Synovus Financial Corp. (SNV) insider details PSU and RSU changes
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Synovus Financial Corp. executive Mary Maurice Young, EVP and Chief Wholesale Banking Officer, reported multiple equity award transactions in Synovus common stock dated 12/11/2025. The report shows performance stock units and restricted stock units converting into shares, with some shares withheld to cover tax obligations and the remaining shares increasing her directly owned position.
The performance stock units have a three-year service requirement and a performance component based on weighted average return on tangible common equity and relative total shareholder return, allowing actual payouts from 0% to 150% of the target award. Certain restricted stock units and performance stock units had their vesting accelerated so that related compensation income will be recognized in 2025 to help mitigate potential excise tax under Sections 280G and 4999 of the Internal Revenue Code in connection with a proposed business combination with Pinnacle Financial Partners.
Positive
- None.
Negative
- None.
Insider Trade Summary
26,570 shares exercised/converted
Mixed
17 txns
Insider
Howard Kevin Joseph
Role
EVP, Chief Wholesale Bank. Off
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Performance Stock Units | 9,358 | $0.00 | -- |
| Exercise | Performance Stock Units | 11,030 | $0.00 | -- |
| Exercise | Restricted Stock Units | 2,079 | $0.00 | -- |
| Exercise | Restricted Stock Units | 2,451 | $0.00 | -- |
| Exercise | Restricted Stock Units | 1,652 | $0.00 | -- |
| Exercise | Common Stock | 9,358 | $52.65 | $493K |
| Grant/Award | Common Stock | 6,266 | $52.65 | $330K |
| Tax Withholding | Common Stock | 8,665 | $52.65 | $456K |
| Exercise | Common Stock | 11,030 | $52.65 | $581K |
| Grant/Award | Common Stock | 6,512 | $52.65 | $343K |
| Tax Withholding | Common Stock | 9,729 | $52.65 | $512K |
| Exercise | Common Stock | 2,079 | $0.00 | -- |
| Disposition | Common Stock | 2,079 | $52.65 | $109K |
| Exercise | Common Stock | 2,451 | $0.00 | -- |
| Disposition | Common Stock | 2,451 | $52.65 | $129K |
| Exercise | Common Stock | 1,652 | $0.00 | -- |
| Disposition | Common Stock | 1,652 | $52.65 | $87K |
Holdings After Transaction:
Performance Stock Units — 0 shares (Direct);
Restricted Stock Units — 0 shares (Direct);
Common Stock — 68,294 shares (Direct)
Footnotes (1)
- These shares are subject to performance stock units (the "PSUs"). The PSUs have a service-based vesting component as well as a performance vesting requirement. Under the service-based vesting component, the PSUs vest 100% after three years subject to the reporting person's continued employment with Synovus. Under the performance vesting component, two performance measures (weighted average return on tangible common equity and relative total shareholder return) are measured over a three-year performance period, with each measure impacting one-half of the PSUs awarded to the reporting person. The actual payout of the PSUs may range from 0% to 150% of the target amount based upon the results of the two performance measures during the performance period compared to the performance objective approved by the Compensation and Human Capital Committee of Synovus' Board of Directors. On February 17, 2023, the reporting person reported the grant of PSUs. Based upon the Company's determination of performance for the relevant performance period, the reporting person received 4,678 additional shares of the Company's restricted stock, such shares representing the amount vested in excess of the target amount of PSUs initially reported on the Form 4 filed in February 2023. In addition, the reporting person received 1,588 shares through the accrual of dividend equivalents. These shares were withheld upon the vesting of performance stock units to pay tax withholding obligations. On February 20, 2024, the reporting person reported the grant of PSUs. Based upon the Company's determination of performance for the relevant performance period, the reporting person received 5,516 additional shares of the Company's restricted stock, such shares representing the amount vested in excess of the target amount of PSUs initially reported on the Form 4 filed in February 2024. In addition, the reporting person received 996 shares through the accrual of dividend equivalents. These shares are subject to restricted stock units that will be settled in cash upon vesting. The vesting of certain restricted stock units that would otherwise vest in February of 2026 and PSUs that would otherwise vest in accordance with their terms at the end of the 2025 fiscal year or upon the consummation of the proposed business combination with Pinnacle Financial Partners ("Pinnacle"), in each case held by the reporting person, was accelerated so that the compensation income resulting from the settlement of these awards will be recognized by the reporting person in 2025 for the purpose of mitigating the impact of the excise tax that might otherwise be imposed on the reporting person under Sections 280G and 4999 of the Internal Revenue Code in connection with the proposed business combination with Pinnacle.
FAQ
What insider activity did Synovus Financial Corp (SNV) report in this Form 4?
The filing shows Mary Maurice Young, EVP and Chief Wholesale Banking Officer, reporting multiple equity award transactions in Synovus common stock on 12/11/2025, including vesting of performance stock units and restricted stock units, share issuances, and shares withheld to cover taxes.
What types of equity awards are involved for the Synovus (SNV) executive?
The report involves performance stock units (PSUs) and restricted stock units (RSUs), some of which convert into Synovus common stock, while certain RSUs are described as awards that will be settled in cash upon vesting.
How are the performance stock units structured for the Synovus (SNV) executive?
The PSUs have a three-year service-based vesting requirement and a performance component tied to weighted average return on tangible common equity and relative total shareholder return, with actual payouts ranging from 0% to 150% of the target amount based on performance.
Why were some Synovus (SNV) equity awards vested earlier than scheduled?
The vesting of certain RSUs and PSUs was accelerated so that compensation income from these awards will be recognized in 2025, aiming to mitigate potential excise tax that might otherwise be imposed under Sections 280G and 4999 of the Internal Revenue Code.