EX-10.54






Exhibit 10.54




PINNACLE FINANCIAL PARTNERS, INC.

Named Executive Officer Compensation Summary



The following table sets forth the current base salaries paid to the Chief Executive Officer and
the four other named executive officers of Pinnacle Financial Partners, Inc. (the “Company”), the
amount of the cash bonus paid to these persons in 2009 under the Company’s 2008 Cash Incentive
Plan, and the amount of a special incentive awarded in April, 2008.




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Current Base	 	2008 Cash	 	2008 Special
	Executive Officer	 	Salary	 	Bonus (#)	 	Incentive(*)
	 
 
	M. Terry Turner — CEO
	 	$	691,000	 	 	$	161,000	 	 	$	200,000	 
	Robert A. McCabe, Jr. — Chairman of the Board
	 	$	656,000	 	 	$	153,000	 	 	$	190,000	 
	Hugh M. Queener — CAO
	 	$	323,000	 	 	$	64,000	 	 	$	100,000	 
	Harold R. Carpenter — CFO
	 	$	323,000	 	 	$	53,000	 	 	$	80,000	 
	Charles B. McMahan — Sr. Credit Officer
	 	$	215,000	 	 	$	35,000	 	 	$	60,000	 








 




			
	(#)	 	The 2008 Cash Bonus was awarded on February 13, 2009 and approximated 25% of the
executive officer’s targeted award.
	 
	(*)	 	The 2008 Special Incentive was related to the successful integration of Mid-America
Bancshares, Inc. into the Company. The 2008 Special Cash Incentive Plan was approved in
April, 2008 by the Company’s Human Resources and Compensation Committee with awards
distributed to the five named executives above and 19 other Pinnacle associates.




In addition to their base salaries, these executive officers are also eligible to:





	 	•	 	Receive cash bonuses under the Company’s 2009 Cash Incentive Plan;
	 
	 	•	 	Participate in the Company’s equity incentive programs, which currently involves the
award of restricted stock pursuant to the Company’s 2004 Equity Incentive Plan; and
	 
	 	•	 	Participate in the Company’s broad-based benefit programs generally available to its
employees, including health, disability and life insurance programs and the Company’s
401k plan.




Additionally, Messrs. Turner, McCabe and Queener receive a monthly car allowance.



On February 17, 2009, the President signed into law the American Recovery and Reinvestment Act
(“ARRA”), which, among other things, requires the Secretary of the Treasury to promulgate executive
compensation regulations applicable to recipients of funds from the TARP Program. The regulations
are required to include, among other things, a prohibition of payments to senior executives upon
departure for any reason, a prohibition of bonuses except for limited bonuses payable in restricted
stock, a requirement of “clawback” of bonuses based on materially inaccurate criteria, a
prohibition of luxury expenditures and annual non-binding shareholder votes on senior executive
compensation. The ARRA also provides that TARP recipients can repay the previously provided TARP
assistance without regard to the prior requirement that any repayment before December 12, 2011
could only be funded from the proceeds of an offering of Tier 1 capital. The Company is reviewing
these matters to determine what impact, if any, such regulatory developments will have on the
Company’s executive compensation strategies.



The foregoing information is summary in nature. Additional information regarding the named
executive officer compensation will be provided in the Company’s proxy statement to be filed in
connection with the 2009 annual meeting of the Company’s shareholders.





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