Form 4: Synovus CFO's Post-Merger Equity Holdings Revealed

Synovus Financial Corp.'s EVP & CFO, Andrew J. Gregory Jr., reported his beneficial ownership in New Pinnacle Common Stock following the merger effective January 1, 2026.

Summary

• Andrew J. Gregory Jr., EVP & Chief Financial Officer of Synovus Financial Corp., reported changes in his beneficial ownership following the merger with Pinnacle Financial Partners, Inc.
• Effective January 1, 2026, at 11:59 p.m. ET, each share of Synovus Common Stock was converted into 0.5237 shares of New Pinnacle Common Stock.
• Following the conversion, Mr. Gregory beneficially owns 58,514 shares of New Pinnacle Common Stock directly, which includes 294 shares acquired through Synovus' Employee Stock Purchase Plan.
• His Performance Stock Units (PSUs) were converted into the right to receive New Pinnacle Common Stock, totaling 12,439, 16,579, and 11,928 shares respectively (based on maximum performance), including shares from dividend accruals.
• His Restricted Stock Units (RSUs) were assumed by New Pinnacle, relating to 2,464 and 7,711 shares of New Pinnacle Common Stock respectively.

Sentiment

Score: 5

Explanation: The filing is a routine Form 4 reporting the mechanical conversion of an executive's equity holdings due to a merger. It reflects a procedural change rather than new operational performance or strategic developments, thus having a neutral sentiment.

Positives

• The reporting person's equity awards (RSUs and PSUs) were assumed or converted into New Pinnacle Common Stock, ensuring continuity of their incentive structure in the new entity.
• The beneficial ownership includes shares acquired through Synovus' Employee Stock Purchase Plan (294 shares) and dividend accruals (totaling 2,766 shares for PSUs), indicating ongoing participation and benefit from prior equity programs.

Negatives

• The conversion of Synovus Common Stock to New Pinnacle Common Stock at a fixed exchange ratio of 0.5237 shares represents a mechanical reduction in the *number* of shares held, though the *value* is intended to be equivalent based on the merger terms.

Future Outlook

NA

Industry Context

This filing reflects the post-merger integration of equity holdings for an executive following the acquisition of Synovus by New Pinnacle, a common occurrence in the financial services sector during consolidation events. Such transactions are standard procedural steps to align executive compensation and ownership with the new corporate structure of the combined entity.

Stakeholder Impact

• Shareholders of Synovus Financial Corp. would have experienced a similar conversion of their shares into New Pinnacle Common Stock, aligning their ownership with the new corporate structure.
• Employees holding Synovus equity awards would have their awards assumed or converted by New Pinnacle, maintaining their equity incentives in the combined entity.

Key Dates

Keywords

Synovus Financial Corp, SNV, Pinnacle Financial Partners, New Pinnacle, Merger, Form 4, Insider Trading, Beneficial Ownership, Common Stock, Restricted Stock Units, Performance Stock Units, Executive Compensation, Andrew J. Gregory Jr., CFO