[Third Quarter 2025 Earnings Overview](index=1&type=section&id=Third%20Quarter%202025%20Earnings%20Overview) [Executive Summary and Highlights](index=1&type=section&id=Executive%20Summary%20and%20Highlights) Synovus reported solid third-quarter 2025 results with **diluted EPS of $1.33** and **adjusted diluted EPS of $1.46**, driven by net interest margin expansion, strong non-interest revenue growth, and favorable credit trends | Metric | 3Q25 | 2Q25 | 3Q24 | Change (3Q25 vs 3Q24) | | :-------------------------------- | :----- | :----- | :----- | :---------------------- | | Diluted EPS | $1.33 | $1.48 | $1.18 | +$0.15 | | Adjusted Diluted EPS | $1.46 | $1.48 | $1.23 | +$0.23 | | Net Income Available to Common Shareholders (in millions of dollars) | $185.6M | $206.3M | $169.6M | +$16.0M | | Adjusted Net Income Available to Common Shareholders (in millions of dollars) | $203.9M | $206.4M | $177.1M | +$26.8M | | Pre-provision Net Revenue (in millions of dollars) | $266.7M | $277.9M | $251.0M | +6% year-over-year | | Adjusted Pre-provision Net Revenue (in millions of dollars) | $292.6M | $279.7M | $262.3M | +12% year-over-year | | Net Interest Margin | 3.41% | 3.37% | 3.22% | +19 basis points | | Non-interest Revenue (in millions of dollars) | $140.7M | $134.1M | $124.0M | +13% year-over-year | | Adjusted Non-interest Revenue (in millions of dollars) | $136.4M | $130.9M | $121.9M | +12% year-over-year | | Non-performing Asset Ratio | 0.53% | 0.59% | 0.73% | -0.20 percentage points | | Net Charge-off Ratio | 0.14% | 0.17% | 0.25% | -0.11 percentage points | | CET1 Ratio (Preliminary) | 11.24% | 10.96% | 10.64% | +0.60 percentage points | - Net interest income grew **3% sequentially** and **8% year-over-year**, with net interest margin expanding **4 basis points to 3.41%** due to higher loan yields and hedge maturities[4](index=4&type=chunk) - Average loans increased **1%** from the prior quarter, driven by growth in structured lending and commercial real estate lines of business[4](index=4&type=chunk) - Period-end core deposits decreased by **$230.4 million** sequentially, primarily due to a decline in public funds, while brokered deposits increased by **$309.2 million**[4](index=4&type=chunk) [CEO Statement](index=1&type=section&id=CEO%20Statement) CEO Kevin Blair highlighted solid third-quarter results, attributing success to net interest margin expansion, strong non-interest revenue growth, and favorable credit trends, expressing confidence in continued momentum and progress towards the merger closing in **Q1 2026** - Synovus delivered solid third-quarter results, driven by continued net interest margin expansion, strong non-interest revenue growth, and favorable credit trends[3](index=3&type=chunk) - The CEO noted that the merger announcement did not distract from near-term performance, with continued strength in loan production, sustained momentum in fee generation, and team member growth[3](index=3&type=chunk) - Confidence was expressed for continued momentum in the final quarter of the year, with significant progress toward closing the merger with Pinnacle Financial Partners in **Q1 2026**[3](index=3&type=chunk) [Pinnacle Financial Partners-Synovus Financial Corp. Pending Merger](index=2&type=section&id=Pinnacle%20Financial%20Partners-Synovus%20Financial%20Corp.%20Pending%20Merger) [Merger Status and Integration Progress](index=2&type=section&id=Merger%20Status%20and%20Integration%20Progress) The merger with Pinnacle Financial Partners is on track to close in **Q1 2026**, pending approvals, with significant progress in integration planning, including executive leadership finalization and technology stack decisions - The pending merger with Pinnacle Financial Partners is expected to close in the **first quarter of 2026**, subject to regulatory and shareholder approvals[6](index=6&type=chunk) - Integration planning is progressing significantly, with the post-closing executive leadership team finalized and communicated, and headcount-related decisions expected to be completed in **Q4**[6](index=6&type=chunk) - Retention packages for key employees at both companies have been communicated, and significant technology stack decisions have been made[6](index=6&type=chunk) [Merger-Related Financial Assumptions](index=2&type=section&id=Merger-Related%20Financial%20Assumptions) Merger-related financial assumptions remain unchanged from July, with the pro forma **CET1 ratio** at closing now anticipated to be approximately **10.1%**, driven by a favorable rate environment and strong **3Q25** capital generation - Merger-related financial assumptions communicated in July remain unchanged[6](index=6&type=chunk) - The company's pro forma **CET1 ratio** is now expected to be approximately **10.1%** at the closing of the merger, up from previous estimates[6](index=6&type=chunk) - This improved pro forma **CET1 ratio** is a result of a more favorable rate environment and strong **third-quarter 2025** capital generation[6](index=6&type=chunk) [Financial Performance Summary](index=3&type=section&id=Financial%20Performance%20Summary) [Key Financial Metrics](index=3&type=section&id=Key%20Financial%20Metrics) Synovus's **3Q25** key financial metrics show mixed performance, with reported net income and EPS declining sequentially but increasing year-over-year, while adjusted metrics generally show better performance, net interest margin expanded, and credit quality ratios improved | Metric (in thousands of dollars) | 3Q25 Reported | 2Q25 Reported | 3Q24 Reported | 3Q25 Adjusted | 2Q25 Adjusted | 3Q24 Adjusted | | :-------------------------------- | :------------ | :------------ | :------------ | :------------ | :------------ | :------------ | | Net income available to common shareholders | $185,590 | $206,320 | $169,628 | $203,930 | $206,375 | $177,120 | | Diluted earnings per share | $1.33 | $1.48 | $1.18 | $1.46 | $1.48 | $1.23 | | Total revenue | $615,392 | $593,696 | $564,720 | $612,794 | $592,083 | $564,051 | | Total loans | $43,753,234 | $43,536,716 | $43,120,674 | NA | NA | NA | | Total deposits | $50,003,729 | $49,925,007 | $50,193,740 | NA | NA | NA | | Return on average assets (annualized) | 1.30% | 1.46% | 1.21% | 1.42% | 1.46% | 1.26% | | Net interest margin | 3.41% | 3.37% | 3.22% | NA | NA | NA | | Efficiency ratio-TE | 56.5% | 53.0% | 55.4% | 51.8% | 52.3% | 53.0% | | NCO ratio-QTD | 0.14% | 0.17% | 0.25% | NA | NA | NA | | NPA ratio | 0.53% | 0.59% | 0.73% | NA | NA | NA | | CET1 ratio (preliminary) | 11.24% | 10.96% | 10.64% | NA | NA | NA | [Balance Sheet Overview](index=3&type=section&id=Balance%20Sheet%20Overview) The **3Q25** balance sheet shows a slight increase in total loans and a marginal increase in total deposits sequentially, with growth in commercial & industrial and commercial real estate loans, while non-interest-bearing DDA decreased [Loans Outstanding](index=3&type=section&id=Loans%20Outstanding) Total loans increased slightly by **$216.5 million (0%)** sequentially to **$43.75 billion**, and by **$632.6 million (1%)** year-over-year, primarily driven by commercial & industrial and commercial real estate loans | Loan Type (in millions of dollars) | 3Q25 | 2Q25 | Linked Quarter Change | Linked Quarter % Change | 3Q24 | Year/Year Change | Year/Year % Change | | :------------------------------ | :----- | :----- | :-------------------- | :---------------------- | :----- | :--------------- | :----------------- | | Commercial & industrial | $23,229.0 | $23,098.3 | $130.6 | 1% | $22,664.0 | $565.0 | 2% | | Commercial real estate | $12,269.7 | $12,139.7 | $130.1 | 1% | $12,177.5 | $92.3 | 1% | | Consumer | $8,254.5 | $8,298.7 | $(44.2) | (1)% | $8,279.2 | $(24.7) | 0% | | **Total loans** | **$43,753.2** | **$43,536.7** | **$216.5** | **0%** | **$43,120.7** | **$632.6** | **1%** | [Deposits Breakdown](index=3&type=section&id=Deposits%20Breakdown) Total deposits increased marginally by **$78.7 million (0%)** sequentially to **$50.00 billion**, but decreased by **$190.0 million (0%)** year-over-year, with non-interest-bearing DDA declining and interest-bearing DDA and money market accounts growing | Deposit Type (in millions of dollars) | 3Q25 | 2Q25 | Linked Quarter Change | Linked Quarter % Change | 3Q24 | Year/Year Change | Year/Year % Change | | :--------------------------------- | :----- | :----- | :-------------------- | :---------------------- | :----- | :--------------- | :----------------- | | Non-interest-bearing DDA | $10,707.8 | $11,219.8 | $(512.0) | (5)% | $11,129.1 | $(421.3) | (4)% | | Interest-bearing DDA | $7,428.7 | $7,124.8 | $303.9 | 4% | $6,821.3 | $607.4 | 9% | | Money market | $11,761.7 | $11,441.1 | $320.6 | 3% | $11,031.5 | $730.2 | 7% | | Public funds | $7,350.3 | $7,719.9 | $(369.7) | (5)% | $7,047.6 | $302.7 | 4% | | Brokered deposits | $5,026.2 | $4,717.1 | $309.2 | 7% | $5,105.4 | $(79.2) | (2)% | | **Total deposits** | **$50,003.7** | **$49,925.0** | **$78.7** | **0%** | **$50,193.7** | **$(190.0)** | **0%** | [Income Statement Summary](index=4&type=section&id=Income%20Statement%20Summary) The **3Q25** income statement shows a sequential decline in net income and EPS due to increased provision for credit losses and non-interest expense, but year-over-year, net income and EPS increased, driven by higher net interest income and non-interest revenue | Metric (in thousands of dollars, except per share data) | 3Q25 | 2Q25 | Linked Quarter Change | Linked Quarter % Change | 3Q24 | Year/Year Change | Year/Year % Change | | :------------------------------------------- | :----- | :----- | :-------------------- | :---------------------- | :----- | :--------------- | :----------------- | | Net interest income | $474,695 | $459,561 | $15,134 | 3% | $440,740 | $33,955 | 8% | | Non-interest revenue | $140,697 | $134,135 | $6,562 | 5% | $123,980 | $16,717 | 13% | | Non-interest expense | $348,729 | $315,701 | $33,028 | 10% | $313,690 | $35,039 | 11% | | Provision for credit losses | $21,690 | $3,245 | $18,445 | NM | $23,434 | $(1,744) | (7)% | | Net income available to common shareholders | $185,590 | $206,320 | $(20,730) | (10)% | $169,628 | $15,962 | 9% | | Diluted earnings per share | $1.33 | $1.48 | $(0.15) | (10)% | $1.18 | $0.15 | 13% | | Adjusted diluted earnings per share | $1.46 | $1.48 | $(0.02) | (1)% | $1.23 | $0.23 | 19% | [Detailed Financial Statements](index=8&type=section&id=Detailed%20Financial%20Statements) [Income Statement Data (Nine Months Ended September 30)](index=8&type=section&id=Income%20Statement%20Data%20(Nine%20Months%20Ended%20September%2030)) For the **nine months ended September 30, 2025**, Synovus reported significant year-over-year growth in net income and net income available to common shareholders, driven by a substantial increase in total non-interest revenue and a decrease in provision for credit losses | Metric (in thousands of dollars) | 9M 2025 | 9M 2024 | % Change | | :------------------------------------------- | :------ | :------ | :------- | | Net interest income | $1,388,640 | $1,294,583 | 7% | | Provision for (reversal of) credit losses | $35,855 | $103,818 | (65)% | | Total non-interest revenue | $391,297 | $114,017 | 243% | | Total non-interest expense | $972,464 | $938,232 | 4% | | Net income available to common shareholders | $575,601 | $260,709 | 121% | | Diluted earnings per share | $4.10 | $1.79 | 129% | | Return on average assets | 1.36% | 0.66% | +70 basis points | | Return on average common equity | 15.50% | 7.63% | NM | - Investment securities gains (losses), net, significantly impacted non-interest revenue, moving from a loss of **$(256,660) thousand** in **9M 2024** to a gain of **$1,742 thousand** in **9M 2025**[20](index=20&type=chunk) [Income Statement Data (Quarterly)](index=9&type=section&id=Income%20Statement%20Data%20(Quarterly)) Quarterly income statement data shows a sequential decrease in net income and diluted EPS from **2Q25** to **3Q25**, primarily due to higher provision for credit losses and increased non-interest expense, though most metrics improved compared to **3Q24** | Metric (in thousands of dollars) | 3Q25 | 2Q25 | 1Q25 | 4Q24 | 3Q24 | 3Q25 vs 3Q24 % Change | | :------------------------------------------- | :----- | :----- | :----- | :----- | :----- | :-------------------- | | Net interest income | $474,695 | $459,561 | $454,384 | $454,993 | $440,740 | 8% | | Provision for (reversal of) credit losses | $21,690 | $3,245 | $10,921 | $32,867 | $23,434 | (7)% | | Total non-interest revenue | $140,697 | $134,135 | $116,466 | $125,587 | $123,980 | 13% | | Total non-interest expense | $348,729 | $315,701 | $308,034 | $309,311 | $313,690 | 11% | | Net income available to common shareholders | $185,590 | $206,320 | $183,691 | $178,848 | $169,628 | 9% | | Diluted earnings per share | $1.33 | $1.48 | $1.30 | $1.25 | $1.18 | 13% | | Return on average assets | 1.30% | 1.46% | 1.32% | 1.25% | 1.21% | +9 basis points | | Return on average common equity | 14.36% | 16.71% | 15.48% | 14.75% | 14.38% | (2) basis points | - Merger-related expense of **$23,757 thousand** was recorded in **3Q25**, contributing to the sequential increase in non-interest expense[21](index=21&type=chunk) [Balance Sheet Data (Period End)](index=10&type=section&id=Balance%20Sheet%20Data%20(Period%20End)) As of **September 30, 2025**, total assets increased slightly to **$60.49 billion** from **$60.23 billion** at **December 31, 2024**, with total loans, net, also increasing, while total deposits saw a minor decrease compared to year-end **2024** | Metric (in thousands of dollars) | Sep 30, 2025 | Dec 31, 2024 | Sep 30, 2024 | | :------------------------------------------- | :----------- | :----------- | :----------- | | Total assets | $60,485,175 | $60,233,644 | $59,589,628 | | Loans, net | $43,283,713 | $42,122,183 | $42,635,689 | | Total deposits | $50,003,729 | $51,095,359 | $50,193,740 | | Long-term debt | $3,008,195 | $1,733,109 | $2,021,050 | | Total Synovus Financial Corp. shareholders' equity | $5,818,737 | $5,244,557 | $5,355,976 | - Long-term debt significantly increased from **$1.73 billion** at year-end **2024** to **$3.01 billion** at **September 30, 2025**[22](index=22&type=chunk) - Total Synovus Financial Corp. shareholders' equity increased to **$5.82 billion** from **$5.24 billion** at **December 31, 2024**[22](index=22&type=chunk) [Average Balances, Interest, and Yields/Rates (Quarterly)](index=11&type=section&id=Average%20Balances%2C%20Interest%2C%20and%20Yields%2FRates%20(Quarterly)) For **3Q25**, average interest-earning assets increased sequentially, with total interest income rising, and the net interest margin (taxable equivalent) expanded to **3.41%** from **3.37%** in **2Q25**, driven by higher loan yields and lower interest expense on certain deposit categories | Metric (in thousands of dollars) | 3Q25 Average Balance | 3Q25 Interest | 3Q25 Yield/Rate | 2Q25 Average Balance | 2Q25 Interest | 2Q25 Yield/Rate | 3Q24 Average Balance | 3Q24 Interest | 3Q24 Yield/Rate | | :------------------------------------------- | :------------------- | :------------ | :-------------- | :------------------- | :------------ | :-------------- | :------------------- | :------------ | :-------------- | | Total interest earning assets | $55,507,925 | $796,855 | 5.70% | $54,963,110 | $773,304 | 5.64% | $54,558,394 | $811,900 | 5.92% | | Total interest-bearing liabilities | $41,555,796 | $320,424 | 3.06% | $40,990,827 | $312,081 | 3.05% | $40,298,084 | $369,767 | 3.65% | | Net interest income (TE) | NA | $476,431 | 3.41% | NA | $461,223 | 3.37% | NA | $442,133 | 3.22% | | Commercial loans yield | NA | NA | 6.48% | NA | NA | 6.39% | NA | NA | 6.81% | | Interest-bearing demand deposits rate | NA | NA | 2.21% | NA | NA | 2.21% | NA | NA | 2.64% | | Money market accounts rate | NA | NA | 2.76% | NA | NA | 2.75% | NA | NA | 3.18% | | Brokered deposits rate | NA | NA | 4.49% | NA | NA | 4.55% | NA | NA | 5.49% | [Average Balances, Interest, and Yields/Rates (Nine Months Ended September 30)](index=12&type=section&id=Average%20Balances%2C%20Interest%2C%20and%20Yields%2FRates%20(Nine%20Months%20Ended%20September%2030)) For the **nine months ended September 30, 2025**, average interest-earning assets increased slightly year-over-year, but total interest income decreased, while net interest income (taxable equivalent) improved, and the net interest margin expanded to **3.38%** from **3.16%** in the prior year period | Metric (in thousands of dollars) | 9M 2025 Average Balance | 9M 2025 Interest | 9M 2025 Yield/Rate | 9M 2024 Average Balance | 9M 2024 Interest | 9M 2024 Yield/Rate | | :------------------------------------------- | :---------------------- | :--------------- | :----------------- | :---------------------- | :--------------- | :----------------- | | Total interest earning assets | $55,202,385 | $2,338,501 | 5.66% | $54,974,134 | $2,398,514 | 5.83% | | Total interest-bearing liabilities | $41,197,656 | $944,886 | 3.07% | $40,187,517 | $1,099,876 | 3.66% | | Net interest income (TE) | NA | $1,393,615 | 3.38% | NA | $1,298,638 | 3.16% | | Commercial loans yield | NA | NA | 6.44% | NA | NA | 6.78% | | Interest-bearing demand deposits rate | NA | NA | 2.21% | NA | NA | 2.56% | | Money market accounts rate | NA | NA | 2.74% | NA | NA | 3.20% | | Brokered deposits rate | NA | NA | 4.53% | NA | NA | 5.44% | [Loan and Credit Quality](index=13&type=section&id=Loan%20and%20Credit%20Quality) [Loans Outstanding by Type](index=13&type=section&id=Loans%20Outstanding%20by%20Type) Total loans outstanding increased slightly sequentially and year-over-year, with **Commercial & Industrial** and **Commercial Real Estate** loans both seeing **1%** sequential growth, while **Consumer** loans experienced a slight decline | Loan Type (in thousands of dollars) | Sep 30, 2025 | Jun 30, 2025 | Linked Quarter % Change | Sep 30, 2024 | Year/Year % Change | | :--------------------------------- | :----------- | :----------- | :---------------------- | :----------- | :----------------- | | Commercial, Financial, and Agricultural | $15,360,223 | $15,238,812 | 1% | $14,563,913 | 5% | | Owner-Occupied | $7,868,746 | $7,859,532 | 0% | $8,100,084 | (3)% | | **Total Commercial & Industrial** | **$23,228,969** | **$23,098,344** | **1%** | **$22,663,997** | **2%** | | **Total Commercial Real Estate** | **$12,269,740** | **$12,139,690** | **1%** | **$12,177,484** | **1%** | | **Total Consumer** | **$8,254,525** | **$8,298,682** | **(1)%** | **$8,279,193** | **0%** | | **Total Loans** | **$43,753,234** | **$43,536,716** | **0%** | **$43,120,674** | **1%** | - Within **Commercial Real Estate**, **Warehouses and Other Investment Property** showed strong sequential and year-over-year growth, while **Office Buildings** continued to decline[25](index=25&type=chunk) [Non-Performing Loans Composition](index=13&type=section&id=Non-Performing%20Loans%20Composition) Total non-performing loans (**NPLs**) significantly decreased by **19%** sequentially and **33%** year-over-year to **$209.3 million**, with substantial declines in **Commercial & Industrial NPLs** (especially owner-occupied properties) and **Commercial Real Estate NPLs** | Loan Type (in thousands of dollars) | Sep 30, 2025 | Jun 30, 2025 | Linked Quarter % Change | Sep 30, 2024 | Year/Year % Change | | :--------------------------------- | :----------- | :----------- | :---------------------- | :----------- | :----------------- | | Commercial, Financial, and Agricultural | $89,095 | $110,181 | (19)% | $107,004 | (17)% | | Owner-Occupied | $9,777 | $19,128 | (49)% | $48,390 | (80)% | | **Total Commercial & Industrial** | **$98,872** | **$129,309** | **(24)%** | **$155,394** | **(36)%** | | **Total Commercial Real Estate** | **$38,667** | **$61,263** | **(37)%** | **$86,805** | **(55)%** | | **Total Consumer** | **$71,788** | **$66,843** | **7%** | **$70,765** | **1%** | | **Total Non-performing Loans** | **$209,327** | **$257,415** | **(19)%** | **$312,964** | **(33)%** | - **Office Buildings NPLs** decreased by **40%** sequentially and **57%** year-over-year, indicating an improvement in this segment[26](index=26&type=chunk) [Credit Quality Data](index=14&type=section&id=Credit%20Quality%20Data) Synovus demonstrated strong credit performance in **3Q25**, with significant improvements in non-performing assets and net charge-off ratios, and the allowance for credit losses coverage of **NPLs** also substantially increased | Metric (in thousands of dollars) | 3Q25 | 2Q25 | 1Q25 | 4Q24 | 3Q24 | 3Q25 vs 3Q24 % Change | | :------------------------------------------- | :----- | :----- | :----- | :----- | :----- | :-------------------- | | Non-performing Loans (NPLs) | $209,327 | $257,415 | $286,629 | $309,164 | $312,964 | (33)% | | Non-performing Assets (NPAs) | $231,722 | $258,613 | $287,192 | $309,549 | $313,350 | (26)% | | Allowance for Loan Losses (ALL) | $469,521 | $464,831 | $478,207 | $486,845 | $484,985 | (3)% | | Allowance for Credit Losses (ACL) | $520,269 | $513,806 | $528,862 | $539,307 | $534,541 | (3)% | | Net Charge-Offs - Quarter | $15,227 | $18,301 | $21,366 | $28,101 | $27,052 | (44)% | | NPLs / Loans | 0.48% | 0.59% | 0.67% | 0.73% | 0.73% | -0.25 percentage points | | NPAs / Loans, ORE and specific other assets | 0.53% | 0.59% | 0.67% | 0.73% | 0.73% | -0.20 percentage points | | ACL/NPLs | 248.54% | 199.60% | 184.51% | 174.44% | 170.80% | +77.74 percentage points | | Total Past Due Loans and Still Accruing | $44,183 | $104,267 | $93,493 | $108,878 | $97,229 | (55)% | - The ratio of **Allowance for Credit Losses to Non-performing Loans (ACL/NPLs)** significantly improved to **248.54%** in **3Q25** from **170.80%** in **3Q24**, indicating stronger coverage[28](index=28&type=chunk) [Capital Information](index=14&type=section&id=Capital%20Information) [Selected Capital Ratios](index=14&type=section&id=Selected%20Capital%20Ratios) Synovus's capital ratios remained strong and improved across the board as of **September 30, 2025**, compared to both year-end **2024** and **3Q24**, with the **Common Equity Tier 1 (CET1) ratio** reaching **11.24%** | Metric | Sep 30, 2025 | Dec 31, 2024 | Sep 30, 2024 | | :------------------------------------------- | :----------- | :----------- | :----------- | | Common Equity Tier 1 Capital Ratio | 11.24% | 10.84% | 10.64% | | Tier 1 Capital Ratio | 12.34% | 11.96% | 11.76% | | Total Risk-Based Capital Ratio | 14.07% | 13.81% | 13.60% | | Tier 1 Leverage Ratio | 10.02% | 9.55% | 9.55% | | Total Synovus Financial Corp. shareholders' equity as a Percentage of Total Assets | 9.62% | 8.71% | 8.99% | | Tangible Common Equity Ratio | 7.96% | 7.02% | 7.28% | | Book Value Per Common Share | $38.05 | $33.35 | $33.94 | | Tangible Book Value Per Common Share | $34.40 | $29.70 | $30.29 | - The **Tangible Common Equity Ratio** increased to **7.96%** at **September 30, 2025**, from **7.02%** at **December 31, 2024**, indicating improved capital strength[31](index=31&type=chunk) [Non-GAAP Financial Measures and Reconciliations](index=15&type=section&id=Non-GAAP%20Financial%20Measures%20and%20Reconciliations) [Non-GAAP Measures Explanation](index=15&type=section&id=Non-GAAP%20Measures%20Explanation) This section defines various non-GAAP financial measures, including adjusted non-interest revenue, adjusted diluted EPS, and tangible common equity ratio, used by management to provide additional insights into operating results, financial strength, and capital position by excluding items not indicative of ongoing operations - Non-GAAP financial measures, including **adjusted non-interest revenue**, **adjusted diluted EPS**, and **tangible common equity ratio**, are used to supplement GAAP measures[32](index=32&type=chunk) - Management believes these non-GAAP measures provide meaningful additional information for evaluating operating results, financial strength, and capital position, particularly by excluding items not indicative of ongoing operations[33](index=33&type=chunk) - These measures have inherent limitations and should not be considered in isolation or as a substitute for GAAP reporting, and comparability with other companies may vary[33](index=33&type=chunk) [Reconciliation of Non-GAAP Financial Measures](index=15&type=section&id=Reconciliation%20of%20Non-GAAP%20Financial%20Measures) This section provides detailed reconciliations of various non-GAAP financial measures to their most comparable GAAP counterparts, illustrating adjustments for items such as investment securities gains/losses, merger-related expenses, restructuring charges, and fair value adjustments [Adjusted Non-Interest Revenue and Expense](index=15&type=section&id=Adjusted%20Non-Interest%20Revenue%20and%20Expense) Adjusted non-interest revenue and expense are reconciled by removing specific items such as investment securities gains/losses, fair value adjustments on non-qualified deferred compensation, merger-related expenses, restructuring charges, and valuation adjustments to Visa derivatives | Metric (in thousands of dollars) | 3Q25 | 2Q25 | 3Q24 | | :------------------------------------------- | :----- | :----- | :----- | | Total non-interest revenue | $140,697 | $134,135 | $123,980 | | Investment securities (gains) losses, net | $(1,742) | — | — | | Fair value adjustment on non-qualified deferred compensation | $(2,592) | $(3,275) | $(2,062) | | **Adjusted non-interest revenue** | **$136,363** | **$130,860** | **$121,918** | | Total non-interest expense | $348,729 | $315,701 | $313,690 | | Merger-related expense | $(23,757) | — | — | | Restructuring (charges) reversals | $747 | $(72) | $(1,219) | | Valuation adjustment to Visa derivative | $(2,911) | — | $(8,700) | | Fair value adjustment on non-qualified deferred compensation | $(2,592) | $(3,275) | $(2,062) | | **Adjusted non-interest expense** | **$320,216** | **$312,354** | **$301,709** | [Adjusted Revenue (TE) and Tangible Efficiency Ratio](index=16&type=section&id=Adjusted%20Revenue%20(TE)%20and%20Tangible%20Efficiency%20Ratio) Adjusted revenue (taxable equivalent) and adjusted tangible efficiency ratio are calculated by adjusting for non-recurring items and amortization of intangibles to provide a clearer view of operational efficiency | Metric (in thousands of dollars) | 3Q25 | 2Q25 | 3Q24 | | :------------------------------------------- | :----- | :----- | :----- | | Adjusted tangible non-interest expense | $317,589 | $309,727 | $298,802 | | Total TE revenue | $617,128 | $595,358 | $566,113 | | Investment securities losses (gains), net | $(1,742) | — | — | | Fair value adjustment on non-qualified deferred compensation | $(2,592) | $(3,275) | $(2,062) | | **Adjusted revenue (TE)** | **$612,794** | **$592,083** | **$564,051** | | Efficiency ratio-TE | 56.5% | 53.0% | 55.4% | | **Adjusted tangible efficiency ratio** | **51.8%** | **52.3%** | **53.0%** | [Adjusted Pre-Provision Net Revenue](index=16&type=section&id=Adjusted%20Pre-Provision%20Net%20Revenue) Adjusted pre-provision net revenue (**PPNR**) is derived by subtracting adjusted non-interest expense from adjusted revenue (taxable equivalent), offering a measure of core operating profitability before credit losses | Metric (in thousands of dollars) | 3Q25 | 2Q25 | 3Q24 | | :------------------------------------------- | :----- | :----- | :----- | | Pre-provision net revenue (PPNR) | $266,663 | $277,995 | $251,030 | | Adjusted revenue (TE) | $612,794 | $592,083 | $564,051 | | Adjusted non-interest expense | $(320,216) | $(312,354) | $(301,709) | | **Adjusted PPNR** | **$292,578** | **$279,729** | **$262,342** | [Adjusted Return on Average Assets](index=17&type=section&id=Adjusted%20Return%20on%20Average%20Assets) Adjusted return on average assets is calculated by adjusting net income for non-recurring items and their tax effects, then annualizing and dividing by total average assets, providing a normalized profitability measure | Metric (in thousands of dollars) | 3Q25 | 2Q25 | 3Q24 | | :------------------------------------------- | :----- | :----- | :----- | | Net income | $196,505 | $217,119 | $180,684 | | Restructuring charges (reversals) | $(747) | $72 | $1,219 | | Valuation adjustment to Visa derivative | $2,911 | — | $8,700 | | Investment securities losses (gains), net | $(1,742) | — | — | | Merger-related expense | $23,757 | — | — | | Tax effect of adjustments | $(5,839) | $(17) | $(2,427) | | **Adjusted net income** | **$214,845** | **$217,174** | **$188,176** | | Return on average assets (annualized) | 1.30% | 1.46% | 1.21% | | **Adjusted return on average assets (annualized)** | **1.42%** | **1.46%** | **1.26%** | [Adjusted Net Income Available to Common Shareholders and Diluted EPS](index=17&type=section&id=Adjusted%20Net%20Income%20Available%20to%20Common%20Shareholders%20and%20Diluted%20EPS) Adjusted net income available to common shareholders and adjusted diluted EPS are presented by excluding non-recurring items and their tax effects, offering a clearer view of earnings from ongoing operations | Metric (in thousands of dollars) | 3Q25 | 2Q25 | 3Q24 | | :------------------------------------------- | :----- | :----- | :----- | | Net income available to common shareholders | $185,590 | $206,320 | $169,628 | | Restructuring charges (reversals) | $(747) | $72 | $1,219 | | Valuation adjustment to Visa derivative | $2,911 | — | $8,700 | | Investment securities losses (gains), net | $(1,742) | — | — | | Merger-related expense | $23,757 | — | — | | Tax effect of adjustments | $(5,839) | $(17) | $(2,427) | | **Adjusted net income available to common shareholders** | **$203,930** | **$206,375** | **$177,120** | | Diluted earnings per share | $1.33 | $1.48 | $1.18 | | **Adjusted diluted earnings per share** | **$1.46** | **$1.48** | **$1.23** | [Adjusted Return on Average Common Equity and Tangible Common Equity](index=18&type=section&id=Adjusted%20Return%20on%20Average%20Common%20Equity%20and%20Tangible%20Common%20Equity) Reconciliations for adjusted return on average common equity and tangible common equity are provided, adjusting for non-recurring items and intangible assets to offer a more comparable measure of profitability and efficiency for common shareholders | Metric (in thousands of dollars) | 3Q25 | 2Q25 | 3Q24 | | :------------------------------------------- | :----- | :----- | :----- | | Adjusted net income available to common shareholders annualized | $809,070 | $827,768 | $704,630 | | Amortization of intangibles, tax effected, annualized | $7,907 | $7,993 | $8,735 | | Adjusted net income available to common shareholders excluding amortization of intangibles annualized | $816,977 | $835,761 | $713,365 | | Return on average common equity (annualized) | 14.36% | 16.71% | 14.38% | | **Adjusted return on average common equity (annualized)** | **15.78%** | **16.71%** | **15.02%** | | Return on average tangible common equity (annualized) | 16.11% | 18.81% | 16.38% | | **Adjusted return on average tangible common equity (annualized)** | **17.69%** | **18.82%** | **17.09%** | [Tangible Common Equity Ratio](index=19&type=section&id=Tangible%20Common%20Equity%20Ratio) The tangible common equity ratio is reconciled by subtracting goodwill, other intangible assets, and preferred stock from total shareholders' equity, and goodwill and other intangible assets from total assets, providing a key measure of capital strength | Metric (in thousands of dollars) | Sep 30, 2025 | Dec 31, 2024 | Sep 30, 2024 | | :------------------------------------------- | :----------- | :----------- | :----------- | | Total assets | $60,485,175 | $60,233,644 | $59,589,628 | | Goodwill | $(480,440) | $(480,440) | $(480,440) | | Other intangible assets, net | $(26,436) | $(34,318) | $(37,207) | | **Tangible assets** | **$59,978,299** | **$59,718,886** | **$59,071,981** | | Total Synovus Financial Corp. shareholders' equity | $5,818,737 | $5,244,557 | $5,355,976 | | Goodwill | $(480,440) | $(480,440) | $(480,440) | | Other intangible assets, net | $(26,436) | $(34,318) | $(37,207) | | Preferred Stock, no par value | $(537,145) | $(537,145) | $(537,145) | | **Tangible common equity** | **$4,774,716** | **$4,192,654** | **$4,301,184** | | Total Synovus Financial Corp. shareholders' equity to total assets ratio | 9.62% | 8.71% | 8.99% | | **Tangible common equity ratio** | **7.96%** | **7.02%** | **7.28%** | [Additional Information](index=5&type=section&id=Additional%20Information) [Earnings Conference Call](index=5&type=section&id=Earnings%20Conference%20Call) Synovus will host an earnings highlights conference call on **October 16, 2025**, at **8:30 a.m. ET**, with access via dial-in or simultaneous internet broadcast on their investor relations website - Synovus will host an earnings highlights conference call on **October 16, 2025**, at **8:30 a.m. ET**[11](index=11&type=chunk) - The call can be accessed via a listen-only dial-in phone number (**833-470-1428, code: 826693**) or a simultaneous internet broadcast on investor.synovus.com/event[11](index=11&type=chunk) - A replay of the call will be archived for at least **12 months** and available approximately one hour after the live event[11](index=11&type=chunk) [Company Overview](index=5&type=section&id=Company%20Overview) Synovus Financial Corp. is a Georgia-based financial services company with **$60 billion** in assets, offering a comprehensive suite of commercial and consumer banking products and services across **244 branches** in five Southeastern states - Synovus Financial Corp. is a financial services company based in Columbus, Georgia, with **$60 billion** in assets as of **September 30, 2025**[12](index=12&type=chunk) - The company provides commercial and consumer banking, wealth services, treasury management, mortgage services, premium finance, asset-based lending, structured lending, capital markets, and international banking[12](index=12&type=chunk) - Synovus operates **244 branches** across Georgia, Alabama, Florida, South Carolina, and Tennessee, and is recognized as a **Great Place to Work-Certified Company**[12](index=12&type=chunk) [Forward-Looking Statements](index=5&type=section&id=Forward-Looking%20Statements) This section contains cautionary statements regarding forward-looking information, emphasizing that actual results may differ materially due to various known and unknown risks and uncertainties, particularly concerning the proposed merger with Pinnacle Financial Partners - The communication includes forward-looking statements about the proposed merger with Pinnacle, including future financial results, timing of completion, and combined company plans[13](index=13&type=chunk) - Prospective investors are cautioned that forward-looking statements are not guarantees of future performance and involve significant risks and uncertainties that could cause actual results to differ materially[14](index=14&type=chunk) - Key risk factors include the realization of cost savings and synergies, business disruption from the merger, integration difficulties, failure to obtain approvals, transaction costs, and general economic conditions[14](index=14&type=chunk)[15](index=15&type=chunk) [Important Information About the Merger](index=6&type=section&id=Important%20Information%20About%20the%20Merger) Investors are urged to review the registration statement on **Form S-4** and the definitive joint proxy statement/prospectus filed with the **SEC** for important information regarding the proposed merger, available free of charge through the **SEC's website** or by contacting investor relations - Steel Newco Inc. filed a registration statement on **Form S-4 (File No. 333-289866)** with the **SEC**, which includes a joint proxy statement/prospectus for the proposed transaction[16](index=16&type=chunk) - Investors and security holders are urged to read these documents carefully as they contain important information about the merger and related matters[16](index=16&type=chunk) - Free copies of these documents are available through the **SEC's website (http://www.sec.gov)** or by contacting the investor relations departments of Synovus or Pinnacle[16](index=16&type=chunk) [Participants in Solicitation](index=6&type=section&id=Participants%20in%20Solicitation) Information regarding the directors and executive officers of Synovus and Pinnacle, who may be deemed participants in the proxy solicitation for the proposed merger, is available in their respective proxy statements and annual reports filed with the **SEC** - Synovus and Pinnacle, along with their directors and executive officers, may be considered participants in the solicitation of proxies for the proposed transaction[17](index=17&type=chunk) - Information about Synovus's directors and executive officers is available in its **2025** annual meeting proxy statement and **Annual Report on Form 10-K**[18](index=18&type=chunk) - Similarly, information for Pinnacle's directors and executive officers can be found in its **2025** annual meeting proxy statement and **Annual Report on Form 10-K**[18](index=18&type=chunk) [No Offer or Solicitation](index=7&type=section&id=No%20Offer%20or%20Solicitation) This communication explicitly states that it does not constitute an offer to sell or a solicitation of an offer to buy securities, nor a solicitation of any vote or approval, and any sale of securities will only occur in compliance with applicable securities laws - This communication is not an offer to sell or a solicitation of an offer to buy any securities[19](index=19&type=chunk) - It also does not constitute a solicitation of any vote or approval[19](index=19&type=chunk) - Any sale of securities will only be made by means of a prospectus meeting the requirements of **Section 10 of the Securities Act of 1933**, as amended[19](index=19&type=chunk)

Core Viewpoint - Synovus Financial Corp. is experiencing a positive trend in its stock performance, reflected in the increasing consensus price target set by analysts, indicating growing confidence in the company's financial health and future prospects [1][2]. Price Target Trends - The average price target for Synovus has risen to $62, up from $59 in the previous quarter and $57.4 a year ago, showcasing an upward trend in analyst expectations [2]. - Wells Fargo has set a price target of $65 for Synovus, further indicating positive expectations for the company's performance [2]. Earnings Reports and Forecasts - Synovus is scheduled to announce its third-quarter earnings results on October 15, with analysts adjusting their forecasts in anticipation of strong earnings growth [3]. - Strong earnings performance is expected to lead to upward revisions in price targets for Synovus [3]. Strategic Initiatives and Economic Conditions - Strategic initiatives, such as expanding digital banking services and entering new markets, are viewed as positive growth drivers that may contribute to increased price targets for Synovus [4]. - Favorable economic conditions, including interest rate changes and economic recovery, can also impact financial institutions like Synovus, leading to upward revisions in price targets [4]. Analyst Sentiment and Future Insights - Analyst upgrades and positive coverage are contributing factors to the increase in the consensus price target for Synovus [5]. - Investors should monitor Synovus's upcoming earnings reports and strategic announcements, with a conference call scheduled for October 16 expected to provide further insights into the company's financial performance and future plans [5].

Group 1 - Synovus Financial Corp. is set to release its third-quarter earnings results on October 15, with expected earnings of $1.35 per share, an increase from $1.23 per share in the same period last year [1] - The company projects quarterly revenue of $603.18 million, compared to $564.72 million a year earlier [1] - An $8.6 billion all-stock merger was announced between Pinnacle and Synovus on July 24 [1] Group 2 - Synovus Financial shares increased by 3.6%, closing at $47.84 [2] - Analysts have provided various ratings and price target adjustments for Synovus, with Truist Securities maintaining a Buy rating but lowering the price target from $58 to $56 [4] - Keefe, Bruyette & Woods downgraded the stock from Outperform to Market Perform, reducing the price target from $65 to $50 [4] - Stephens & Co. maintained an Equal-Weight rating and cut the price target from $60 to $54 [4] - Barclays kept an Overweight rating while lowering the price target from $70 to $65 [4] - DA Davidson maintained a Buy rating and raised the price target from $60 to $63 [4]

Core Insights - Synovus Financial Corp. is set to release its third-quarter earnings results on October 15, with analysts expecting earnings of $1.35 per share, an increase from $1.23 per share in the same period last year [1] - The company projects quarterly revenue of $603.18 million, up from $564.72 million a year earlier [1] - An $8.6 billion all-stock merger between Pinnacle and Synovus was announced on July 24 [1] Stock Performance - Shares of Synovus Financial increased by 3.6%, closing at $47.84 [2] Analyst Ratings - Truist Securities analyst David Smith maintained a Buy rating but reduced the price target from $58 to $56 [4] - Keefe, Bruyette & Woods analyst Brady Gailey downgraded the stock from Outperform to Market Perform, lowering the price target from $65 to $50 [4] - Stephens & Co. analyst Russell Gunther maintained an Equal-Weight rating and cut the price target from $60 to $54 [4] - Barclays analyst Jared Shaw kept an Overweight rating but decreased the price target from $70 to $65 [4] - DA Davidson analyst Gary Tenner maintained a Buy rating and raised the price target from $60 to $63 [4]

Core Viewpoint - Analysts expect Synovus Financial (SNV) to report quarterly earnings of $1.36 per share, reflecting a year-over-year increase of 10.6%, with revenues projected at $603.8 million, up 6.9% from the previous year [1]. Earnings Estimates - There has been a 0.3% upward revision in the consensus EPS estimate over the last 30 days, indicating analysts' reassessment of their forecasts [2]. - Revisions to earnings projections are crucial for predicting investor behavior and are linked to short-term stock price performance [3]. Key Financial Metrics - The efficiency ratio is estimated to be 52.9%, down from 55.4% a year ago [5]. - The net interest margin is projected at 3.4%, compared to 3.2% in the previous year [5]. - Average balance of total interest-earning assets is expected to reach $56.16 billion, up from $54.56 billion year-over-year [5]. Loan and Capital Ratios - Non-performing loans (NPLs) are expected to be $265.63 million, down from $312.96 million in the same quarter last year [6]. - The Tier 1 leverage ratio is projected at 10.0%, compared to 9.6% a year ago [6]. - Non-performing assets (NPAs) are estimated at $267.34 million, down from $313.35 million in the previous year [7]. - The Tier 1 capital ratio is expected to be 11.6%, slightly down from 11.8% year-over-year [7]. Revenue Projections - Total non-interest revenue is projected at $130.97 million, up from $123.98 million a year ago [8]. - Net interest income taxable equivalent is expected to be $479.10 million, compared to $442.13 million in the previous year [8]. - Net interest income is projected to reach $474.54 million, up from $440.74 million year-over-year [8]. Additional Revenue Insights - Card fees are expected to reach $20.06 million, compared to $18.44 million in the same quarter last year [9]. - Capital markets income is projected at $14.42 million, up from $10.28 million year-over-year [9]. - Over the past month, Synovus shares have declined by 8.4%, while the Zacks S&P 500 composite has increased by 3.5% [9].

Core Viewpoint - The recent acquisition of Comerica Inc. by Fifth Third Bancorp for approximately $11 billion is anticipated to initiate a wave of mergers and acquisitions (M&A) in the banking sector, driven by a more favorable regulatory environment under the current administration [2][3]. Group 1: M&A Activity and Regulatory Environment - The acquisition creates the ninth-largest bank in the US, with analysts predicting a unique opportunity for banks to pursue significant mergers in the next 12 months [2]. - Industry experts expect an increase in bank M&A activity, particularly among regional lenders, due to a more lenient regulatory stance compared to the previous administration [2][3]. - Analysts believe that banks are now more empowered to act in the interest of shareholders, leading to potential acquisitions [3]. Group 2: Potential Acquisition Targets - Analysts have identified BankUnited Inc., First Horizon Corp., and Banc of California Inc. as potential takeover targets, with these stocks experiencing gains following the announcement [3]. - Specific geographic areas are highlighted for potential M&A activity, particularly in Texas and the Southeast, benefiting smaller banks in those regions [4]. - Other notable potential targets include KeyCorp, M&T Bank Corp., Webster Financial Corp., Flagstar Financial Inc., and Wintrust Financial Corp., as identified by various analysts [4]. Group 3: Recent M&A Deals - Other significant banking deals this year include Synovus Financial Corp's sale to Pinnacle Financial Partners for about $8.4 billion and FirstBank Holding Co.'s combination with PNC Financial Services Group [5]. - Investors are expected to seek M&A insights during upcoming earnings calls, starting with JPMorgan Chase & Co. on October 14 [5].

Core Viewpoint - Synovus Financial Corp. is set to discuss its pending merger with Pinnacle Financial Partners during a fireside chat at the BancAnalysts Association of Boston Conference on November 6, 2025 [1] Company Overview - Synovus Financial Corp. is a financial services company based in Columbus, Georgia, with approximately $61 billion in assets [3] - The company offers a range of services including commercial and consumer banking, wealth services, treasury management, mortgage services, premium finance, asset-based lending, structured lending, capital markets, and international banking [3] - Synovus operates branches in Georgia, Alabama, Florida, South Carolina, and Tennessee [3] - The company is recognized as a Great Place to Work-Certified Company [3]

Group 1 - Synovus has made a contribution of $500,000 to the AAA Scholarship Foundation [1] - The funding aims to provide educational opportunities for students in Florida [1]

Core Insights - Bank stocks are a significant indicator of the health of the American economy, often referred to as the economy's circulatory system, facilitating capital flow across various sectors [1][4] - The article discusses the characteristics of bank stocks, their importance to investors, and how to identify the best bank stocks to buy [5][17] Group 1: Definition and Importance of Bank Stocks - Bank stocks represent companies in the banking sector and are classified under the broader category of financial stocks, which includes various financial services [7][8] - They are divided into two sub-categories: diversified banks, which have a national footprint and offer a wide range of services, and regional banks, which operate in limited geographic areas [13] Group 2: Investment Rationale - Investors are drawn to bank stocks due to their critical role in the economy, although their performance can be cyclical, reflecting economic conditions [9][10] - Banks primarily earn through the interest-rate spread, charging higher interest on loans than they pay on deposits, making economic activity a key factor in their profitability [10][11] Group 3: Characteristics of Bank Stocks - Diversified banks may offer more stability due to their varied operations, while regional banks can be more volatile but may provide better short-term opportunities for active investors [14][15] - The consolidation trend in the banking industry presents potential for growth, with over 4,600 banks in the U.S. indicating room for mergers and acquisitions [16][17] Group 4: Criteria for Selecting Bank Stocks - Ideal bank stocks should be part of the S&P Composite 1500, have a long-term EPS growth rate of at least 5%, and a trailing-12-month return on equity of at least 10% [18][19][20] - Stocks should also have at least five covering analysts and a consensus Buy rating, indicating strong market interest and positive outlook [21][22]

Core Points - Synovus Financial Corp shares have crossed below their 200-day moving average of $46.52, trading as low as $46.33 per share, indicating a decline of approximately 3.6% on the day [1] - The 52-week range for Synovus Financial Corp shares is between a low of $38.42 and a high of $54.40, with the last trade recorded at $46.32 [1]