraw funds or borrowers needing assurance that sufficient funds will be available to meet their credit needs.

Core deposits, which are deposits excluding brokered deposits, are the major source of funds used by the Bank to meet cash flow needs. Maintaining the ability to acquire these funds as needed in a variety of markets is the key to assuring the Bank’s liquidity. We may also access the brokered deposit market where rates are favorable to other sources of liquidity (especially in light of collateral requirements for certain borrowings) and core deposits are not sufficient for meeting our current and anticipated short- or long-term liquidity needs. We did not hold any brokered deposits at March 31, 2026 or December 31, 2025. Management continually monitors the Bank’s liquidity and non-core dependency ratios to ensure compliance with targets established by the ALCO.

Our investment portfolio is another alternative for meeting liquidity needs. These assets generally have readily available markets that offer conversions to cash as needed. Within the next twelve months the securities portfolio is forecasted to generate cash flow through principal payments and maturities equal to approximately 14.09% of the carrying value of the total securities portfolio. Securities within our investment portfolio are also used to secure certain deposit types, short-term borrowings and derivative instruments. At March 31, 2026, securities with a carrying value of $1,746,741 were pledged to secure government, public fund and trust deposits and as collateral for short-term borrowings and derivative instruments as compared to securities with a carrying value of $1,760,542 similarly pledged at December 31, 2025.

Other sources available for meeting liquidity needs include federal funds purchased, short and long-term advances from the FHLB and borrowings from the Federal Reserve Discount Window. Interest is charged at the prevailing market rate on federal funds purchased, FHLB advances and borrowings from the Federal Reserve Discount Window. There were $300,000 and $550,000 in short-term borrowings from the FHLB at March 31, 2026 and December 31, 2025, respectively. Long-term funds obtained from the FHLB are used to match-fund fixed rate loans in order to minimize interest rate risk and also are used to meet day-to-day liquidity needs, particularly when the cost of such borrowing compares favorably to the rates that we would be required to pay to attract deposits. There were no outstanding long-term advances with the FHLB at March 31, 2026 or December 31, 2025. The total amount of the remaining credit available to us from the FHLB at March 31, 2026 was $5,480,190. The credit available at the Federal Reserve Discount Window at March 31, 2026 was $706,245 with no borrowings outstanding as of such date.

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We also maintain lines of credit with other commercial banks totaling $140,000. These are unsecured lines of credit with the majority maturing at various times within the next twelve months. There were no amounts outstanding under these lines of credit at March 31, 2026 or December 31, 2025.

Finally, we can access the capital markets to meet liquidity needs. The Company maintains a shelf registration statement with the SEC. The shelf registration statement, which was effective upon filing, allows the Company to raise capital from time to time through the sale of common stock, preferred stock, depositary shares, debt securities, rights, warrants and units, or a combination thereof, subject to market conditions. Specific terms and prices will be determined at the time of any offering under a separate prospectus supplement that the Company will file with the SEC at the time of the specific offering. The proceeds of the sale of securities, if and when offered, will be used for general corporate purposes or as otherwise described in the prospectus supplement applicable to the offering and could include the expansion of the Company’s banking and wealth management operations as well as other business opportunities. Our recently-completed $300,000 subordinated notes offering described above in Note 15, “Subsequent Events” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements, and our common stock offering completed in July 2024 reflect our access of the capital markets as described in this paragraph. We have accessed the capital markets to generate liquidity in the form of subordinated notes in previous years, and we have also assumed subordinated notes as part of acquisitions. The carrying value of subordinated notes, net of unamortized debt issuance costs, was $359,434 at March 31, 2026.

For further details on the Company’s funding sources, including total average deposits and borrowed funds by type, and the total cost of each funding source, see the “Results of Operations” section in this Item above.

Our strategy in choosing funds is focused on minimizing cost in the context of our balance sheet composition, interest rate risk position and liquidity forecast. Accordingly, management targets growth of core deposits, focusing on noninterest-bearing deposits. While we do not control the types of deposit instruments our clients choose, we do influence those choices with the rates and the deposit specials we offer. We constantly monitor our funds position and evaluate the effect that various funding sources have on our financial position.

Cash and cash equivalents were $1,216,980 at March 31, 2026, as compared to $1,091,339 at March 31, 2025. The increase is largely driven by the acquisition of $263,352 in cash and cash equivalents in connection with the merger with The First.

Cash provided by operating activities for the three months ended March 31, 2026 was $100,055, as compared to $50,098 for the three months ended March 31, 2025.

Cash used in investing activities for the three months ended March 31, 2026 was $232,856, as compared to $236,001 for the three months ended March 31, 2025. Proceeds from the sale, maturity or call of securities within our investment portfolio were $141,463 for the three months ended March 31, 2026, as compared to $56,789 for the same period in 2025. Purchases of investment securities were $378,991 during the first three months of 2026 and $175,815 for the same period in 2025.

Cash provided by financing activities for the three months ended March 31, 2026 was $279,063, as compared to $185,210 for the same period in 2025. Deposits increased $626,414 and $199,483 for the three months ended March 31, 2026 and 2025, respectively.

Restrictions on Bank Dividends, Loans and Advances

The Company’s liquidity and capital resources, as well as its ability to pay dividends to its shareholders, are substantially dependent on the ability of Renasant Bank to transfer funds to the Company in the form of dividends, loans and advances. Under Mississippi law, a Mississippi bank may not pay dividends unless its earned surplus is in excess of three times capital stock. A Mississippi bank with earned surplus in excess of three times capital stock may pay a dividend, subject to the approval of the Mississippi Department of Banking and Consumer Finance (the “DBCF”), provided that, effective July 1, 2026, DBCF approval will not be required except under certain circumstances such as, for example, when the Bank is subject to a regulatory enforcement or corrective action or would be undercapitalized after giving effect to the proposed dividend. In addition, Federal Reserve regulations prohibit a member bank from paying a dividend without prior approval from the Federal Reserve if either (1) the total of all dividends declared during the calendar year, including the proposed dividend, exceeds the sum of the bank’s net income for the current year plus its retained net income of the prior two calendar years or (2) the dividend would exceed the bank’s undivided profits as reportable on its Reports of Condition and Income. In this latter scenario, Federal Reserve regulations also require that at least two-thirds of the bank’s shareholders approve the proposed dividend. Accordingly, the approval of the DBCF is (until July 1, 2026 and thereafter may be) required prior to the Bank paying dividends to the Company, and under certain circumstances Federal Reserve approval may also be required.

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Federal Reserve regulations also limit the amount the Bank may loan to the Company unless such loans are collateralized by specific obligations. At March 31, 2026, the maximum amount available for transfer from the Bank to the Company in the form of loans was $292,638. The Company maintains a $3,000 line of credit collateralized by cash with the Bank. There were no amounts outstanding under this line of credit at March 31, 2026.

These restrictions did not have any impact on the Company’s ability to meet its cash obligations in the three months ended March 31, 2026, nor does management expect such restrictions to materially impact the Company’s ability to meet its currently-anticipated cash obligations.

Loan Commitments and Other Off-Balance Sheet Arrangements

The Company enters into loan commitments and standby letters of credit in the normal course of its business. Loan commitments are made to accommodate the financial needs of the Company’s customers. Standby letters of credit commit the Company to make payments on behalf of customers when certain specified future events occur. Both arrangements have credit risk essentially the same as that involved in extending loans to customers and are subject to the Company’s normal credit policies, including establishing a provision for credit losses on unfunded commitments. Collateral (e.g., securities, receivables, inventory, equipment, etc.) is obtained based on management’s credit assessment of the customer.

Loan commitments and standby letters of credit do not necessarily represent future cash requirements of the Company in that while the borrower has the ability to draw upon these commitments at any time, these commitments often expire without being drawn upon. The Company’s unfunded loan commitments and standby letters of credit outstanding were as follows as of the dates presented:


	March 31, 2026		December 31, 2025
Loan commitments	$	3,747,127	$	3,662,810
Standby letters of credit	123,210		122,367

The Company closely monitors the amount of remaining future commitments to borrowers in light of prevailing economic conditions and adjusts these commitments and the provision related thereto as necessary; the Company also reviews these commitments as part of its analysis of loan concentrations within the loan portfolio. The Company will continue this process as new commitments are entered into or existing commitments are renewed. For additional information related to the allowance and provision for credit losses on unfunded loan commitments, refer to the “Risk Management” section above.

The Company utilizes derivative financial instruments, including interest rate contracts such as swaps, collars, risk participations, caps and/or floors, as part of its ongoing efforts to mitigate its interest rate risk exposure and to facilitate the needs of its customers. The Company enters into derivative instruments that are not designated as hedging instruments to help its commercial customers manage their exposure to interest rate fluctuations. To mitigate the interest rate risk associated with these customer contracts, the Company enters into an offsetting derivative contract position with other financial institutions. The Company manages its credit risk, or potential risk of default by its commercial customers, through credit limit approval and monitoring procedures. At March 31, 2026, the Company had notional amounts of $1,858,019 on interest rate contracts with corporate customers and $1,858,019 in offsetting interest rate contracts with other financial institutions to mitigate the Company’s rate exposure on its corporate customers’ contracts and certain fixed rate loans.

Additionally, the Company enters into interest rate lock commitments with its customers to mitigate the interest rate risk associated with the commitments to fund fixed-rate and adjustable rate residential mortgage loans and also enters into forward commitments to sell residential mortgage loans to secondary market investors.

To mitigate future interest rate exposure on its FHLB borrowings and its junior subordinated debentures the Company enters into interest rate swap contracts that are accounted for as cash flow hedges. Under each of these contracts, the Company pays a fixed rate of interest and receives a variable rate of interest. The Company entered into an interest rate swap contract on its subordinated notes that is accounted for as a fair value hedge. Under this contract, the Company pays a variable rate of interest and receives a fixed rate of interest. The Company utilizes interest rate collars to protect against interest rate fluctuations on certain variable-rate loans. Under these contracts, interest income is limited to the interest rate cap; however, interest income is protected when market rates fall below the floor strike rate.

For more information about the Company’s derivatives, see Note 9, “Derivative Instruments,” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements.

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Shareholders’ Equity and Regulatory Matters


Shareholders’ Equity	March 31, 2026		December 31, 2025		$ Change		% Change
Common stock	$	488,612	$	488,612	$	—	—	%
Treasury stock	(173,835)		(103,494)		(70,341)		68.0
Additional paid-in capital	2,388,649		2,392,997		(4,348)		(0.2)
Retained earnings	1,263,116		1,196,522		66,594		5.6
Accumulated other comprehensive income (loss)	(99,624)		(89,732)		(9,892)		11.0
Total shareholders’ equity	$	3,866,918	$	3,884,905	$	(17,987)	(0.5)	%

Book value per share	$	41.63	$	41.05	$	0.58	1.4	%

The decline in shareholders’ equity is attributable to share repurchases under the Company’s stock repurchase program, increases in accumulated other comprehensive loss and dividends declared, offset by current period earnings.

Effective October 28, 2025, the Company’s Board of Directors approved a $150.0 million stock repurchase program under which the Company is authorized to repurchase outstanding shares of its common stock either in open market purchases or privately negotiated transactions. During the first quarter of 2026, the Company repurchased 1,917,611 shares under the program at an average price of $39.53 per share. Effective April 28, 2026, the Company’s Board of Directors increased the amount authorized for repurchase under the Company’s stock repurchase program by $100.0 million (for a new aggregate authorization of $250.0 million). This plan will remain in effect until the earlier of October 2026 or the repurchase of the entire amount authorized under the plan. With this increase, as of April 28, 2026, approximately $136.8 million in repurchase authorization remains available under the program.

The Company has junior subordinated debentures with a carrying value of $140,908 at March 31, 2026, of which $136,512 was included in the Company’s Tier 2 capital.

The Company has subordinated notes with a par value of $373,400 at March 31, 2026, of which $359,434 is included in the Company’s Tier 2 capital.

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

Capital Tiers

Tier 1 Capital to
Average Assets
(Leverage)

Common Equity Tier 1 to
Risk - Weighted Assets

Tier 1 Capital to
Risk - Weighted
Assets

Total Capital to
Risk - Weighted
Assets

Well capitalized

5% or above

6.5% or above

8% or above

10% or above

Adequately capitalized

4% or above

4.5% or above

6% or above

8% or above

Undercapitalized

Less than 4%

Less than 4.5%

Less than 6%

Less than 8%

Significantly undercapitalized

Less than 3%

Less than 4%

Less than 6%

Critically undercapitalized

Tangible Equity / Total Assets less than 2%

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The following table provides the capital, risk-based capital and leverage ratios for the Company and for Renasant Bank as of the dates presented:


	Actual				Minimum Capital Requirement to be Well Capitalized				Minimum Capital Requirement to be Adequately Capitalized (including the Capital Conservation Buffer)
	Amount		Ratio		Amount		Ratio		Amount		Ratio
March 31, 2026
Renasant Corporation:
Risk-based capital ratios:
Common equity tier 1 capital ratio	$	2,420,147	11.22	%	$	1,402,304	6.50	%	$	1,510,174	7.00	%
Tier 1 risk-based capital ratio	2,420,147		11.22		1,725,913		8.00		1,833,783		8.50
Total risk-based capital ratio	3,186,315		14.77		2,157,391		10.00		2,265,261		10.50
Leverage capital ratios:
Tier 1 leverage ratio	2,420,147		9.54		1,268,987		5.00		1,015,189		4.00

Renasant Bank:
Risk-based capital ratios:
Common equity tier 1 capital ratio	$	2,656,243	12.32	%	$	1,401,875	6.50	%	$	1,509,711	7.00	%
Tier 1 risk-based capital ratio	2,656,243		12.32		1,725,384		8.00		1,833,221		8.50
Total risk-based capital ratio	2,926,384		13.57		2,156,730		10.00		2,264,567		10.50
Leverage capital ratios:
Tier 1 leverage ratio	2,656,243		10.47		1,268,031		5.00		1,014,425		4.00

December 31, 2025
Renasant Corporation:
Risk-based capital ratios:
Common equity tier 1 capital ratio	$	2,424,528	11.24	%	$	1,402,647	6.50	%	$	1,510,543	7.00	%
Tier 1 risk-based capital ratio	2,424,528		11.24		1,726,335		8.00		1,834,231		8.50
Total risk-based capital ratio	3,190,074		14.78		1,261,164		10.00		2,265,815		10.50
Leverage capital ratios:
Tier 1 leverage ratio	2,424,528		9.61		1,261,164		5.00		1,008,931		4.00

Renasant Bank:
Risk-based capital ratios:
Common equity tier 1 capital ratio	$	2,590,284	12.00	%	$	1,403,433	6.50	%	$	1,511,389	7.00	%
Tier 1 risk-based capital ratio	2,590,284		12.00		1,727,302		8.00		1,835,258		8.50
Total risk-based capital ratio	2,860,621		13.25		2,159,127		10.00		2,267,083		10.50
Leverage capital ratios:
Tier 1 leverage ratio	2,590,284		10.28		1,260,407		5.00		1,008,325		4.00

The Company elected to take advantage of transitional relief offered by the Federal Reserve and FDIC to delay for two years the estimated impact of CECL on regulatory capital, followed by a three-year transitional period to phase out the capital benefit provided by the two-year delay. The three-year transitional period began on January 1, 2022; the full impact of CECL is reflected in our capital ratios as of March 31, 2026.

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Critical Accounting Estimates

We have identified certain accounting estimates that involve significant judgment and estimates which can have a material impact on our financial condition or results of operations. Our accounting policies are more fully described in Note 1, “Significant Accounting Policies,” in the Notes to Consolidated Financial Statements of the Company in Item 8, Financial Statements and Supplementary Data, in our Annual Report on Form 10-K for the year ended December 31, 2025. Actual amounts and values as of the balance sheet dates may be materially different from the amounts and values reported due to the inherent uncertainty in the estimation process. Also, future amounts and values could differ materially from those estimates due to changes in values and circumstances after the balance sheet date.

The accounting estimates that we believe to be the most critical in preparing our consolidated financial statements relate to the allowance for credit losses and acquisition accounting, which are described under “Critical Accounting Policies and Estimates” in Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, in our Annual Report on Form 10-K for the year ended December 31, 2025. Since December 31, 2025, there have been no material changes in these critical accounting estimates.

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company’s primary market risk exposure is to changes in interest rates. Interest rate risk is managed as part of the Company’s broader risk management practices. See the information under the heading “Interest Rate Risk” in the “Risk Management” section of Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of this report for a description of the Company’s governance structure and risk management processes. There have been no material changes in or market risk since December 31, 2025. For additional information regarding our market risk, see our Annual Report on Form 10-K for the year ended December 31, 2025.

Item 4. CONTROLS AND PROCEDURES

Based on their evaluation as of the end of the period covered by this quarterly report on Form 10-Q, our Principal Executive Officer and Principal Financial Officer have concluded that due to the material weakness in the Company's internal control over financial reporting below, 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 not effective for ensuring that information the Company is required to disclose in reports that it files or submits under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that such information is accumulated and communicated to the Company’s management, including its Principal Executive and Principal Financial Officers, as appropriate to allow timely decisions regarding required disclosure.

Changes in internal control over financial reporting

Other than as described below in regards to our remediation of the material weakness identified in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, no changes have occurred in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the period covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Previously Identified Material Weakness

Based on the assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2025, as described in our Annual Report on Form 10-K, management concluded that the Company did not maintain effective internal control over financial reporting as of December 31, 2025 due to a material weakness related to the manual journal entry process impacting the Company’s general ledger accounts. We determined that, for a subset of journal entries that are manually entered into the Company’s general ledger, we failed to maintain effective segregation of duties. With respect to this subset of manual journal entries, it was possible for an individual to record an entry into our general ledger without prior approval. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. As stated in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, management concluded that the existence of this material weakness did not result in any material misstatement to any of the Company’s previously issued consolidated financial statements related to these control deficiencies.

Remediation of Material Weakness

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As noted above, the underlying cause of the above described material weakness was a failure to maintain effective segregation of duties for a subset of journal entries manually entered into the Company’s general ledger. To address this weakness, in the first quarter of 2026, the Company implemented the following new control procedures:

•We reduced the number of individuals with access to the Company’s general ledger on our core system. Following this change, only a limited number of individuals within the Company’s Finance Department retain the access necessary to effect such manual entries, which we believe reduces the likelihood that a journal entry would be manually entered without the required approval (as detailed in the next bullet).

•We implemented new supervision and review processes for journal entries manually entered directly into the Company’s general ledger on our core system:

◦Under the new process, before a manually-entered journal entry can be posted to the Company’s general ledger, a separate individual must approve the proposed journal entry. The processes also require that individuals performing the reviews have sufficient knowledge and experience in the relevant subject areas and are, therefore, qualified to perform such reviews.

◦To ensure the new process is properly executed, a member of the Company’s financial reporting staff routinely reviews a report of manual journal entries posted to our general ledger to ensure the entries were properly supported and approved prior to entry.

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Part II. OTHER INFORMATION

Item 1A. RISK FACTORS

When evaluating the risk of an investment in the Company’s common stock, potential investors should carefully consider the risk factors appearing in Part I, Item 1A, Risk Factors, of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. There have been no material changes from the risk factors set forth in our Annual Report on Form 10-K.

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Unregistered Sales of Equity Securities

None.

Issuer Purchases of Equity Securities

During the three month period ended March 31, 2026, the Company repurchased shares of its common stock as indicated in the following table:


	Total Number of Shares Purchased(1)	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Share Repurchase Plans(2)	Maximum Number or Approximate Dollar Value of Shares That May Yet Be Purchased Under Share Repurchase Plans(2)(3)
January 1, 2026 to January 31, 2026	60,198	$	35.28	—	$	136,807
February 1, 2026 to February 28, 2026	1,070,237	40.11		1,068,395	94,405
March 1, 2026 to March 31, 2026	910,865	38.54		849,216	61,809
Total	2,041,300	$	39.27	1,917,611

(1)All shares in this column not purchased as part of a publicly-announced share repurchase plan (as detailed in footnote (2) below) are shares of Renasant Corporation stock withheld to satisfy the federal and state tax liabilities related to the vesting of time-based and performance-based restricted stock awards.

(2)The Company announced a $150.0 million stock repurchase program in October 2025 under which the Company was authorized to repurchase outstanding shares of its common stock either in open market purchases or privately-negotiated transactions. During the first quarter of 2026, the Company repurchased 1,917,611 shares under the program. Effective April 28, 2026, the Company’s Board of Directors increased the amount authorized for repurchase under the Company’s stock repurchase program by $100.0 million (for a new aggregate authorization of $250.0 million). This program will remain in effect through October 2026 or, if earlier, the repurchase of the entire amount of common stock authorized to be repurchased.

(3)Dollars in thousands

Please refer to the information discussing restrictions on the Company’s ability to pay dividends under the heading “Liquidity and Capital Resources” in Part I, Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of this report, which is incorporated by reference herein.

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Item 5. OTHER INFORMATION

Trading Plans

During the quarter ended March 31, 2026, no director or officer (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended) adopted or terminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (each as defined in Item 408(a) of Regulation S-K).

Item 6. EXHIBITS


Exhibit Number						Description

3.1						Restated Articles of Incorporation of Renasant Corporation (1)

3.2						Amended and Restated Bylaws of Renasant Corporation (2)

4.1						Fifth Supplemental Indenture dated May 7, 2026, between Renasant Corporation and Wilmington Trust, National Association.

4.2						Form of 6.25% Fixed-to-Floating Rate Subordinated Note due 2036 (included in exhibit 4.1).

10.1						First Amendment to Employment Agreement effective March 11, 2026 by and between M. Ray (Hoppy) Cole, Jr. and Renasant Bank.

31.1						Certification of the Principal Financial Officer, as required pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2						Certification of the Principal Financial Officer, as required pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1						Certification of the Principal Executive Officer, as required pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2						Certification of the Principal Financial Officer, as required pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101						The following materials from Renasant Corporation’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 were formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Changes in Shareholders’ Equity, (v) Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements (Unaudited).

104						The cover page of Renasant Corporation’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, formatted in Inline XBRL (included in Exhibit 101).

(1)Filed as exhibit 3.1 to the Form 10-Q of the Company filed with the Securities and Exchange Commission (the “Commission”) on August 6, 2025, and incorporated herein by reference.

(2)Filed as exhibit 3(ii) to the Form 8-K of the Company filed with the Commission on May 1, 2026, and incorporated herein by reference.

The Company does not have any long-term debt instruments under which securities are authorized exceeding ten percent of the total assets of the Company and its subsidiaries on a consolidated basis. The Company will furnish to the Commission, upon its request, a copy of all long-term debt instruments.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


		RENASANT CORPORATION
		(Registrant)

Date:	May 7, 2026	/s/ Kevin D. Chapman
		Kevin D. Chapman
		President and Chief Executive Officer
		(Principal Executive Officer)

Date:	May 7, 2026	/s/ James C. Mabry IV
		James C. Mabry IV
		Executive Vice President and
		Chief Financial Officer
		(Principal Financial Officer)

EX-4.1 2 exhibit41-fifthsupplementa.htm EX-4.1 Document

Exhibit 4.1

RENASANT CORPORATION

FIFTH SUPPLEMENTAL INDENTURE

dated as of May 7, 2026

to the Subordinated Indenture

dated as of August 22, 2016

6.25% Fixed-to-Floating Rate Subordinated Notes due 2036

Wilmington Trust, National Association, as Trustee

FIFTH SUPPLEMENTAL INDENTURE

THIS FIFTH SUPPLEMENTAL INDENTURE (“Fifth Supplemental Indenture”), dated as of May 7, 2026, is made by and between Renasant Corporation, a Mississippi corporation (the “Company”), and Wilmington Trust, National Association, a national banking association, not in its individual capacity but solely as trustee (“Trustee”).

RECITALS

WHEREAS, the Company and the Trustee have executed and delivered a Subordinated Indenture, dated as of August 22, 2016 (the “Base Indenture” and as supplemented by the First Supplemental Indenture, dated as of August 22, 2016 between the Company and the Trustee, by the Second Supplemental Indenture, dated as of August 22, 2016 between the Company and the Trustee, by the Third Supplemental Indenture, dated as of September 3, 2020 between the Company and the Trustee, by the First Amendment to the Third Supplemental Indenture, dated as of November 24, 2021, between the Company and the Trustee, by the Fourth Supplemental Indenture, dated as of November 23, 2021 between the Company and the Trustee and by this Fifth Supplemental Indenture, and as further supplemented from time to time, the “Indenture”), to provide for the issuance from time to time by the Company of its unsecured subordinated indebtedness to be issued in one or more series as provided in the Indenture;

WHEREAS, Section 9.1(j) of the Base Indenture provides that the Company and the Trustee may, without the consent of any Holder, enter into a supplemental indenture to provide for the issuance of and establish the form or terms of Securities of any Series as permitted by Sections 2.1 and 2.2 thereof;

WHEREAS, the issuance and sale of Three Hundred Million Dollars ($300,000,000) aggregate principal amount of a new series of Securities of the Company designated as its 6.25% Fixed-to-Floating Rate Subordinated Notes due 2036 (the “2036 Notes”) have been authorized by resolutions adopted by the Board of Directors of the Company;

WHEREAS, the Company desires to issue and sell Three Hundred Million Dollars ($300,000,000) aggregate principal amount of the 2036 Notes as of the date hereof;

WHEREAS, the Company desires to establish the terms of the 2036 Notes;

WHEREAS, all things necessary to make this Fifth Supplemental Indenture a legal and binding supplement to the Base Indenture in accordance with its terms and the terms of the Base Indenture have been done;

WHEREAS, the Company has complied with all conditions precedent provided for in the Base Indenture relating to this Fifth Supplemental Indenture; and

WHEREAS, the Company has requested that the Trustee execute and deliver this Fifth Supplemental Indenture.

NOW, THEREFORE, for and in consideration of the premises stated herein and the purchase of the 2036 Notes by the Holders thereof, the Company and the Trustee covenant and agree, for the equal and proportionate benefit of the Holders of the 2036 Notes, as follows:

Article I
SCOPE OF FIFTH SUPPLEMENTAL INDENTURE

01.Scope. This Fifth Supplemental Indenture constitutes a supplement to the Base Indenture and an integral part of the Indenture and shall be read together with the Base Indenture as though all the provisions thereof are contained in one instrument. Except as expressly amended by the Fifth Supplemental Indenture, the terms and provisions of the Base Indenture shall remain in full force and effect. Notwithstanding the foregoing, this Fifth Supplemental Indenture shall only apply to the 2036 Notes.

Article II
DEFINITIONS

01.Definitions and Other Provisions of General Application. For all purposes of this Fifth Supplemental Indenture unless otherwise specified herein:

(a)all terms used in this Fifth Supplemental Indenture which are not otherwise defined herein shall have the meanings they are given in the Base Indenture and include the plural as well as the singular;

(b)the provisions of general application stated in Sections 10.1 through 10.14 of the Base Indenture shall apply to this Fifth Supplemental Indenture, except that the words “herein,” “hereof,” “hereto” and “hereunder” and other words of similar import refer to this Fifth Supplemental Indenture as a whole and not to the Base Indenture or any particular Article, Section or other subdivision of the Base Indenture or this Fifth Supplemental Indenture;

(c)Section 1.1 of the Base Indenture is amended and supplemented, solely with respect to the 2036 Notes, by inserting the following additional defined terms in their appropriate alphabetical positions:

“Act” means any request, demand, authorization, direction, notice, consent, waiver or other action provided or permitted by the Indenture to be given, made or taken by Holders, which may be embodied in and evidenced by one or more instruments of substantially similar tenor signed by such Holders in person or by agent duly appointed in writing; such action shall become effective when such instrument or instruments are delivered to the Trustee and, where it is hereby expressly required, to the Company.

“Administrative or Judicial Action” has the meaning provided in the definition of “Tax Event.”

“Benchmark” means, initially, Three-Month Term SOFR; provided that if the Calculation Agent determines on or prior to the Reference Time that a Benchmark Transition Event and its related Benchmark Replacement Date have occurred with respect to Three-Month Term SOFR or the then-current Benchmark, then “Benchmark” means the applicable Benchmark Replacement. All percentages used in or resulting from any calculation of the then-current Benchmark shall be rounded, if necessary, to the nearest one-hundred-thousandth of a percentage point, with 0.000005% rounded up to 0.00001%.

“Benchmark Replacement” means the Interpolated Benchmark with respect to the then-current Benchmark, plus the Benchmark Replacement Adjustment for such Benchmark; provided that if (a) the Calculation Agent cannot determine the Interpolated Benchmark as of the Benchmark Replacement Date or (b) the then-current Benchmark is Three-Month Term SOFR and a Benchmark Transition Event and its related Benchmark Replacement Date have occurred with respect to Three-Month Term SOFR (in which event no Interpolated Benchmark with respect to Three-Month Term SOFR shall be determined), then “Benchmark Replacement” means the first alternative set forth in the order below that can be determined by the Calculation Agent as of the Benchmark Replacement Date:

(1) Compounded SOFR;

(2) the sum of: (a) the alternate rate that has been selected or recommended by the Relevant Governmental Body as the replacement for the then-current Benchmark for the applicable Corresponding Tenor and (b) the Benchmark Replacement Adjustment;

(3) the sum of: (a) the ISDA Fallback Rate, and (b) the Benchmark Replacement Adjustment; and

(4) the sum of: (a) the alternate rate that has been selected by the Calculation Agent as the replacement for the then-current Benchmark for the applicable Corresponding Tenor, giving due consideration to any industry-accepted rate as a replacement for the then-current Benchmark for U.S. Dollar-denominated floating rate securities at such time, and (b) the Benchmark Replacement Adjustment.

“Benchmark Replacement Adjustment” means the first alternative set forth in the order below that can be determined by the Calculation Agent as of the Benchmark Replacement Date:

(1) the spread adjustment, or method for calculating or determining such spread adjustment (which may be a positive or negative value or zero), that has been selected or recommended by the Relevant Governmental Body for the applicable Unadjusted Benchmark Replacement;

(2) if the applicable Unadjusted Benchmark Replacement is equivalent to the ISDA Fallback Rate, then the ISDA Fallback Adjustment; and

(3) the spread adjustment (which may be a positive or negative value or zero) that has been selected by the Calculation Agent giving due consideration to any industry-accepted spread adjustment or method for calculating or determining such spread adjustment, for the replacement of the then-current Benchmark with the applicable Unadjusted Benchmark Replacement for U.S. Dollar-denominated floating rate securities at such time.

“Benchmark Replacement Conforming Changes” means, with respect to any Benchmark Replacement, any technical, administrative or operational changes (including changes to the definition of “interest period,” timing and frequency of determining rates with respect to each interest period and making payments of interest, rounding of amounts or tenors, and other administrative matters) that the Calculation Agent decides may be appropriate to reflect the adoption of such Benchmark Replacement in a manner substantially consistent with market practice (or, if the Calculation Agent decides that adoption of any portion of such market practice is not administratively feasible or if the Calculation Agent determines that no market practice for use of the Benchmark Replacement exists, in such other manner as the Calculation Agent determines is reasonably necessary).

“Benchmark Replacement Date” means the earliest to occur of the following events with respect to the then-current Benchmark:

(1) in the case of clause (1) of the definition of “Benchmark Transition Event,” the relevant Reference Time in respect of any determination; (2) in the case of clause (2) or (3) of the definition of “Benchmark Transition Event,” the later of (a) the date of the public statement or publication of information referenced therein and (b) the date on which the administrator of the Benchmark permanently or indefinitely ceases to provide the Benchmark; or

(3) in the case of clause (4) of the definition of “Benchmark Transition Event,” the date of the public statement or publication of information referenced therein.

For the avoidance of doubt, for purposes of the definitions of Benchmark Replacement Date and Benchmark Transition Event, references to the Benchmark also include any reference rate underlying the Benchmark (for example, if the Benchmark becomes Compounded SOFR, references to the Benchmark would include SOFR).

For the avoidance of doubt, if the event giving rise to the Benchmark Replacement Date occurs on the same day as, but earlier than, the Reference Time in respect of any determination, the Benchmark Replacement Date will be deemed to have occurred prior to the Reference Time for such determination.

“Benchmark Transition Event” means the occurrence of one or more of the following events with respect to the then-current Benchmark:

(1) if the Benchmark is Three-Month Term SOFR, (a) the Relevant Governmental Body has not selected or recommended a forward-looking term rate for a tenor of three months based on SOFR, (b) the development of a forward-looking term rate for a tenor of three months based on SOFR that has been recommended or selected by the Relevant Governmental Body is not complete or (c) the Company determines that the use of a forward-looking rate for a tenor of three months based on SOFR is not administratively feasible;

(2) a public statement or publication of information by or on behalf of the administrator of the Benchmark announcing that such administrator has ceased or will cease to provide the Benchmark, permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide the Benchmark;

(3) a public statement or publication of information by the regulatory supervisor for the administrator of the Benchmark, the central bank for the currency of the Benchmark, an insolvency official with jurisdiction over the administrator for the Benchmark, a resolution authority with jurisdiction over the administrator for the Benchmark or a court or an entity with similar insolvency or resolution authority over the administrator for the Benchmark, which states that the administrator of the Benchmark has ceased or will cease to provide the Benchmark permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide the Benchmark; or

(4) a public statement or publication of information by the regulatory supervisor for the administrator of the Benchmark announcing that the Benchmark is no longer representative.

“Calculation Agent” has the meaning ascribed in Section 3.02(e)(iv) of the Fifth Supplemental Indenture.

“Compounded SOFR” means the compounded average of SOFRs for the applicable Corresponding Tenor, with the rate, or methodology for this rate, and conventions for this rate being established by the Calculation Agent in accordance with:

(1) the rate, or methodology for this rate, and conventions for this rate selected or recommended by the Relevant Governmental Body for determining Compounded SOFR; provided that:

(2) if, and to the extent that, the Calculation Agent determines that Compounded SOFR cannot be determined in accordance with clause (1) above, then the rate, or methodology for this rate, and conventions for this rate that have been selected by the Calculation Agent giving due consideration to any industry-accepted market practice for U.S. Dollar-denominated floating rate securities at such time.

For the avoidance of doubt, the calculation of Compounded SOFR shall exclude the Benchmark Replacement Adjustment (if applicable) and the spread of 245 basis points per annum.

“Corresponding Tenor” with respect to a Benchmark Replacement means a tenor (including overnight) having approximately the same length (disregarding business day adjustment) as the applicable tenor for the then-current Benchmark.

“DTC” has the meaning provided in Section 3.02(h) of the Fifth Supplemental Indenture.

“Federal Reserve” has the meaning provided in the definition of “Tier 2 Capital Event.”

“Federal Reserve Bank of New York’s Website” means the website of the Federal Reserve Bank of New York at http://www.newyorkfed.org, or any successor source.

“Fixed Rate Interest Payment Date” has the meaning provided in Section 3.02(e)(i) of the Fifth Supplemental Indenture.

“Fixed Rate Period” has the meaning provided in Section 3.02(e)(i) of the Fifth Supplemental Indenture.

“Fixed Rate Regular Record Date” has the meaning provided in Section 3.02(e)(i) of the Fifth Supplemental Indenture.

“Floating Rate Interest Payment Date” has the meaning provided in Section 3.02(e)(ii) of the Fifth Supplemental Indenture.

“Floating Rate Period” has the meaning provided in Section 3.02(e)(ii) of the Fifth Supplemental Indenture.

“Floating Rate Regular Record Date” has the meaning provided in Section 3.02(e)(ii) of the Fifth Supplemental Indenture.

“Interest Payment Date” has the meaning provided in Section 3.02(e)(ii) of the Fifth Supplemental Indenture.

“interest period” means the period from and including the immediately preceding Interest Payment Date in respect of which interest has been paid or duly provided for or, if no interest has been paid or duly provided for, from and including the Issue Date to, but excluding, the applicable Interest Payment Date or the Maturity Date or date of earlier redemption, if applicable.

“Interpolated Benchmark” with respect to the Benchmark means the rate determined for the Corresponding Tenor by interpolating on a linear basis between: (1) the Benchmark for the longest period (for which the Benchmark is available) that is shorter than the Corresponding Tenor, and (2) the Benchmark for the shortest period (for which the Benchmark is available) that is longer than the Corresponding Tenor.

“ISDA” means the International Swaps and Derivatives Association, Inc. or any successor.

“ISDA Definitions” means the 2006 ISDA Definitions published by the ISDA or any successor thereto, as amended or supplemented from time to time, or any successor definitional booklet for interest rate derivatives published from time to time.

“ISDA Fallback Adjustment” means the spread adjustment (which may be a positive or negative value or zero) that would apply for derivatives transactions referencing the ISDA Definitions to be determined upon the occurrence of an index cessation event with respect to the Benchmark for the applicable tenor.

“ISDA Fallback Rate” means the rate that would apply for derivatives transactions referencing the ISDA Definitions to be effective upon the occurrence of an index cessation date with respect to the Benchmark for the applicable tenor excluding the applicable ISDA Fallback Adjustment.

“Issue Date” means May 7, 2026.

“Major Constituent Bank” means any Subsidiary which is organized as a banking organization under federal or state law and which represents 50% or more of the consolidated assets of the Company determined as of the date of the most recent audited financial statements of the Company.

“Maturity Date” has the meaning provided in Section 3.02(d) of the Fifth Supplemental Indenture.

“Redemption Date” has the meaning provided in Section 3.02(h) of the Fifth Supplemental Indenture.

“Reference Time” with respect to any determination of the Benchmark means (1) if the Benchmark is Three-Month Term SOFR, the date that is two (2) U.S. Government Securities Business Days prior to the start of the relevant floating rate interest period, or such other time determined by the Calculation Agent after giving effect to the Three-Month Term SOFR Conventions, and (2) if the Benchmark is not Three-Month Term SOFR, the time determined by the Calculation Agent after giving effect to the Benchmark Replacement Conforming Changes.

“Relevant Governmental Body” means the Federal Reserve and/or the Federal Reserve Bank of New York, or a committee officially endorsed or convened by the Federal Reserve and/or the Federal Reserve Bank of New York or any successor thereto.

“SOFR” means the secured overnight financing rate published by the Federal Reserve Bank of New York, as the administrator of the Benchmark (or a successor administrator), on the Federal Reserve Bank of New York’s website.

“Tax Event” means the receipt by the Company of an opinion of independent tax counsel to the effect that as a result of (a) an amendment to, or change (including any announced prospective amendment or change) in, any law or treaty, or any regulation thereunder, of the United States or any political subdivision or taxing authority thereof or therein; (b) a judicial decision, administrative action, official administrative pronouncement, ruling, regulatory procedure, regulation, notice or announcement, including any notice or announcement of intent to adopt or promulgate any ruling, regulatory procedure or regulation (any of the foregoing, an “Administrative or Judicial Action”); or (c) an amendment to or change in any official position with respect to, or any interpretation of, an Administrative or Judicial Action or a law or regulation of the United States that differs from the previously generally accepted position or interpretation, in each case, which change or amendment or challenge becomes effective or which pronouncement, decision or challenge is announced on or after the original issue date of the 2036 Notes, there is more than an insubstantial risk that interest payable by the Company on the 2036 Notes is not, or, within 90 days of the date of such opinion, will not be, deductible by the Company, in whole or in part, for United States federal income tax purposes.

“Term SOFR” means the forward-looking term rate based on SOFR that has been selected or recommended by the Relevant Governmental Body.

“Term SOFR Administrator” means any entity designated by the Relevant Governmental Body as the administrator of Term SOFR (or a successor administrator).

“Three-Month Term SOFR” means the rate for Term SOFR for a tenor of three months that is published by the Term SOFR Administrator at the Reference Time for any interest period, as determined by the Calculation Agent after giving effect to the Three-Month Term SOFR Conventions. All percentages used in or resulting from any calculation of Three-Month Term SOFR shall be rounded, if necessary, to the nearest one-hundred-thousandth of a percentage point, with 0.000005% rounded up to 0.00001%.

“Three-Month Term SOFR Conventions” means any determination, decision or election with respect to any technical, administrative or operational matter (including with respect to the manner and timing of the publication of Three-Month Term SOFR, or changes to the definition of “interest period,” timing and frequency of determining Three-Month Term SOFR with respect to each interest period and making payments of interest, rounding of amounts or tenors, and other administrative matters) that the Calculation Agent decides may be appropriate to reflect the use of Three-Month Term SOFR as the Benchmark in a manner substantially consistent with market practice (or, if the Calculation Agent decides that adoption of any portion of such market practice is not administratively feasible or if the Calculation Agent determines that no market practice for the use of Three-Month Term SOFR exists, in such other manner as the Calculation Agent determines is reasonably necessary).

“Tier 2 Capital Event” means the Company’s good faith determination that, as a result of (a) any amendment to, or change in, the laws, rules or regulations of the United States (including, for the avoidance of doubt, any agency or instrumentality of the United States, including the Federal Reserve and other federal bank regulatory agencies) or any political subdivision of or in the United States that is enacted or becomes effective after the original issue date of the 2036 Notes; (b) any proposed change in those laws, rules or regulations that is announced or becomes effective after the original issue date of the 2036 Notes; or (c) any official administrative decision or judicial decision or administrative action or other official pronouncement interpreting or applying those laws, rules, regulations, policies or guidelines with respect thereto that is announced after the original issue date of the 2036 Notes, there is more than an insubstantial risk that the Company will not be entitled to treat the 2036 Notes then outstanding as “Tier 2 Capital” (or its equivalent) for purposes of the capital adequacy rules or regulations of the Board of Governors of the Federal Reserve System (the “Federal Reserve”) (or, as and if applicable, the capital adequacy rules or regulations of any successor appropriate federal banking agency) as then in effect and applicable to the Company, for so long as any 2036 Notes are outstanding.

“Unadjusted Benchmark Replacement” means the Benchmark Replacement excluding the Benchmark Replacement Adjustment.

(d)Section 1.1 of the Base Indenture is amended and supplemented, solely with respect to the 2036 Notes, by replacing the corresponding defined term in the Base Indenture with the following defined terms:

“Business Day” means (a) each Monday, Tuesday, Wednesday, Thursday and Friday which is not a federal holiday or any day on which banking institutions in New York are authorized or obligated by law, regulation or executive order to close, or (b) a day on which the Corporate Trust Office of the Trustee is not closed for business.

“Indenture” has the meaning set forth in the Recitals.

“Senior Indebtedness” means any obligation of the Company to its creditors, whether now outstanding or subsequently incurred, other than any obligation where, in the instrument creating or evidencing the obligation or pursuant to which the obligation is outstanding, it is provided that the obligation is not Senior Indebtedness. Senior Indebtedness includes, without limitation:

a. the principal (and premium, if any) of and interest in respect of indebtedness of the Company for purchased or borrowed money, whether or not evidenced by securities, notes, debentures, bonds or other similar instruments issued by the Company, including obligations incurred in connection with the acquisition of property, assets or businesses;

b. all capital lease obligations of the Company;

c. all obligations of the Company issued or assumed as the deferred purchase price of property, all conditional sale obligations of the Company and all obligations of the Company under any conditional sale or title retention agreement, but excluding trade accounts payable in the ordinary course of business;

d. all obligations of the Company arising from off-balance sheet guarantees and direct credit substitutes, including obligations in respect of any letters of credit, bankers’ acceptance, security purchase facilities and similar credit transactions;

e. all obligations of the Company associated with derivative products, including obligations in respect of interest rate swap, cap or other agreements, interest rate future or options contracts, currency swap agreements, currency future or option contracts and other similar agreements;

f. all obligations of the type referred to in clauses (a) through (e) of other persons for the payment of which the Company is responsible or liable as obligor, guarantor or otherwise;

g. all obligations of the type referred to in clauses (a) through (f) of other persons secured by any lien on any property or asset of the Company whether or not such obligation is assumed by the Company; and

h. any deferrals, renewals or extensions of any obligations of the type referred to in clauses (a) through (g) above.

Notwithstanding the foregoing, Senior Indebtedness does not include:

a. the 2036 Notes;

b. trade accounts payable arising in the ordinary course of business; and

c. any indebtedness that by its terms is subordinated to, or ranks on an equal basis with, the 2036 Notes.

Article III
FORM AND TERMS OF THE 2036 Notes

01.Form and Dating.

(a)The 2036 Notes shall be substantially in the form of Exhibit A attached hereto. The 2036 Notes shall be executed in the name and on behalf of the Company by the manual, electronic (e.g., “.pdf” or “.tif”) signature or facsimile signature of its Chairman of the Board of Directors, its Chief Executive Officer, its President or one of its Executive Vice Presidents. Unless otherwise provided herein or in the 2036 Notes, the words “execute,” “execution,” “signed,” and “signature” and words of similar import used in or related to any document to be signed in connection with this Indenture, any 2036 Notes or any of the transactions contemplated hereby (including amendments, waivers, consents and other modifications) shall be deemed to include electronic signatures and the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature in ink or the use of a paper-based recordkeeping system, as applicable, to the fullest extent and as provided for in any Applicable Law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, and any other similar state laws based on the Uniform Electronic Transactions Act, provided that, notwithstanding anything herein to the contrary, the Trustee is not under any obligation to agree to accept electronic signatures in any form or in any format unless expressly agreed to by such Trustee pursuant to procedures approved by such Trustee. If the person whose signature is on any 2036 Notes no longer holds that office at the time the 2036 Notes are authenticated and delivered, the 2036 Notes shall nevertheless be valid.

(b)The 2036 Notes may have a legend or legends or endorsements as may be required to comply with any law or with any rules of any securities exchange or usage. The 2036 Notes shall be dated the date of their authentication.

(c)The terms contained in the 2036 Notes shall constitute, and are hereby expressly made, a part of the Indenture as supplemented by this Fifth Supplemental Indenture, and the Company and the Trustee, by their execution and delivery of this Fifth Supplemental Indenture, expressly agree to such terms and provisions and to be bound thereby.

02.Terms of the 2036 Notes. The following terms relating to the 2036 Notes are hereby established:

(a)Title. The 2036 Notes shall constitute a series of Securities having the title “Renasant Corporation 6.25% Fixed-to-Floating Rate Subordinated Notes due 2036” and the CUSIP number 75970E AF4.

(b)Principal Amount. The aggregate principal amount of the 2036 Notes that may be authenticated and delivered under the Indenture, as amended hereby, shall be Three Hundred Million Dollars ($300,000,000) on the Issue Date. Provided that no Event of Default has occurred and is continuing with respect to the 2036 Notes, the Company may, without notice to or the consent of the Holders, create and issue additional Securities having the same terms as, and ranking equally and ratably with, the 2036 Notes in all respects and so that such additional 2036 Notes will be consolidated and form a single series with, and have the same terms as to status, redemption or otherwise as, the 2036 Notes initially issued (except for any differences in the issue price and interest accrued prior to the date of issuance of the additional 2036 Notes), and with the same CUSIP number as the 2036 Notes, provided that such additional 2036 Notes are fungible for U.S. federal income tax purposes with the 2036 Notes.

(c)Person to Whom Interest is Payable. Interest payable, and punctually paid or duly provided for, on any Interest Payment Date will be paid to the person in whose name the 2036 Notes are registered for such interest at the close of business on the fifteenth calendar day of the month immediately preceding the applicable Interest Payment Date, whether or not such day is a Business Day. Any such interest which is payable, but not so punctually paid or duly provided for on any Interest Payment Date shall cease to be payable to the Holder on such relevant record date by virtue of having been a Holder on such date, and such defaulted interest may be paid by the Company to the person in whose name the 2036 Note is registered at the close of business on a special record date for the payment of such defaulted interest to be fixed by the Company, notice whereof shall be given to Holders of 2036 Notes of this series not less than 10 days prior to such special record date that complies with Section 2.13 of the Base Indenture, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange on which the 2036 Notes may be listed and upon such notice as may be required by such exchange and in compliance with the Base Indenture.

(d)Maturity Date. The entire outstanding Principal of the 2036 Notes shall be payable on June 1, 2036 (the “Maturity Date”).

(e)Interest.

(i)The 2036 Notes will bear interest at a fixed rate of 6.25% per annum from and including the Issue Date to, but excluding, June 1, 2031 or the date of earlier redemption (the “Fixed Rate Period”). Interest accrued on the 2036 Notes during the Fixed Rate Period will be payable semi-annually in arrears on June 1 and December 1 of each year (each such date a “Fixed Rate Interest Payment Date”), commencing on December 1, 2026. The last Fixed Rate Interest Payment Date shall be June 1, 2031, unless the 2036 Notes are earlier redeemed. The interest payable during the Fixed Rate Period will be paid to each holder in whose name a 2036 Note is registered at the close of business on the fifteenth day (whether or not a Business Day) of the month immediately preceding the applicable Fixed Rate Interest Payment Date (each such date, a “Fixed Rate Regular Record Date”).

(ii)The 2036 Notes will bear a floating interest rate from and including June 1, 2031 to, but excluding, the Maturity Date or earlier Redemption Date (the “Floating Rate Period”). The floating interest rate will be reset quarterly, and the interest rate for any Floating Rate Period shall be equal to the Benchmark, which is expected to be the then-current Three-Month Term SOFR, plus 245 basis points for each quarterly interest period during the Floating Rate Period. During the Floating Rate Period, interest on the 2036 Notes will be payable quarterly in arrears on March 1, June 1, September 1, and December 1 of each year (each such date, a “Floating Rate Interest Payment Date”, together with a Fixed Rate Interest Payment Date, an “Interest Payment Date”), commencing on September 1, 2031 through the Maturity Date or Redemption Date. The interest payable during the Floating Rate Period will be paid to each holder in whose name a 2036 Note is registered at the close of business on the fifteenth day (whether or not a Business Day) of the month immediately preceding the applicable Floating Rate Interest Payment Date (each such date, a “Floating Rate Regular Record Date”). Notwithstanding the foregoing, if Three-Month Term SOFR (or other applicable Benchmark) is less than zero, then Three-Month Term SOFR (or other such Benchmark) shall be deemed to be zero. The Calculation Agent (as defined below) will provide the Company and the Trustee with the interest rate in effect on the 2036 Notes promptly after the Reference Time (or such other date of determination for the applicable Benchmark).

(iii)The amount of interest payable on any Fixed Rate Interest Payment Date during the Fixed Rate Period will be computed on the basis of a 360-day year consisting of twelve 30-day months up to, but excluding June 1, 2031 and the amount of interest payable on any Floating Rate Interest Payment Date during the Floating Rate Period will be computed on the basis of a 360-day year and the number of days actually elapsed. The Company or the Calculation Agent, as applicable, shall calculate the amount of interest payable on any Interest Payment Date and the Trustee shall have no duty to confirm or verify any such calculation. In the event that any scheduled Interest Payment Date or the Maturity Date for the 2036 Notes falls on a day that is not a Business Day, then payment of interest payable on such Interest Payment Date or of principal and interest payable on the Maturity Date will be paid on the next succeeding day which is a Business Day (any payment made on such date will be treated as being made on the date that the payment was first due and no interest on such payment will accrue for the period from and after such scheduled Interest Payment Date); provided, that in the event that any scheduled Floating Rate Interest Payment Date falls on a day that is not a Business Day and the next succeeding Business Day falls in the next succeeding calendar month, such Floating Rate Interest Payment Date will be accelerated to the immediately preceding Business Day, and, in each such case, the amounts payable on such Business Day will include interest accrued to but excluding such Business Day. Dollar amounts resulting from interest calculations will be rounded to the nearest cent, with one-half cent being rounded upward.

(iv)The Company shall take such actions as are necessary to ensure that, from the commencement of the Floating Rate Period, for so long as any of the 2036 Notes are outstanding, there will at all times be a calculation agent appointed by the Company to calculate Three-Month Term SOFR in respect of each Floating Rate Period (the “Calculation Agent”). The calculation of Three-Month Term SOFR for each applicable Floating Rate Period by the Calculation Agent will (in the absence of manifest error) be final and binding. The Calculation Agent’s determination of any interest rate and its calculation of interest payments for any period will be maintained on file at the Calculation Agent’s principal offices, will be made available to any Holder of the Notes upon request and will be provided to the Trustee. The Calculation Agent shall have all the rights, protections and indemnities afforded to the Trustee under the Base Indenture and hereunder. The Company will act as the initial Calculation Agent. The Calculation Agent may be removed by the Company at any time. If the Calculation Agent is unable or unwilling to act as Calculation Agent or is removed by the Company, the Company will promptly appoint a replacement Calculation Agent. The Calculation Agent may not resign its duties without a successor having been duly appointed; provided, that if a successor Calculation Agent has not been appointed by the Company and such successor accepted such position within 30 days after the giving of notice of resignation by the Calculation Agent, the resigning Calculation Agent may petition, at the expense of the Company, any court of competent jurisdiction for the appointment of a successor Calculation Agent with respect to such series. The Trustee will not be under any duty to succeed to, assume or otherwise perform any of the duties of the Calculation Agent, or to appoint a successor or replacement in the event of the Calculation Agent’s resignation or removal or to replace the Calculation Agent in the event of a default, breach or failure of performance on the part of the Calculation Agent with respect to the Calculation Agent’s duties and obligations hereunder. For the avoidance of doubt, if at any time there is no Calculation Agent appointed by the Company, then the Company shall be the Calculation Agent. The Company may appoint itself or any of its Affiliates to be the Calculation Agent. The Calculation Agent’s calculation of the amount of any interest payable on any Interest Payment Date will be maintained on file at the Calculation Agent’s principal offices, and will be made available to any Holder of the 2036 Notes upon request and will be provided to the Trustee.

(f)Effect of Benchmark Transition Event.

(i)If the Calculation Agent determines that a Benchmark Transition Event and its related Benchmark Replacement Date have occurred on or prior to the Reference Time in respect of any determination of the Benchmark on any date, then the Benchmark Replacement will replace the then-current Benchmark for all purposes relating to the 2036 Notes during the Floating Rate Period in respect of such determination on such date and all determinations on all subsequent dates. In connection with the implementation of a Benchmark Replacement, the Calculation Agent will have the right to make Benchmark Replacement Conforming Changes from time to time.

(ii)Notwithstanding anything set forth in Section 3.02(e)(ii) above, if the Calculation Agent determines on or prior to the relevant Reference Time that a Benchmark Transition Event and its related Benchmark Replacement Date have occurred with respect to Three-Month Term SOFR, then the provisions set forth in this Section 3.02(f) will thereafter apply to all subsequent determinations of the interest rate on the 2036 Notes during the Floating Rate Period. After a Benchmark Transition Event and its related Benchmark Replacement Date have occurred, the interest rate on the 2036 Notes for each interest period during the Floating Rate Period will subsequently be an annual rate equal to the Benchmark Replacement plus 191 basis points.

(iii)The Calculation Agent is expressly authorized to make certain determinations, decisions and elections under the terms of the 2036 Notes, including with respect to the use of Three-Month Term SOFR as the Benchmark and under this Section 3.02(f). Any determination, decision or election that may be made by the Calculation Agent under the terms of the 2036 Notes, including any determination with respect to a tenor, rate or adjustment or of the occurrence or non-occurrence of an event, circumstance or date and any decision to take or refrain from taking any action or selection (A) will be conclusive and binding on the Holders of the 2036 Notes and the Trustee absent manifest error, (B) if made by the Company as Calculation Agent, will be made in the Company’s sole discretion, (C) if made by a Calculation Agent other than the Company, will be made after consultation with the Company, and the Calculation Agent will not make any such determination, decision or election to which the Company reasonably objects and (D) notwithstanding anything to the contrary herein or in the Base Indenture, shall become effective without consent from the Holders of the 2036 Notes, the Trustee or any other party. If the Calculation Agent fails to make any determination, decision or election that it is required to make under the terms of the 2036 Notes, then the Company will make such determination, decision or election on the same basis as described above.

(iv)The Company (or its Calculation Agent) shall notify the Trustee in writing (i) upon the occurrence of the Benchmark Transition Event or the Benchmark Replacement Date, and (ii) of any Benchmark Replacements, Benchmark Replacement Conforming Changes and other items affecting the interest rate on the 2036 Notes after a Benchmark Transition Event.

(v)The Trustee (including in its capacity as Paying Agent) shall have no (A) responsibility or liability for the (w) Three-Month Term SOFR Conventions, (x) selection of an alternative reference rate to Three-Month Term SOFR (including, without limitation, whether the conditions for the designation of such rate have been satisfied or whether such rate is a Benchmark Replacement or an Unadjusted Benchmark Replacement), (y) determination or calculation of a Benchmark Replacement, or (z) determination of whether a Benchmark Transition Event or Benchmark Replacement Date has occurred, and in each such case under clauses (w) through (z) above shall be entitled to conclusively rely upon the selection, determination, and/or calculation thereof as provided by the Company or its Calculation Agent, as applicable, and (B) liability for any failure or delay in performing its duties hereunder as a result of the unavailability of a Benchmark rate as described in the definition thereof, including, without limitation, as a result of the Company’s or Calculation Agent’s failure to select a Benchmark Replacement or the Calculation Agent’s failure to calculate a Benchmark. The Trustee shall be entitled to rely conclusively on all notices from the Company or its Calculation Agent regarding any Benchmark or Benchmark Replacement, including, without limitation, in regards to Three-Month Term SOFR Conventions, a Benchmark Transition Event, Benchmark Replacement Date, and Benchmark Replacement Conforming Changes. The Trustee shall not be responsible or liable for the actions or omissions of the Calculation Agent, or any failure or delay in the performance of the Calculation Agent’s duties or obligations, nor shall it be under any obligation to monitor or oversee the performance of the Calculation Agent. The Trustee shall be entitled to conclusively rely on any determination made, and any instruction, notice, Officers’ Certificate or other instruction or information provided by the Calculation Agent without independent verification, investigation or inquiry of any kind. The Trustee shall not be obligated to enter into any amendment or supplement hereto that adversely impacts its rights, duties, obligations, immunities or liabilities (including, without limitation, in connection with the adoption of any Benchmark Replacement Conforming Changes).

(vi)If the then-current Benchmark is Three-Month Term SOFR, the Calculation Agent will have the right to establish the Three-Month Term SOFR Conventions, and if any of the foregoing provisions concerning the calculation of the interest rate and the payment of interest during the Floating Rate Period are inconsistent with any of the Three-Month Term SOFR Conventions determined by the Calculation Agent, then the relevant Three-Month Term SOFR Conventions will apply.

(g)Place of Payment of Principal and Interest. So long as the 2036 Notes shall be issued in global form, the Company shall make, or cause the Paying Agent to make, all payments of principal and interest on the 2036 Notes by wire transfer in immediately available funds to the Depository or its nominee, in accordance with applicable procedures of the Depository. If the 2036 Notes are not in global form, the Company, may, at its option, make, or cause the Paying Agent to make, payments of principal and interest on the 2036 Notes by check mailed to the address of the person specified for payment in accordance with Section 3.02(e)(i) and (e)(ii) above. A global security with respect to the 2036 Notes shall be exchangeable for physical securities of such series only if:

•The Depository is at any time unwilling or unable or ineligible to continue as a depository or ceases to be a clearing agency registered under the Exchange Act and a successor depository is not appointed by the Company within 90 days of the date the Company is so notified in writing;

•The Company executes and delivers to the Trustee a Company Order to the effect that such global securities shall be so exchangeable (and the Trustee consents thereto); or

•An Event of Default has occurred and is continuing with respect to the global securities and a Holder requests such exchange.

(h)Redemption. The 2036 Notes shall be redeemable, in each case, in whole or in part from time to time, at the option of the Company prior to the Maturity Date beginning with the Interest Payment Date on June 1, 2031 and on any date thereafter (each, a “Redemption Date”) subject to obtaining the prior approval of the Federal Reserve to the extent such approval is required under the rules of the Federal Reserve (or, as and if applicable, the rules of any appropriate successor bank regulatory agency). The 2036 Notes may not otherwise be redeemed prior to the Maturity Date, except that the Company may, at its option, redeem the 2036 Notes before the Maturity Date in whole but not in part from time to time, subject to obtaining the prior approval of the Federal Reserve to the extent such approval is then required under the rules of the Federal Reserve (or, as and if applicable, the rules of any appropriate successor bank regulatory agency), upon the occurrence of a Tier 2 Capital Event or a Tax Event, or if the Company is required to register as an investment company pursuant to the Investment Company Act of 1940, as amended (15 U.S.C. 80a-1 et seq.). Any such redemption will be at a Redemption Price equal to 100% of the principal amount of the 2036 Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the Redemption Date fixed by the Company. The provisions of Article III of the Base Indenture shall apply to any redemption of the 2036 Notes pursuant to this Article 3, provided that a notice of redemption shall be delivered to holders of the 2036 Notes (with a copy to the Trustee) not less than 10 nor more than 60 days prior to the Redemption Date. Any partial redemption will be made in accordance with The Depository Trust Company’s (“DTC”) applicable procedures among all of the Holders of the 2036 Notes. If any 2036 Note is to be redeemed in part only, the notice of redemption relating to such 2036 Note shall state that it is a partial redemption and the portion of the principal amount thereof to be redeemed, and a replacement 2036 Note in principal amount equal to the unredeemed portion thereof will be issued in the name of the Holder thereof upon cancellation of the original 2036 Note. Any notice of redemption may be conditional in the Company’s discretion on one or more conditions precedent, and the Redemption Date may be delayed until such time as any or all of such conditions have been satisfied or revoked by the Company if it determines that such conditions will not be satisfied.

(i)No Repayment or Sinking Fund. The 2036 Notes will not be subject to redemption or repayment at the option of any Holder at any time prior to the Maturity Date. There shall be no sinking fund for the 2036 Notes.

(j)Notes Not Convertible or Exchangeable. The 2036 Notes will not be convertible into or exchangeable for equity securities, other securities, or assets or property of the Company or its subsidiaries.

(k)Denomination. The 2036 Notes and any beneficial interest in the 2036 Notes shall be in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof.

(l)Currency of the 2036 Notes. The 2036 Notes shall be denominated, and payment of principal and interest of the 2036 Notes shall be payable in, the currency of the United States of America.

(m)No Additional Amounts. In the event that any payment on the 2036 Notes is subject to withholding of any U.S. federal income tax or other tax or assessment (as a result of a change in law or otherwise), the Company will not pay additional amounts with respect to such tax or assessment.

(n)Acceleration. Neither the Trustee nor the Holders of the 2036 Notes shall have the right to accelerate the maturity of the 2036 Notes unless there is an Event of Default specified under clause (e), (f) or (g) of Section 6.1 (as amended herein) of the Base Indenture. If an Event of Default specified in clause (e), (f) or (g) of Section 6.1 (as amended herein) of the Base Indenture occurs, then the principal amount of all of the outstanding 2036 Notes, including any accrued and unpaid interest on the 2036 Notes and premium, if any, shall automatically become and be immediately due and payable without any declaration or other act on the part of the Trustee or the Holders of the 2036 Notes in accordance with the provisions of Section 6.2 of the Base Indenture.

(o)Registered Form. The 2036 Notes shall be issuable as registered global Securities, and the Depository for the 2036 Notes shall be the DTC or any successor Depository appointed by the Company within 90 days of the termination of services of DTC (or any successor to DTC). Sections 2.11 and 2.13 of the Base Indenture shall apply to the 2036 Notes.

(p)Events of Default. The Events of Default provided for in Section 6.1 of the Base Indenture shall apply to the 2036 Notes, provided that:

(i)the text of clause (c) of Section 6.1 of the Base Indenture is deleted and replaced with the word “Reserved”;

(ii)the text of clause (g) of Section 6.1 of the Base Indenture shall be substituted with the following:

“(g) the appointment by a competent government agency having primary regulatory authority over any Major Constituent Bank under any applicable federal or state banking, insolvency or similar law now or hereafter in effect of a Custodian of any such Major Constituent Bank or (ii) the entry of a decree or order in any case or proceeding under any applicable federal or state banking, insolvency or other similar law now or hereafter in effect appointing any receiver of any Major Constituent Bank;”

(iii)a new clause (h), reading in its entirety as follows, shall be inserted:

“(h) any other Event of Default provided with respect to the Securities of that Series, which is specified in a Board Resolution, a supplemental indenture hereto or an Officers’ Certificate, in accordance with Section 2.2(n).”

(q)Acceleration of Maturity, Rescission and Annulment. Solely with respect to the 2036 Notes, the text of Section 6.2 of the Base Indenture shall be substituted with the following:

“If an Event of Default specified in Sections 6.1(e), 6.1(f) or 6.1(g) occurs, the principal amount of all the 2036 Notes, together with accrued and unpaid interest, if any, thereon, shall automatically, and without any declaration or other action on the part of the Trustee or any Holder, become immediately due and payable. The Maturity Date of the 2036 Notes shall not otherwise be accelerated as a result of an Event of Default.

At any time after the acceleration of the 2036 Notes and before a judgment or decree for payment of the money due has been obtained by the Trustee as hereinafter in this Article provided, the Holders of a majority in principal amount of the outstanding 2036 Notes, by written notice to the Company and the Trustee, may rescind and annul such acceleration and its consequences if (a) the Company has paid or deposited with the Trustee a sum sufficient to pay (i) all overdue interest on the 2036 Notes, (ii) the principal of (and premium, if any, on) the 2036 Notes which have become due otherwise than by such acceleration and, to the extent permitted by applicable law, interest thereon at the rate or rates prescribed therefor in the 2036 Notes, (iii) to the extent that payment of such interest is lawful, interest upon overdue interest at the rate or rates prescribed therefor in the 2036 Notes, and (iv) all sums paid or advanced by the Trustee hereunder and the compensation, reasonable expenses, disbursements and advances of the Trustee, its agents and counsel; and (b) all Events of Default with respect to the 2036 Notes, other than the non-payment of the principal of the Notes which has become due solely by such declaration of acceleration, have been cured or waived as provided in Section 6.13.

No such rescission shall affect any subsequent Default or impair any right consequent thereon.”

(r)Collection of Indebtedness And Suits For Enforcement By Trustee. Solely with respect to the 2036 Notes, the first paragraph of Section 6.3 of the Base Indenture shall be substituted with the following:

“The Company covenants that if:

(a) default is made in the payment of any interest on the 2036 Notes when such interest becomes due and payable and such default continues for a period of 30 days,

(b) default is made in the payment of the principal of (or premium, if any, on) any 2036 Note at the Maturity Date, or

(c) the failure of the Company, subject to the provisions of Section 6.13 of the Base Indenture, to perform any covenants or agreements contained in the Indenture, which failure shall not have been remedied, or without provision deemed to be adequate for the remedying thereof having been made, for a period of 90 days after written notice shall have been given to the Company by the Trustee or shall have been given to the Company and the Trustee by Holders of 25% or more in aggregate principal amount of the 2036 Notes then outstanding, specifying such failure, requiring the Company to remedy the same and stating that such notice is a notice of default under the Indenture,

the Company will, upon demand of the Trustee, pay to the Trustee, for the benefit of the Holders of the 2036 Notes, the whole amount then due and payable on the 2036 Notes for principal, and any premium and interest and, to the extent that payment of such interest shall be legally enforceable, interest on any overdue principal and premium and on any overdue interest, at the rate or rates prescribed in the 2036 Notes, and, in addition thereto, such further amount as shall be sufficient to cover the costs and expenses of collection, including the reasonable compensation, expenses, disbursements and advances of the Trustee, its agents and counsel.”

(s)Ranking. The 2036 Notes shall rank junior to and shall be subordinated to all Senior Indebtedness of the Company, whether existing as of the date of this Fifth Supplemental Indenture, or hereafter issued or incurred, including all indebtedness relating to money owed to general creditors and trade creditors. The 2036 Notes shall rank senior to the Company’s Floating Rate Junior Subordinated Debentures due 2033, 2035, 2036, 2037 and 2038, and rank equally with all of the Company’s other unsecured, subordinated obligations from time to time outstanding, including the Company’s existing 5.50% Fixed-to-Floating Rate Subordinated Notes due 2031, 3.00% Fixed-to-Floating Rate Subordinated Notes due 2031, 6.40% Fixed-to-Floating Rate Subordinated Notes due May 1, 2033 and 4.50% Fixed-to-Floating Rate Subordinated Notes due 2035. Subject to the terms of the Base Indenture, if the Trustee or any holder of any of the 2036 Notes receives any payment or distribution of the Company’s assets in contravention of the subordination provisions applicable to the 2036 Notes before all Senior Indebtedness is paid in full in cash, property or securities, including by way of set-off or any such payment or distribution that may be payable or deliverable by reason of the payment of any other indebtedness of the Company being subordinated to the payment of the 2036 Notes, then such payment or distribution will be held in trust for the benefit of holders of Senior Indebtedness or their representatives to the extent necessary to make payment in full in cash or payment satisfactory to the holders of Senior Indebtedness of all unpaid Senior Indebtedness.

(t)No Collateral. The 2036 Notes shall not be entitled to the benefit of any security interest in, or collateralization by, any rights, property or interest of the Company.

(u)Additional Terms. Other terms applicable to the 2036 Notes are as otherwise provided for in the Base Indenture, as supplemented by this Fifth Supplemental Indenture.

Article IV
SATISFACTION AND DISCHARGE; DEFEASANCE

01.Legal Defeasance. Solely with respect to the 2036 Notes, the text of Section 8.3(c) of the Base Indenture shall be substituted with the following:

“(c) the rights, powers, trust and immunities of the Trustee hereunder; provided that, the following conditions shall have been satisfied:

i. the Company shall have deposited or caused to be irrevocably deposited (except as provided in Section 8.2(c)) with the Trustee as trust funds in trust for the purpose of making the following payments, specifically pledged as security for and dedicated solely to the benefit of the Holders of such Securities, cash in Dollars and/or U.S. Government Obligations, which through the payment of interest and principal in respect thereof in accordance with their terms, will provide (and without reinvestment and assuming no tax liability will be imposed on such Trustee), not later than one day before the due date of any payment of money, an amount in cash, sufficient, in the opinion of a regionally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, to pay and discharge each installment of principal of and interest, if any, on and any mandatory sinking fund payments in respect of all the Securities of such Series on the dates such installments of interest or principal and such sinking fund payments are due;

ii. such deposit will not result in a breach or violation of, or constitute a default under, this Indenture or any other agreement or instrument to which the Company is a party or by which it is bound;

iii. no Default or Event of Default with respect to the Securities of such Series shall have occurred and be continuing on the date of such deposit or during the period ending on the 120th day after such date;

iv. the Company shall have delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel to the effect that (A) the Company has received from, or there has been published by, the Internal Revenue Service a ruling, or (B) since the date of execution of this Indenture, there has been a change in the applicable Federal income tax law, in either case to the effect that, and based thereon such Opinion of Counsel shall confirm that, the Holders of the Securities of such Series will not recognize income, gain or loss for Federal income tax purposes as a result of such deposit, defeasance and discharge and will be subject to Federal income tax on the same amounts and in the same manner and at the same times as would have been the case if such deposit, defeasance and discharge had not occurred;

v. the Company shall have delivered to the Trustee an Officers’ Certificate to the effect that the Securities, if then listed on any securities exchange, will be delisted as a result of such deposit;

vi. the Company shall have delivered to the Trustee an Officers’ Certificate stating that the deposit was not made by the Company with the intent of preferring the Holders of the Securities of such Series over any other creditors of the Company or with the intent of defeating, hindering, delaying or defrauding any other creditors of the Company;

vii. the defeasance shall not cause the Trustee to have a conflicting interest within the meaning of the Trust Indenture Act (assuming all of the Securities are in default within the meaning of the Trust Indenture Act);

viii. such defeasance shall not result in the trust arising from such deposit constituting an investment company within the meaning of the Investment Company Act unless such trust shall be registered under the Investment Company Act or exempt from registration thereunder; and

vi. the Company shall have delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent provided for relating to the defeasance contemplated by this Section have been complied with.”

02.Covenant Defeasance. Solely with respect to the 2036 Notes, the text of Section 8.4 of the Base Indenture shall be substituted with the following:

“Unless this Section 8.4 is otherwise specified pursuant to Section 2.2(p) to be inapplicable to Securities of any Series, on and after the 91st day after the date of the deposit referred to in subparagraph (a) hereof, the Company may omit to comply with respect to the Securities of any Series with any term, provision or condition set forth under Sections 4.2, 4.3, 4.4, 4.6, and 5.1 as well as any additional covenants specified in a supplemental indenture for such Series of Securities or a Board Resolution or an Officers’ Certificate delivered pursuant to Section 2.2(p) (and the failure to comply with any such covenants shall not constitute a Default or Event of Default with respect to such Series under Section 6.1) and the occurrence of any event specified in a supplemental indenture for such Series of Securities or a Board Resolution or an Officers’ Certificate delivered pursuant to Section 2.2(n) and designated as an Event of Default shall not constitute a Default or Event of Default hereunder, with respect to the Securities of such Series, provided that the following conditions shall have been satisfied:

(a) With reference to this Section 8.4, the Company has deposited or caused to be irrevocably deposited (except as provided in Section 8.2(c)) with the Trustee as trust funds in trust for the purpose of making the following payments specifically pledged as security for, and dedicated solely to, the benefit of the Holders of such Securities, cash in Dollars and/or U.S.

Government Obligations, which through the payment of interest and principal in respect thereof in accordance with their terms, will provide (and without reinvestment and assuming no tax liability will be imposed on such Trustee), not later than one day before the due date of any payment of money, an amount in cash, sufficient, in the opinion of a regionally recognized firm of independent certified public accountants expressed in a written certification thereof delivered to the Trustee, to pay and discharge each installment of principal of and interest, if any, on and any mandatory sinking fund payments in respect of the Securities of such Series on the dates such installments of interest or principal and such sinking fund payments are due;

(b) Such deposit will not result in a breach or violation of, or constitute a default under, this Indenture or any other agreement or instrument to which the Company is a party or by which it is bound;

(c) No Default or Event of Default with respect to the Securities of such Series shall have occurred and be continuing on the date of such deposit or during the period ending on the 120th day after such date;

(d) The Company shall have delivered to the Trustee an Opinion of Counsel to the effect that Holders of the Securities of such Series will not recognize income, gain or loss for federal income tax purposes as a result of such deposit and covenant defeasance and will be subject to federal income tax on the same amounts, in the same manner and at the same times as would have been the case if such deposit and covenant defeasance had not occurred;

(e) The Company shall have delivered to the Trustee an Officers’ Certificate to the effect that the Securities, if then listed on any securities exchange, will be delisted as a result of such deposit;

(f) The defeasance shall not cause the Trustee to have a conflicting interest within the meaning of the Trust Indenture Act (assuming all of the Securities are in default within the meaning of the Trust Indenture Act);

(g) Such defeasance shall not result in the trust arising from such deposit constituting an investment company within the meaning of the Investment Company Act unless such trust shall be registered under the Investment Company Act or exempt from registration thereunder; and

(h) The Company shall have delivered to the Trustee an Officers’ Certificate and an Opinion of Counsel, each stating that all conditions precedent herein provided for relating to the covenant defeasance contemplated by this Section have been complied with.”

03.Repayment to Company. Solely with respect to the 2036 Notes, the text of Section 8.5 of the Base Indenture shall be substituted with the following:

“Subject to applicable law, any money deposited with the Trustee or any Paying Agent, or then held by the Company, in trust for the payment of the principal of and premium, if any, or interest on the 2036 Notes and remaining unclaimed for two years after such principal and premium, if any, or interest has become due and payable shall be paid to the Company upon request by the Company or (if then held by the Company) shall be discharged from such trust, and the Holder of such 2036 Notes shall thereafter, as an unsecured general creditor, look only to the Company for payment of such amounts without interest thereon, and all liability of the Trustee or such Paying Agent with respect to such trust money, and all liability of the Company as trustee thereof, shall thereupon cease; provided, however, that the Company may publish or cause to be published once, in a newspaper published in the English language, customarily published on each Business Day and of general circulation in The City of New York, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any unclaimed balance of such money then remaining will be repaid to the Company.”

Article V
AMENDMENT, MODIFICATION AND WAIVER

01.Modification of Supplemental Indentures Without Consent of Holders. Solely with respect to the 2036 Notes, the text of Section 9.1 of the Base Indenture shall be substituted with the following:

“Without the consent of any Holders, the Company, when authorized by a resolution of the Board of Directors of the Company, and the Trustee, at any time and from time to time, may amend the Indenture by entering into an indenture or indentures supplemental hereto, for any of the following purposes:

(a) to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company in the Indenture and in the 2036 Notes;

(b) to add to the covenants of the Company for the benefit of the Holders of the 2036 Notes or to surrender any right or power herein conferred upon the Company;

(d) to add to or change any of the provisions of the Indenture to such extent as shall be necessary to permit or facilitate the issuance of 2036 Notes in certificated form;

(e) to add to, change or eliminate any of the provisions of the Indenture, provided that any such addition, change or elimination (A) shall neither (i) apply to any 2036 Note created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) modify the rights of the Holder of any such 2036 Note with respect to such provision or (B) shall become effective only when there is no such 2036 Note outstanding;

(f) to secure the 2036 Notes;

(g) to establish the form or terms of 2036 Notes of any series as permitted by Sections 2.1 and 2.2 hereof;

(h) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the 2036 Notes and to add to or change any of the provisions of the Indenture as shall be necessary to provide for or facilitate the administration of the trusts under the Indenture by more than one Trustee, pursuant to the requirements of Section 7.8;

(i) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under the Indenture, provided that such action pursuant to this Clause (i) shall not adversely affect the interests of the Holders of the Notes as determined, in good faith, by the Company; or

(j) to provide for the issuance of and establish the form and terms and conditions of Securities of any Series as permitted by this Indenture.

Subject to the provisions of Section 9.7 of the Base Indenture, the Trustee is authorized to join with the Company in the execution of any such supplemental indenture, to make the further agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property or assets thereunder.”

02.Limitations. Solely with respect to the 2036 Notes, the text of Section 9.3 of the Base Indenture shall be substituted with the following:

“No supplemental indenture shall, without the consent of the Holder of each outstanding 2036 Note affected thereby,

(a) change the Maturity Date of the principal of, or any installment of principal of or interest on, any 2036 Note, or change the timing of an interest payment on any 2036 Note, or reduce the principal amount thereof or the rate of interest thereon or any premium payable upon the redemption thereof, or reduce the amount of the principal of any 2036 Note which would be due and payable upon an acceleration of the Maturity Date thereof pursuant to Section 6.2 hereof, or change any Place of Payment where, or the coin or currency in which, any 2036 Note or any premium or interest thereon is payable, or impair the right to institute suit for the enforcement of any such payment on or after the Maturity Date thereof (or, in the case of redemption, on or after the Redemption Date) or modify the provisions of the Indenture with respect to the subordination of the 2036 Notes in a manner adverse to Holders;

(b) reduce the percentage in principal amount of the outstanding 2036 Notes, the consent of whose Holders is required for any such supplemental indenture, or the consent of whose Holders is required for any waiver (of compliance with certain provisions of the Indenture or certain defaults hereunder and their consequences) provided for in the Indenture; or

(c) modify any of the provisions of this Section or Section 6.13 of the Base Indenture, except to increase any such percentage or to provide that certain other provisions of the Indenture cannot be modified or waived without the consent of the Holder of each outstanding 2036 Note affected thereby; provided, however, that this clause shall not be deemed to require the consent of any Holder with respect to changes in the references to “the Trustee” and concomitant changes in this Section and clause (b) of Section 6.13, or the deletion of this proviso, in accordance with the requirements of Sections 7.8 and Section 9.1(h).

A supplemental indenture which changes or eliminates any covenant or other provision of the Indenture which has expressly been included solely for the benefit of the 2036 Notes, or which modifies the rights of the Holders of the 2036 Notes with respect to such covenant or other provision, shall be deemed not to affect the rights under the Indenture of the Holders of Securities of any other series.

It shall not be necessary for any Act of Holders under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such Act shall approve the substance thereof.

The Company may set a record date for purposes of determining the identity of the Holders of each series of Securities entitled to give a written consent or waive compliance by the Company as authorized or permitted by this Section. Such record date shall not be more than 30 days prior to the first solicitation of such consent or waiver or the date of the most recent list of Holders furnished to the Trustee prior to such solicitation pursuant to Section 312 of the Trust Indenture Act.

Promptly after the execution by the Company and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Company shall mail a notice, setting forth in general terms the substance of such supplemental indenture, to the Holders of 2036 Notes at their addresses as the same shall then appear in the Register of the Company. Any failure of the Company to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.

Article VI
SUPPLEMENTAL INDENTURES

01.Supplemental Indentures. The following paragraph shall be added to the end of Section 9.2 of the Base Indenture and shall only apply to the 2036 Notes:

“Not in limitation of the foregoing, without the consent of any Holder of 2036 Notes, the Company and the Trustee may amend or supplement the Indenture or the 2036 Notes to conform the terms of the Indenture and the 2036 Notes to the description of the 2036 Notes in the prospectus supplement dated May 4, 2026 relating to the offering of the 2036 Notes, as certified by the Company to the Trustee in an Officers’ Certificate.”

Article VII
MISCELLANEOUS

01.Trust Indenture Act. This Fifth Supplemental Indenture is subject to the provisions of the Trust Indenture Act that are required to be part of the Indenture and shall, to the extent applicable, be governed by such provisions. If any provision of this Fifth Supplemental Indenture limits, qualifies, or conflicts with a provision of the Trust Indenture Act that is required under such act to be a part of and govern this Fifth Supplemental Indenture, the latter provision shall control.

02.GOVERNING LAW. THE LAWS OF THE STATE OF NEW YORK SHALL GOVERN THIS FIFTH SUPPLEMENTAL INDENTURE AND THE 2036 NOTES.

03. JURISDICTION. THE PARTIES HEREBY (I) IRREVOCABLY SUBMIT TO THE NON-EXCLUSIVE JURISDICTION OF ANY FEDERAL OR STATE COURT SITTING IN THE BOROUGH OF MANHATTAN, THE CITY OF NEW YORK, (II) WAIVE ANY OBJECTION TO LAYING OF VENUE IN ANY SUCH ACTION OR PROCEEDING IN SUCH COURTS, AND (III) WAIVE ANY OBJECTION THAT SUCH COURTS ARE AN INCONVENIENT FORUM OR DO NOT HAVE JURISDICTION OVER ANY PARTY

04.WAIVER OF TRIAL BY JURY. EACH OF THE PARTIES HERETO, AND EACH HOLDER OF A NOTE BY ITS ACCEPTANCE THEREOF, HEREBY WAIVES TO THE FULLEST EXTENT PERMITTED BY LAW THE RIGHT TO TRIAL BY JURY WITH RESPECT TO ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS INDENTURE.

05.Duplicate Originals. The parties may sign any number of copies of this Fifth Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement.

06.Severability; Entire Agreement. In case any provision in this Fifth Supplemental Indenture or the 2036 Notes shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The Base Indenture and this Fifth Supplemental Indenture and the exhibits thereto and hereto set forth the entire agreement and understanding of the parties related to this transaction and supersedes all prior agreements and understandings, oral or written.

07.Ratification. The Base Indenture, as supplemented and amended by this Fifth Supplemental Indenture, is in all respects ratified and confirmed. The Base Indenture and this Fifth Supplemental Indenture shall be read, taken and construed as one and the same instrument. All provisions included in this Fifth Supplemental Indenture supersede any conflicting provisions included in the Base Indenture unless not permitted by law. The Trustee accepts the trusts created by the Base Indenture, as supplemented by this Fifth Supplemental Indenture, and agrees to perform the same upon the terms and conditions of the Base Indenture, as supplemented by this Fifth Supplemental Indenture.

08.Effectiveness. The provisions of this Fifth Supplemental Indenture shall become effective as of the date hereof.

09.Successors. All agreements of the Company in this Fifth Supplemental Indenture shall bind its successors. All agreements of the Trustee in this Fifth Supplemental Indenture shall bind its successors.

10.Rights of Trustee. Solely with respect to the 2036 Notes, the text of Section 7.2(m) of the Base Indenture shall be substituted with the following:

“The Trustee shall not be responsible or liable for any failure or delay in the performance of its obligations under this Indenture arising out of or caused, directly or indirectly, by circumstances beyond its reasonable control, including, without limitation, any act or provision of any present or future law or regulation or governmental authority; acts of God; earthquakes; fires; floods; terrorism; wars and other military disturbances; sabotage; epidemics; riots; interruptions; loss or malfunction of utilities, computer (hardware or software) or communication services; accidents; labor disputes; and acts of civil or military authorities and governmental action; or the unavailability of the Federal Reserve Bank wire or telex or other wire or communication facility.”

11.Indenture and Notes Solely Corporate Obligations. No recourse for the payment of the principal of or interest on any 2036 Note, or for any claim based thereon or otherwise in respect thereof, shall be had against any shareholder, employee, agent, officer or director, as such, past, present or future, of the Company or of any successor Person; it being expressly understood that all such liability is hereby expressly waived and released as a condition of, and as a consideration for, the execution of this Fifth Supplemental Indenture and the issue of the 2036 Notes.

12.Trustee’s Disclaimer. The recitals contained herein shall be taken as the statements of the Company and the Trustee assumes no responsibility for their correctness. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Fifth Supplemental Indenture, the 2036 Notes, or for or in respect of the recitals contained herein, all of which recitals are made solely by the Company.

13.USA PATRIOT Act. The parties hereto acknowledge that in accordance with Section 326 of the USA PATRIOT Act the Trustee, like all financial institutions and in order to help fight the funding

of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account. The parties to this agreement agree that they shall provide the Trustee with such information as it may request in order to satisfy the requirements of the USA PATRIOT Act.

[Remainder of page intentionally left blank.]

IN WITNESS WHEREOF, the parties hereto have caused this Fifth Supplemental Indenture to be duly executed as of the date first above written.

RENASANT CORPORATION


By:			/s/ Kevin D. Chapman
Name:			Kevin D. Chapman
Title:			President and Principal Executive Officer

[Signature Page to Fifth Supplemental Indenture]

Wilmington Trust, National Association,

as Trustee


By:			/s/ Michael H. Wass
Name:			Michael H. Wass
Title:			Vice President

[Signature Page to Fifth Supplemental Indenture]

EXHIBIT A

FORM OF NOTE

See attached.

GLOBAL NOTE

THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF THE DEPOSITARY OR A NOMINEE OF THE DEPOSITARY, WHICH MAY BE TREATED BY THE COMPANY, THE TRUSTEE AND ANY AGENT THEREOF AS OWNER AND HOLDER OF THIS SECURITY FOR ALL PURPOSES.

UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR THE INDIVIDUAL SECURITIES REPRESENTED HEREBY, THIS GLOBAL SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE (I) BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR (II) BY A NOMINEE OF THE DEPOSITARY OR THE DEPOSITARY TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY. UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY AND ANY PAYMENT IS MADE TO CEDE & CO., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

TRANSFERS OF THIS GLOBAL SECURITY SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY, OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY, OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY.

RENASANT CORPORATION

6.25% Fixed-to-Floating Rate Subordinated Notes due 2036



No. 1						CUSIP: 75970E AF4
						ISIN: US75970EAF43
$300,000,000

Renasant Corporation, a Mississippi corporation (hereinafter called the “Company,” which term includes any successor corporation under the Indenture hereinafter referred to), for value received, hereby promises to pay to CEDE & CO., or its registered assigns, the principal sum of $300,000,000 (or such other amount as set forth in the Schedule of Increases or Decreases in Global Note attached hereto) on June 1, 2036 (such date is hereinafter referred to as the “Stated Maturity Date”), unless redeemed prior to such date, and to pay interest thereon (i) from, and including, May 7, 2026, to, but excluding, June 1, 2031, unless redeemed prior to such date, at a rate of 6.25% per annum, semi-annually in arrears on June 1 and December 1 of each year, commencing December 1, 2026 (each such date, a “Fixed Rate Interest Payment Date,” with the period from, and including, May 7, 2026 to, but excluding, the first Fixed Rate Interest Payment Date and each successive period from, and including, a Fixed Rate Interest Payment Date to, but excluding, the next Fixed Rate Interest Payment Date being a “Fixed Rate Period”) and (ii) from, and including, June 1, 2031 to, but excluding, the Stated Maturity Date, unless redeemed subsequent to June 1, 2031 but prior to the Stated Maturity Date, at a rate equal to Three-Month Term SOFR, reset quarterly, plus 245 basis points (2.45%), or such other rate as determined pursuant to the Fifth Supplemental Indenture, payable quarterly in arrears on March 1, June 1, September 1 and December 1 of each year (each, a “Floating Rate Interest Payment Date,” and together with the Fixed Rate Interest Payment Dates, the “Interest Payment Dates,” with the period from, and including, June 1, 2031 to, but excluding, the first Floating Rate Interest Payment Date and each successive period from, and including a Floating Rate Interest Payment Date to, but excluding, the next Floating Rate Interest Payment Date being a “Floating Rate Period”), commencing on September 1, 2031 through the Stated Maturity Date or earlier redemption date.

The amount of interest payable on any Fixed Rate Interest Payment Date during the Fixed Rate Period will be computed on the basis of a 360-day year consisting of twelve 30-day months up to, but excluding June 1, 2031, and, the amount of interest payable on any Floating Rate Interest Payment Date during the Floating Rate Period will be computed on the basis of a 360-day year and the number of days actually elapsed. In the event that any scheduled Interest Payment Date or the Stated Maturity Date for the Notes falls on a day that is not a Business Day, then payment of interest payable on such Interest Payment Date or of principal and interest payable on the Stated Maturity Date will be paid on the next succeeding day which is a Business Day (any payment made on such date will be treated as being made on the date that the payment was first due and no interest on such payment will accrue for the period from and after such scheduled Interest Payment Date); provided, that in the event that any scheduled Floating Rate Interest Payment Date falls on a day that is not a Business Day and the next succeeding Business Day falls in the next succeeding calendar month, such Floating Rate Interest Payment Date will be accelerated to the immediately preceding Business Day, and, in each such case, the amounts payable on such Business Day will include interest accrued to but excluding such Business Day. All percentages used in or resulting from any calculation of Three-Month Term SOFR (or, if different, the then-current Benchmark) shall be rounded, if necessary, to the nearest one hundred-thousandth of a percentage point, with 0.000005% rounded up to 0.00001%. Dollar amounts resulting from that calculation will be rounded to the nearest cent, with one-half cent being rounded upward.

The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in the Indenture, be paid to the Person in whose name this Note is registered at the close of business on the 15th day of the month (whether or not a Business Day) immediately preceding such Interest Payment Date. Any such interest not so punctually paid or duly provided for will forthwith cease to be payable to the Holder on such relevant record date and may either be paid to the person in whose name this Note is registered at the close of business on a special record date for the payment of such defaulted interest to be fixed by the Company, notice whereof shall be given to Holders of the Notes not less than 10 days prior to such special record date, or be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Notes may be listed, and upon such notice as may be required by such exchange, all as more fully provided in said Indenture.

Payment of the principal of (and premium, if any) and interest on this Note will be made at the office or agency of the Company maintained for that purpose, which shall initially be the Corporate Trust Office of the Trustee, in such currency of the United States of America as at the time of payment is legal tender for payment of public and private debts.

Reference is hereby made to the further provisions of this Note set forth on the reverse hereof, which further provisions shall for all purposes have the same effect as if set forth at this place.

Unless the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof by manual signature, this Note shall not be entitled to any benefit under the Indenture or be valid or obligatory for any purpose.

[Remainder of this page intentionally left blank. Signature page follows.]

IN WITNESS WHEREOF, the Company has caused this Note to be signed manually or by facsimile by its duly authorized officer.



RENASANT CORPORATION

By:
						Name: Kevin D. Chapman
						Title: President and Principal Executive Officer

[Signature Page to Global Note]

TRUSTEE’S CERTIFICATE OF AUTHENTICATION

This is one of the Notes of the series designated therein referred to in the within-mentioned Indenture.

Date of authentication:



WILMINGTON TRUST, NATIONAL
ASSOCIATION, as Trustee

By:
						Authorized Signatory

[Signature Page to Global Note]

REVERSE OF NOTE

RENASANT CORPORATION

6.25% Fixed-to-Floating Rate Subordinated Notes due 2036

This Note is one of a duly authorized issue of Securities of the Company of a series designated as the “6.25% Fixed-to-Floating Rate Subordinated Notes due 2036” (herein called the “Notes”) initially issued in an aggregate principal amount of $300,000,000 on May 7, 2026. Such series of Notes has been established pursuant to, and is one of an indefinite number of series of subordinated debt securities of the Company issued or issuable under and pursuant to the Indenture, dated as of August 22, 2016 (the “Base Indenture”), between the Company and Wilmington Trust, National Association, as Trustee (herein called the “Trustee,” which term includes any successor trustee), as supplemented and amended by the First Supplemental Indenture between the Company and the Trustee, dated as of August 22, 2016 (the “First Supplemental Indenture,”), the Second Supplemental Indenture between the Company and the Trustee, dated as of August 22, 2016 (the “Second Supplemental Indenture”), the Third Supplemental Indenture between the Company and the Trustee, dated as of September 3, 2020, the First Amendment to the Third Supplemental Indenture, dated as of November 24, 2021 (collectively, the “Third Supplemental Indenture,”), the Fourth Supplemental Indenture between the Company and the Trustee, dated as of November 23, 2021 (the “Fourth Supplemental Indenture”) and the Fifth Supplemental Indenture between the Company and the Trustee, dated as of May 7, 2026 (the “Fifth Supplemental Indenture,” and the Base Indenture as supplemented and amended by the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture, the Fourth Supplemental Indenture and the Fifth Supplemental Indenture, the “Indenture”), to which Indenture and any other indentures supplemental thereto reference is hereby made for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Trustee and the Persons in whose names Notes are registered from time to time and of the terms upon which the Notes are, and are to be, authenticated and delivered. The terms, conditions and provisions of the Notes are those stated in the Indenture, those made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”), and those set forth in this Note. To the extent that the terms, conditions and provisions of this Note modify, supplement or are inconsistent with those of the Indenture, then the terms, conditions and other provisions of this Note shall govern to the extent that such terms, conditions and other provisions of this Note are not inconsistent with the terms, conditions and provisions made part of the Indenture by reference to the Trust Indenture Act.

All capitalized terms used in this Note and not defined herein that are defined in the Indenture shall have the meanings assigned to them in the Indenture. To the extent that any capitalized term used in this Note and defined herein is also defined in the Indenture but conflicts with the definition provided in the Indenture, the definition of the capitalized term in this Note shall control.

The indebtedness of the Company evidenced by the Notes, including the principal thereof, premium, if any, Additional Amounts, if any, and interest thereon, is, to the extent and in the manner set forth in the Indenture, subordinate and subject in right of payment to the prior payment in full of all Senior Indebtedness, whether outstanding at the date hereof or hereafter incurred, and on the terms and subject to the terms and conditions set forth in the Indenture, and shall rank pari passu in right of payment with all other Securities and with all other unsecured subordinated indebtedness of the Company and not by its terms subordinate and subject in right of payment to the prior payment in full of debentures, notes, bonds or other evidences of indebtedness of types that include the Notes. Each Holder of this Note, by the acceptance hereof, (a) agrees to and shall be bound by such provisions of the Indenture, (b) authorizes and directs the Trustee on his or her behalf to take such actions as may be necessary or appropriate to effectuate the subordination so provided, and (c) appoints the Trustee his or her attorney-in-fact for any and all such purposes. Each Holder hereof, by his or her acceptance hereof, waives all notice of the acceptance of the subordination provisions contained herein and in the Indenture by each holder of Senior Indebtedness, whether now outstanding or hereafter created, incurred, assumed or guaranteed, and waives reliance by each such holder upon said provisions.

The Indenture contains provisions for defeasance at any time of certain restrictive covenants and Events of Default with respect to this Note, in each case upon compliance with certain conditions set forth in the Indenture. If certain Events of Default with respect to the Notes shall occur and be continuing, the principal of the Notes shall be immediately accelerated in the manner and with the effect provided in the Indenture.

The Notes are intended to be treated as Tier 2 capital (or its then-equivalent if the Company were subject to such capital requirement) for purposes of capital adequacy guidelines of the Board of Governors of the Federal Reserve System (or, as and if applicable, the capital adequacy rules or regulations of any appropriate successor federal banking agency) (the “Federal Reserve Board”) as then in effect and applicable to the Company. If an Event of Default with respect to Notes shall occur and be continuing, the principal and interest owed on the Notes shall only become due and payable in accordance with the terms and conditions set forth in Article VI of the Base Indenture and Section 3.02(n) and (p) of the Fifth Supplemental Indenture. Accordingly, the Holder of this Note has no right to accelerate the maturity of this Note in the event that the Company fails to pay interest on any of the Notes, or fails to perform any other obligations under the Notes or in the Indenture that are applicable to the Notes.

The Company may, at its option, redeem the Notes, in whole or in part, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest (the “Redemption Price”) to but excluding, the date of redemption (the “Redemption Date”), on any date on or after June 1, 2031. The Company may also, at its option, redeem the Notes before the Stated Maturity Date, in whole, but not in part, at any time, upon the occurrence of a Tier 2 Capital Event, a Tax Event or if the Company is required to register as an investment company pursuant to the Investment Company Act of 1940, as amended. Any such redemption will be at a redemption price equal to the Redemption Price to, but excluding, the Redemption Date fixed by the Company. No redemption of the Notes by the Company prior to the Stated Maturity Date shall be made without the prior approval of the Federal Reserve Board if such prior approval is or will be required at the scheduled Redemption Date. The provisions of Article III of the Base Indenture and Section 3.02(h) of the Fifth Supplemental Indenture shall apply to the redemption of any Notes by the Company.

In the event that any payment on the Notes is subject to withholding of any U.S. federal income tax or other tax or assessment (as a result of a change in law or otherwise), the Company will not pay Additional Amounts with respect to such tax or assessment.

The Notes are not entitled to the benefit of any sinking fund. The Notes are not convertible into, or exchangeable for, equity securities, other securities, or assets or property of the Company or any Subsidiary of the Company.

The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Company and the rights of the Holders of the Notes at any time by the Company and the Trustee with the consent of the Holders of at least a majority in principal amount of the Notes at the time outstanding. The Indenture also contains provisions permitting the Holders of specified percentages in principal amount of the Notes at the time outstanding, on behalf of the Holders of all Notes, to waive compliance by the Company with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Note shall be conclusive and binding upon such Holder and upon all future Holders of this Note and of any Note issued upon the registration of transfer hereof or in exchange therefor or in lieu hereof, whether or not notation of such consent or waiver is made upon this Note.

As provided in and subject to the provisions of the Indenture, the Holder of this Note shall not have the right to institute any proceeding with respect to the Indenture or for the appointment of a receiver or trustee or for any other remedy thereunder, unless such Holder shall have previously given the Trustee written notice of a continuing Event of Default with respect to the Notes, the Holders of not less than 25% in principal amount of the Notes at the time outstanding shall have made written request to the Trustee to institute proceedings in respect of such Event of Default and offered the Trustee indemnity satisfactory to it, and the Trustee shall not have received from the Holders of a majority in principal amount of Notes at the time outstanding a direction inconsistent with such request, and shall have failed to institute any such proceeding, for 60 days after receipt of such notice, request and offer of indemnity. The foregoing shall not apply to any suit instituted by the Holder of this Note for the enforcement of any payment of principal hereof or any premium or interest hereon on or after the respective due dates expressed herein. No reference herein to the Indenture and no provision of this Note or of the Indenture shall alter or impair the obligation of the Company, which is absolute and unconditional, to pay the principal of and any premium and interest on this Note at the times, place and rate, and in the coin or currency, herein prescribed.

As provided in the Indenture and subject to certain limitations therein set forth, the transfer of this Note is registrable in the Register described in Section 2.7 of the Base Indenture, upon surrender of this Note for registration of transfer at the office or agency of the Company in any place where the principal of and interest on this Note are payable, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Company and the Registrar duly executed by the Holder hereof or his attorney duly authorized in writing, and thereupon one or more new Notes, of authorized denominations and for the same aggregate principal amount, will be issued to the designated transferee or transferees.

The Notes are issuable only in registered form without coupons in minimum denominations of $1,000 and any integral multiples of $1,000 in excess thereof. No service charge shall be made for any such registration of transfer or exchange, but the Company may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection therewith.

The Company and the Trustee and any agent of the Company or the Trustee may treat the Person in whose name this Note is registered as the owner hereof for all purposes, whether or not this Note is overdue, and neither the Company, the Trustee nor any such agent shall be affected by notice to the contrary.

This Note is a global note, represented by one or more permanent global certificates registered in the name of the nominee of The Depository Trust Company (each a “Global Note” and collectively, the “Global Notes”). Accordingly, unless and until it is exchanged for individual certificates, this Note may not be transferred except as a whole by The Depository Trust Company (the “Depositary”) to a nominee of such Depositary or by a nominee of such Depositary or by the Depositary or any nominee to a successor Depositary or any nominee of such successor. Ownership of beneficial interests in this Note will be shown on, and the transfer of that ownership will be effected only through, records maintained by the applicable Depositary or its nominee (with respect to interest of persons that have accounts with the Depositary (“Participants”)) and the records of Participants (with respect to interests of persons other than Participants). Beneficial interests in Notes owned by persons that hold through Participants will be evidenced only by, and transfers of such beneficial interests with such Participants will be effected only through, records maintained by such Participants. Except as provided below, owners of beneficial interests in this Note will not be entitled to have any individual certificates and will not be considered the owners or Holders thereof under the Indenture.

Except in the limited circumstances set forth in the Base Indenture, Participants and owners of beneficial interests in the Global Notes will not be entitled to receive Notes in the form of individual Securities and will not be considered Holders of Notes. None of the Company, the Trustee, the Registrar, the Paying Agent or any of their respective agents will be liable for any delay by the Depositary, its nominee or any direct or indirect Participant in identifying the beneficial owners of the related Notes. The Company, the Trustee, the Registrar, the Paying Agent and each of their respective agents may conclusively rely on, and will be protected in relying on, instructions from the Depositary or its nominee for all purposes, including with respect to the registration and delivery, and the respective principal amounts, of the Notes to be issued.

Except as provided in Section 2.14 of the Base Indenture, beneficial owners of Global Notes will not be entitled to receive physical delivery of Notes in the form of individual Securities, and no Global Note will be exchangeable except for another Global Note of like denomination and tenor to be registered in the name of the Depositary or its nominee. Accordingly, each person owning a beneficial interest in a Global Note must rely on the procedures of the Depositary and, if such person is not a Participant, on the procedures of the Participant through which such person owns its interest, to exercise any rights of a Holder under the Notes.

The laws of some jurisdictions may require that certain purchasers of securities take physical delivery of those securities in definitive form. Accordingly, the ability to transfer interests in the Notes represented by a Global Note to those persons may be limited. In addition, because the Depositary can act only on behalf of its Participants, who in turn act on behalf of persons who hold interests through Participants, the ability of a

person having an interest in Notes represented by a Global Note to pledge or transfer such interest to persons or entities that do not participate in the Depositary’s system, or otherwise to take actions in respect of such interest, may be affected by the lack of a physical definitive security in respect of such interest. None of the Company, the Trustee, the Paying Agent and the Registrar will have any responsibility or liability for any aspect of the records relating to or payments made on account of Notes by the Depositary, or for maintaining, supervising or reviewing any records of the Depositary relating to the Notes.

The Trustee will act as the Company’s Paying Agent with respect to the Notes through its Corporate Trust Office presently located at 1100 North Market Street, Wilmington, Delaware 19890. The Company may at any time rescind the designation of a Paying Agent, appoint a successor Paying Agent, or approve a change in the office through which any Paying Agent acts.

Notices to the Holders of registered Notes in the form of individual Securities will be given to such Holders at their respective addresses in the Register, or in the case of Global Notes, electronic delivery in accordance with DTC’s applicable procedures. The Indenture contains provisions setting forth certain conditions to the institution of proceedings by the Holders of Notes with respect to the Indenture or for any remedy under the Indenture.

THIS NOTE SHALL BE DEEMED TO BE A CONTRACT MADE UNDER THE LAWS OF THE STATE OF NEW YORK.

ASSIGNMENT FORM

To assign the within Note, fill in the form below: I or we assign and transfer the within Note to:




(Insert assignee’s legal name)


(Insert assignee’s social security or tax I.D. number)


(Print or type assignee’s name, address and zip code)

and irrevocably appoint the Trustee as agent to transfer this Note on the books of Renasant Corporation. The agent may substitute another to act for it.

Your Signature:

(Sign exactly as your name appears on the other side of this Security)

Your Name:

Date:

Signature Guarantee:

SIGNATURE GUARANTEE

Signatures must be guaranteed by an “eligible guarantor institution” meeting the requirements of the Registrar, which requirements include membership or participation in the Security Transfer Agent Medallion Program (“STAMP”) or such other “signature guarantee program” as may be determined by the Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended.

SCHEDULE OF INCREASES OR DECREASES IN GLOBAL NOTE

The initial principal amount of this Global Note is $300,000,000. The following increases or decreases in the principal amount of this Global Note have been made:

Date

Amount of

decrease in

principal amount

of this

Global Note

Amount of

increase in

principal amount

of this

Global Note

Principal

amount

of this

Global Note

following such

decrease

or increase

Signature of

authorized

signatory of

Trustee

EX-10.1 3 exh101-amdtno1toemployment.htm EX-10.1 Document

Exhibit 10.1

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT

This FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this “First Amendment”) is made and entered into by and between M. Ray (Hoppy) Cole, Jr. (“Executive”) and Renasant Bank (the “Bank”), a Mississippi financial institution and the principal subsidiary of Renasant Corporation, a Mississippi corporation (the “Company”).

WHEREAS, Bank, Company and Employee are parties to an Employment Agreement, effective as of April 1, 2025 (the “Employment Agreement”); and

WHEREAS, Bank, Company and Employee wish to amend the Employment Agreement.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and intending to be legally bound hereby, the parties hereby agree as follows:

1.Section 3.2(a) of the Employment Agreement is restated in its entirety to read as follows:

An annual cash bonus opportunity with a target percentage equal to 75% of the Base Compensation and threshold and superior percentages consistent with other Bank and Company executives. The cash bonus will be subject to the rules under the Company’s Performance Based Rewards Plan, as the same may be amended, restated or replaced from time to time (the “Bonus Rules”); provided, however, that during the Term the Bonus Rules shall not be altered for Executive in any way that would have a reasonably understood adverse effect on Executive’s bonus amount or opportunity. Payments shall be measured and calculated based upon annual performance goals and in a manner consistent with that applicable to other executives of the Company and the Bank. For the 2025 calendar year, Executive will be eligible for an annual cash bonus which shall be calculated and paid consistent with the Bonus Rules (assuming, for purposes of Section 3.2 of the Performance Based Rewards Plan, that Executive entered the plan as of March 31, 2025). Executive’s annual cash bonus for the 2026 calendar year, if any, shall be paid at the time such bonuses would ordinarily be paid, but in no event later than March 15, 2027. Subject to Executive’s employment in good standing through, but ending as of, the end of the Term, Executive will be eligible for his Target Award (as defined under the Bonus Rules) for the 2027 calendar year, prorated based on the number of days employed in 2027, and paid at the time such bonuses would ordinarily be paid, but in no event later than March 15, 2028; provided, however, that if Executive’s employment with the Bank continues after the Term (whether due to an extension of this Agreement or as an at-will employee of the Bank), then Executive shall instead be eligible for an annual cash bonus for the 2027 calendar year determined under the Bonus Rules and paid at the time such bonuses would ordinarily be paid.

2.The first paragraph of Section 5.2(a) of the Employment Agreement is restated in its entirety to read as follows: If Executive dies or becomes Disabled, this Agreement and Executive’s employment hereunder shall terminate (the date of Executive’s termination for any reason, his “Separation Date”), and the Company shall provide or pay to Executive (or to his estate): (a) the Mandated Amounts; (b) any Accrued Cash Bonus; (c) any unpaid portion of the Retention Bonus, payable as of Executive’s Separation Date, subject to any delay required under the provisions of Section 5.1 hereof; (d) any amount payable under the terms of the Bonus Rules for the 2025 or 2026 calendar year, as the case may be (if any), and (e) any amounts payable under the terms of the LTIP, as the case may be (if any).

3.Section 5.7 of the Employment Agreement is restated in its entirety to read as follows:

Expiration of Agreement. If this Agreement shall expire at the end of the Term, the Bank shall pay or provide the Mandated Amounts, any unpaid portion of the Retention Bonus and The First Equity Acceleration, a prorated annual cash bonus for the 2027 calendar year as described in Section 3.2(a) (subject to the proviso therein), and shall have no further obligation hereunder.

4.Except as explicitly set forth herein, the Employment Agreement remains unchanged and in full force and effect. This First Amendment will be governed by, and construed and interpreted in accordance with, the laws of the State of Mississippi, without regarding to its conflicts of laws rules or principles.

[Signature Page Follows]

IN WITNESS WHEREOF, the undersigned have executed this First Amendment to be effective as of the last date below.


Date: March 3, 2026			EXECUTIVE /s/ M. Ray Hoppy Cole, Jr. M. Ray (Hoppy) Cole, Jr.
			RENASANT BANK
Date: March 11, 2026			By: /s/ Kevin D. Chapman Kevin D. Chapman President and Chief Executive Officer

[Signature Page to First Amendment]

EX-31.1 4 rnst3312026ex311.htm EX-31.1 Document

Exhibit 31(i)

CERTIFICATIONS

I, Kevin D. Chapman, certify that:

1. I have reviewed this quarterly report on Form 10-Q for the period ended March 31, 2026 of Renasant Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)), for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date:	May 7, 2026	/s/ Kevin D. Chapman
		Kevin D. Chapman
		President and Chief Executive Officer
		(Principal Executive Officer)

EX-31.2 5 rnst3312026ex312.htm EX-31.2 Document

Exhibit 31(ii)

CERTIFICATIONS

I, James C. Mabry IV, certify that:

1. I have reviewed this quarterly report on Form 10-Q for the period ended March 31, 2026 of Renasant Corporation;

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date:	May 7, 2026	/s/ James C. Mabry IV
		James C. Mabry IV
		Executive Vice President and
		Chief Financial Officer
		(Principal Financial Officer)

EX-32.1 6 rnst3312026ex321.htm EX-32.1 Document

Exhibit 32(i)

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Renasant Corporation (the “Company”) for the period ended March 31, 2026 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Kevin D. Chapman, Chief Executive Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


Date:	May 7, 2026	/s/ Kevin D. Chapman
		Kevin D. Chapman
		President and Chief Executive Officer
		(Principal Executive Officer)

EX-32.2 7 rnst3312026ex322.htm EX-32.2 Document

Exhibit 32(ii)

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Renasant Corporation (the “Company”) for the period ended March 31, 2026 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, James C. Mabry IV, Chief Financial Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


Date:	May 7, 2026	/s/ James C. Mabry IV
		James C. Mabry IV
		Executive Vice President and
		Chief Financial Officer
		(Principal Financial Officer)