4//SEC Filing
Goodwine Sharon 4
Accession 0001906698-26-000001
CIK 0000018349other
Filed
Jan 1, 7:00 PM ET
Accepted
Jan 2, 3:57 PM ET
Size
9.0 KB
Accession
0001906698-26-000001
Insider Transaction Report
Form 4
Goodwine Sharon
EVP Chief Human Resources Off
Transactions
- Disposition to Issuer
Common Stock
2026-01-01−37,493→ 0 total - Disposition to Issuer
Performance Stock Units
2026-01-01−5,395→ 0 total→ Common Stock (5,395 underlying)
Footnotes (4)
- [F1]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").
- [F2]This number includes an additional 2,940 shares to correct an error in Form 4 filed by the reporting person on December 15, 2025, which overstated the number of shares withheld to satisfy tax withholding obligations in connection with the reported transactions. In addition, included are 606 shares acquired through dividend accruals and in the ordinary course through Synovus' Employee Stock Purchase Plan.
- [F3]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.
- [F4]Includes 162 shares acquired through dividend accruals.
Documents
Issuer
SYNOVUS FINANCIAL CORP
CIK 0000018349
Entity typeother
Related Parties
1- filerCIK 0001906698
Filing Metadata
- Form type
- 4
- Filed
- Jan 1, 7:00 PM ET
- Accepted
- Jan 2, 3:57 PM ET
- Size
- 9.0 KB