UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One) | |
[ü] | Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2016 |
Or | |
[X] | Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from ____ to ____ |
Commission file number 001-13253
A. Full title of the plan and the address of the plan, if different from that of the issuer named below: |
RENASANT BANK 401(k) PLAN |
B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: |
RENASANT CORPORATION |
209 Troy Street |
Tupelo, MS 38804-4827 |
Renasant Bank 401(k) Plan
Form 11-K
For the Year Ended December 31, 2016
CONTENTS
Page | |
Report of Independent Registered Public Accounting Firm | 1 |
Financial Statements | |
Statements of Net Assets Available for Benefits | 2 |
Statements of Changes in Net Assets Available for Benefits | 3 |
Notes to Financial Statements | 4 |
Supplemental Schedule | |
Schedule H, Line 4i ‑ Schedule of Assets (Held at End of Year) | 10 |
Signatures | 15 |
Exhibit Index | 16 |
All other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Audit Committee
Renasant Bank 401(k) Plan
Tupelo, Mississippi
We have audited the accompanying statements of net assets available for benefits of Renasant Bank's 401(k) Plan (the "Plan") as of December 31, 2016 and 2015, and the related statements of changes in net assets available for benefits for the years then ended December 31, 2016 and 2015. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2016 and 2015, and the changes in net assets available for benefits for the years then ended December 31, 2016 and 2015, in conformity with accounting principles generally accepted in the United States of America.
The supplemental information in the accompanying schedule of assets (held at end of year) as of December 31, 2016, has been subjected to audit procedures performed in conjunction with the audit of the Plan's financial statements. The supplemental information is presented for the purpose of additional analysis and is not a required part of the financial statements but includes supplemental information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental information is the responsibility of the Plan's management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information in the accompanying schedule, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information is fairly stated in all material respects in relation to the financial statements as a whole.
Memphis, Tennessee
June 29, 2017
1
Renasant Bank 401(k) Plan
Statements of Net Assets Available for Benefits
(In Thousands)
December 31, | ||||||
2016 | 2015 | |||||
Assets | ||||||
Investments, at fair value | ||||||
Mutual funds | $ | 46,783 | $ | 37,812 | ||
Separately managed accounts | 58,647 | 47,911 | ||||
Renasant Corporation common stock | 37,603 | 30,553 | ||||
Total investments | 143,033 | 116,276 | ||||
Receivables | ||||||
Company contributions | 10,473 | 9,180 | ||||
Notes receivable from participants | 1,938 | 1,625 | ||||
Total receivables | 12,411 | 10,805 | ||||
Total assets | $ | 155,444 | $ | 127,081 | ||
Liabilities | ||||||
Other liabilities | 33 | 73 | ||||
Total liabilities | 33 | 73 | ||||
Net assets available for benefits | $ | 155,411 | $ | 127,008 | ||
See Notes to Financial Statements.
2
Renasant Bank 401(k) Plan
Statements of Changes in Net Assets Available for Benefits
(In Thousands)
Year Ended December 31, | ||||||
2016 | 2015 | |||||
Investment income | ||||||
Interest | $ | 78 | $ | 66 | ||
Dividends | 1,272 | 1,623 | ||||
Net appreciation in fair value of investments | 12,858 | 2,180 | ||||
Other income | — | 2 | ||||
Total investment income | 14,208 | 3,871 | ||||
Contributions | ||||||
Company | 10,473 | 9,180 | ||||
Participants | 7,570 | 6,202 | ||||
Rollovers | 7,310 | 883 | ||||
Other | 201 | 1 | ||||
Total Contributions | 25,554 | 16,266 | ||||
Other deductions | ||||||
Benefits paid to participants | 11,253 | 9,418 | ||||
Deemed distributions | 106 | 141 | ||||
Corrective distributions | — | 24 | ||||
Total other deductions | 11,359 | 9,583 | ||||
Transfer of assets from Renasant ESOP Plan | — | 7,108 | ||||
Net increase in net assets available for benefits | 28,403 | 17,662 | ||||
Net assets available for benefits: | ||||||
Beginning of year | 127,008 | 109,346 | ||||
End of year | $ | 155,411 | $ | 127,008 | ||
See Notes to Financial Statements.
3
Renasant Bank 401(k) Plan
Notes to Financial Statements
Note A – Description of Plan
The Renasant Bank 401(k) Plan (the “Plan”) is provided for general information purposes only. The Plan was amended effective January 1, 2017 to be a “safe harbor” arrangement within the meaning of Section 401(k)(13) of the Internal Revenue Code of 1986, as amended. The description below applies to the terms and conditions of the Plan as in effect prior to January 1, 2017. Participants should refer to the Plan agreement for more complete information.
General: The Plan is a defined contribution plan and is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”). The Plan covers substantially all employees of Renasant Corporation and its wholly-owned subsidiaries Renasant Bank and Renasant Insurance, Inc. (collectively referred to herein as the “Company”).
Eligibility: Common law employees of the Company, other than employees subject to a collective bargaining agreement, non-resident aliens, temporary and seasonal workers, are immediately eligible to participate in the Plan.
Contributions: Participants may voluntarily defer compensation up to applicable IRS limits, as defined in the Plan agreement. Any deferrals in excess of applicable IRS limits are distributed to the participant in accordance with the terms of the Plan and are included in the line item “Corrective distributions” in the Statements of Changes in Net Assets Available for Benefits. Participants may also rollover distributions from other qualified retirement plans, subject to the approval of the Plan administrator.
Provisions of the Plan allow participants who were age 50 years or older during the calendar year to make catch-up contributions to the Plan. Catch-up contributions represent associate compensation deferrals in excess of certain plan limits and statutory limits, including Internal Revenue Service (“IRS”) annual deferral limits.
The Company matches 100% of each eligible participant’s voluntary deferrals, up to 4% of compensation. The Company also makes nondiscretionary profit sharing contributions for eligible participants equal to 5% of his or her compensation and 5% of compensation in excess of the current Social Security wage base.
Participant Accounts; Allocations: The Plan maintains one or more accounts for each participant, including a money purchase account for participants in the prior The Peoples Bank & Trust Company Money Purchase Plan. Deferrals and rollover contributions are allocated to their respective accounts when made. Profit sharing contributions are made and allocated to their respective accounts at the end of the Plan year for those participants who (a) are employed on the last day of the Plan Year and are credited with 1,000 hours of service during such year, or (b) die or become disabled during the plan year, or (c) reach their early retirement date or normal retirement date, whether or not employed on the last date of the Plan Year. No additional contributions are allocated to money purchase accounts.
Investments: Participants direct the investment of their accounts in an ERISA Section 404(c) arrangement. Earnings are allocated to accounts each business day.
The Plan provides participants the opportunity to annually elect whether cash dividends paid on employer stock will be invested in shares of employer stock within the individual participant's account or be paid to the participant in cash.
Vesting: Participants are fully vested in deferrals and rollovers and earnings allocable to such contributions. Matching and nondescretionary Company contributions and money purchase accounts vest under a six-year graduated schedule as presented below:
4
Renasant Bank 401(k) Plan
Notes to Financial Statements
Note A – Description of Plan (continued)
Years of Service | Vested % | |
Less than two | 0 | % |
Two, but less than three | 20 | % |
Three, but less than four | 40 | % |
Four, but less than five | 60 | % |
Five, but less than six | 80 | % |
Six or more | 100 | % |
Forfeitures: Forfeitures of non-vested Company contributions are used to reduce future Company contributions. There were forfeitures used in the amount of $443,536 and $341,001 for the years ended December 31, 2016 and 2015, respectively.
Benefits: Benefits are equal to the vested value of each participant’s accounts. Upon termination of service, benefits are paid in the form of a single sum, except those amounts allocable to a participant’s money purchase account which are paid in the form of an annuity, unless a participant otherwise elects. Benefits are recorded when paid.
Administrative Expenses: The Plan sponsor pays the direct costs of the Plan, including legal, audit, custodial and recordkeeping fees.
Notes Receivable from Participants: Participants may borrow from their fund accounts up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Loan terms range from one to five years, unless the loan is for the purchase of a principal residence. The loans are secured by the balance in the participant's accounts and bear interest at 1% over the Prime Rate published in the Wall Street Journal on the first business day of the month before the loan is originated. At December 31, 2016, the Prime Rate was 3.75%. The interest is fixed for the life of the loan. Principal and interest are paid ratably through payroll deductions.
Note B – Summary of Significant Accounting Policies
Basis of Accounting: The Plan's financial statements are prepared using the accrual basis of accounting, with the exception of the payment of benefits, which are recognized as a reduction in the net assets available for benefits of the Plan as they are disbursed to participants.
Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Plan administrator to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results may differ from those estimates.
Investment Valuation and Income Recognition: Investments are reported at fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Refer to Note G, “Fair Value Measurements,” for a discussion of the methods and assumptions used by the Plan to estimate the fair values of the Plan’s investments. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net appreciation in the fair value of investments, as recorded in the Statements of Changes in Net Assets Available for Benefits, includes changes in the fair value of investments acquired, sold or held during the year.
Notes Receivable from Participants: Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Delinquent notes are reclassified as distributions based upon applicable law and are included in the Statements of Changes in Net Assets Available for Benefits under the line item “Deemed distributions.”
5
Renasant Bank 401(k) Plan
Notes to Financial Statements
Note B – Summary of Significant Accounting Policies (continued)
Subsequent Events: The Plan has evaluated, for consideration of recognition or disclosure, subsequent events that have occurred through the date of issuance of its financial statements, and has determined that no significant events occurred after December 31, 2016 but prior to the issuance of these financial statements that would have a material impact on its financial statements.
Impact of Recently-Issued Accounting Standards and Pronouncements: In May 2015, the FASB issued Accounting Standards Update No. 2015-07, Fair Value Measurement (Topic 820): Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent) (ASU 2015-07). ASU 2015-07 removes the requirement to include investments in the fair value hierarchy for which fair value is measured using the net asset value per share practical expedient under ASC 820. ASU 2015-07 is effective for the Plan retrospectively for the year ending December 31, 2016 with early adoption permitted. The provisions of ASU 2015-07 were adopted beginning January 1, 2016. The provisions of ASU 2015-07 are not applicable to the Plan's financial statements and the Plan’s investments in the separately managed account are included in the fair value hierarchy under Level 1 of Note G, “Fair Value Measurements,” in the Plan’s notes to the financial statements.
In February 2017 the FASB issued ASU 2017-06, “Plan Accounting: Defined Benefit Pension Plans (Topic 960), Defined Contribution Pension Plans (Topic 962), Health and Welfare Benefit Plans (Topic 965) - Employee Benefit Plan Master Trust Reporting.” ASU 2017-06 applies to the financial statements of an employee benefit plan that has some or all of its assets in a master trust and addresses the way an employee benefit plan reports its interest in a master trust. Additionally the standard changes certain footnote disclosures related to the investments, other assets and liabilities of the master trust. ASU 2017-06 is effective beginning with the 2019 plan year and the adoption of the provisions of ASU 2017-06 is not expected to impact the Plan’s financial statements.
Note C – Related Party Transactions
Renasant Corporation sponsors the Plan. Renasant Corporation common stock is one of the investment options in the Plan. Renasant Bank is the trustee of the Plan. Great-West Life & Annuity Insurance Company and related subsidiaries are third party administrators of the Plan. Transactions between the Plan and these entities constitute exempt party-in-interest transactions.
Certain of the Plan’s investments are managed funds consisting of mutual funds aggregated specifically for the investment option of participants in the Plan. Although these funds bear the name of Renasant Bank, they do not consist of shares of the Company, and the underlying mutual funds are not proprietary to the Company.
Note D – Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants' account balances and the amounts reported in the Statements of Net Assets Available for Benefits.
Note E – Tax Status
The Plan obtained its latest determination letter on February 22, 2011, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. The Plan has been amended since that date and a request for a determination letter is pending. The Plan administration believes the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, no provision for income taxes has been included in the Plan's financial statements.
6
Renasant Bank 401(k) Plan
Notes to Financial Statements
Note F – Plan Termination
Although it has not expressed any intent to do so, the Company has the right at any time to terminate the Plan, in whole or in part, subject to the provisions of ERISA. In the event of Plan termination, affected participants will become 100% vested in their accounts.
Note G – Fair Value Measurements
(In Thousands)
Financial Accounting Standards Board Accounting Standards Codification Topic 820, “Fair Value Measurements,” provides guidance for using fair value to measure assets and liabilities and also establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to a valuation based on quoted prices in active markets for identical assets and liabilities (Level 1), moderate priority to a valuation based on quoted prices in active markets for similar assets and liabilities and/or based on assumptions that are observable in the market (Level 2), and the lowest priority to a valuation based on assumptions that are not observable in the market (Level 3).
The following methods and assumptions are used by the Plan to estimate the fair values of the Plan’s financial instruments on a recurring basis:
Mutual funds: These investments are valued using the Net Asset Value (NAV) provided by the administrator of the fund. The NAV is based on the value of the underlying assets owned by the fund, minus its liabilities, and then divided by the number of shares outstanding. Mutual funds held by the Plan are open-end mutual funds that are registered with the Securities and Exchange Commission. These funds are required to publish their daily NAV and transact at that price. The mutual funds held by the Plan are deemed to be actively traded. (Level 1)
Separately managed accounts: The initial pricing inputs are the quoted share prices obtained for the underlying mutual funds. (Level 1)
Renasant Corporation common stock: The Company’s common stock is traded on the NASDAQ Global Select Market and is valued using the closing price on the last day of the Plan year. (Level 1)
The following table presents the Plan’s financial instruments that are measured at fair value on a recurring basis at December 31, 2016 and 2015:
Quoted Prices in Active Markets for Identical Assets | |||||||
(Level 1) | Totals | ||||||
December 31, 2016 | |||||||
Mutual funds | $ | 46,783 | $ | 46,783 | |||
Renasant Corporation common stock | 37,603 | 37,603 | |||||
Separately managed accounts | 58,647 | 58,647 | |||||
Total investments | $ | 143,033 | $ | 143,033 | |||
December 31, 2015 | |||||||
Mutual funds | $ | 37,812 | $ | 37,812 | |||
Renasant Corporation common stock | 30,553 | 30,553 | |||||
Separately managed accounts | 47,911 | 47,911 | |||||
Total investments | $ | 116,276 | $ | 116,276 | |||
Transfers between levels of the fair value hierarchy are reported at the beginning of the reporting period in which they occur.
7
Renasant Bank 401(k) Plan
Notes to Financial Statements
During 2016, transfers into level 1 from level 2 of investments were $58,647. This transfer is due to an increased level of transparency in the separately managed accounts. This same transfer was $47,911 in 2015.
Note H – Mergers and Acquisitions
Acquisition of KeyWorth Bank
Effective April 1, 2016, the Company completed its acquisition of KeyWorth Bank (“KeyWorth”). At closing, KeyWorth merged with and into Renasant Bank, with Renasant Bank being the surviving banking corporation in the merger. In connection with the merger, the KeyWorth Bank 401(k) Plan was terminated. Participants in the KeyWorth Bank 401(k) Plan (the “KeyWorth Plan”) who continued employment with Renasant Bank were allowed to roll over their account balances from the KeyWorth Plan to the Renasant Bank 401(k) Plan on or after the effective date of the merger.
In 2015, the Company completed its acquisition of Heritage Financial Group, Inc. and its wholly-owned subsidiary, HeritageBank of the South. In connection with the transaction, the defined benefit plan previously maintained by HeritageBank of the South was assumed by Renasant Bank and subsequently terminated on May 2, 2016. Upon the termination of the plan, participants that continued employment with Renasant Bank and elected to receive a lump sum payment from the plan were allowed to roll their benefits over to the Renasant Bank 401(k) Plan.
8
SUPPLEMENTAL SCHEDULE
9
RENASANT BANK | ||||||
401(k) Plan | ||||||
Employer Identification Number 64-0220550 | ||||||
Schedule H, Line 4i – Schedule of Assets (Held At End of Year) | ||||||
December 31, 2016 | ||||||
(In Thousands) | ||||||
(a) | (b) Identity of issuer, borrower, lessor or similar party | (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value | (d) Cost | (e) Current Value | ||
Equity and fixed income mutual funds | ||||||
Ivy | Ivy International Core Equity 1 | *** | $ | 1,891 | ||
** | Great-West Financial | Federated International Leaders Inst | *** | 20 | ||
JP Morgan | Undiscovered MGRS Behavioral Value Inst | *** | 1,208 | |||
Delaware | Delaware Value Institutional | *** | 2,654 | |||
Vanguard | Large Cap Index Admiral | *** | 1,145 | |||
Vanguard | Mid Cap Index Admiral | *** | 1,060 | |||
Vanguard | Small Cap Index Fund Admiral | *** | 2,493 | |||
Vanguard | Total Stock MRK Index Admiral | *** | 7,838 | |||
JP Morgan | JPM Growth Advantage Select | *** | 3,091 | |||
** | Great-West Financial | Federated MDT Stock Institutional | *** | 52 | ||
Oppenheimer | International Small Co Y | *** | 2,098 | |||
American Beacon | Mid Cap Value Institutional | *** | 1,723 | |||
Mass Mutual | Mass Mutual Select Mid Cap Growth | *** | 2,584 | |||
T. Rowe Price | T. Rowe Price Blue Chip Growth | *** | 896 | |||
T. Rowe Price | T. Rowe Price QM US Small-Cap Growth | *** | 2,385 | |||
Baird | Core Plus Bond Institutional | *** | 568 | |||
** | Great-West Financial | Institutional High Yield Bond Fund | *** | 1,262 | ||
Metropolitan West | Total Return Bond - I | *** | 4,412 | |||
** | Great-West Financial | Federated Government Obligations Premier | *** | 9,403 | ||
46,783 | ||||||
Separately managed accounts (fund of funds) | ||||||
*/** | Renasant Bank Income Fund: | |||||
Baird | Core Plus Bond Institutional | *** | 560 | |||
Delaware | Value Institutional | *** | 65 | |||
Dreyfus/Standish | Global Fixed Income I | *** | 339 | |||
Federated | MDT Large Cap Value | *** | 65 | |||
Federated | High Yield Trust Institutional | *** | 152 | |||
Federated | International Leaders Institutional | *** | 120 | |||
First Eagle | Global I | *** | 191 | |||
Ivy | International Core Equity I | *** | 120 | |||
Metropolitan West | Total Return Bond I | *** | 559 | |||
Federated | Government Obligations IS #5 | *** | 716 | |||
Nuveen | Inflation Protected | *** | 147 | |||
Oppenheimer | International Small-Mid Company | *** | 84 | |||
Pimco | Income Institutional | *** | 488 | |||
T Rowe Price | Quantitative Management U.S. Small-Cap Growth Equity Fund | *** | 128 | |||
10
RENASANT BANK | ||||||
401(k) Plan | ||||||
Employer Identification Number 64-0220550 | ||||||
Schedule H, Line 4i – Schedule of Assets (Held At End of Year) | ||||||
December 31, 2016 | ||||||
(In Thousands) | ||||||
(a) | (b) Identity of issuer, borrower, lessor or similar party | (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value | (d) Cost | (e) Current Value | ||
T Rowe Price | Real Estate Fund Investor Class | *** | 154 | |||
JP Morgan | Undiscovered Managers Behavioral Value Fund | *** | 173 | |||
Vanguard | Large Cap Index Admiral Class | *** | 173 | |||
Vanguard | Total Stock Market Index-Admiral Class | *** | 22 | |||
Total Renasant Bank Income Fund | 4,256 | |||||
*/** | Renasant Bank Conservative Growth Plan: | |||||
American Beacon | American Beacon Mid Cap Value | *** | 284 | |||
Baird | Core Plus Bond Institutional | *** | 2,418 | |||
Delaware | Value Institutional | *** | 712 | |||
Dreyfus/Standish | Global Fixed Income I | *** | 1,667 | |||
Federated | MDT Large Cap Value | *** | 709 | |||
Federated | High Yield Trust Institutional | *** | 1,566 | |||
Federated | International Leaders Institutional | *** | 1,212 | |||
First Eagle | Global I | *** | 1,811 | |||
Goldman Sachs | Emerging MKT Debt Fund Institutional | *** | 280 | |||
Ivy | International Core Equity I | *** | 1,218 | |||
JP Morgan | Growth Advantage Select | *** | 276 | |||
Mass Mutual | Select Mid Cap Growth Fund I | *** | 278 | |||
Metropolitan West | Total Return Bond I | *** | 2,414 | |||
Federated | Government Obligations IS #5 | *** | 3,043 | |||
Nuveen | Inflation Protected | *** | 689 | |||
Oppenheimer | International Small-Mid Company | *** | 828 | |||
Pimco | Income Institutional | *** | 2,107 | |||
T Rowe Price | Blue Chip Growth Investor | *** | 279 | |||
T Rowe Price | Quantitative Management U.S. Small-Cap Growth Equity Fund | *** | 563 | |||
T Rowe Price | Real Estate Fund Investor Class | *** | 1,880 | |||
JP Morgan | Undiscovered Managers Behavioral Value | *** | 854 | |||
Vanguard | Large Cap Index Admiral Class | *** | 2,275 | |||
Vanguard | Total Stock Market Index-Admiral Class | *** | 142 | |||
Virtus | Emerging Markets Opportunities | *** | 550 | |||
Total Renasant Bank Conservative Growth Plan | 28,055 | |||||
*/** | Renasant Bank Moderate Growth Plan: | |||||
American Beacon | American Beacon Mid Cap Value | *** | 119 | |||
Baird | Core Plus Bond Institutional | *** | 610 | |||
Delaware | Value Institutional | *** | 503 | |||
Dreyfus/Standish | Global Fixed Income I | *** | 584 | |||
11
RENASANT BANK | ||||||
401(k) Plan | ||||||
Employer Identification Number 64-0220550 | ||||||
Schedule H, Line 4i – Schedule of Assets (Held At End of Year) | ||||||
December 31, 2016 | ||||||
(In Thousands) | ||||||
(a) | (b) Identity of issuer, borrower, lessor or similar party | (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value | (d) Cost | (e) Current Value | ||
Federated | MDT Large Cap Value | *** | 501 | |||
Federated | High Yield Trust Institutional | *** | 658 | |||
Federated | International Leaders Institutional | *** | 767 | |||
First Eagle | Global I | *** | 790 | |||
Goldman Sachs | Emerging MKT Debt Fund Institutional | *** | 118 | |||
Ivy | International Core Equity I | *** | 765 | |||
JP Morgan | Growth Advantage Select | *** | 255 | |||
Mass Mutual | Select Mid Cap Growth Fund I | *** | 117 | |||
Metropolitan West | Total Return Bond I | *** | 609 | |||
Federated | Government Obligations IS #5 | *** | 814 | |||
Nuveen | Inflation Protected | *** | 290 | |||
Oppenheimer | International Small-Mid Company | *** | 464 | |||
Pimco | Income Institutional | *** | 531 | |||
T Rowe Price | Blue Chip Growth Investor | *** | 258 | |||
T Rowe Price | Quantitative Management U.S. Small-Cap Growth Equity Fund | *** | 236 | |||
T Rowe Price | Real Estate Fund Investor Class | *** | 699 | |||
JP Morgan | Undiscovered Managers Behavioral Value | *** | 359 | |||
Vanguard | Large Cap Index Admiral Class | *** | 1,339 | |||
Vanguard | Total Stock Market Index-Admiral Class | *** | 90 | |||
Virtus | Emerging Markets Opportunities | *** | 347 | |||
Total Renasant Bank Moderate Growth Plan | 11,823 | |||||
*/** | Renasant Bank Growth Plan: | |||||
American Beacon | American Beacon Mid Cap Value | *** | 106 | |||
Baird | Core Plus Bond Institutional | *** | 289 | |||
Delaware | Value Institutional | *** | 354 | |||
Dreyfus/Standish | Global Fixed Income I | *** | 276 | |||
Federated | MDT Large Cap Value | *** | 353 | |||
Federated | High Yield Trust Institutional | *** | 283 | |||
Federated | International Leaders Institutional | *** | 532 | |||
First Eagle | Global I | *** | 346 | |||
Goldman Sachs | Emerging MKT Debt Fund Institutional | *** | 70 | |||
Ivy | International Core Equity I | *** | 534 | |||
JP Morgan | Growth Advantage Select | *** | 137 | |||
Mass Mutual | Select Mid Cap Growth Fund I | *** | 104 | |||
Metropolitan West | Total Return Bond I | *** | 288 | |||
Federated | Government Obligations IS #5 | *** | 481 | |||
Nuveen | Inflation Protected | *** | 137 | |||
12
RENASANT BANK | ||||||
401(k) Plan | ||||||
Employer Identification Number 64-0220550 | ||||||
Schedule H, Line 4i – Schedule of Assets (Held At End of Year) | ||||||
December 31, 2016 | ||||||
(In Thousands) | ||||||
(a) | (b) Identity of issuer, borrower, lessor or similar party | (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value | (d) Cost | (e) Current Value | ||
Oppenheimer | International Small-Mid Company | *** | 343 | |||
Pimco | Income Institutional | *** | 251 | |||
T Rowe Price | Blue Chip Growth Investor | *** | 139 | |||
T Rowe Price | Quantitative Management U.S. Small-Cap Growth Equity Fund | *** | 140 | |||
T Rowe Price | Real Estate Fund Investor Class | *** | 431 | |||
JP Morgan | Undiscovered Managers Behavioral Value | *** | 212 | |||
Vanguard | Large Cap Index Admiral Class | *** | 848 | |||
Vanguard | Total Stock Market Index-Admiral Class | *** | 71 | |||
Virtus | Emerging Markets Opportunities | *** | 273 | |||
Total Renasant Bank Growth Plan | 6,998 | |||||
*/** | Renasant Bank Aggressive Growth Plan: | |||||
American Beacon | American Beacon Mid Cap Value | *** | 151 | |||
Baird | Core Plus Bond Institutional | *** | 206 | |||
Delaware | Value Institutional | *** | 429 | |||
Dreyfus/Standish | Global Fixed Income I | *** | 296 | |||
Federated | MDT Large Cap Value | *** | 428 | |||
Federated | High Yield Trust Institutional | *** | 152 | |||
Federated | International Leaders Institutional | *** | 654 | |||
First Eagle | Global I | *** | 390 | |||
Ivy | International Core Equity I | *** | 661 | |||
JP Morgan | Growth Advantage Select | *** | 195 | |||
Mass Mutual | Select Mid Cap Growth Fund I | *** | 148 | |||
Metropolitan West | Total Return Bond I | *** | 206 | |||
Federated | Government Obligations IS #5 | *** | 369 | |||
Nuveen | Inflation Protected | *** | 74 | |||
Oppenheimer | International Small-Mid Company | *** | 442 | |||
Pimco | Income Institutional | *** | 180 | |||
T Rowe Price | Blue Chip Growth Investor | *** | 197 | |||
T Rowe Price | Quantitative Management U.S. Small-Cap Growth Equity Fund | *** | 150 | |||
T Rowe Price | Real Estate Fund Investor Class | *** | 482 | |||
JP Morgan | Undiscovered Managers Behavioral Value | *** | 228 | |||
Vanguard | Large Cap Index Admiral Class | *** | 1,016 | |||
Vanguard | Total Stock Market Index-Admiral Class | *** | 95 | |||
Virtus | Emerging Markets Opportunities | *** | 366 | |||
Total Renasant Bank Aggressive Growth Plan | 7,515 | |||||
Total Separately managed accounts (fund of funds) | $ | 58,647 | ||||
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RENASANT BANK | ||||||
401(k) Plan | ||||||
Employer Identification Number 64-0220550 | ||||||
Schedule H, Line 4i – Schedule of Assets (Held At End of Year) | ||||||
December 31, 2016 | ||||||
(In Thousands) | ||||||
(a) | (b) Identity of issuer, borrower, lessor or similar party | (c) Description of investment including maturity date, rate of interest, collateral, par, or maturity value | (d) Cost | (e) Current Value | ||
Common stock fund | ||||||
** | Renasant Corporation | Common Stock | *** | $ | 37,603 | |
Notes receivables | ||||||
** | Company Contributions | Company's annual matching and nondiscretionary contribution | *** | $ | 10,473 | |
** | Notes Receivable from Participants | Range of interest rates from 3.25% to 4.50% with maturity dates through 2024 | *** | $ | 1,938 | |
Total assets (held at end of year) | $ | 155,444 | ||||
* | Asset allocation plan administered by Renasant Trust Division-not a registered equity mutual fund under the Investment Company Act of 1940. |
** | Denotes party-in-interest. |
*** Cost information has been omitted for participant-directed investments.
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SIGNATURE
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this Annual Report on Form 11-K to be signed on its behalf by the undersigned hereunto duly authorized.
RENASANT BANK 401(k) PLAN | |||||
Date: | June 29, 2017 | by: | /s/ Hollis Ray Smith | ||
Hollis Ray Smith | |||||
Executive Vice President and | |||||
Human Resources Director | |||||
15
EXHIBIT INDEX
Exhibit Number | Description | |
23.1 | Consent of Independent Registered Public Accounting Firm | |
16
Exhibit 23.1
Consent of Independent Registered Public Accounting Firm
We consent to the incorporation by reference in Registration Statement (No. 333-104445, 333-122514, 333-150355,) on Form S-8 of Renasant Corporation for Renasant Bank 401(k) Plan, of our report dated June 29, 2017, relating to the financial statements and supplemental schedule of Renasant Bank 401(k) Plan, which appears in this Annual Report on Form 11-K of Renasant Bank 401(k) Plan for the year ended December 31, 2016.
Memphis, Tennessee
June 29, 2017