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Section 1: 11-K (11-K)

Document
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, 2018
 
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, 2018
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, Plan Administrator, and Plan Participants of the Renasant Bank 401(k) Plan

Opinion on the Financial Statements
We have audited the accompanying statements of net assets available for benefits of Renasant Bank 401(k) Plan (the “Plan”) as of December 31, 2018 and 2017, the related statements of changes in net assets available for benefits for the years ended December 31, 2018 and 2017, and the related notes to the financial statements (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2018 and 2017, and the changes in net assets available for benefits for the years ended December 31, 2018 and 2017, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion
These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. 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 the Plan in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
 
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits 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 audits 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 audits provide a reasonable basis for our opinion.

Report on Supplemental Information
The supplemental information in the accompanying Schedule of Assets (Held at End of Year) as of December 31, 2018, 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 in the accompanying schedule is fairly stated in all material respects in relation to the financial statements as a whole.

/s/ HORNE LLP

We have served as the Plan's auditor since 2005.

Memphis, Tennessee
June 28, 2019

1

Renasant Bank 401(k) Plan
Statements of Net Assets Available for Benefits

(In Thousands)


 
December 31,
 
2018
2017
 
 
 
 Assets
 
 
 Investments, at fair value
 
 
   Mutual funds
$
64,247

$
60,271

   Separately managed accounts
83,775

80,288

   Renasant Corporation common stock
24,295

34,175

 Total investments
172,317

174,734

 
 
 
 Receivables
 
 
   Company contributions
7,377

7,199

   Notes receivable from participants
2,643

2,341

 Total receivables
10,020

9,540

 
 
 
 Total assets
$
182,337

$
184,274

 
 
 
 Net assets available for benefits
$
182,337

$
184,274


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,
 
2018
2017
 
 
 
 Investment income
 
 
   Interest
$
136

$
98

   Dividends
3,490

2,050

   Net (depreciation) appreciation in fair value of investments
(21,084
)
15,327

   Other (loss) income
(2
)
3

 Total investment (loss) income
(17,460
)
17,478

 
 
 
 Contributions
 
 
   Company
12,658

11,907

   Participants
9,116

7,826

   Rollovers
4,711

2,210

   Other
146

86

 Total contributions
26,631

22,029

 
 
 
 Other deductions
 
 
   Benefits paid to participants
10,903

10,373

   Deemed distributions
194

271

   Corrective distributions
1


   Administrative expenses and fees
10


 Total other deductions
11,108

10,644

 
 
 
 Net (decrease) increase in net assets available for benefits
(1,937
)
28,863

 
 
 
 Net assets available for benefits:
 
 
 Beginning of year
184,274

155,411

 
 
 
 End of year
$
182,337

$
184,274


See Notes to Financial Statements.


3

Renasant Bank 401(k) Plan
Notes to Financial Statements

Note A – Description of Plan
This description of The Renasant Bank 401(k) Plan (the “Plan”) is provided for general information purposes only. Participants should refer to the Plan document 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, as amended (“ERISA”). The Plan covers substantially all employees of Renasant Bank and its parent company, Renasant Corporation, as well as all employees of the Company's wholly-owned subsidiary, Renasant Insurance, Inc. 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.

Eligibility: Common law employees, other than employees subject to a collective bargaining agreement, non-resident aliens and 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 document. 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 participant compensation deferrals in excess of regular plan and statutory limits.

The Bank matches 100% of each eligible participant’s voluntary deferrals, including catch-up contributions, up to 4% of compensation. The Bank also makes nondiscretionary profit sharing contributions for eligible participants equal to 5% of his or her eligible 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 a predecessor plan - The Peoples Bank & Trust Company Money Purchase Plan - and an ESOP account for those participants who previously participated in the Renasant Bank Employee Stock Ownership 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, (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 or ESOP 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 allows participants to invest in common stock of the Bank's parent company - Renasant Corporation (“Employer Stock”). Particpants may elect annually whether cash dividends paid on Employer Stock will be re-invested in additional 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 contributions made prior to January 1, 2017 and nondescretionary profit sharing contributions 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
%

Safe harbor matching contributions made after January 1, 2017, vest 100% after two years of service.
Forfeitures: Forfeitures of non-vested contributions are used to reduce future employer contributions. There were forfeitures used in the amount of $959,645 and $94,386 for the years ended December 31, 2018 and 2017, 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.

Administrative Expenses: Processing fees of the Plan are charged against the individual participant account balance that was responsible for the expense. Administrative expenses are paid by the Plan or may be paid by the Employer at the Employer's discretion.

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, 2018, the Prime Rate was 5.50%. The interest rate 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 arms-length 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 (depreciation) 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

5

Renasant Bank 401(k) Plan
Notes to Financial Statements

are included in the Statements of Changes in Net Assets Available for Benefits under the line item “Deemed distributions.”
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, 2018 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 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 Bank sponsors the Plan. Common stock of the Bank's parent company - Renasant Corporation - 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 July 27, 2017, in which the Internal Revenue Service stated that the Plan was in compliance with the applicable requirements of the Internal Revenue Code. The Plan sponsor 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.

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.






6

Renasant Bank 401(k) Plan
Notes to Financial Statements



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, 2018 and 2017:

 
Quoted Prices in Active Markets for Identical Assets
 
 
 
(Level 1)
 
Totals
December 31, 2018
 
 
 
Mutual funds
$
64,247

 
$
64,247

Separately managed accounts
83,775

 
83,775

Renasant Corporation common stock
24,295

 
24,295

Total investments
$
172,317

 
$
172,317

 
 
 
 
December 31, 2017
 
 
 
Mutual funds
$
60,271

 
$
60,271

Separately managed accounts
80,288

 
80,288

Renasant Corporation common stock
34,175

 
34,175

Total investments
$
174,734

 
$
174,734


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



Note H – Mergers and Acquisitions

Effective September 1, 2018, the Company completed its acquisition of Brand Group Holdings, Inc. (“Brand”). In connection with the merger, the Brand Bank 401(k) Plan was terminated. Participants in the Brand Bank 401(k) Plan (the “Brand Plan”) who continued employment with the Company will be allowed to roll over their account balances from the Brand Plan into the Renasant Bank 401(k) Plan upon receipt of favorable determination as to the Brand Plan's tax-qualified status from the IRS.

Effective July 1, 2017, the Company completed its acquisition of Metropolitan BancGroup, Inc. (“Metropolitan”). In connection with the merger, the Metropolitan Bank 401(k) Plan was terminated. Participants in the Metropolitan Bank 401(k) Plan (the “Metropolitan Plan”) who continued employment with the Company were allowed to roll over their account balances from the Metropolitan Plan to the Renasant Bank 401(k) Plan upon receipt of favorable determination as to the Metropolitan Plan's tax-qualified status from the IRS, which was received on June 27, 2018. Rollovers were completed during the 2018 Plan year, and as of December 31, 2018, the Metropolitan Plan contained no assets.

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, 2018
(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
International Core Equity N
***
$
2,287

**
Federated
International Leaders R6
***
448

 
JP Morgan
Undiscovered MGRS Behavioral Value L
***
1,042

 
Vanguard
Large Cap Index Admiral
***
2,671

 
Vanguard
Mid Cap Index Admiral
***
1,972

 
Vanguard
Small Cap Index Fund Admiral
***
3,164

 
Vanguard
Total Stock MRK Index Admiral
***
9,993

 
JP Morgan
Growth Advantage R6
***
5,285

 
JP Morgan
Large Cap Value R6
***
3,091

**
Federated
Total Return Bond R6
***
52

 
Oppenheimer
International Small Co YOSMYX
***
3,656

 
American Beacon
Mid Cap Value Institutional
***
1,664

 
Mass Mutual
Select Mid Cap Growth I
***
3,518

 
T. Rowe Price
Blue Chip Growth
***
3,714

 
T. Rowe Price
QM US Small-Cap Growth
***
3,330

 
Baird
Core Plus Bond Institutional
***
441

**
Federated
Institutional High Yield Bond R6
***
1,519

 
Metropolitan West
Total Return Bond - I
***
3,903

**
Federated
Government Obligation Premier
***
12,106

 
John Hancock
International Growth R6
***
29

 
T. Rowe Price
Emerging Markets Stock I
***
120

 
Hartford
Dividend and Growth R6
***
242

 
 
 
 
64,247

 
 
 
 
 
 
Separately managed accounts (fund of funds)
 
 
 
 
 
 
 
 
*/**
Renasant Bank Income Fund:
 
 
 
 
American Beacon
Mid Cap Value
***
169

 
Baird
Core Plus Bond Institutional
***
478

 
Federated
Total Return Bond R6
***
501

 
Federated
High Yield Trust Institutional
***
198

 
Federated
International Leaders R6
***
176

 
Federated
Government Obligation Premier
***
1,013

 
First Eagle
Global I
***
126

 
Goldman Sachs
Emerging Market Debt Institutional
***
57

 
Hartford
Dividend & Growth R6
***
112

 
Ivy
International Core Equity N
***
175

 
Mass Mutual
Premier Inflation Protected
***
141

 
Mass Mutual
Select Mcg Eq II I
***
112


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, 2018
(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
 
 
 
 
 
 
Metropolitan West
Total Return Bond I
***
479

 
Oppenheimer
International Small-Mid Company
***
56

 
Pimco
Income Institutional
***
627

 
T. Rowe Price
Blue Chip Growth Inv
***
56

 
T. Rowe Price
Emerging Markets Stock I
***
56

 
T. Rowe Price
QM US Small Cap Growth Equity
***
112

 
JP Morgan
Global Bond Opportunities R6
***
281

 
JP Morgan
Large Cap Value R6
***
112

 
JP Morgan
Growth Advantage R6
***
56

 
JP Morgan
Undiscovered Mgrs Behavioral
***
225

 
Vangaurd
Real Estate Index Admiral
***
70

 
Vanguard
Large Cap Index Admiral Class
***
225

 
Vanguard
Total Stock Market Index-Admiral Class
***
14

 
Total Renasant Bank Income Fund
 

5,627

 
 
 
 
 
*/**
Renasant Bank Conservative Growth Plan:
 
 
 
 
American Beacon
American Beacon Mid Cap Value
***
1,758

 
Baird
Core Plus Bond Institutional
***
2,627

 
Federated
Total Return Bond R6
***
2,750

 
Federated
International Leaders R6
***
1,868

 
Federated
Government Obligation Premier
***
4,402

 
Federated
High Yield Trust International
***
1,548

 
First Eagle
Global I
***
1,977

 
Goldman Sachs
Emerging MKT Debt Fund Institutional
***
441

 
Hartford
Dividend & Growth R6
***
1,098

 
Ivy
International Core Equity N
***
1,868

 
JP Morgan
Large Cap Value R6
***
1,099

 
JP Morgan
Growth Advantage R6
***
659

 
JP Morgan
Global Bond Opportunities R6
***
2,197

 
JP Morgan
Undiscovered Mgrs Behavioral
***
2,197

 
Mass Mutual
Select MCG Eq II I
***
879

 
Mass Mutual
Premier Inflation Protected
***
1,098

 
Metropolitan West
Total Return Bond I
***
2,634

 
Oppenheimer
International Small-Mid Company
***
1,318

 
Pimco
Income Institutional
***
3,444

 
T. Rowe Price
Blue Chip Growth Investor
***
659

 
T. Rowe Price
QM US Small Cap Growth Equity
***
1,318

 
T. Rowe Price
Emerging Markets Stock I
***
1,318


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, 2018
(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
 
 
 
 
 
 
Vanguard
Real Estate Index Admiral
***
1,098

 
Vanguard
Large Cap Index Admiral Class
***
3,515

 
Vanguard
Total Stock Market Index-Admiral Class
***
220

 
Total Renasant Bank Conservative Growth Plan
 

43,990

 
 
 
 
 
*/**
Renasant Bank Moderate Growth Plan:
 
 
 
 
American Beacon
American Beacon Mid Cap Value
***
713

 
Baird
Core Plus Bond Institutional
***
426

 
Federated
High Yield Trust Institutional
***
502

 
Federated
International Leaders R6
***
837

 
Federated
Government Obligation Premier
***
571

 
First Eagle
Global I
***
962

 
Goldman Sachs
Emerging MKT Debt Fund Institutional
***
286

 
Hartford
Dividend & Growth R6
***
527

 
Ivy
International Core Equity N
***
838

 
JP Morgan
Large Cap Value R6
***
527

 
JP Morgan
Growth Advantage R6
***
314

 
JP Morgan
Global Bond Opportunities R6
***
713

 
Mass Mutual
Select Mid Cap Growth Fund I
***
428

 
Mass Mutual
Premier Inflation Protected
***
214

 
Metropolitan West
Total Return Bond I
***
427

 
Federated
Total Return Bond R6
***
446

 
Oppenheimer
International Small-Mid Company
***
570

 
Pimco
Income Institutional
***
559

 
T. Rowe Price
Blue Chip Growth Investor
***
314

 
T. Rowe Price
QM US Small Cap Growth Equity
***
428

 
T. Rowe Price
Emerging Markets Stock I
***
570

 
JP Morgan
Undiscovered Managers Behavioral Value
***
855

 
Vanguard
Real Estate Index Admiral
***
535

 
Vanguard
Large Cap Index Admiral Class
***
1,597

 
Vanguard
Total Stock Market Index-Admiral Class
***
107

 
Total Renasant Bank Moderate Growth Plan
 

14,266

 
 
 
 
 
*/**
Renasant Bank Growth Plan:
 
 
 
 
American Beacon
American Beacon Mid Cap Value
***
576

 
Baird
Core Plus Bond Institutional
***
199

 
Federated
High Yield Trust Institutional
***
290

 
Federated
International Leaders R6
***
672


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, 2018
(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
Government Obligation Premier
***
289

 
First Eagle
Global I
***
480

 
Goldman Sachs
Emerging MKT Debt Fund Institutional
***
193

 
Hartford
Dividend & Growth R6
***
384

 
Ivy
International Core Equity N
***
672

 
JP Morgan
Large Cap Value R6
***
384

 
JP Morgan
Growth Advantage R6
***
144

 
JP Morgan
Global Bond Opportunities R6
***
384

 
Mass Mutual
Select Mid Cap Growth Fund I
***
288

 
Mass Mutual
Premier Inflation Protected
***
96

 
Metropolitan West
Total Return Bond I
***
200

 
Federated
Total Return Bond R6
***
208

 
Oppenheimer
International Small-Mid Company
***
384

 
Pimco
Income Institutional
***
261

 
T. Rowe Price
Blue Chip Growth Investor
***
144

 
T. Rowe Price
QM US Small Cap Growth Equity
***
480

 
T. Rowe Price
Emerging Markets Stock I
***
576

 
JP Morgan
Undiscovered Managers Behavioral Value
***
672

 
Vanguard
Real Estate Index Admiral
***
384

 
Vanguard
Large Cap Index Admiral Class
***
1,152

 
Vanguard
Total Stock Market Index-Admiral Class
***
96

 
Total Renasant Bank Growth Plan
 

9,608

 
 
 
 
 
*/**
Renasant Bank Aggressive Growth Plan:
 
 
 
 
American Beacon
American Beacon Mid Cap Value
***
617

 
Baird
Core Plus Bond Institutional
***
95

 
Federated
High Yield Trust Institutional
***
311

 
Federated
International Leaders R6
***
783

 
Federated
Government Obligation Premier
***
309

 
First Eagle
Global I
***
334

 
Goldman Sachs
Emerging Market Debt Institutional
***
206

 
Hartford
Dividend & Growth R6
***
375

 
Ivy
International Core Equity I
***
784

 
JP Morgan
Large Cap Value R6
***
375

 
JP Morgan
Growth Advantage R6
***
170

 
JP Morgan
Global Bond Opportunities R6
***
206

 
Mass Mutual
Select Mid Cap Growth Fund I
***
308

 
Mass Mutual
Premier Inflation Protected
***
103


13



RENASANT BANK
401(k) Plan
Employer Identification Number 64-0220550
Schedule H, Line 4i – Schedule of Assets (Held At End of Year)
December 31, 2018
(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
 
 
 
 
 
 
Metropolitan West
Total Return Bond I
***
95

 
Federated
Total Return Bond R6
***
99

 
Oppenheimer
International Small-Mid Company
***
514

 
Pimco
Income Institutional
***
124

 
T. Rowe Price
Blue Chip Growth Investor
***
170

 
T. Rowe Price
QM US Small Cap Growth Equity
***
822

 
T. Rowe Price
Emerging Markets Stock I
***
822

 
JP Morgan
Undiscovered Managers Behavioral Value
***
822

 
Vanguard
Real Estate Index Admiral
***
334

 
Vanguard
Large Cap Index Admiral Class
***
1,377

 
Vanguard
Total Stock Market Index-Admiral Class
***
129

 
Total Renasant Bank Aggressive Growth Plan
 

10,284

 
 
 
 
 
 
Total Separately managed accounts (fund of funds)
 

$
83,775

 
 
 
 
 
 
Common stock fund
 
 
 
**
Renasant Corporation
Common Stock
***
$
24,295

 
 
 
 
 
 
Notes receivable
 
 
 
**
Company Contributions
Company's annual matching and nondiscretionary contribution
***
$
7,377

**
Notes Receivable from Participants
Range of interest rates from 3.25% to 4.50% with maturity dates through 2024
***
$
2,643

 
 
 
 


 
Total assets (held at end of year)
 
 
$
182,337


*
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.

14



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 28, 2019
by:
 
/s/ Hollis Ray Smith
 
 
 
 
 
Hollis Ray Smith
 
 
 
 
 
Executive Vice President and
 
 
 
 
 
Human Resources Director
 
 
 
 
 
 
 


15



EXHIBIT INDEX
 
Exhibit
Number
 
Description
 
 
23.1
 


16
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Section 2: EX-23.1 (EXHIBIT 23.1)

Exhibit
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, 333-197555) on Form S-8 of Renasant Corporation for Renasant Bank 401(k) Plan, of our report dated June 28, 2019, 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, 2018.
 
/s/ HORNE LLP

Memphis, Tennessee
June 28, 2019


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