What the changes say
- Renasant Corp's risk disclosures shifted to focus heavily on the integration and completion of its April 2025 acquisition of The First.
- New operational risks were added around artificial intelligence adoption, internal control weaknesses, and deposit disintermediation.
What changed since the prior 10-K
New
- NewRisks Related to Our Industry
funds from financial institutions (including the Company) into mutual funds and other investment vehicles, increasing the competition for, and cost of, deposits. Disintermediation could also result in material adverse effects on our financial condition and results of operations
The flow of funds from financial institutions into mutual funds and other investment vehicles increases competition for and the cost of deposits.
- NewRisks Related to Our Industry
companies, fintech companies and other financial intermediaries. Many of these competitors have fewer regulatory constraints and may have lower cost structures than the Company
Fintech companies and other financial intermediaries with fewer regulatory constraints and lower cost structures compete with the Company.
- NewRisks Related to Our Business
The Company’s development and use of artificial intelligence, including generative and agentic artificial intelligence and machine learning, presents risks and challenges that may materially and adversely impact the Company’s business
The development and use of artificial intelligence and machine learning by the Company and its vendors presents operational and regulatory risks.
- NewRisks Related to Our Business
environment. Any of these risks could expose the Company to liability or material and adverse legal or regulatory consequences and harm the Company’s reputation and the public perception of our business or the effectiveness of our security measures
Inherent shortcomings in AI technologies can lead to incorrect outputs, bias, data leaks, and regulatory or legal liabilities.
- NewRisks Related to Our Business
We recently identified a material weakness in our internal control over financial reporting, which could impact the Company’s ability to report its results of operations and financial condition accurately and in a timely manner
A material weakness was identified in internal control over financial reporting related to the manual journal entry process impacting general ledger accounts as of December 31, 2025.
- NewRisks Related to Our Business
Our financial condition and results of operations could be negatively affected if we fail to grow or fail to manage our growth effectively
Growth through the acquisition of The First on April 1, 2025, non-bank commercial finance companies, and de novo branching creates integration and management risks.
Dropped
- DroppedRisks Related to Our Industry
substantial additional costs as part of our efforts to comply with our legal and regulatory obligations. In addition, these efforts may divert management time and attention from initiatives designed to grow the Company and the Bank and enhance our earnings and profitability
- DroppedRisks Related to Our Business
We have grown our business through the acquisition of entire financial institutions and non-bank commercial finance
- DroppedRisks Related to Our Business
The trading volume in our common stock is less than that of other bank holding companies
- DroppedRisks Relating to the Merger with The First
Failure to complete our merger with The First could negatively affect our share price, future business and financial results
- DroppedRisks Relating to the Merger with The First
Although we anticipate closing the merger with The First in the first half of 2025, we cannot guarantee when, or whether, the merger will be completed. The completion of the merger is subject to a number of customary conditions which must be fulfilled in order to complete the merger
- DroppedRisks Relating to the Merger with The First
Regulatory approvals may not be received, may take longer than expected or may impose conditions that are not presently anticipated, cannot be met, or that could have an adverse effect on the combined company following the consummation of the merger with The First
- DroppedRisks Relating to the Merger with The First
We and The First will be subject to various uncertainties while the merger is pending that could adversely affect our financial results or the anticipated benefits of the merger
- DroppedRisks Relating to the Merger with The First
The merger with The First may be completed on different terms from those contained in the merger agreement
- DroppedRisks Relating to the Combined Company’s Business Following the Merger with The First
The market price of the common stock of the combined company after the merger with The First may be affected by factors different from those currently affecting the shares of Renasant common stock
- DroppedRisks Relating to the Combined Company’s Business Following the Merger with The First
Sales of substantial amounts of Renasant common stock in the open market by former shareholders of The First could depress Renasant’s stock price
- DroppedRisks Relating to the Combined Company’s Business Following the Merger with The First
We expect to incur substantial transaction costs in connection with the merger with The First
- DroppedRisks Relating to the Combined Company’s Business Following the Merger with The First
The merger with The First will result in changes to the board of directors of the combined company and the surviving bank
Regulatory capital adequacy guidelines and compliance costs.
- DroppedRisks Relating to the Combined Company’s Business Following the Merger with The First
The unaudited pro forma financial information included as an exhibit to our Current Report on Form 8-K filed on July 29, 2024, is presented for illustrative purposes only and does not purport to be indicative of our financial condition or results of operations following the completion of the merger with The First
Reworded
- 69% rewrittenRisks Related to Our Industry
Competition in our industry is intense and may adversely affect our profitability
Shortened the list of competitor types by dropping factoring companies.
- 62% rewrittenRisks Related to Our Industry
We are subject to extensive government regulation, and such regulation could limit or restrict our activities and adversely affect our earnings
Changed regulatory status description from a state nonmember bank to a state member bank with assets in excess of $10 billion.
- 47% rewrittenRisks Related to Our Business
Shares eligible for future sale could have a dilutive effect
Updated share data for February 20, 2026, showing 250,000,000 authorized shares and 94,142,307 outstanding shares following The First acquisition.
- 24% rewrittenRisks Related to Our Industry
Our allowance for credit losses may be insufficient, and we may be required to further increase our provision for credit losses
Replaced the word diversification with concentrations regarding the loan portfolio.
All 36 risk factors
Headings as the filing states them, in filing order.
Risks Related to Our Industry
- 01We are subject to lending risk
- 02Our allowance for credit losses may be insufficient, and we may be required to further increase our provision for credit losses24% rewritten
- 03We are subject to interest rate risk
- 04Our financial results are constantly exposed to market risk
- 05funds from financial institutions (including the Company) into mutual funds and other investment vehicles, increasing the competition for, and cost of, deposits. Disintermediation could also result in material adverse effects on our financial condition and results of operationsNew
- 06Inflation can have an impact on our business and our customers
- 07Liquidity needs could adversely affect our results of operations and financial condition
- 08If we are unable to maintain adequate liquidity, we may attempt to raise additional capital in the equity or debt markets, the success of which will depend on market conditions outside our control and on our financial performance
- 09We depend on the accuracy and completeness of information furnished by others about customers and counterparties
- 10Competition in our industry is intense and may adversely affect our profitability69% rewritten
- 11companies, fintech companies and other financial intermediaries. Many of these competitors have fewer regulatory constraints and may have lower cost structures than the CompanyNew
- 12We may be adversely affected by the soundness of other financial institutions and other third parties
- 13We are subject to extensive government regulation, and such regulation could limit or restrict our activities and adversely affect our earnings62% rewritten
- 14Higher FDIC deposit insurance premiums and assessments could adversely affect our financial condition
- 15The Company’s financial condition and results of operations contain estimates and assumptions made by management that could be inaccurate
- 16We are subject to environmental liability risk associated with lending activities
Risks Related to Our Business
- 17Our business may be adversely affected by current economic conditions in general and specifically in the markets in which we operate
- 18We have a high concentration of loans secured by real estate
- 19We have significant credit exposure in commercial real estate
- 20We rely extensively on a number of vendors
- 21Fraud is a major, and increasing, operational risk for us and all banks
- 22The Company’s development and use of artificial intelligence, including generative and agentic artificial intelligence and machine learning, presents risks and challenges that may materially and adversely impact the Company’s businessNew
- 23environment. Any of these risks could expose the Company to liability or material and adverse legal or regulatory consequences and harm the Company’s reputation and the public perception of our business or the effectiveness of our security measuresNew
- 24Our risk management framework may not be effective in mitigating risk and loss to us
- 25We recently identified a material weakness in our internal control over financial reporting, which could impact the Company’s ability to report its results of operations and financial condition accurately and in a timely mannerNew
- 26Our financial condition and results of operations could be negatively affected if we fail to grow or fail to manage our growth effectivelyNew
- 27We may fail to realize the anticipated benefits of our acquisitions
- 28Additionally, general market and economic conditions or governmental actions affecting the financial industry generally may inhibit our successful integration of the operations acquired
- 29The First may have liabilities that are not known to us
- 30We may face risks with respect to future acquisitions
- 31Our ability to declare and pay dividends is limited by law, and we may be unable to pay future dividends
- 32Holders of our junior subordinated debentures have rights that are senior to those of our common shareholders
- 33An investment in our common stock is not an insured deposit
- 34Our Articles of Incorporation and Bylaws, as well as certain banking laws, could decrease our chances of being acquired even if our acquisition is in our shareholders’ best interests
- 35Our issuance of preferred stock could adversely affect holders of our common stock and discourage a takeover
- 36Shares eligible for future sale could have a dilutive effect47% rewritten
Other Renasant 10-Ks
- FY2024 10-K risk factors43 risks
Real estate loans represent 83.96% of the portfolio, concentrating commercial real estate and environmental risks. Growth depends heavily on pending acquisitions like The First, carrying integration and failure risks. Extensive banking regulations and deposit insurance assessments restrict operations and profitability.
Filed Feb 26, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.