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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Amendment No. 1)
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2025
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________________to _______________________
Commission file number 001-13253
RENASANT CORPORATION
(Exact name of registrant as specified in its charter)
Mississippi
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, par value $5.00 per share
RNST
The New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.     Yes þ No ¨ 
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.     Yes ¨ No þ 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  No  
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes  No  
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer
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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.                                   
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.  

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  No
As of June 30, 2025, the aggregate market value of the registrant’s common stock, par value $5.00 per share, held by non-affiliates of the registrant, computed by reference to the last sale price as reported on The New York Stock Exchange for such date, was $3,347,830,064.
As of February 20, 2026, 94,142,307 shares of the registrant’s common stock, par value $5.00 per share, were outstanding.

DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Proxy Statement for the 2026 Annual Meeting of Shareholders of Renasant Corporation are incorporated by reference into Part III of this Form 10-K.




EXPLANATORY NOTE
Renasant Corporation (the “Company”) is filing this Amendment No. 1 on Form 10-K/A (this “Amendment”) to its Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as filed with the Securities and Exchange Commission (the “SEC”) on March 2, 2026 (the “Original Form 10-K”) solely to:
replace the consent of BDO USA, P.C. (“BDO”), the Company’s independent registered public accounting firm, which was filed as Exhibit 23.1 to the Original Form 10-K and inadvertently excluded a reference to the Company’s effective Registration Statement on Form S-8 (No. 333-282877) (for clarity, this registration statement was excluded only from the version of Exhibit 23.1 filed with the Original Form 10-K; BDO included such registration statement in the consent it delivered to the Company); and

amend Part IV, Item 15 of the Original Form 10-K to file as exhibits the Supplemental Employee Retirement Plan Agreement effective January 1, 2020 between M. Ray (“Hoppy”) Cole, Jr. and The First, A National Banking Association (predecessor by merger to Renasant Bank, the Company’s wholly-owned subsidiary), and the First Amendment to the Supplemental Executive Retirement Plan Agreement dated as of January 1, 2024 (as so amended, the “Cole SERP”), which were inadvertently omitted from the Original Form 10-K and are being filed herewith as Exhibits 10(xxxiii) and 10(xxxiv), respectively. The Cole SERP was assumed by the Company when it acquired The First Bancshares, Inc. by merger on April 1, 2025.
As required by Rule 12b-15 of the Securities Exchange Act of 1934, as amended, this Amendment contains new certifications by the Company’s principal executive officer and principal financial officer, which are being filed as exhibits to this Amendment. Because no financial statements have been included in this Amendment and this Amendment does not contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4, and 5 of the certifications have been omitted. In addition, because this Amendment includes no financial statements, the Company is not including certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Except as described above, this Amendment does not modify, amend or update any of the financial statements or other disclosures contained in the Original Form 10-K and does not reflect events occurring after the filing date of the Original Form 10-K. Accordingly, this Amendment should be read in conjunction with the Original Form 10-K and the Company’s other filings with the SEC.



PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) - (1)  Financial Statements
The following consolidated financial statements and supplementary information for the fiscal years ended December 31, 2025, 2024 and 2023 are included in Part II, Item 8, Financial Statements and Supplementary Data, in this report:
(i)
(ii)
(iii)
(iv)
(v)
(vi)
(vii)
(viii)
(a) - (2) Financial Statement Schedules
All schedules have been omitted because they are either not applicable or the required information has been included in the consolidated financial statements or notes thereto.
(a) - (3) Exhibits required by Item 601 of Regulation S-K
(2)(i)
(3)(i)
(3)(ii)
(4)(i)
(4)(ii)
(4)(iii)
(4)(iv)
(4)(v)
(4)(vi)
4


(4)(vii)
(4)(viii)
(4)(ix)
(4)(x)
(4)(xi)
(4)(xii)
(4)(xiii)
(4)(xiv)
(4)(xv)
(4)(xvi)
(4)(xvii)
(4)(xviii)
(4)(xix)
(4)(xx)
(4)(xxi)
(4)(xxii)
5


(4)(xxiii)
(4)(xxiv)
(4)(xxv)
(4)(xxvi)
(4)(xxvii)
(4)(xxviii)
(4)(xxix)
(10)(i)
(10)(ii)
(10)(iii)
(10)(iv)
(10)(v)
(10)(vi)
(10)(vii)
(10)(viii)
(10)(ix)
6


(10)(x)
(10)(xi)
(10)(xii)
(10)(xiii)
(10)(xiv)
(10)(xv)
(10)(xvi)
(10)(xvii)
(10)(xviii)
(10)(xix)
(10)(xx)
(10)(xxi)
(10)(xxii)
(10)(xxiii)
(10)(xxiv)
(10)(xxv)
(10)(xxvi)
7


(10)(xxvii)
(10)(xxviii)
(10)(xxix)
(10)(xxx)
(10)(xxxi)
(10)(xxxii)
(10)(xxxiii)
(10)(xxxiv)
(16)
(19)
(21)
(23)
(31)(i)
(31)(ii)
(32)(i)
(32)(ii)
(97)
(101)
The following materials from Renasant Corporation’s Annual Report on Form 10-K for the year ended December 31, 2025 were formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets as of December 31, 2025 and December 31, 2024, (ii) Consolidated Statements of Income for the years ended December 31, 2025, 2024 and 2023, (iii) Consolidated Statements of Comprehensive Income for the years ended December 31, 2025, 2024 and 2023, (iv) Consolidated Statements of Changes in Shareholders’ Equity for the years ended December 31, 2025, 2024 and 2023, (v) Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024 and 2023 and (vi) Notes to Consolidated Financial Statements.
8


(104)
The cover page of Renasant Corporation’s Annual Report on Form 10-K for the year ended December 31, 2025, formatted in Inline XBRL (included in Exhibit 101).
 
*
Management contract or compensatory plan or arrangement required to be filed as an exhibit to this Form 10-K pursuant to Item 15(b) of Form 10-K.
The Company does not have any long-term debt instruments under which securities are authorized exceeding ten percent of the total assets of the Company and its subsidiaries on a consolidated basis. The Company will furnish to the Securities and Exchange Commission, upon its request, a copy of all long-term debt instruments not filed herewith.
9


SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
RENASANT CORPORATION
Date:
July 1, 2026
by:
/s/ Kevin D. Chapman
Kevin D. Chapman
President and Chief Executive Officer


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