# PNFP CAPITAL MARKETS, INC. X-17A-5 (2021-02-22) — Broker-dealer annual report

- Company: PNFP CAPITAL MARKETS, INC.
- Form: X-17A-5
- Filed: 2021-02-22
- Period: 2020-12-31
- Accession: 0001533963-21-000003
- CIK: 1637543
- File #: 8-69608
- Material weakness: No
- Auditor: LBMC, PC
- Auditor location: Brentwood, TN
- Contact: Roger Osborne
- Phone: 615-743-8445
- Signed by: Roger Osborne (CEO)

Original filing: https://www.sec.gov/Archives/edgar/data/1637543/000153396321000003/pnfpaud.pdf

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**UNITED STATES SECURITillSAND EXCHANGE COMMISSION Washington, D.C. 20549** 

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# **ANNUAL AUDITED REPORT FORM X-17A-5 PART Ill**

SEC FILE NUMBER 8-69608

**FACING PAGE** 

**Information Required of Brokers and Dealers Pursuant to Section 17 of the Securities Exchange Act of 1934 and Rule 17a-5 Thereunder** 

| REPORT FOR THE PERIOD BEGINNING 0 1/01 /20                               | ---------                                                           | AND ENDING 12/31 /20 | ----------                     |  |  |
|--------------------------------------------------------------------------|---------------------------------------------------------------------|----------------------|--------------------------------|--|--|
|                                                                          | -<br>MM/DD/YY                                                       | -<br>-               | M MID D NY                     |  |  |
|                                                                          | A. REGISTRANT IDENTIFICATION                                        |                      |                                |  |  |
| NAME OF BROKER-DEALER: PNFP CAPITAL MARKETS, INC.                        |                                                                     |                      | OFFICIAL USE ONLY              |  |  |
| ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.)        |                                                                     |                      | FIRM I.D. NO.                  |  |  |
| 150 3RD AVE. SOUTH, SUITE 900                                            |                                                                     |                      |                                |  |  |
|                                                                          | (No. and Street)                                                    |                      |                                |  |  |
| NASHVILLE                                                                | TN                                                                  |                      | 37201                          |  |  |
| (City)                                                                   | (State)                                                             |                      | (Zip Code)                     |  |  |
| NAME AND TELEPHONE NUMBER OF PERSON TO CONTACT IN REGARD TO THIS REPORT  |                                                                     |                      |                                |  |  |
| ROGER OSBORNE                                                            |                                                                     |                      | (615) 743-8455                 |  |  |
|                                                                          |                                                                     |                      | (Area Code - Telephone Number) |  |  |
|                                                                          | B. ACCOUNT ANT IDENTIFICATION                                       |                      |                                |  |  |
| INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report* |                                                                     |                      |                                |  |  |
| LBMC, PC                                                                 |                                                                     |                      |                                |  |  |
|                                                                          | (Name - if individual, state last, first, middle name)              |                      |                                |  |  |
|                                                                          | 201 FRANKLIN RD, BOX 1869 BRENTWOOD                                 | TN                   | 37024                          |  |  |
| (Address)                                                                | (City)                                                              | (State)              | (Zip Code)                     |  |  |
| CHECK ONE:                                                               |                                                                     |                      |                                |  |  |
| IV I<br>Certified Public Accountant                                      |                                                                     |                      |                                |  |  |
| Public Accountant                                                        |                                                                     |                      |                                |  |  |
| B                                                                        | Accountant not resident in United States or any of its possessions. |                      |                                |  |  |
|                                                                          |                                                                     |                      |                                |  |  |
|                                                                          | FOR OFFICIAL USE ONLY                                               |                      |                                |  |  |
|                                                                          |                                                                     |                      |                                |  |  |
|                                                                          |                                                                     |                      |                                |  |  |

*\*Claims for exemption from the requirement that the a1111ual report be covered by the opinion of 011 independent public accountant must be supported by a statement of facts and circumstances relied on as the basis for the exemption. See Section 240.17a-5(e)(2)* 

> **Potential persons who are to respond to the collection of information contained** in **this form are not required to respond unless the form displays a currently valid 0MB control number.**

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## **OATH OR AFFIRMATION**

J, \_R\_O\_G\_E\_R\_O\_S\_B\_O\_R\_N\_E \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ , swear (or affirm) that, to the best of my knowledge and belief the accompanying financial statement and supporting schedules pertaining to the firm of PNFP CAPITAL MARKETS, INC. ---------------------------- ------------------, as of DECEMBER 31 , 20 20 are true and correct. I further swear ( or affirm) that ---~

neither the company nor any partner, proprietor, principal officer or director has any proprietary interest in any account classified solely as that of a customer, except as follows:

I Notary Public This report\*\* contains (check all applicable boxes): **E]** (a) Facing Page. **v** (b) Statement of Financial Condition. **v'** ( c) Statement oflncome (Loss) . .,, ( d) Statement of Changes in Financial Condition. **v** (e) Statement of Changes in Stockholders' Equity or Partners' or Sole Proprietors' Capital. (f) Statement of Changes in Liabilities Subordinated to Claims of Creditors . ..,. (g) Computation of Net Capital. ..,. **(h)** Computation for Determination of Reserve Requirements Pursuant to Rule l 5c3-3. **v** (i) Information Relating to the Possession or Control Requirements Under Rule **l** 5c3-3. **O** G) A Reconciliation, including appropriate explanation of the Computation ofNet Capital Under Rule 15c3-l and the Computation for Determination of the Reserve Requirements Under Exhibit A of Rule 15c3-3. **D** (k) A Reconciliation between the audited and unaudited Statements of Financial Condition with respect to methods of consolidation. ~ (1) An Oath or Affirmation. **0** (m) A copy of the SIPC Supplemental Report. **D** (n) A report describing any material inadequacies found to exist or found to have existed since the date of the previous audit. \*\* *For conditions of confidential treatment of certain portions of this filing, see section 240.17a-5(e)(3).* 

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Financial Statements For the Fiscal Year End December 31, 2020 With Report of Independent Registered Public Accounting Firm

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#### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**

To the Board of Directors and Stockholder of PNFP Capital Markets, Inc.:

#### **Opinion on the Financial Statements**

We have audited the accompanying statement of financial condition of PNFP Capital Markets, Inc. as of December 31, 2020, the related statements of income, changes in stockholder's equity, and cash flows for the year then ended, and the related notes and schedules (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of PNFP Capital Markets, Inc. as of December 31, 2020, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

#### **Basis for Opinion**

These financial statements are the responsibility of PNFP Capital Markets, lnc.' s management. Our responsibility is to express an opinion on PNFP Capital Markets, lnc.' s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to PNFP Capital Markets, Inc. in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

#### **Auditor's Report on Supplemental Information**

The supplemental information on Page 10 has been subjected to audit procedures performed in conjunction with the audit of PNFP Capital Markets, lnc.' s financial statements. The supplemental information is the responsibility of PNFP Capital Markets, lnc.'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, we evaluated whether the supplemental information, including its form and content, is presented in conformity with 17 C.F.R. §240.17a-5. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole.

We have served as PNFP Capital Markets, lnc.'s auditor since 2016.

Brentwood, Tennessee February 18, 2021

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## **PNFP CAPITAL MARKETS, INC. Statement of Financial Condition December 31, 2020**

| Assets                                                       |                  |
|--------------------------------------------------------------|------------------|
| Cash and cash equivalents                                    | \$<br>1,577,403  |
| Prepaid expenses and other assets                            | 61 ,100          |
| Accounts receivable                                          | 32,500           |
| Total Assets                                                 | \$<br>1,671 ,003 |
| Liabilities and Stockholder's Equity                         |                  |
| Liabilities                                                  |                  |
| Accounts payable                                             | \$<br>2,435      |
| Payable to Parent, net                                       | 47,599           |
| Total Liabilities                                            | 50,034           |
| Stockholder's equity                                         |                  |
| Common stock, no par value, 100 shares authorized and issued |                  |
| Additional paid-in capital                                   | 1,350,000        |
| Retained earnings                                            | 270,969          |
| Total Stockholder's Equity                                   | 1,620 ,969       |
|                                                              |                  |
| Total Liabilities and Stockholder's Equity                   | \$<br>1,671 ,003 |

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## **PNFP CAPITAL MARKETS, INC. Statement of Income For the Year Ended December 31, 2020**

| Revenues                            |                 |
|-------------------------------------|-----------------|
| Investment banking fees             | \$<br>2,582,500 |
|                                     |                 |
| Total revenues                      | 2,582,500       |
|                                     |                 |
| Expenses                            |                 |
| Personnel compensation and benefits | 504,005         |
| IT, data and communications         | 66,531          |
| Administrative and office expense   | 61 ,228         |
| Business insurance                  | 59,683          |
| Professional services               | 50,131          |
| Occupancy and equipment             | 44,492          |
| Licenses and registration           | 11 ,869         |
| Travel , meals and entertainment    | 9,207           |
| Other expenses                      | 4,563           |
|                                     |                 |
| Total expenses                      | 811 ,709        |
|                                     |                 |
| Income before income taxes          | 1,770,792       |
| Income taxes expense                | 462,885         |
|                                     |                 |
| Net income                          | \$<br>1,307,907 |

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## **PNFP CAPITAL MARKETS, INC.**  Statement of Changes in Stockholder's Equity For the Year Ended December 31, 2020

|                              | Common Stock |           | Additional Paid |            | Retained<br>Earnings |    |           |  |
|------------------------------|--------------|-----------|-----------------|------------|----------------------|----|-----------|--|
|                              | Shares       | Par Value |                 | in Capital | (Deficit)            |    | Total     |  |
|                              |              |           |                 |            |                      |    |           |  |
| Balance at December 31, 2019 | 100          | \$0       | \$              | 1,350,000  | \$<br>(1 ,036,938)   | \$ | 313,062   |  |
| Net income                   |              |           |                 |            | 1,307,907            |    | 1,307,907 |  |
| Balance at December 31, 2020 | 100          | \$0       | \$              | 1,350,000  | \$<br>270,969        | \$ | 1,620,969 |  |

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## **PNFP CAPITAL MARKETS, INC. Statement of Cash Flows For the Year Ended December 31, 2020**

| Cash flows from operating activities                                      |                 |
|---------------------------------------------------------------------------|-----------------|
| Net income                                                                | \$<br>1,307,907 |
| Adjustments to reconcile net income to cash used in operating activities: |                 |
| Change in accounts receivable                                             | 30,000          |
| Change in prepaid expenses and other assets                               | (12,722)        |
| Change in accounts payable                                                | (10)            |
| Change in payable to Parent                                               | 21 ,072         |
|                                                                           |                 |
| Net cash provided by operating activities                                 | 1,346 ,247      |
|                                                                           |                 |
| Net increase in cash and cash equivalents                                 | 1,346 ,247      |
|                                                                           |                 |
| Cash and cash equivalents                                                 |                 |
| Beginning of period                                                       | 231 ,156        |
|                                                                           |                 |
| End of period                                                             | \$<br>1,577,403 |

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#### **1. Organization**

PNFP Capital Markets, Inc. (the "Company"), a wholly-owned subsidiary of Pinnacle Bank ("Parent" or "Stockholder"), incorporated in Tennessee in February 2015. The Company is a securities broker-dealer registered with the Securities and Exchange Commission ("SEC") and a member of the Financial Industry Regulatory Authority ("FINRA"), since October 2015.

The Company's primary business is investment banking services. It operates under the provisions of Rule 15c3- 3 under the Securities Exchange Act of 1934, pursuant to 15c3-3(k) (the "exemption provisions ") and of the 2013 Release adopting amendments to Rule 17a-5, including Footnote 74 of the 2013 Release. The Company does not hold funds or securities for customers and does not carry customer accounts.

### **2. Summary of Significant Accounting Policies**

#### **Cash and Cash Equivalents**

The Company considers all cash and money market instruments with a maturity of 90 days or less to be cash and cash equivalents. The Company maintains its bank account in a high credit quality institution. Deposits at times may exceed federally insured limits.

#### **Allocation of Expenses**

The Company entered into an expense-sharing agreement with its Parent in 2015. In accordance with that agreement, certain expenses relating to the personnel, general and administrative expenses and the shared facility in Nashville, Tennessee are allocated to the Company from its Parent. The allocation method is consistent with the business goals and objectives of the entities, and all expenses are allocated on a reasonable basis (one that attempts to equate the proportional cost of a service or product to the proportional use of or benefit derived from the service or product). Allocations are re-evaluated in the event there are significant changes to the expenses at any time during the year. See Note 3.

#### **Income Taxes**

The Company entered into a tax-sharing agreement with Parent effective January 1, 2016. Under the tax sharing agreement, the Company is a member of the affiliated group. The allocation of taxes is based on each individual member's taxable income (loss), credits to tax and benefit of a deduction to the member who provided such deduction to the consolidated return. If the member incurs a tax loss that it cannot carry-back on a separate taxpayer basis, but may use as a carry-forward , and the tax loss is used to reduce the current consolidated liability, the member must record a current tax benefit and either receive payment from its Parent or offset payables owed to its Parent.

#### **Use of Estimates**

The preparation of financial statements in conformity with generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates including those related to income taxes. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from those estimates.

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#### **2. Summary of Significant Accounting Policies (continued)**

#### **Revenue Recognition**

In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers, resulting in a comprehensive new revenue recognition standard that supersedes most existing revenue recognition guidance under GAAP (FASB Accounting Standards Codification 606).

The standard's core principle is that an entity should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 prescribes a five-step process to accomplish this core principle, including:

- Identification of the contract with the customer;
- Identification of the performance obligation(s) under the contract;
- Determination of transaction price;
- Allocation of the transaction price to the identified performance obligation(s); and
- Recognition of revenue as (or when) an entity satisfies the identified performance obligation(s).

The Company earns revenue from the following advisory services: Merger & Acquisition; Private Placement of Debt & Equity; and Other Advisory & Consulting. The Company recognizes revenue for these advisory services as follows:

Merger and Acquisition Advisory: Revenue is based on the scope of work outlined in the engagement letter and generally includes a success fee based on a percentage of the transaction price and/or a retainer fee. Success fee revenue is recognized when the scope of work is completed, normally at the closing of the transaction. Retainer fee revenue is recognized as the scope of work is completed, normally at the transfer of services.

Private Placements of Debt and Equity: Revenue is based on the scope of work outlined in the engagement letter and generally includes a success fee based on a percentage of the transaction amount and/or a retainer fee. Success fee revenue is recognized when the scope of work is completed normally at the closing of the transaction. Retainer fee revenue is recognized as the scope of work is completed, normally at the transfer of services.

Other Advisory and Consulting: Revenue is based on the scope of work outlined in the engagement letter and is generally structured as an engagement fee or retainer fee. Engagement or retainer fee revenue is recognized as the scope of work is completed.

Revenue from all services is recognized as outlined above and in accordance with the Company's revenue recognition policy.

#### **Accounts Receivable**

Accounts receivable are non-interest-bearing uncollateralized obligations receivable in accordance with the terms agreed upon with each client.

The carrying amount of accounts receivable is reduced by a valuation allowance that reflects management's best estimate of the amounts that will not be collected. Management individually reviews all

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#### **2. Summary of Significant Accounting Policies (continued)**

#### **Accounts Receivable-continued**

delinquent accounts receivable balances and, based on an assessment of current credit worthiness, estimates the portion, if any, of the balance that will not be collected. Generally, customer receivables are believed to be fully collectible.

#### **Date of Management's Review**

Subsequent events were evaluated through February 18, 2021 , the date the financial statements were available to be issued.

#### **3. Related Party Transactions**

The Company has an expense sharing agreement with its Parent. Under the terms of this agreement, the Company pays the Parent monthly for allocated expenses such as personnel services, occupancy and other administrative costs provided to the Company. Allocated expenses amounted to \$615,649 for the year ended December 31 , 2020. Also, in accordance with the tax sharing agreement, the Company either receives payments from its Parent for current tax benefits (refer to Note 4) or offsets payables owed to its Parent. As of December 31 , 2020, the Company had a net payable to Parent of \$47,599.

The Company received 2% of its revenue from Parent for investment banking services provided by the Company.

#### **4. Income Tax**

The Company does not have any material differences between the rate it provides for income taxes and the statutory rate.

The provision for income taxes benefit is composed of the following:

| Current |                |
|---------|----------------|
| Federal | \$<br>371 ,866 |
| State   | 91 ,019        |
|         | \$<br>462,885  |

#### **5. Net Capital**

As a registered broker-dealer, the Company is subject to the SEC Uniform Net Capital Rule (Rule 15c3-1 ), which requires the maintenance of minimum net capital of \$5,000 and requires that the ratio of aggregate indebtedness to net capital , both as defined, shall not exceed 15 to 1. At December 31 , 2020, the Company had net capital of \$345,565 which was \$340,565 in excess of its required net capital of \$5,000, and its percentage of aggregate indebtedness to net capital was 14.48%.

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### **6. Concentration of Revenue**

Ninety-five (95%) percent of the revenue was earned from one customer.

### **7. Contingencies**

The Company is subject to litigation in the normal course of business. The Company has no litigation in progress through December 31 , 2020.

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## **SCHEDULE I COMPUTATION OF NET CAPITAL PURSUANT TO RULE 15c3-1 OF THE SECURITIES AND EXCHANGE COMMISSION ACT OF 1934 AS OF DECEMBER 31, 2020**

#### **NET CAPITAL:**

| Total stockholder's equity                                                                                    | \$<br>1,620 ,969                             |
|---------------------------------------------------------------------------------------------------------------|----------------------------------------------|
| Less:<br>Cash and cash equivalents non-allowable<br>Prepaid expenses and other assets<br>Accounts receivables | 1,181 ,804<br>61 ,100<br>32,500<br>1,275,404 |
| Net capital before haircuts                                                                                   | 345,565                                      |
| Less haircuts                                                                                                 |                                              |
| Net capital<br>Minimum net capital required                                                                   | 345,565<br>5,000                             |
| Excess net capital                                                                                            | \$<br>340,565                                |
| Aggregate indebtedness                                                                                        | \$<br>50,034                                 |
| Percentage of aggregate indebtedness to net capital                                                           | 14.48%                                       |

Reconciliation with Company's computation of net capital included in Part IIA of Form X-17A-5 as of December 31 , 2020.

There was no significant difference between net capital in the FOCUS Part IIA form and the computation above.

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## **SCHEDULE II COMPUTATION FOR DETERMINATION OF RESERVE REQUIREMENTS UNDER RULE 15c3-3 OF THE SECURITIES AND EXCHANGE COMMISSION AS OF DECEMBER 31, 2020**

The Company is exempt from the provisions of Rule 15c3-3 under the Securities Exchange Act of 1934, pursuant to 15c3-3(k) (the "exemption provisions ") and of the 2013 Release adopting amendments to Rule 17a-5, including Footnote 74 of the 2013 Release.

# **SCHEDULE Ill INFORMATION RELATING TO THE POSSESSION OR CONTROL REQUIREMENTS UNDER RULE 15c3-3 OF THE SECURITIES AND EXCHANGE COMMISSION AS OF DECEMBER 31, 2020**

The Company is exempt from the provisions of Rule 15c3-3 under the Securities Exchange Act of 1934, pursuant to 15c3-3(k) (the "exemption provisions ") and of the 2013 Release adopting amendments to Rule 17a-5, including Footnote 74 of the 2013 Release.

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#### **EXEMPTION REPORT SEA RULE 17a-5(d)(4)**

February 18, 2021

LBMC, PC 201 Franklin Road PO Box 1869 Brentwood, TN 37024

To Whom It May Concern:

We, as members of management of PNFP Capital Markets, Inc. (the "Company'), are responsible for complying with Rule 17a-5, "Reports to be made by certain brokers and dealers". We have performed an evaluation of the Company's compliance with the requirements of Rule 17a-5 and the exemption provisions in Rule 15c3-3(k) (the "exemption provisions'') and of the 2013 Release adopting amendments to Rule 17a-5, including Footnote 74 of the 2013 Release.

We have determined that the Company does not meet any of the exemption conditions of paragraph (k) of Rule I5c3-3 (i. e., paragraph (k)(I), (k)(2)(i) or (k)(2)(ii) but also (1) does not directly or indirectly receive , hold or otherwise owe funds or securities for or to customers, other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Exchange Act Rule 15c2-4 ("Rule 15c2-4''); (2) does not carry accounts of or for customers; and (3) does not carry PAB accounts (as defined in Rule 15c3-3) and therefore is covered by Footnote 7 4 of the 2013 Release.

Accordingly, based on our evaluation, we make the following statements to the best knowledge and belief of the Company:

- 1. We reviewed the provisions of Rule §15c3-3 and related guidance stated in the SEC Staff's FAQ and confirmed that the Company relied on Footnote 74 of the 2013 Release.
- 2. The Company conducted business activities primarily in providing investment banking services to customers throughout the year ended December 31 , 2020 without exception.
- 3. The Company met the identified conditions for such reliance throughout the period January 1, 2020 to December 31, 2020 without exception.

Signed: (; **'fl** VJ *<sup>I</sup>* Name: Ro e \ Osborne

Title: President/CEO

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## **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**

To the Board of Directors and Stockholder of PNFP Capital Markets, Inc.:

We have reviewed management's statements, included in the accompanying Exemption Report, in which PNFP Capital Markets, Inc. had no obligations under 17 C.F.R. §240.15c3-3 throughout the most recent fiscal year without exception, as PNFP Capital Markets, Inc. [1] did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to its customers, other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Exchange Act Rule 15c2- 4 ("Rule 15c2-4"); [2] did not carry accounts of or for customers; and [3] did not carry Proprietary Accounts of Broker-Dealers as defined in Rule 15c3-3. PNFP Capital Markets, lnc.'s management is responsible for compliance with the exemption provisions and its statements.

Our review was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included inquiries and other required procedures to obtain evidence about PNFP Capital Markets, lnc.'s compliance with the exemption provisions. A review is substantially less in scope than an examination, the objective of which is the expression of an opinion on management's statements. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to management's statements referred to above for them to be fairly stated, in all material respects, based on the provisions set forth under the Securities Exchange Act of 1934.

Brentwood, Tennessee February 18, 2021

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### NASHVILLE, TENNESSEE

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON APPLYING AGREED-UPON PROCEDURES ON SCHEDULE OF ASSESSMENT AND PAYMENTS (FORM SIPC-7)

DECEMBER 31, 2020

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# **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON APPLYING AGREED-UPON PROCEDURES**

To the Board of Directors and Stockholder of PNFP Capital Markets, Inc.:

We have performed the procedures included in Rule 17a-S(e)(4) under the Securities Exchange Act of 1934 and in the Securities Investor Protection Corporation (SIPC) Series 600 Rules, which are enumerated below and were agreed to by PNFP Capital Markets, Inc. and the SIPC, solely to assist you and SIPC in evaluating PNFP Capital Markets, lnc.'s compliance with the applicable instructions of the General Assessment Reconciliation (Form SIPC-7) for the year ended December 31, 2020. PNFP Capital Markets, lnc.'s management is responsible for its Form SIPC-7 and for its compliance with those requirements. This agreed-upon procedures engagement was conducted in accordance with standards established by the Public Company Accounting Oversight Board (United States) and in accordance with attestation standards established by the American Institute of Certified Public Accountants. The sufficiency of these procedures is solely the responsibility of those parties specified in this report. Consequently, we make no representation regarding the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose. The procedures we performed and our findings are as follows:

- 1) Compared the listed assessment payments in Form SIPC-7 with respective cash disbursement records entries, noting no differences;
- 2) Compared the Total Revenue amount reported on the Annual Audited Report Form X-17A-5 Part Ill for the year ended December 31, 2020 with the Total Revenue amount reported in Form SIPC-7 for the year ended December 31, 2020, noting no differences;
- 3) Compared any adjustments reported in Form SIPC-7 with supporting schedules and working papers, noting no differences;
- 4) Recalculated the arithmetical accuracy of the calculations reflected in Form SIPC-7 and in the related schedules and working papers supporting the adjustments, noting no differences; and
- 5) Compared the amount of any overpayment applied to the current assessment with the Form SIPC-7 on which it was originally computed, noting no differences.

We were not engaged to and did not conduct an examination or review, the objective of which would be the expression of an opinion or conclusion, respectively, on PNFP Capital Markets, lnc.'s compliance with the applicable instructions of the Form SIPC-7 for the year ended December 31, 2020. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you.

This report is intended solely for the information and use of PNFP Capital Markets, Inc. and the SIPC and is not intended to be and should not be used by anyone other than these specified parties.

Brentwood, Tennessee February 18, 2021

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|                        | SIPC-7                                              |                                                                                                            | P.O. Box 92185 Washington, D.C. 20090-2185<br>202-371-8300                                                                                                                                                             |                                                                                           | SIPC-7                                                                                                                                                                                 |                                                     |
|------------------------|-----------------------------------------------------|------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-------------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------|
|                        | General Assessment Reconciliation<br>(36-REV 12/18) |                                                                                                            | (36 -REV 12/18)                                                                                                                                                                                                        |                                                                                           |                                                                                                                                                                                        |                                                     |
|                        |                                                     |                                                                                                            | 20<br>For the fiscal ye ar ended 12131 l                                                                                                                                                                               |                                                                                           |                                                                                                                                                                                        |                                                     |
|                        |                                                     |                                                                                                            | (Read carefully the instructions in your Working Copy before completing this Form)                                                                                                                                     |                                                                                           |                                                                                                                                                                                        |                                                     |
|                        |                                                     |                                                                                                            | TO BE FILED BY ALL SIPC MEMBERS WITH FISCAL YEAR ENDINGS                                                                                                                                                               |                                                                                           |                                                                                                                                                                                        |                                                     |
|                        |                                                     | purposes of the audit requ irement of SEC Rule 1 ?a-5:                                                     | 1. Name of Member, address, Designated Examining Authority , 1934 Act registration no. and month in which fiscal year ends for                                                                                         |                                                                                           |                                                                                                                                                                                        | >-<br>a<br>0                                        |
|                        | 1069608<br>L                                        | PNFP CAPITAL MARKETS, INC.<br>150 3RD AVE SOUTH, SUITE 900<br>NASHVILLE, TN 37201                          | 7<br>_J                                                                                                                                                                                                                | indicate on the form filed.<br>contact respecting this form.<br>Rick Alvarez 770-263-7300 | Note: If any of the information shown on the<br>mailing label requires correction , please e-mail<br>any corrections to form@sipc.org and so<br>Name and telephone number of person to | c:»<br>c:,<br>:z:<br>-<br>:::.:::<br>cc:<br>0<br>3: |
| 2. A.                  |                                                     | General Assessment (item 2e from page 2)                                                                   |                                                                                                                                                                                                                        |                                                                                           |                                                                                                                                                                                        |                                                     |
|                        | 7/24/20                                             | B. Less payment made with SIPC-6 filed (exclude interest)<br>Date Paid                                     |                                                                                                                                                                                                                        | (3,709                                                                                    |                                                                                                                                                                                        |                                                     |
|                        |                                                     | C. Less prior overpayment applied                                                                          |                                                                                                                                                                                                                        |                                                                                           |                                                                                                                                                                                        |                                                     |
|                        |                                                     | D. Assessment balance due or (overpayment)                                                                 |                                                                                                                                                                                                                        | 165                                                                                       |                                                                                                                                                                                        |                                                     |
|                        |                                                     |                                                                                                            | E. Interest computed on late payment (see instruction E) for ______ days at 20% per annum                                                                                                                              | 0                                                                                         |                                                                                                                                                                                        |                                                     |
|                        |                                                     |                                                                                                            | F. Total assessment balance and interest due (or overpayment carried forward)                                                                                                                                          |                                                                                           |                                                                                                                                                                                        |                                                     |
|                        | G. PAYMENT:                                         | ,-/<br>✓ the box<br>Check mailed to P.O. Box~ Funds Wired D<br>Total (must be same as F above)             | -----------<br>ACH9165                                                                                                                                                                                                 |                                                                                           |                                                                                                                                                                                        |                                                     |
|                        |                                                     | H. Overpayment carried forward                                                                             | \$( 0                                                                                                                                                                                                                  |                                                                                           |                                                                                                                                                                                        |                                                     |
|                        |                                                     | The SIPC member submitting this form and the                                                               | 3. Subsidiaries (S) and predecessors (P) included in this form (give name and 1934 Act registration number):                                                                                                           |                                                                                           |                                                                                                                                                                                        |                                                     |
|                        | and complete.                                       | person by whom it is executed represent thereby<br>that all information contained herein is true , correct |                                                                                                                                                                                                                        | KETS, INC.                                                                                |                                                                                                                                                                                        |                                                     |
| Dated the~             |                                                     | day of f&ji.u.4Jti<br>,20~                                                                                 |                                                                                                                                                                                                                        |                                                                                           |                                                                                                                                                                                        |                                                     |
|                        |                                                     |                                                                                                            | This form and the assessment payment is due 60 days after the end of the fiscal year. Retain the Working Copy of this form<br>for a period of not less than 6 years, the latest 2 years in an easily accessible place. | (Titl e)                                                                                  |                                                                                                                                                                                        |                                                     |
| ffi Dates:<br>3:<br>LU | Postmarked                                          | Received                                                                                                   | Reviewed                                                                                                                                                                                                               |                                                                                           |                                                                                                                                                                                        |                                                     |
| LU                     | > Calculations                                      | ---                                                                                                        | __<br>Documentation<br>_                                                                                                                                                                                               |                                                                                           | ___<br>_<br>Forward Copy                                                                                                                                                               |                                                     |

SECURITIES INVESTOR PROTECTION CORPORATION P.O. Box 92185 Washington, D.C. 20090-2185

**a: c..::,** Exceptions:

**c.... cii** Disposition of exceptions :

{19}------------------------------------------------

# **DETERMINATION OF "SIPC NET OPERATING REVENUES" AND GENERAL ASSESSMENT**

|                                                                                                                                                                                                                                                                                                                                                                                               |                        | Amounts for the fiscal period<br>___<br>beginning ;1~11;.;.;;2;.:;o;__<br>_<br>and ending  1  21""3_11  20__ __<br>_ |
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------|----------------------------------------------------------------------------------------------------------------------|
| Item No.<br>2a. Total revenue (FOCUS Line 12/Part IIA Line 9, Code 4030)                                                                                                                                                                                                                                                                                                                      |                        | Eliminate cents<br>\$2,582,500                                                                                       |
| 2b. Additions:<br>(1) Total revenues from the securities business of subsidiaries (except foreign subsidiaries) and<br>predecessors not included above.                                                                                                                                                                                                                                       |                        |                                                                                                                      |
| (2) Net loss from principal transactions in securities in trading accounts.                                                                                                                                                                                                                                                                                                                   |                        |                                                                                                                      |
| (3) Net loss from principal transactions in commodities in trading accounts.                                                                                                                                                                                                                                                                                                                  |                        |                                                                                                                      |
| (4) Interest and dividend expense deducted in determining item 2a.                                                                                                                                                                                                                                                                                                                            |                        |                                                                                                                      |
| (5) Net loss from management of or participation in the underwriting or distribution of securities.                                                                                                                                                                                                                                                                                           |                        |                                                                                                                      |
| (6) Expenses other than advertising, printing, registration fees and legal lees deducted in determining net<br>profit from management of or participation in underwriting or distribution of securities.                                                                                                                                                                                      |                        |                                                                                                                      |
| (7) Net loss from securities in investment accounts.                                                                                                                                                                                                                                                                                                                                          |                        |                                                                                                                      |
| Total additions                                                                                                                                                                                                                                                                                                                                                                               |                        | 0                                                                                                                    |
| 2c. Deductions:<br>(1) Revenues from the distribution of shares of a registered open end investment company or unit<br>investment trust, from the sale of variable annuities, from the business of insurance, from investment<br>advisory services rendered to registered investment companies or insurance company separate<br>accounts, and from transactions in security futures products. |                        |                                                                                                                      |
| (2) Revenues from commodity transactions.                                                                                                                                                                                                                                                                                                                                                     |                        |                                                                                                                      |
| (3) Commissions, floor brokerage and clearance paid to other SIPC members in connection with<br>securities transactions.                                                                                                                                                                                                                                                                      |                        |                                                                                                                      |
| (4) Reimbursements for postage in connection with proxy solicitation.                                                                                                                                                                                                                                                                                                                         |                        |                                                                                                                      |
| (5) Net gain from securities in investment accounts.                                                                                                                                                                                                                                                                                                                                          |                        |                                                                                                                      |
| (6) 100% of commissions and markups earned from transactions in (i) certificates of deposit and<br>(ii) Treasury bills, bankers acceptances or commercial paper that mature nine months or less<br>from issuance date.                                                                                                                                                                        |                        |                                                                                                                      |
| (7) Direct expenses of printing advertising and legal fees incurred in connection with other revenue<br>related to the securities business (revenue defined by Section 16(9)(L) of the Act).                                                                                                                                                                                                  |                        |                                                                                                                      |
| (8) Other revenue not related either directly or indirectly to the securities business.<br>(See Instruction C):                                                                                                                                                                                                                                                                               |                        |                                                                                                                      |
| (Deductions in excess of \$100,000 require documentation)                                                                                                                                                                                                                                                                                                                                     |                        |                                                                                                                      |
| (9) (i) Total interest and dividend expense (FOCUS Line 22/PART IIA Line 13,<br>Code 4075 plus line 2b(4) above) but not in excess<br>of total interest and dividend income.                                                                                                                                                                                                                  | __________ _<br>\$.    |                                                                                                                      |
| (ii) 40% of margin interest earned on customers securities<br>accounts (40% of FOCUS line 5, Code 3960).                                                                                                                                                                                                                                                                                      | __________<br>_<br>\$. |                                                                                                                      |
| Enter the greater of line (i) or (ii)                                                                                                                                                                                                                                                                                                                                                         |                        | 0                                                                                                                    |
| Total deductions                                                                                                                                                                                                                                                                                                                                                                              |                        | 0                                                                                                                    |
| 2d. SIPC Net Operating Revenues                                                                                                                                                                                                                                                                                                                                                               |                        | \$2,582,500                                                                                                          |
| 2e. General Assessment@ .0015                                                                                                                                                                                                                                                                                                                                                                 |                        | \$3,874                                                                                                              |
|                                                                                                                                                                                                                                                                                                                                                                                               |                        | (to page 1, line 2.A.)                                                                                               |


Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.
