Synovus (SNV) EVP Young discloses 32,341-share conversion in merger

Rhea-AI Filing Summary

Synovus Financial Corp executive Mary Maurice Young, EVP, Head Consumer Banking Brand Experience, reported the conversion of her equity holdings in connection with the completion of a merger involving Synovus and Pinnacle Financial Partners, Inc. At 11:59 p.m. ET on January 1, 2026, each share of Synovus common stock was converted into 0.5237 shares of common stock of Pinnacle Financial Partners, Inc. (f/k/a Steel Newco Inc.), referred to as New Pinnacle.

Young disposed of 32,341 shares of Synovus common stock, leaving her with zero Synovus shares following the transaction. She also disposed of performance stock units covering 6,214, 8,286, and 5,395 underlying shares and 3,489 restricted stock units, all resulting in zero Synovus derivative securities held after the effective time. Certain positions included additional shares acquired through dividend accruals, which were reflected in the reported amounts.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Wolverton Elizabeth D.

(Last) (First) (Middle)

P.O. BOX 120

(Street)

COLUMBUS GA 31902

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SYNOVUS FINANCIAL CORP [ SNV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Head Con. Bank. Brand Exp

3. Date of Earliest Transaction (Month/Day/Year)
01/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/01/2026		D(1)		32,341(2)	D	(1)	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Stock Units	(3)	01/01/2026		D(3)			6,214(4)	(3)	(3)	Common Stock	6,214	$0	0	D
Performance Stock Units	(3)	01/01/2026		D(3)			8,286(5)	(3)	(3)	Common Stock	8,286	$0	0	D
Performance Stock Units	(3)	01/01/2026		D(3)			5,395(6)	(3)	(3)	Common Stock	5,395	$0	0	D
Restricted Stock Units	(3)	01/01/2026		D(3)			3,489	(3)	(3)	Common Stock	3,489	$0	0	D

Explanation of Responses:

1. On 11:59 p.m. ET on January 1, 2026 (the "Effective Time"), in accordance with the completion of the transactions contemplated by the Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 24, 2025, by and among Synovus Financial Corp. ("Synovus"), a Georgia corporation, Pinnacle Financial Partners, Inc., a Tennessee corporation, and Pinnacle Financial Partners, Inc. (f/k/a Steel Newco Inc.), a Georgia corporation ("New Pinnacle"), and subject to the terms and upon the conditions set forth in the Merger Agreement, each share of common stock of Synovus, $1.00 par value per share ("Synovus Common Stock"), was converted into 0.5237 shares (the "Synovus Exchange Ratio") of common stock of New Pinnacle, $1.00 par value per share ("New Pinnacle Common Stock").

2. Includes 678 shares acquired through dividend accruals.

3. At the Effective Time, (a) each outstanding restricted stock unit ("RSU") in respect of Synovus Common Stock (each, a "Synovus RSU Award") was assumed by New Pinnacle, with each assumed Synovus RSU Award relating solely to a number of shares of New Pinnacle Common Stock determined by multiplying the number of shares of Synovus Common Stock underlying each assumed Synovus RSU Award immediately prior to the Effective Time by the Synovus Exchange Ratio and (b) each performance stock unit ("PSU") of Synovus was converted into the right to receive a number of shares of New Pinnacle Common Stock equal to the number of shares of Synovus Common Stock subject to such PSU (based on maximum performance) immediately prior to the Effective Time multiplied by the Synovus Exchange Ratio, less applicable tax withholdings.

4. Includes 668 shares acquired through dividend accruals.

5. Includes 524 shares acquired through dividend accruals.

6. Includes 162 shares acquired through dividend accruals.

Remarks:

	/s/ Mary Maurice Young	01/02/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Synovus Financial Corp (SNV) report for Mary Maurice Young?

The filing reports that Mary Maurice Young, an executive officer of Synovus Financial Corp, disposed of her Synovus common stock and equity awards in connection with the completion of a merger and related share conversion into New Pinnacle common stock.

How many Synovus Financial Corp (SNV) common shares did the executive dispose of?

The executive disposed of 32,341 shares of Synovus common stock, leaving no Synovus common shares beneficially owned after the reported transaction.

What was the Synovus to New Pinnacle share exchange ratio in this transaction?

Each share of Synovus common stock was converted into 0.5237 shares of New Pinnacle common stock at the effective time of the merger-related transaction.

What happened to the Synovus performance stock units and restricted stock units held by the executive?

The filing shows dispositions of Synovus equity awards, including performance stock units covering 6,214, 8,286, and 5,395 underlying shares and 3,489 restricted stock units, with zero derivative securities beneficially owned after the effective time.

When was the merger-related share conversion for Synovus Financial Corp (SNV) effective?

The merger-related share conversion was effective at 11:59 p.m. ET on January 1, 2026, referred to as the Effective Time.

What role does the reporting person hold at Synovus Financial Corp (SNV)?

The reporting person, Mary Maurice Young, is an officer of Synovus Financial Corp with the title EVP, Head Consumer Banking Brand Experience as indicated in the filing.