Form 4: Synovus EVP Converts Holdings Post-Merger

Synovus Financial Corp.'s EVP and General Counsel, Allan E. Kamensky, converted his Synovus equity holdings into New Pinnacle Common Stock following the merger effective January 1, 2026.

Summary

• Allan E. Kamensky, Executive Vice President and General Counsel of Synovus Financial Corp., reported changes in his beneficial ownership of securities.
• These changes are a direct result of the merger between Synovus Financial Corp. and Pinnacle Financial Partners, Inc., which became effective on January 1, 2026.
• Each share of Synovus Common Stock was converted into 0.5237 shares of New Pinnacle Common Stock.
• Kamensky's direct beneficial ownership of 73,206 shares of Synovus Common Stock and indirect ownership of 5,090 shares (held by his wife) were converted into New Pinnacle Common Stock.
• His Performance Stock Units (PSUs) totaling 24,330 (7,770, 10,032, and 6,528 units) were converted into New Pinnacle Common Stock based on maximum performance, less applicable tax withholdings.
• His Restricted Stock Units (RSUs) totaling 9,939 (1,540, 4,176, and 4,223 units) were assumed by New Pinnacle and now relate to New Pinnacle Common Stock, adjusted by the Synovus Exchange Ratio.
• The reported amounts include shares acquired through dividend accruals and Synovus' Employee Stock Purchase Plan.

Sentiment

Score: 5

Explanation: The filing is a standard Form 4 reporting the conversion of insider equity holdings as a result of a pre-announced merger, thus it carries a neutral sentiment as it simply documents a planned corporate action.

Positives

• The completion of the merger indicates a strategic transaction has moved forward as planned, suggesting successful execution of corporate strategy.
• The conversion and assumption of equity awards ensure continuity of executive incentives and alignment with the new combined entity, New Pinnacle.

Future Outlook

The filing details the future conversion of Synovus equity into New Pinnacle equity effective January 1, 2026, as part of a previously announced merger, indicating the planned completion of the merger and the integration of equity incentives.

Industry Context

This filing reflects the final stages of a banking sector merger, a common strategy for financial institutions seeking to achieve scale, expand market reach, or enhance operational efficiencies. Such consolidations are a recurring theme in the financial industry, driven by competitive pressures and regulatory landscapes.

Comparison to Industry Standards

• Not applicable as this Form 4 reports a specific insider transaction resulting from a pre-announced merger, rather than company performance or operational results.

Stakeholder Impact

• Shareholders of Synovus Common Stock are impacted by the conversion of their shares into New Pinnacle Common Stock at the specified exchange ratio.
• Employees holding Synovus equity awards, such as the reporting person, have their awards converted or assumed by New Pinnacle, maintaining their equity incentives within the new structure.

Next Steps

• The completion of the merger transactions as contemplated by the Agreement and Plan of Merger.
• The reporting person now holds New Pinnacle Common Stock and equity awards, aligning their incentives with the new combined entity.

Key Dates

Keywords

Synovus Financial Corp., Pinnacle Financial Partners, New Pinnacle, Merger, Form 4, Insider Transaction, Equity Conversion, Common Stock, Restricted Stock Units, Performance Stock Units, Allan E. Kamensky, SNV