SNV 10-Q Quarterly Report June 30, 2025

SYNOVUS FINANCIAL CORP

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syn-20250630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________________

FORM 10-Q

______________________________

☒ Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended June 30, 2025

Commission file number 1-10312

______________________________

SYNOVUS FINANCIAL CORP .

(Exact name of registrant as specified in its charter)

______________________________


Georgia						58-1134883
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

33 W. 14th Street

Columbus,

Georgia

31901

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: ( 706 ) 641-6500

______________________________


Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $1.00 Par Value	SNV	New York Stock Exchange
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series D	SNV - PrD	New York Stock Exchange
Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series E	SNV - PrE	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☒	Accelerated filer	☐

Non-accelerated filer	☐	Smaller reporting company	☐

		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of July 31, 2025, 138,804,263 shares of the registrant's common stock, $1.00 par value, were outstanding.

Table of Contents

Page

Part I .

Financial Information

Index of Defined Terms

Item 1.

Financial Statements (Unaudited)

Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024

Consolidated Statements of Income for the Three and Six Months Ended June 30, 2025 and 2024

Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2025 and 2024

Consolidated Statements of Changes in Shareholders' Equity for the Three and Six Months Ended June 30, 2025 and 2024

Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and 2024

Notes to Unaudited Interim Consolidated Financial Statements

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Item 4.

Controls and Procedures

Part II .

Other Information

Item 1.

Legal Proceedings

Item 1A.

Risk Factors

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

Item 3.

Defaults Upon Senior Securities

Item 4.

Mine Safety Disclosures

Item 5.

Other Information

Item 6.

Exhibits

Signatures

SYNOVUS FINANCIAL CORP.

INDEX OF DEFINED TERMS

Throughout this discussion, references to "Synovus", "we", "our", "us", "the Company" and similar terms refer to the consolidated entity consisting of Synovus Financial Corp. and its subsidiaries unless the context indicates that we refer only to the Parent Company, Synovus Financial Corp. When we refer to the "Bank" or "Synovus Bank" we mean our only bank subsidiary, Synovus Bank.

ACL – Allowance for credit losses (ALL, reserve on unfunded loan commitments, and reserve, if required, on debt securities and other receivables)

AFS – Available for sale

ALCO – Synovus' Asset Liability Management Committee

ALL – Allowance for loan losses

AOCI – Accumulated other comprehensive income (loss)

ASC – Accounting Standards Codification

ASU – Accounting Standards Update

ATM – Automatic teller machine

Basel III – The third Basel Accord developed by the Basel Committee on Banking Supervision to strengthen existing regulatory capital requirements

Board – Synovus' Board of Directors

BOLI – Bank-owned life insurance policies

bp(s) – Basis point(s)

C&I – Commercial and industrial

CECL – Current expected credit losses

CET1 – Common Equity Tier 1 Capital defined by Basel III capital rules

CIB – Corporate and Investment Banking

CMO – Collateralized mortgage obligation

Code – Internal Revenue Code, as amended

CODM – Chief operating decision maker

Company – Synovus Financial Corp. and its wholly-owned subsidiaries, except where the context requires otherwise

Covered Litigation – Certain Visa litigation for which Visa is indemnified by Visa USA members

CRA – Community Reinvestment Act

CRE – Commercial real estate

DCF – Discounted cash flow

ERM – Enterprise risk management

EVE – Economic value of equity

Exchange Act – Securities Exchange Act of 1934, as amended

FASB – Financial Accounting Standards Board

FDIC – Federal Deposit Insurance Corporation

FDM – Financial Difficulty Modification

Federal Reserve Bank – One of the 12 banks that are the operating arms of the U.S. central bank. They implement the policies of the Federal Reserve Board, supervise bank holding companies and certain banking institutions, and also conduct economic research

Federal Reserve Board – The 7-member Board of Governors that oversees the Federal Reserve System, establishes monetary policy (interest rates, credit, etc.), and monitors the economic health of the country. Its members are appointed by the President subject to Senate confirmation, and serve 14-year terms

Federal Reserve System or Federal Reserve – The Federal Reserve Board plus 12 Federal Reserve Banks, with each one serving member banks in its own district. The Federal Reserve has broad regulatory powers over the money supply and the credit structure of the economy

FFIEC – Federal Financial Institutions Examination Council

FFIEC Retail Credit Classification Policy – FFIEC Uniform Retail Credit Classification and Account Management Policy

FHLB – Federal Home Loan Bank

FICO – Fair Isaac Corporation

FOMC – Federal Open Market Committee

FRB – Federal Reserve Bank

FTP – Funds transfer pricing

GA DBF – Georgia Department of Banking and Finance

GAAP – Generally Accepted Accounting Principles in the United States of America

HTM – Held to maturity

Interagency Supervisory Guidance – Interagency Supervisory Guidance on Allowance for Loan and Lease Losses Estimation Practices for Loans and Lines of Credit Secured by Junior Liens on 1-4 Family Residential Properties

LIHTC – Low Income Housing Tax Credit

LTV – Loan-to-collateral value ratio

MBS – Mortgage-backed security

MPS – Merchant processing servicer(s)

NAICS – North American Industry Classification System

nm – not meaningful

NPA – Non-performing assets

NPL – Non-performing loans

NSF – Non-sufficient funds

OCI – Other comprehensive income (loss)

ORE – Other real estate

Parent Company – Synovus Financial Corp.

Pinnacle – Pinnacle Financial Partners, Inc., a Tennessee corporation

PPNR – Pre-provision net revenue

Qualpay – Qualpay, Inc.

Report – This Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2025

SBA – Small Business Administration

SBIC – Small Business Investment Company

SEC – U.S. Securities and Exchange Commission

Securities Act – Securities Act of 1933, as amended

Series D Preferred Stock – Synovus' Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series D, $25 liquidation preference

Series E Preferred Stock – Synovus' Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series E, $25 liquidation preference

SOFR – Secured Overnight Financing Rate

Synovus – Synovus Financial Corp.

Synovus Bank – A Georgia state-chartered bank and wholly-owned subsidiary of Synovus, through which Synovus conducts its banking operations

Synovus' 2024 Form 10-K – Synovus' Annual Report on Form 10-K for the year ended December 31, 2024

Synovus Securities – Synovus Securities, Inc., a wholly-owned subsidiary of Synovus

Synovus Trust – Synovus Trust Company, N.A., a wholly-owned subsidiary of Synovus Bank

TE – Taxable equivalent

Treasury – United States Department of Treasury

UPB – Unpaid principal balance

U.S. – United States

Visa – The Visa U.S.A., Inc. card association or its affiliates, collectively

Visa Class A shares – Class A shares of common stock issued by Visa are publicly traded shares which are not subject to restrictions on sale

Visa Class B shares – Class B shares of common stock issued by Visa which are subject to restrictions with respect to sale until all of the Covered Litigation has been settled. Class B (B-1 and B-2) shares will be convertible into Visa Class A shares using a then-current conversion ratio upon the lifting of restrictions with respect to sale of Visa Class B shares

Visa derivative – A derivative contract with the purchaser of Visa Class B shares which provides for settlements between the purchaser and Synovus based upon a change in the ratio for conversion of Visa Class B shares into Visa Class A shares

iii

PART I. FINANCIAL INFORMATION

ITEM 1. - FINANCIAL STATEMENTS

SYNOVUS FINANCIAL CORP.

CONSOLIDATED BALANCE SHEETS

(unaudited)


(in thousands, except share and per share data)	June 30, 2025		December 31, 2024
ASSETS
Interest-earning deposits with banks and other cash and cash equivalents	$	2,820,054	$	2,977,667


Federal funds sold and securities purchased under resale agreements	32,262		16,320
Total cash, cash equivalents, and restricted cash	2,852,316		2,993,987
Investment securities held to maturity	2,502,639		2,581,469
Investment securities available for sale	7,798,824		7,551,018
Loans held for sale (includes $ 45,136 and $ 33,448 measured at fair value, respectively)	153,037		90,111
Loans, net of deferred fees and costs	43,536,716		42,609,028
Allowance for loan losses	( 464,831 )		( 486,845 )
Loans, net	43,071,885		42,122,183
Cash surrender value of bank-owned life insurance	1,150,853		1,139,988
Premises, equipment, and software, net	378,739		383,724
Goodwill	480,440		480,440
Other intangible assets, net	29,063		34,318
Other assets	2,638,989		2,856,406
Total assets	$	61,056,785	$	60,233,644
LIABILITIES AND EQUITY
Liabilities
Deposits:
Non-interest-bearing deposits	$	11,658,129	$	11,596,119
Interest-bearing deposits	38,266,878		39,499,240
Total deposits	49,925,007		51,095,359
Federal funds purchased, securities sold under repurchase agreements, and other short-term borrowings	85,327		131,728

Long-term debt	3,909,478		1,733,109
Other liabilities	1,498,331		2,007,197
Total liabilities	55,418,143		54,967,393
Equity
Shareholders' equity:
Preferred stock - no par value; authorized 100,000,000 shares; issued 22,000,000	537,145		537,145
Common stock - $ 1.00 par value; authorized 342,857,142 shares; issued 172,702,630 and 172,185,507 , respectively; outstanding 138,781,530 and 141,165,908 , respectively	172,703		172,186
Additional paid-in capital	3,992,061		3,986,729
Treasury stock, at cost; 33,921,100 and 31,019,599 shares, respectively	( 1,359,113 )		( 1,216,827 )
Accumulated other comprehensive income (loss), net	( 739,221 )		( 970,765 )
Retained earnings	3,014,111		2,736,089
Total Synovus Financial Corp. shareholders' equity	5,617,686		5,244,557
Noncontrolling interest in subsidiary	20,956		21,694
Total equity	5,638,642		5,266,251
Total liabilities and equity	$	61,056,785	$	60,233,644

See accompanying notes to unaudited interim consolidated financial statements.

SYNOVUS FINANCIAL CORP.

CONSOLIDATE D STATEMENTS OF INCOME

(unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands, except per share data)	2025		2024		2025		2024
Interest income:
Loans, including fees	$	657,811	$	701,570	$	1,306,063	$	1,393,285
Investment securities	93,720		78,891		187,072		150,797
Loans held for sale	1,098		1,132		1,855		1,710
Federal Reserve Bank balances	15,911		15,630		37,177		30,661
Other earning assets	3,102		4,019		6,240		7,499
Total interest income	771,642		801,242		1,538,407		1,583,952
Interest expense:
Deposits	278,309		335,754		560,634		668,420
Long-term debt	33,586		28,390		63,434		57,985
Federal funds purchased, securities sold under repurchase agreements, and other short-term borrowings	186		2,100		394		3,703
Total interest expense	312,081		366,244		624,462		730,108
Net interest income	459,561		434,998		913,945		853,844
Provision for (reversal of) credit losses	3,245		26,404		14,166		80,384
Net interest income after provision for (reversal of) credit losses	456,316		408,594		899,779		773,460
Non-interest revenue:
Service charges on deposit accounts	25,258		22,907		48,372		44,720
Fiduciary and asset management fees	20,332		19,728		40,249		38,741
Card fees	20,132		19,418		41,359		38,904
Brokerage revenue	20,748		20,457		41,107		43,164
Mortgage banking income	4,435		3,944		7,773		7,362
Capital markets income	12,960		15,077		19,901		21,704
Income from bank-owned life insurance	10,279		8,097		18,363		15,444
Investment securities gains (losses), net	—		( 256,660 )		—		( 256,660 )

Other non-interest revenue	19,991		18,181		33,477		36,658
Total non-interest revenue	134,135		( 128,851 )		250,601		( 9,963 )
Non-interest expense:
Salaries and other personnel expense	192,182		179,407		377,692		367,928
Net occupancy, equipment, and software expense	48,589		46,415		97,241		93,223
Third-party processing and other services	23,535		21,783		45,409		42,041
Professional fees	10,197		15,655		19,976		23,286
FDIC insurance and other regulatory fees	7,534		6,493		16,078		30,312
Restructuring charges (reversals)	72		( 658 )		( 1,220 )		866

Other operating expense	33,592		32,706		68,559		66,886
Total non-interest expense	315,701		301,801		623,735		624,542
Income (loss) before income taxes	274,750		( 22,058 )		526,645		138,955
Income tax expense (benefit)	57,631		( 7,378 )		114,654		29,565
Net income (loss)	217,119		( 14,680 )		411,991		109,390
Less: Net income (loss) attributable to noncontrolling interest	( 596 )		( 652 )		( 738 )		( 1,089 )
Net income (loss) attributable to Synovus Financial Corp.	217,715		( 14,028 )		412,729		110,479
Less: Preferred stock dividends	11,395		9,713		22,718		19,398
Net income (loss) available to common shareholders	$	206,320	$	( 23,741 )	$	390,011	$	91,081
Net income (loss) per common share, basic	$	1.49	$	( 0.16 )	$	2.79	$	0.62
Net income (loss) per common share, diluted	1.48		( 0.16 )		2.77		0.62
Weighted average common shares outstanding, basic	138,891		145,565		139,783		145,998
Weighted average common shares outstanding, diluted	139,502		145,565		140,770		146,568

See accompanying notes to unaudited interim consolidated financial statements.

SYNOVUS FINANCIAL CORP.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(unaudited)


	Three Months Ended June 30,
	2025						2024
(in thousands)	Before-tax Amount		Income Tax		Net of Tax Amount		Before-tax Amount		Income Tax		Net of Tax Amount
Net income	$	274,750	$	( 57,631 )	$	217,119	$	( 22,058 )	$	7,378	$	( 14,680 )
Unamortized holding losses on investment securities transferred to held to maturity:
Net unamortized unrealized holding losses on available for sale investment securities transferred to held to maturity during the period	—		—		—		( 708,549 )		171,115		( 537,434 )
Reclassification adjustment for amortization of unrealized holding losses on held to maturity investment securities	18,656		( 4,505 )		14,151		20,638		( 4,984 )		15,654
Net change	18,656		( 4,505 )		14,151		( 687,911 )		166,131		( 521,780 )
Unrealized gains (losses) on investment securities available for sale:
Net unrealized gains (losses) arising during the period	52,239		( 12,616 )		39,623		673,802		( 162,723 )		511,079
Reclassification adjustment for realized (gains) losses included in net income	—		—		—		256,660		( 61,983 )		194,677
Net change	52,239		( 12,616 )		39,623		930,462		( 224,706 )		705,756
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Net unrealized gains (losses) arising during the period	27,838		( 6,723 )		21,115		( 18,274 )		4,413		( 13,861 )
Reclassification adjustment for realized (gains) losses included in net income	16,622		( 4,014 )		12,608		36,527		( 8,822 )		27,705
Net change	44,460		( 10,737 )		33,723		18,253		( 4,409 )		13,844
Total other comprehensive income (loss)	$	115,355	$	( 27,858 )	$	87,497	$	260,804	$	( 62,984 )	$	197,820
Comprehensive income (loss)					304,616						183,140
Less: comprehensive income (loss) attributable to noncontrolling interest					( 596 )						( 652 )
Comprehensive income (loss) attributable to Synovus Financial Corp.					$	305,212					$	183,792

	Six Months Ended June 30,
	2025						2024
(in thousands)	Before-tax Amount		Income Tax		Net of Tax Amount		Before-tax Amount		Income Tax		Net of Tax Amount
Net income	$	526,645	$	( 114,654 )	$	411,991	$	138,955	$	( 29,565 )	$	109,390
Unamortized holding losses on investment securities transferred to held to maturity:
Net unamortized unrealized holding losses on available for sale investment securities transferred to held to maturity during the period	—		—		—		( 708,549 )		171,115		( 537,434 )
Reclassification adjustment for amortization of unrealized holding losses on held to maturity investment securities	35,154		( 8,489 )		26,665		20,638		( 4,984 )		15,654
Net change	35,154		( 8,489 )		26,665		( 687,911 )		166,131		( 521,780 )
Unrealized gains (losses) on investment securities available for sale:
Net unrealized gains (losses) arising during the period	185,328		( 44,757 )		140,571		518,166		( 125,137 )		393,029
Reclassification adjustment for realized (gains) losses included in net income	—		—		—		256,660		( 61,983 )		194,677
Net change	185,328		( 44,757 )		140,571		774,826		( 187,120 )		587,706
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Net unrealized gains (losses) arising during the period	49,659		( 11,993 )		37,666		( 75,330 )		18,192		( 57,138 )
Reclassification adjustment for realized (gains) losses included in net income	35,124		( 8,482 )		26,642		76,350		( 18,439 )		57,911
Net change	84,783		( 20,475 )		64,308		1,020		( 247 )		773
Total other comprehensive income (loss)	$	305,265	$	( 73,721 )	$	231,544	$	87,935	$	( 21,236 )	$	66,699
Comprehensive income					643,535						176,089
Less: comprehensive income (loss) attributable to noncontrolling interest					( 738 )						( 1,089 )
Comprehensive income attributable to Synovus Financial Corp.					$	644,273					$	177,178

See accompanying notes to unaudited interim consolidated financial statements.

SYNOVUS FINANCIAL CORP.

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

(unaudited)


	Synovus Financial Corp. Shareholders' Equity

(in thousands, except per share data)	Preferred Stock		Common Stock		Additional Paid-in Capital		Treasury Stock		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Noncontrolling Interest		Total
Balance at March 31, 2025	$	537,145	$	172,660	$	3,983,395	$	( 1,337,676 )	$	( 826,718 )	$	2,861,945	21,552		$	5,412,303

Net income (loss)	—		—		—		—		—		217,715		( 596 )		217,119
Other comprehensive income (loss), net of income taxes	—		—		—		—		87,497		—		—		87,497
Cash dividends declared on common stock - $ 0.39 per share	—		—		—		—		—		( 53,998 )		—		( 53,998 )
Cash dividends declared on preferred stock (1)	—		—		—		—		—		( 11,395 )		—		( 11,395 )
Repurchases of common stock including costs to repurchase	—		—		—		( 21,437 )		—		—		—		( 21,437 )
Restricted share unit vesting and taxes paid related to net share settlement	—		37		( 59 )		—		—		( 156 )		—		( 178 )
Stock options exercised, net	—		6		169		—		—		—		—		175
Share-based compensation expense	—		—		8,556		—		—		—		—		8,556

Balance at June 30, 2025	$	537,145	$	172,703	$	3,992,061	$	( 1,359,113 )	$	( 739,221 )	$	3,014,111	$	20,956	$	5,638,642

Balance at March 31, 2024	$	537,145	$	171,873	$	3,957,576	$	( 974,499 )	$	( 1,248,194 )	$	2,574,017	$	23,718	$	5,041,636

Net income (loss)	—		—		—		—		—		( 14,028 )		( 652 )		( 14,680 )
Other comprehensive income (loss), net of income taxes	—		—		—		—		197,820		—		—		197,820
Cash dividends declared on common stock - $ 0.38 per share	—		—		—		—		—		( 54,781 )		—		( 54,781 )
Cash dividends declared on preferred stock (1)	—		—		—		—		—		( 9,713 )		—		( 9,713 )
Repurchases of common stock including costs to repurchase	—		—		—		( 91,740 )		—		—		—		( 91,740 )

Restricted share unit vesting and taxes paid related to net share settlement	—		28		( 124 )		—		—		( 108 )		—		( 204 )
Stock options exercised, net	—		35		758		—		—		—		—		793
Share-based compensation expense	—		—		7,541		—		—		—		—		7,541

Balance at June 30, 2024	$	537,145	$	171,936	$	3,965,751	$	( 1,066,239 )	$	( 1,050,374 )	$	2,495,387	$	23,066	$	5,076,672


	Synovus Financial Corp. Shareholders' Equity

(in thousands, except per share data)	Preferred Stock		Common Stock		Additional Paid-in Capital		Treasury Stock		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Noncontrolling Interest		Total
Balance at December 31, 2024	$	537,145	$	172,186	$	3,986,729	$	( 1,216,827 )	$	( 970,765 )	$	2,736,089	$	21,694	$	5,266,251

Net income (loss)	—		—		—		—		—		412,729		( 738 )		411,991
Other comprehensive income (loss), net of income taxes	—		—		—		—		231,544		—		—		231,544
Cash dividends declared on common stock - $ 0.78 per share	—		—		—		—		—		( 108,719 )		—		( 108,719 )
Cash dividends declared on preferred stock (2)	—		—		—		—		—		( 22,718 )		—		( 22,718 )
Repurchases of common stock including costs to repurchase	—		—		—		( 142,286 )		—		—		—		( 142,286 )
Restricted share unit vesting and taxes paid related to net share settlement	—		496		( 12,368 )		—		—		( 3,270 )		—		( 15,142 )
Stock options exercised, net	—		21		508		—		—		—		—		529
Share-based compensation expense	—		—		17,192		—		—		—		—		17,192

Balance at June 30, 2025	$	537,145	$	172,703	$	3,992,061	$	( 1,359,113 )	$	( 739,221 )	$	3,014,111	$	20,956	$	5,638,642

Balance at December 31, 2023	$	537,145	$	171,360	$	3,955,819	$	( 944,484 )	$	( 1,117,073 )	$	2,517,226	$	24,155	$	5,144,148

Net income (loss)	—		—		—		—		—		110,479		( 1,089 )		109,390
Other comprehensive income (loss), net of income taxes	—		—		—		—		66,699		—		—		66,699
Cash dividends declared on common stock - $ 0.76 per share	—		—		—		—		—		( 110,420 )		—		( 110,420 )
Cash dividends declared on preferred stock (2)	—		—		—		—		—		( 19,398 )		—		( 19,398 )
Repurchases of common stock including costs to repurchase	—		—		—		( 121,755 )		—		—		—		( 121,755 )

Restricted share unit vesting and taxes paid related to net share settlement	—		488		( 8,617 )		—		—		( 2,500 )		—		( 10,629 )
Stock options exercised, net	—		88		2,039		—		—		—		—		2,127

Share-based compensation expense	—		—		16,510		—		—		—		—		16,510

Balance at June 30, 2024	$	537,145	$	171,936	$	3,965,751	$	( 1,066,239 )	$	( 1,050,374 )	$	2,495,387	$	23,066	$	5,076,672

(1) For the three months ended June 30, 2025, dividends per share were $ 0.51 for Series D and $ 0.52 for Series E Preferred Stock. For the three months ended June 30, 2024, dividends per share were $ 0.57 for Series D and $ 0.37 for Series E Preferred Stock.

(2) For the six months ended June 30, 2025, dividends per share were $ 1.00 for Series D and $ 1.05 for Series E Preferred Stock. For the six months ended June 30, 2024, dividends per share were $ 1.14 for Series D and $ 0.73 for Series E Preferred Stock.

See accompanying notes to unaudited interim consolidated financial statements.

SYNOVUS FINANCIAL CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)


	Six Months Ended June 30,
(in thousands)	2025		2024
Operating Activities
Net income	$	411,991	$	109,390
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Provision for (reversal of) credit losses	14,166		80,384
Depreciation, amortization, and accretion, net	25,073		34,210
Deferred income tax expense (benefit)	9,295		8,958
Originations of loans held for sale	( 3,556,082 )		( 2,628,732 )
Proceeds from sales and payments on loans held for sale	3,498,677		2,547,048
Gain on sales of loans held for sale, net	( 5,801 )		( 5,132 )
(Increase) decrease in other assets	227,544		( 234,360 )
Increase (decrease) in other liabilities	( 404,984 )		120,137
Investment securities (gains) losses, net	—		256,660
Share-based compensation expense	15,607		15,621

Net gain on sales of other real estate and other assets held for sale	( 355 )		( 899 )

Net cash provided by (used in) operating activities	235,131		303,285
Investing Activities


Proceeds from maturities and principal collections of investment securities held to maturity	110,510		66,100

Proceeds from maturities and principal collections of investment securities available for sale	270,815		350,809
Proceeds from sales of investment securities available for sale	—		1,365,923
Purchases of investment securities available for sale	( 324,304 )		( 1,876,434 )
Net proceeds from sales of loans	9,285		8,853

Net (increase) decrease in loans	( 969,652 )		206,787
Net (purchases) redemptions of Federal Home Loan Bank stock	( 102,396 )		( 16,650 )
Net (purchases) redemptions of Federal Reserve Bank stock	( 85 )		( 12,117 )
Net proceeds from settlement (purchases) of bank-owned life insurance policies	7,533		1,564
Net increase in premises, equipment and software	( 14,690 )		( 28,536 )
Proceeds from sales of other real estate and other assets held for sale	2,534		24,787

Net cash provided by (used in) investing activities	( 1,010,450 )		91,086
Financing Activities
Net increase (decrease) in deposits	( 1,181,941 )		( 544,612 )
Net increase (decrease) in federal funds purchased, securities sold under repurchase agreements, and other short-term borrowings	( 46,401 )		( 95,550 )

Repayments and redemption of long-term debt	—		( 800,000 )
Proceeds from long-term debt, net	2,150,000		1,150,000
Dividends paid to common shareholders	( 108,393 )		( 111,372 )
Dividends paid to preferred shareholders	( 22,718 )		( 19,398 )
Repurchases of common stock	( 142,286 )		( 121,755 )
Issuances, net of taxes paid, under equity compensation plans	( 14,613 )		( 8,502 )
Net cash provided by (used in) financing activities	633,648		( 551,189 )
Increase (decrease) in cash and cash equivalents including restricted cash	( 141,671 )		( 156,818 )
Cash, cash equivalents, and restricted cash, at beginning of period	2,993,987		2,451,426
Cash, cash equivalents, and restricted cash at end of period	$	2,852,316	$	2,294,608

Supplemental Disclosures:
Income taxes paid	$	61,747	$	28,961
Interest paid	646,508		730,439
Non-cash Activities
Loans foreclosed and transferred to other real estate	1,038		21,992
Investment securities transferred from available for sale to held to maturity	—		2,715,635

See accompanying notes to unaudited interim consolidated financial statements.

Notes to Unaudited Interim Consolidated Financial Statements

Note 1 - Basis of Presentation and Accounting Policies

General

The accompanying unaudited interim consolidated financial statements of Synovus Financial Corp. include the accounts of the Parent Company and its consolidated subsidiaries. Synovus Financial Corp. is a financial services company and a registered bank holding company based in Columbus, Georgia. Through its wholly-owned subsidiary, Synovus Bank, a Georgia state-chartered bank that is a member of the Federal Reserve System, the Company provides commercial and consumer banking in addition to a full suite of specialized products and services, including wealth services, treasury management, mortgage services, premium finance, asset-based lending, structured lending, capital markets, and international banking. Synovus also provides financial planning and investment advisory services through its wholly-owned subsidiaries, Synovus Trust and Synovus Securities.

The accompanying unaudited interim consolidated financial statements have been prepared in accordance with the instructions to the SEC Form 10-Q and Article 10 of Regulation S-X; therefore, they do not include all information and footnotes necessary for a fair presentation of financial position, results of operations, comprehensive income (loss), and cash flows in conformity with GAAP. All adjustments consisting of normally recurring accruals that, in the opinion of management, are necessary for a fair presentation of the consolidated financial position and results of operations for the periods covered by this Report have been included. The accompanying unaudited interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes appearing in Synovus' 2024 Form 10-K.

Reclassifications

Prior periods' consolidated financial statements are reclassified whenever necessary to conform to the current periods' presentation.

Use of Estimates in the Preparation of Financial Statements

In preparing the consolidated financial statements in accordance with GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the respective consolidated balance sheets and the reported amounts of revenue and expense for the periods presented. Actual results could differ significantly from those estimates.

Material estimates that are particularly susceptible to significant change relate to the determination of the ACL, estimates of fair value, income taxes, and contingent liabilities.

Recent Accounting Pronouncements

The following table provides a brief description of accounting standards adopted in 2025 or recently issued and the estimated effect on the Company’s financial statements.


Standard	Description	Required date of adoption	Effect on Company's financial statements or other significant matters
Standards Adopted (or partially adopted)

ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures	In December 2023, the FASB issued ASU 2023-09 to enhance the transparency and decision usefulness of income tax disclosures. The ASU addresses investor requests for more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. Retrospective application in all prior periods is permitted.	Annual period beginning on January 1, 2025	The Company adopted the new disclosures for the annual periods beginning on January 1, 2025. The Company will include the applicable and relevant required disclosures in the Income Taxes footnote in the Form 10-K.



Standard	Description	Required date of adoption	Effect on Company's financial statements or other significant matters
Standards Issued But Not Yet Adopted

ASU 2024-03, Income Statement (Topic 220): Disaggregation of Income Statement Expenses	In November 2024, the FASB issued ASU 2024-03 to improve the disclosures over expenses and address requests from investors for more detailed information about the types of expenses in commonly presented expense captions. The ASU addresses investors requests for more disaggregated expense information to better understand an entity's performance, better assess the entity's prospects for future cash flows, and compare an entity's performance over time and with that of other entities. This ASU requires disclosure in the notes to the financial statements of specified information about certain costs and expenses. Retrospective application in all prior periods is permitted.	January 1, 2027	The Company will adopt the new disclosure requirements for the annual period beginning on January 1, 2027, and interim periods starting on January 1, 2028. The Company is currently evaluating the impact of the incremental expense information that will be required to be disclosed.

Note 2 - Investment Securities

The amortized cost, gross unrealized gains and losses, and estimated fair values of investment securities at June 30, 2025 and December 31, 2024 are summarized below.


	June 30, 2025
(in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Investment securities held to maturity:
Mortgage-backed securities issued by U.S. Government sponsored enterprises	$	2,502,639	$	—	$	( 26,350 )	$	2,476,289
Total investment securities held to maturity (1)	$	2,502,639	$	—	$	( 26,350 )	$	2,476,289

Investment securities available for sale:
U.S. Treasury securities	$	1,220,809	$	20,119	$	( 2 )	$	1,240,926
U.S. Government agency securities	29,995		—		( 284 )		29,711
Mortgage-backed securities issued by U.S. Government agencies	1,551,556		6,540		( 101,208 )		1,456,888
Mortgage-backed securities issued by U.S. Government sponsored enterprises	2,239,222		1,792		( 199,625 )		2,041,389
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises	623,963		119		( 88,413 )		535,669
Commercial mortgage-backed securities issued by U.S. Government agencies or sponsored enterprises	2,467,691		41,667		( 24,284 )		2,485,074

Corporate debt securities and other debt securities	9,160		7		—		9,167
Total investment securities available for sale (2)	$	8,142,396	$	70,244	$	( 413,816 )	$	7,798,824

	December 31, 2024
(in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Investment securities held to maturity:
Mortgage-backed securities issued by U.S. Government sponsored enterprises	$	2,581,469	$	—	$	( 56,944 )	$	2,524,525
Total investment securities held to maturity (1)	$	2,581,469	$	—	$	( 56,944 )	$	2,524,525

Investment securities available for sale:
U.S. Treasury securities	$	1,214,363	$	3,203	$	( 4,824 )	$	1,212,742
U.S. Government agency securities	29,993		—		( 830 )		29,163
Mortgage-backed securities issued by U.S. Government agencies	1,583,331		848		( 121,389 )		1,462,790
Mortgage-backed securities issued by U.S. Government sponsored enterprises	2,294,700		250		( 260,915 )		2,034,035
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises	657,453		—		( 107,252 )		550,201
Commercial mortgage-backed securities issued by U.S. Government agencies or sponsored enterprises	2,290,968		4,724		( 42,576 )		2,253,116

Corporate debt securities and other debt securities	9,110		—		( 139 )		8,971
Total investment securities available for sale (2)	$	8,079,918	$	9,025	$	( 537,925 )	$	7,551,018

(1) The amounts reported exclude accrued interest receivable on investment securities HTM of $ 5.5 million and $ 5.7 million at June 30, 2025 and December 31, 2024, respectively, which are presented as a component of other assets on the consolidated balance sheets. The amortized cost basis of investment securities HTM includes a discount of $( 614.6 ) million and $( 649.7 ) million at June 30, 2025 and December 31, 2024, respectively, related to the unamortized portion of unrealized losses on investment securities HTM.

(2) The amounts reported exclude accrued interest receivable on investment securities AFS of $ 29.8 million and $ 29.5 million at June 30, 2025 and December 31, 2024, respectively, which are presented as a component of other assets on the consolidated balance sheets.

At June 30, 2025, investment securities AFS and investment securities HTM with carrying values of $ 3.21 billion and $ 2.22 billion, respectively, were pledged to secure certain deposits and other liabilities, as required by law or contractual agreements.

At December 31, 2024, investment securities AFS and investment securities HTM with a carrying value of $ 2.83 billion and $ 2.45 billion, respectively, were pledged to secure certain deposits and other liabilities, as required by law or contractual agreements.

Gross unrealized losses on investment securities AFS and the fair value of the related securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at June 30, 2025 and December 31, 2024 are presented below.


	June 30, 2025
	Less than 12 Months				12 Months or Longer				Total
(in thousands)	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
U.S. Treasury securities	$	22,859	$	( 2 )	$	—	$	—	$	22,859	$	( 2 )
U.S. Government agency securities	—		—		29,711		( 284 )		29,711		( 284 )
Mortgage-backed securities issued by U.S. Government agencies	305,312		( 3,292 )		563,032		( 97,916 )		868,344		( 101,208 )
Mortgage-backed securities issued by U.S. Government sponsored enterprises	413,103		( 4,210 )		1,511,874		( 195,415 )		1,924,977		( 199,625 )
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises	—		—		506,401		( 88,413 )		506,401		( 88,413 )
Commercial mortgage-backed securities issued by U.S. Government agencies or sponsored enterprises	68,265		( 597 )		283,581		( 23,687 )		351,846		( 24,284 )

Total	$	809,539	$	( 8,101 )	$	2,894,599	$	( 405,715 )	$	3,704,138	$	( 413,816 )

	December 31, 2024
	Less than 12 Months				12 Months or Longer				Total
(in thousands)	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
U.S. Treasury securities	$	716,367	$	( 4,824 )	$	—	$	—	$	716,367	$	( 4,824 )
U.S. Government agency securities	—		—		29,163		( 830 )		29,163		( 830 )
Mortgage-backed securities issued by U.S. Government agencies	716,268		( 8,431 )		577,468		( 112,958 )		1,293,736		( 121,389 )
Mortgage-backed securities issued by U.S. Government sponsored enterprises	456,887		( 12,503 )		1,542,618		( 248,412 )		1,999,505		( 260,915 )
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises	29,040		( 820 )		521,161		( 106,432 )		550,201		( 107,252 )
Commercial mortgage-backed securities issued by U.S. Government agencies or sponsored enterprises	1,060,903		( 10,624 )		276,850		( 31,952 )		1,337,753		( 42,576 )
Corporate debt securities and other debt securities	—		—		8,971		( 139 )		8,971		( 139 )
Total	$	2,979,465	$	( 37,202 )	$	2,956,231	$	( 500,723 )	$	5,935,696	$	( 537,925 )

As of June 30, 2025, Synovus had 28 investment securities AFS in a loss position for less than 12 months and 208 investment securities AFS in a loss position for 12 months or longer. As of June 30, 2025, Synovus does not intend to sell investment securities AFS in an unrealized loss position prior to the recovery of the unrealized loss, which may not be until maturity. Additionally, Synovus is not currently aware of any circumstances which will require it to sell any of the AFS securities that are

in an unrealized loss position prior to the respective securities' recovery of all such unrealized losses. As such, no write-downs to the amortized cost basis of the portfolio were recorded at June 30, 2025.

At June 30, 2025, no ACL was established for investment securities AFS. Substantially all of the unrealized losses on the securities portfolio were the result of changes in market interest rates compared to the date the securities were acquired rather than the credit quality of the issuers or underlying loans. U.S. Treasury and agency securities and agency mortgage-backed securities are issued, guaranteed or otherwise supported by the United States government, an agency of the United States government, or a government sponsored enterprise.

As of June 30, 2025, all investment securities HTM were rated investment grade or supported by U.S. government agencies and have no history of credit losses supporting the application of a zero-credit loss assumption and no allowance for credit losses.

The amortized cost and fair value by contractual maturity of investment securities HTM and investment securities AFS at June 30, 2025 are shown below. The expected life of MBSs or CMOs may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. For purposes of the maturity table, MBSs and CMOs, which are not due at a single maturity date, have been classified based on the final contractual maturity date.



(in thousands)	Within One Year		1 to 5 Years		5 to 10 Years		More Than 10 Years		Total
Investment securities HTM
Mortgage-backed securities issued by U.S. Government sponsored enterprises
Amortized cost	$	—	$	—	$	—	$	2,502,639	$	2,502,639
Fair value	—		—		—		2,476,289		2,476,289


Investment securities AFS
U.S. Treasury securities
Amortized cost	$	131,387	$	887,761	$	201,661	$	—	$	1,220,809
Fair value	131,900		902,835		206,191		—		1,240,926

U.S. Government agency securities
Amortized cost	—		29,995		—		—		29,995
Fair value	—		29,711		—		—		29,711

Mortgage-backed securities issued by U.S. Government agencies
Amortized cost	—		34		2		1,551,520		1,551,556
Fair value	—		34		2		1,456,852		1,456,888

Mortgage-backed securities issued by U.S. Government sponsored enterprises
Amortized cost	—		—		—		2,239,222		2,239,222
Fair value	—		—		—		2,041,389		2,041,389

Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises
Amortized cost	—		11		7,867		616,085		623,963
Fair value	—		11		7,718		527,940		535,669

Commercial mortgage-backed securities issued by U.S. Government agencies or sponsored enterprises
Amortized cost	9,549		1,541,359		899,958		16,825		2,467,691
Fair value	9,436		1,550,689		910,364		14,585		2,485,074

Corporate debt securities and other debt securities
Amortized cost	—		9,160		—		—		9,160
Fair value	—		9,167		—		—		9,167

Gross gains and gross losses on sales of investment securities AFS for the three and six months ended June 30, 2025 and 2024 are presented below. The specific identification method is used to reclassify gains and losses out of other comprehensive income (loss) at the time of sale.


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2025		2024		2025		2024

Gross realized losses on sales	$	—	$	( 256,660 )	$	—	$	( 256,660 )
Investment securities gains (losses), net	$	—	$	( 256,660 )	$	—	$	( 256,660 )

Note 3 - Loans and Allowance for Loan Losses

Aging and Non-Accrual Analysis

The following tables provide a summary of current, accruing past due, and non-accrual loans by portfolio class as of June 30, 2025 and December 31, 2024.


	June 30, 2025
(in thousands)	Current		Accruing 30-89 Days Past Due		Accruing 90 Days or Greater Past Due		Total Accruing Past Due		Non-accrual with an ALL		Non-accrual without an ALL		Total
Commercial, financial and agricultural	$	15,113,723	$	12,810	$	2,098	$	14,908	$	100,571	$	9,610	$	15,238,812
Owner-occupied	7,797,157		7,168		36,079		43,247		11,077		8,051		7,859,532
Total commercial and industrial	22,910,880		19,978		38,177		58,155		111,648		17,661		23,098,344
Investment properties	11,250,988		1,009		—		1,009		35,401		22,122		11,309,520
1-4 family properties	533,156		1,336		—		1,336		2,386		—		536,878
Land and development	291,330		608		—		608		1,354		—		293,292
Total commercial real estate	12,075,474		2,953		—		2,953		39,141		22,122		12,139,690
Consumer mortgages	5,192,882		10,582		—		10,582		41,849		1,627		5,246,940
Home equity	1,815,612		19,559		—		19,559		17,098		615		1,852,884
Credit cards	191,172		1,656		1,802		3,458		—		—		194,630
Other consumer loans	989,014		9,474		86		9,560		5,620		34		1,004,228
Total consumer	8,188,680		41,271		1,888		43,159		64,567		2,276		8,298,682
Loans, net of deferred fees and costs (1)(2)	$	43,175,034	$	64,202	$	40,065	$	104,267	$	215,356	$	42,059	$	43,536,716


	December 31, 2024
(in thousands)	Current		Accruing 30-89 Days Past Due		Accruing 90 Days or Greater Past Due		Total Accruing Past Due		Non-accrual with an ALL		Non-accrual without an ALL		Total
Commercial, financial and agricultural	$	14,352,839	$	12,947	$	10,332	$	23,279	$	98,145	$	24,729	$	14,498,992
Owner-occupied	7,754,052		7,700		36,005		43,705		21,119		13,261		7,832,137
Total commercial and industrial	22,106,891		20,647		46,337		66,984		119,264		37,990		22,331,129
Investment properties	11,105,168		2,006		—		2,006		74,030		—		11,181,204
1-4 family properties	541,897		1,636		—		1,636		2,385		—		545,918
Land and development	284,793		1,113		202		1,315		1,389		—		287,497
Total commercial real estate	11,931,858		4,755		202		4,957		77,804		—		12,014,619
Consumer mortgages	5,228,580		9,362		—		9,362		50,834		—		5,288,776
Home equity	1,800,614		13,131		177		13,308		17,365		—		1,831,287
Credit cards	182,435		1,573		1,863		3,436		—		—		185,871
Other consumer loans	940,608		10,818		13		10,831		5,907		—		957,346
Total consumer	8,152,237		34,884		2,053		36,937		74,106		—		8,263,280
Loans, net of deferred fees and costs (1)(2)	$	42,190,986	$	60,286	$	48,592	$	108,878	$	271,174	$	37,990	$	42,609,028

(1) The amortized cost basis of loans, net of deferred fees and costs excludes accrued interest receivable of $ 220.4 million and $ 217.1 million at June 30, 2025 and December 31, 2024, respectively, which is presented as a component of other assets on the consolidated balance sheets.

(2) Loans are presented net of deferred loan fees and costs totaling $ 36.6 million and $ 34.1 million at June 30, 2025 and December 31, 2024, respectively.

Pledged Loans

Loans with carrying values of $ 23.59 billion and $ 24.66 billion, respectively, were pledged as collateral for borrowings and capacity at June 30, 2025 and December 31, 2024 to the FHLB and Federal Reserve Bank.

Portfolio Segment Risk Factors

The risk characteristics and collateral information of each portfolio segment are as follows:

Commercial and Industrial Loans - The C&I loan portfolio is comprised of general middle market and commercial banking clients across a diverse set of industries, as well as certain specialized lending verticals including specialty finance, senior housing, and CIB. In accordance with Synovus' lending policy, each loan undergoes a detailed underwriting process, which incorporates uniform underwriting standards and oversight in proportion to the size and complexity of the lending relationship. These loans are generally secured by collateral such as business equipment, inventory, and real estate. Credit decisions on loans in the C&I portfolio are based on cash flow from the operations of the business as the primary source of repayment of the debt, with underlying real estate or other collateral being the secondary source of repayment.

Commercial Real Estate Loans - CRE loans primarily consist of income-producing investment properties loans. Additionally, CRE loans include 1-4 family properties loans as well as land and development loans. Investment properties loans consist of construction and mortgage loans for income-producing properties and are primarily made to finance multi-family properties, hotels, office buildings, shopping centers, warehouses and other commercial development properties. 1-4 family properties loans include construction loans to homebuilders and commercial mortgage loans related to 1-4 family rental properties and are almost always secured by the underlying property being financed by such loans. These properties are primarily located in the markets served by Synovus. Land and development loans include commercial and residential development as well as land acquisition loans and are secured by land held for future development, typically in excess of one year . Properties securing these loans are substantially within markets served by Synovus, and our preference is to obtain some level of recourse from project sponsors. Loans in this portfolio are underwritten based on the LTV of the collateral and the capacity of the guarantor(s).

Consumer Loans - The consumer loan portfolio consists of a wide variety of loan products offered through Synovus' banking network, including first and second residential mortgages, home equity, and consumer credit card loans, as well as home improvement loans, student, and personal loans from third-party lending ("other consumer loans"). Together, consumer mortgages and home equity comprise the majority of Synovus' consumer loans and are secured by first and second liens on residential real estate primarily located in the markets served by Synovus. The primary source of repayment for all consumer loans is generally the personal income of the borrower(s).

Credit Quality Indicators

The credit quality of the loan portfolio is reviewed and updated no less frequently than annually using the standard asset classification system utilized by the federal banking agencies. These classifications are divided into three groups: Not Criticized (Pass), Special Mention, and Classified or Adverse rating (Substandard, Doubtful, and Loss) and are defined as follows:

Pass - loans which are well protected by the current net worth and paying capacity of the obligor (or guarantors, if any) or by the fair value, less cost to acquire and sell in a timely manner, of any underlying collateral.

Special Mention - loans which have potential weaknesses that deserve management's close attention. These loans are not adversely classified and do not expose an institution to sufficient risk to warrant an adverse classification.

Substandard - loans which are inadequately protected by the current net worth and paying capacity of the obligor or by the collateral pledged, if any. Loans with this classification are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.

Doubtful - loans which have all the weaknesses inherent in loans categorized as Substandard with the added characteristic that the weaknesses make collection or liquidation in full highly questionable and improbable on the basis of currently known facts, conditions, and values.

Loss - loans which are considered by management to be uncollectible and of such little value that their continuance on the institution's books as an asset, without establishment of a specific valuation allowance or charge-off, is not warranted. Synovus fully reserves for any loans rated as Loss.

In the following tables, consumer loans are generally assigned a risk grade similar to the classifications described above; however, upon reaching 90 days and 120 days past due, they are generally downgraded to Substandard and Loss, respectively, in accordance with the FFIEC Retail Credit Classification Policy. Additionally, in accordance with Interagency Supervisory Guidance, the risk grade classifications of consumer loans (consumer mortgages and home equity) secured by junior liens on 1-4 family residential properties also consider available information on the payment status of any associated senior liens with other financial institutions.

The following table summarizes each loan portfolio class by risk grade and origination year as of June 30, 2025 and December 31, 2024 as required under CECL.


	June 30, 2025
	Term Loans Amortized Cost Basis by Origination Year												Revolving Loans
(in thousands)	2025		2024		2023		2022		2021		Prior		Amortized Cost Basis		Converted to Term Loans		Total
Commercial, financial and agricultural
Pass	$	834,972	$	1,227,041	$	964,959	$	681,276	$	1,057,852	$	2,165,013	$	7,657,600	$	57,245	$	14,645,958
Special Mention	2,298		421		10,473		17,003		14,044		7,138		116,485		—		167,862
Substandard	20,217		11,994		13,439		56,947		10,835		53,130		244,769		—		411,331
Doubtful	—		1,597		—		—		5,911		934		4,697		—		13,139
Loss	—		—		—		—		—		—		522		—		522
Total commercial, financial and agricultural	857,487		1,241,053		988,871		755,226		1,088,642		2,226,215		8,024,073		57,245		15,238,812
Current YTD Period:
Gross charge-offs	—		6,940		3,114		712		660		1,395		10,237		—		23,058
Owner-occupied
Pass	473,079		734,624		911,813		1,450,992		1,115,536		2,127,563		713,999		—		7,527,606
Special Mention	1,535		—		11,856		51,752		26,384		19,234		—		—		110,761
Substandard	277		2,747		9,543		50,878		19,962		95,076		42,682		—		221,165


Total owner-occupied	474,891		737,371		933,212		1,553,622		1,161,882		2,241,873		756,681		—		7,859,532
Current YTD Period:
Gross charge-offs	—		—		89		12		—		3,422		—		—		3,523
Total commercial and industrial	1,332,378		1,978,424		1,922,083		2,308,848		2,250,524		4,468,088		8,780,754		57,245		23,098,344
Current YTD Period:
Gross charge-offs	$	—	$	6,940	$	3,203	$	724	$	660	$	4,817	$	10,237	$	—	$	26,581
Investment properties
Pass	799,456		907,013		751,062		3,060,601		2,171,816		2,947,023		134,935		—		10,771,906
Special Mention	15,676		4,858		3,207		211,581		124,149		85,244		1,493		—		446,208
Substandard	2,644		1,334		1,671		7,332		41,797		15,698		—		—		70,476
Doubtful	—		—		—		—		20,925		—		—		—		20,925
Loss	—		—		—		—		—		5		—		—		5
Total investment properties	817,776		913,205		755,940		3,279,514		2,358,687		3,047,970		136,428		—		11,309,520
Current YTD Period:
Gross charge-offs	—		—		—		168		18,545		—		—		—		18,713
1-4 family properties
Pass	97,514		117,365		62,246		85,023		77,029		66,492		20,868		—		526,537
Special Mention	572		—		750		796		—		240		—		—		2,358
Substandard	—		966		365		3,306		251		3,050		45		—		7,983
Total 1-4 family properties	98,086		118,331		63,361		89,125		77,280		69,782		20,913		—		536,878
Current YTD Period:
Gross charge-offs	—		—		109		—		—		5		—		—		114


	June 30, 2025
	Term Loans Amortized Cost Basis by Origination Year												Revolving Loans
(in thousands)	2025		2024		2023		2022		2021		Prior		Amortized Cost Basis		Converted to Term Loans		Total
Land and development
Pass	22,107		51,098		74,852		36,594		25,148		60,483		20,257		—		290,539
Special Mention	—		—		—		—		—		321		—		—		321
Substandard	—		—		1,649		—		47		736		—		—		2,432
Total land and development	22,107		51,098		76,501		36,594		25,195		61,540		20,257		—		293,292
Current YTD Period:
Gross charge-offs	—		—		—		—		—		—		—		—		—
Total commercial real estate	937,969		1,082,634		895,802		3,405,233		2,461,162		3,179,292		177,598		—		12,139,690
Current YTD Period:
Gross charge-offs	$	—	$	—	$	109	$	168	$	18,545	$	5	$	—	$	—	$	18,827
Consumer mortgages
Pass	227,904		449,791		637,413		634,620		903,501		2,332,870		12		—		5,186,111
Substandard	—		265		2,482		6,221		6,429		45,393		—		—		60,790
Loss	—		—		—		—		—		39		—		—		39
Total consumer mortgages	227,904		450,056		639,895		640,841		909,930		2,378,302		12		—		5,246,940
Current YTD Period:
Gross charge-offs	—		—		—		145		254		1,130		—		—		1,529
Home equity
Pass	—		—		—		—		—		—		1,422,617		409,065		1,831,682
Substandard	—		—		—		—		—		—		12,256		8,242		20,498
Loss	—		—		—		—		—		—		556		148		704
Total home equity	—		—		—		—		—		—		1,435,429		417,455		1,852,884
Current YTD Period:
Gross charge-offs	—		—		—		—		—		—		8		70		78
Credit cards
Pass	—		—		—		—		—		—		192,877		—		192,877
Substandard	—		—		—		—		—		—		618		—		618
Loss	—		—		—		—		—		—		1,135		—		1,135
Total credit cards	—		—		—		—		—		—		194,630		—		194,630
Current YTD Period:
Gross charge-offs	—		—		—		—		—		—		3,520		—		3,520
Other consumer loans
Pass	158,173		106,179		68,968		98,904		119,085		146,086		300,045		—		997,440
Substandard	227		445		1,124		1,127		2,436		1,372		57		—		6,788

Total other consumer loans	158,400		106,624		70,092		100,031		121,521		147,458		300,102		—		1,004,228
Current YTD Period:
Gross charge-offs	284		1,375		2,185		1,455		2,192		2,723		811		—		11,025
Total consumer	386,304		556,680		709,987		740,872		1,031,451		2,525,760		1,930,173		417,455		8,298,682
Current YTD Period:
Gross charge-offs	$	284	$	1,375	$	2,185	$	1,600	$	2,446	$	3,853	$	4,339	$	70	$	16,152
Loans, net of deferred fees and costs	$	2,656,651	$	3,617,738	$	3,527,872	$	6,454,953	$	5,743,137	$	10,173,140	$	10,888,525	$	474,700	$	43,536,716
Current YTD Period:
Gross charge-offs	$	284	$	8,315	$	5,497	$	2,492	$	21,651	$	8,675	$	14,576	$	70	$	61,560


	December 31, 2024
	Term Loans Amortized Cost Basis by Origination Year												Revolving Loans
(in thousands)	2024		2023		2022		2021		2020		Prior		Amortized Cost Basis		Converted to Term Loans		Total
Commercial, financial and agricultural
Pass	$	1,200,861	$	1,001,989	$	739,134	$	1,195,316	$	629,109	$	1,586,291	$	7,372,228	$	81,796	$	13,806,724
Special Mention	1,555		20,255		17,775		18,403		2,464		36,817		158,968		—		256,237
Substandard	20,920		12,397		59,487		14,694		39,482		17,028		258,070		493		422,571
Doubtful	—		—		—		5,911		—		1,869		5,145		—		12,925
Loss	—		—		—		—		—		—		535		—		535
Total commercial, financial and agricultural	1,223,336		1,034,641		816,396		1,234,324		671,055		1,642,005		7,794,946		82,289		14,498,992
Current YTD Period:
Gross charge-offs	7,696		16,499		3,786		8,787		997		4,413		53,736		—		95,914
Owner-occupied
Pass	691,899		981,593		1,468,946		1,220,421		872,744		1,621,387		619,519		—		7,476,509
Special Mention	1,099		2,466		65,733		5,397		34,244		12,621		—		—		121,560
Substandard	2,568		5,838		34,147		20,698		49,766		65,147		55,904		—		234,068

Total owner-occupied	695,566		989,897		1,568,826		1,246,516		956,754		1,699,155		675,423		—		7,832,137
Current YTD Period:
Gross charge-offs	—		76		543		304		1,567		17,558		3,426		—		23,474
Total commercial and industrial	1,918,902		2,024,538		2,385,222		2,480,840		1,627,809		3,341,160		8,470,369		82,289		22,331,129
Current YTD Period:
Gross charge-offs	$	7,696	$	16,575	$	4,329	$	9,091	$	2,564	$	21,971	$	57,162	$	—	$	119,388
Investment properties
Pass	769,775		642,808		3,306,914		2,406,325		898,363		2,405,650		227,460		—		10,657,295
Special Mention	4,583		2,211		97,443		200,780		—		68,559		—		—		373,576
Substandard	—		1,689		10,093		83,795		1,466		13,884		—		—		110,927
Doubtful	—		—		—		39,401		—		—		—		—		39,401
Loss	—		—		—		—		—		5		—		—		5
Total investment properties	774,358		646,708		3,414,450		2,730,301		899,829		2,488,098		227,460		—		11,181,204
Current YTD Period:
Gross charge-offs	—		—		527		4,752		—		4,602		—		—		9,881
1-4 family properties
Pass	159,008		79,094		95,050		81,630		28,845		53,167		40,133		—		536,927
Special Mention	—		—		1,060		663		169		1,300		—		—		3,192
Substandard	919		840		1,618		233		287		1,857		45		—		5,799
Total 1-4 family properties	159,927		79,934		97,728		82,526		29,301		56,324		40,178		—		545,918
Current YTD Period:
Gross charge-offs	—		103		—		—		—		143		—		—		246
Land and development
Pass	55,564		87,465		54,214		26,002		4,933		41,749		14,798		—		284,725
Special Mention	—		138		—		25		—		390		—		—		553
Substandard	—		1,347		—		—		153		719		—		—		2,219
Total land and development	55,564		88,950		54,214		26,027		5,086		42,858		14,798		—		287,497
Current YTD Period:
Gross charge-offs	—		—		—		—		35		22		—		—		57
Total commercial real estate	989,849		815,592		3,566,392		2,838,854		934,216		2,587,280		282,436		—		12,014,619
Current YTD Period:
Gross charge-offs	$	—	$	103	$	527	$	4,752	$	35	$	4,767	$	—	$	—	$	10,184


	December 31, 2024
	Term Loans Amortized Cost Basis by Origination Year												Revolving Loans
(in thousands)	2024		2023		2022		2021		2020		Prior		Amortized Cost Basis		Converted to Term Loans		Total
Consumer mortgages
Pass	$	457,176	$	681,844	$	670,652	$	947,395	$	1,119,610	$	1,341,463	$	25	$	—	$	5,218,165
Substandard	190		1,872		5,590		7,117		17,918		37,895		—		—		70,582
Loss	—		—		—		—		—		29		—		—		29
Total consumer mortgages	457,366		683,716		676,242		954,512		1,137,528		1,379,387		25		—		5,288,776
Current YTD Period:
Gross charge-offs	—		11		—		3		30		122		—		—		166
Home equity
Pass	—		—		—		—		—		—		1,386,370		424,891		1,811,261
Substandard	—		—		—		—		—		—		11,464		7,729		19,193
Loss	—		—		—		—		—		—		554		279		833
Total home equity	—		—		—		—		—		—		1,398,388		432,899		1,831,287
Current YTD Period:
Gross charge-offs	—		—		—		—		—		—		230		106		336
Credit cards
Pass	—		—		—		—		—		—		184,061		—		184,061
Substandard	—		—		—		—		—		—		701		—		701
Loss	—		—		—		—		—		—		1,109		—		1,109
Total credit cards	—		—		—		—		—		—		185,871		—		185,871
Current YTD Period:
Gross charge-offs	—		—		—		—		—		—		7,153		—		7,153
Other consumer loans
Pass	150,051		81,087		119,274		144,297		78,961		91,802		284,801		—		950,273
Substandard	310		1,046		1,298		2,692		1,132		524		59		—		7,061
Loss	—		—		—		—		—		—		12		—		12
Total other consumer loans	150,361		82,133		120,572		146,989		80,093		92,326		284,872		—		957,346
Current YTD Period:
Gross charge-offs	576		3,740		4,840		7,601		2,140		2,509		2,315		—		23,721
Total consumer	607,727		765,849		796,814		1,101,501		1,217,621		1,471,713		1,869,156		432,899		8,263,280
Current YTD Period:
Gross charge-offs	$	576	$	3,751	$	4,840	$	7,604	$	2,170	$	2,631	$	9,698	$	106	$	31,376
Loans, net of deferred fees and costs	$	3,516,478	$	3,605,979	$	6,748,428	$	6,421,195	$	3,779,646	$	7,400,153	$	10,621,961	$	515,188	$	42,609,028
Current YTD Period:
Gross charge-offs	$	8,272	$	20,429	$	9,696	$	21,447	$	4,769	$	29,369	$	66,860	$	106	$	160,948

Collateral-Dependent Loans

We classify a loan as collateral-dependent when our borrower is experiencing financial difficulty, and we expect repayment to be provided substantially through the operation or sale of collateral. Our commercial loans have collateral that is comprised of real estate and business assets. Our consumer loans have collateral that is substantially comprised of residential real estate.

There were no material changes in the extent to which collateral secures our collateral-dependent loans during the three and six months ended June 30, 2025.

Rollforward of Allowance for Loan Losses

The following tables detail the changes in the ALL by loan segment for the three and six months ended June 30, 2025 and 2024. During the three and six months ended June 30, 2025 and 2024, Synovus had no significant transfers to loans held for sale.


	As Of and For the Three Months Ended June 30, 2025
(in thousands)	Commercial & Industrial		Commercial Real Estate		Consumer		Total
Allowance for loan losses:
Beginning balance at March 31, 2025	$	205,903	$	126,220	$	146,084	$	478,207
Charge-offs	( 16,227 )		( 9,402 )		( 8,784 )		( 34,413 )
Recoveries	12,742		1,068		2,302		16,112
Provision for (reversal of) loan losses	2,822		( 147 )		2,250		4,925
Ending balance at June 30, 2025	$	205,240	$	117,739	$	141,852	$	464,831

	As Of and For the Three Months Ended June 30, 2024
(in thousands)	Commercial & Industrial		Commercial Real Estate		Consumer		Total
Allowance for loan losses:
Beginning balance at March 31, 2024	$	213,482	$	152,627	$	126,552	$	492,661
Charge-offs	( 34,379 )		( 263 )		( 7,649 )		( 42,291 )
Recoveries	4,589		462		2,755		7,806
Provision for (reversal of) loan losses	37,038		( 11,146 )		1,033		26,925
Ending balance at June 30, 2024	$	220,730	$	141,680	$	122,691	$	485,101

	As Of and For the Six Months Ended June 30, 2025
(in thousands)	Commercial & Industrial		Commercial Real Estate		Consumer		Total
Allowance for loan losses:
Beginning balance at December 31, 2024	$	210,525	$	134,021	$	142,299	$	486,845
Charge-offs	( 26,581 )		( 18,827 )		( 16,152 )		( 61,560 )
Recoveries	15,712		1,119		5,062		21,893
Provision for (reversal of) loan losses	5,584		1,426		10,643		17,653
Ending balance at June 30, 2025	$	205,240	$	117,739	$	141,852	$	464,831

	As Of and For the Six Months Ended June 30, 2024
(in thousands)	Commercial & Industrial		Commercial Real Estate		Consumer		Total
Allowance for loan losses:
Beginning balance at December 31, 2023	$	218,970	$	133,758	$	126,657	$	479,385
Charge-offs	( 72,322 )		( 3,974 )		( 16,563 )		( 92,859 )
Recoveries	7,877		1,229		4,912		14,018
Provision for (reversal of) loan losses	66,205		10,667		7,685		84,557
Ending balance at June 30, 2024	$	220,730	$	141,680	$	122,691	$	485,101

The ALL of $ 464.8 million and the reserve for unfunded commitments of $ 49.0 million, which is recorded in other liabilities, comprise the total ACL of $ 513.8 million at June 30, 2025. The ACL decreased $ 25.5 million compared to the December 31, 2024 ACL of $ 539.3 million, which consisted of an ALL of $ 486.8 million and a reserve for unfunded commitments of $ 52.5 million. The ACL to loans coverage ratio was 1.18 % at June 30, 2025, compared to 1.27 % at December 31, 2024. When compared to the year-end 2024 ACL, the June 30, 2025 ACL was characterized by improved credit performance, partially offset by increased economic uncertainty. The Company includes qualitative adjustments, as appropriate, intended to capture the impact of uncertainties in the quantitative estimate. The June 30, 2025 and December 31, 2024 allowance included qualitative adjustments for higher risk portfolios such as C&I (which includes Leveraged Lending), CRE Office, and CRE Multi-family.

The ACL is estimated using a two-year reasonable and supportable forecast period. To the extent the lives of the loans in the portfolio extend beyond the period for which a reasonable and supportable forecast can be made, the Company reverts on a straight-line basis back to the historical rates over a one-year period. Synovus utilizes multiple economic forecast scenarios sourced from a reputable third-party provider that are probability-weighted internally. The current scenarios include a consensus baseline forecast, an upside scenario reflecting stronger growth than the baseline, a downside scenario that reflects adverse economic conditions, and an additional adverse scenario that assumes consistent slow growth that is less optimistic than the baseline. At June 30, 2025, the unemployment rate is the input that most significantly impacts our estimate. The multi-scenario forecast used in our estimate includes a weighted average unemployment rate of 4.9 % over the forecasted period at June 30, 2025, compared to 4.6 % at December 31, 2024.

Financial Difficulty Modifications

When borrowers are experiencing financial difficulty, Synovus may make certain loan modifications as part of its loss mitigation strategies to maximize expected payment. See "Part II - Item 8. Financial Statements and Supplementary Data - Note 1 - Summary of Significant Accounting Policies" of Synovus' 2024 Form 10-K for additional information regarding accounting policies for FDMs.

The following tables present the amortized cost of FDM loans by loan portfolio class that were modified during the three and six months ended June 30, 2025 and 2024. Tables within this section exclude loans that were paid-off or are otherwise no longer in the loan portfolio as of the period end.



	Three Months Ended June 30, 2025
(in thousands)	Interest Rate Reduction		Term Extension		Payment Delay		Interest Rate Reduction and Term Extension		Total		Percentage of Total by Financing Class
Commercial, financial and agricultural	$	676	$	18,395	$	21,469	$	—	$	40,540	0.3	%
Owner-occupied	574		—		—		—		574		—
Total commercial and industrial	1,250		18,395		21,469		—		41,114		0.2
Investment properties	—		141		—		—		141		—
1-4 family properties	—		1,273		—		—		1,273		0.2

Total commercial real estate	—		1,414		—		—		1,414		—
Consumer mortgages	—		—		3,910		—		3,910		0.1


Other consumer loans	172		988		19		18		1,197		0.1
Total consumer	172		988		3,929		18		5,107		0.1
Total FDMs	$	1,422	$	20,797	$	25,398	$	18	$	47,635	0.1	%

	Six Months Ended June 30, 2025
(in thousands)	Interest Rate Reduction		Term Extension		Payment Delay		Interest Rate Reduction and Term Extension		Total		Percentage of Total by Financing Class
Commercial, financial and agricultural	$	676	$	19,306	$	21,469	$	—	$	41,451	0.3	%
Owner-occupied	574		—		—		—		574		—
Total commercial and industrial	1,250		19,306		21,469		—		42,025		0.2
Investment properties			141		—		—		141		—
1-4 family properties	—		1,273		—		—		1,273		0.2

Total commercial real estate	—		1,414		—		—		1,414		—
Consumer mortgages			—		8,541		—		8,541		0.2


Other consumer loans	211		1,479		19		30		1,739		0.2
Total consumer	211		1,479		8,560		30		10,280		0.1
Total FDMs	$	1,461	$	22,199	$	30,029	$	30	$	53,719	0.1	%



	Three Months Ended June 30, 2024
(in thousands)	Interest Rate Reduction		Term Extension		Payment Delay		Total		Percentage of Total by Financing Class
Commercial, financial and agricultural	$	—	$	9,109	$	—	$	9,109	0.1	%

Total commercial and industrial	—		9,109		—		9,109		—



Total commercial real estate	—		—		—		—		—



Other consumer loans	58		211		—		269		—
Total consumer	58		211		—		269		—
Total FDMs	$	58	$	9,320	$	—	$	9,378	—	%

	Six Months Ended June 30, 2024
(in thousands)	Interest Rate Reduction		Term Extension		Payment Delay		Total		Percentage of Total by Financing Class
Commercial, financial and agricultural			$	11,638	$	—	$	11,638	0.1	%
Owner-occupied	—		193		—		193		—
Total commercial and industrial	—		11,831		—		11,831		0.1
Investment properties	—		2,236		—		2,236		—


Total commercial real estate	—		2,236		—		2,236		—
Consumer mortgages	123		—		210		333		—


Other consumer loans	179		463		—		642		0.1
Total consumer	302		463		210		975		—
Total FDMs	$	302	$	14,530	$	210	$	15,042	—	%

The following tables present the financial effect of loan modifications made to borrowers experiencing financial difficulty during the three and six months ended June 30, 2025 and 2024.


	Three Months Ended June 30, 2025				Six Months Ended June 30, 2025
(dollars in thousands)	Weighted Average Interest Rate Reduction		Weighted Average Term Extension (in months)	Weighted Average Payment Delay (in months)		Weighted Average Interest Rate Reduction		Weighted Average Term Extension (in months)	Weighted Average Payment Delay (in months)
Commercial, financial and agricultural	1.0	%	8	14		1.0	%	8	14
Owner-occupied	1.0		—	—		1.0		—	—

Investment properties	—		3	—		—		3	—
1-4 family properties	—		3	—		—		3	—


Consumer mortgages	—		—	6		—		—	6


Other consumer loans	2.6		108	12		2.5		107	12


	Three Months Ended June 30, 2024			Six Months Ended June 30, 2024
(dollars in thousands)	Weighted Average Interest Rate Reduction		Weighted Average Term Extension (in months)		Weighted Average Interest Rate Reduction		Weighted Average Term Extension (in months)	Weighted Average Payment Deferral (in months)
Commercial, financial and agricultural	—	%	20		—	%	19	—
Owner-occupied	—		—		—		60	—

Investment properties	—		—		—		12	—



Consumer mortgages	—		—		2.3		—	7


Other consumer loans	7.5		66		4.0		71	—

During the three months and six months ended June 30, 2025, there were no material FDMs that subsequently defaulted. During the three and six months ended June 30, 2024, commercial, financial and agricultural loans of $ 3.1 million and $ 74.7 million, respectively, defaulted that were previously modified in the prior 12 months by receiving a term extension. Defaults are defined as the earlier of the FDM being placed on non-accrual status or reaching 90 days past due with respect to principal and/or interest payments. As of June 30, 2025 and December 31, 2024, there were no commitments to lend a material amount of additional funds to any borrower whose loan was classified as a FDM.

Synovus monitors the performance of FDMs to understand the effectiveness of its modification efforts. The following tables provide a summary of current, accruing past due, and non-accrual loans on an amortized cost basis by loan portfolio class that have been modified during the 12 months prior to June 30, 2025 and June 30, 2024, respectively.



	As of June 30, 2025
(in thousands)	Current		Accruing 30-89 Days Past Due		Non-accrual		Total
Commercial, financial and agricultural	$	41,253	$	649	$	2,080	$	43,982
Owner-occupied	574		—		—		574
Total commercial and industrial	41,827		649		2,080		44,556
Investment properties	30,110		—		32,782		62,892
1-4 family properties	1,273		—		—		1,273

Total commercial real estate	31,383		—		32,782		64,165
Consumer mortgages	260		—		9,943		10,203


Other consumer loans	1,957		21		—		1,978
Total consumer	2,217		21		9,943		12,181
Total FDMs	$	75,427	$	670	$	44,805	$	120,902



	As of June 30, 2024
(in thousands)	Current		Accruing 30-89 Days Past Due		Non-accrual		Total
Commercial, financial and agricultural	$	40,022	$	1,287	$	4,487	$	45,796
Owner-occupied	31,892		317		260		32,469
Total commercial and industrial	71,914		1,604		4,747		78,265
Investment properties	2,544		—		—		2,544
1-4 family properties	33		—		—		33
Land and development	1,100		—		—		1,100
Total commercial real estate	3,677		—		—		3,677
Consumer mortgages	542				1,553		2,095


Other consumer loans	854		174		332		1,360
Total consumer	1,396		174		1,885		3,455
Total FDMs	$	76,987	$	1,778	$	6,632	$	85,397

Note 4 - Shareholders' Equity and Other Comprehensive Income (Loss)

Repurchases of Common Stock

On December 13, 2024 the Board of Directors approved share repurchases of up to $ 400 million of common stock and $ 50 million of preferred stock in 2025. During the three months ended June 30, 2025, Synovus repurchased 476 thousand shares of common stock at an average price of $ 44.64 per share via open market transactions. During the six months ended June 30, 2025, Synovus repurchased 2.9 million shares of common stock at an average price of $ 48.62 per share via open market transactions.

Changes in Accumulated Other Comprehensive Income (Loss) by Component (Net of Income Taxes)

The following table illustrates activity within the balances in accumulated other comprehensive income (loss) by component for the three and six months ended June 30, 2025 and 2024.


Changes in Accumulated Other Comprehensive Income (Loss) by Component (Net of Income Taxes)
(in thousands)	Net unamortized holding (losses) gains on AFS investment securities transferred to HTM		Net unrealized gains (losses) on investment securities AFS (1)		Net unrealized gains (losses) on cash flow hedges (1)		Total
Balance at March 31, 2025	$	( 480,314 )	$	( 310,465 )	$	( 35,939 )	$	( 826,718 )
Other comprehensive income (loss) before reclassifications	—		39,623		21,115		60,738
Amounts reclassified from AOCI	14,151		—		12,608		26,759
Net current period other comprehensive income (loss)	14,151		39,623		33,723		87,497
Balance at June 30, 2025	$	( 466,163 )	$	( 270,842 )	$	( 2,216 )	$	( 739,221 )

Balance at March 31, 2024	$	—	$	( 1,116,309 )	$	( 131,885 )	$	( 1,248,194 )
Other comprehensive income (loss) before reclassifications	( 537,434 )		511,079		( 13,861 )		( 40,216 )
Amounts reclassified from AOCI	15,654		194,677		27,705		238,036
Net current period other comprehensive income (loss)	( 521,780 )		705,756		13,844		197,820
Balance at June 30, 2024	$	( 521,780 )	$	( 410,553 )	$	( 118,041 )	$	( 1,050,374 )

Balance at December 31, 2024	$	( 492,828 )	$	( 411,413 )	$	( 66,524 )	$	( 970,765 )
Other comprehensive income (loss) before reclassifications	—		140,571		37,666		178,237
Amounts reclassified from AOCI	26,665		—		26,642		53,307
Net current period other comprehensive income (loss)	26,665		140,571		64,308		231,544
Balance at June 30, 2025	$	( 466,163 )	$	( 270,842 )	$	( 2,216 )	$	( 739,221 )

Balance at December 31, 2023	$	—	$	( 998,259 )	$	( 118,814 )	$	( 1,117,073 )
Other comprehensive income (loss) before reclassifications	( 537,434 )		393,029		( 57,138 )		( 201,543 )
Amounts reclassified from AOCI	15,654		194,677		57,911		268,242
Net current period other comprehensive income (loss)	( 521,780 )		587,706		773		66,699
Balance at June 30, 2024	$	( 521,780 )	$	( 410,553 )	$	( 118,041 )	$	( 1,050,374 )

(1) For June 30, 2025 and 2024, the ending balance in net unrealized gains (losses) on investment securities available for sale and cash flow hedges includes unrealized losses of $ 10.2 million and $ 11.6 million, respectively, related to residual tax effects remaining in OCI primarily due to previously established deferred tax asset valuation allowances in 2010 and 2011 and state rate changes. In accordance with ASC 740-20-45-11(b), under the portfolio approach, these unrealized losses are realized at the time the entire portfolio is sold or disposed.

Note 5 - Fair Value Accounting

See "Part II - Item 8. Financial Statements and Supplementary Data - Note 1 - Summary of Significant Accounting Policies" of Synovus' 2024 Form 10-K for a description of valuation methodologies for assets and liabilities measured at fair value on a recurring and non-recurring basis.

The following table presents assets and liabilities measured at estimated fair value on a recurring basis.


	June 30, 2025								December 31, 2024
(in thousands)	Level 1		Level 2		Level 3		Total Estimated Fair Value		Level 1		Level 2		Level 3		Total Estimated Fair Value
Assets
Trading securities:
U.S. Treasury securities	$	4,000	$	—	$	—	$	4,000	$	—	$	—	$	—	$	—


State and municipal securities	—		59		—		59		—		473		—		473
Asset-backed securities	—		11,312		—		11,312		—		9,240		—		9,240
Other investments	—		104		—		104		—		—		—		—
Total trading securities	$	4,000	$	11,475	$	—	$	15,475	$	—	$	9,713	$	—	$	9,713
Investment securities available for sale:
U.S. Treasury securities	$	1,240,926	$	—	$	—	$	1,240,926	$	1,212,742	$	—	$	—	$	1,212,742
U.S. Government agency securities	—		29,711		—		29,711		—		29,163		—		29,163
Mortgage-backed securities issued by U.S. Government agencies	—		1,456,888		—		1,456,888		—		1,462,790		—		1,462,790
Mortgage-backed securities issued by U.S. Government sponsored enterprises	—		2,041,389		—		2,041,389		—		2,034,035		—		2,034,035
Collateralized mortgage obligations issued by U.S. Government agencies or sponsored enterprises	—		535,669		—		535,669		—		550,201		—		550,201
Commercial mortgage-backed securities issued by U.S. Government agencies or sponsored enterprises	—		2,485,074		—		2,485,074		—		2,253,116		—		2,253,116
Corporate debt securities and other debt securities	—		9,167		—		9,167		—		8,971		—		8,971
Total investment securities available for sale	$	1,240,926	$	6,557,898	$	—	$	7,798,824	$	1,212,742	$	6,338,276	$	—	$	7,551,018
Mortgage loans held for sale	$	—	$	45,136	$	—	$	45,136	$	—	$	33,448	$	—	$	33,448
Other investments	—		—		16,899		16,899		—		—		14,831		14,831
Mutual funds and mutual funds held in rabbi trusts	69,686		—		—		69,686		63,371		—		—		63,371

Derivative assets	—		82,664		—		82,664		—		83,895		—		83,895
Liabilities

Mutual funds held in rabbi trusts	54,318		—		—		54,318		48,351		—		—		48,351
Derivative liabilities (1)	—		134,644		—		134,644		—		216,325		—		216,325

(1) Excludes from Level 3 the Visa derivative of $ 62 thousand and $ 64 thousand at June 30, 2025 and December 31, 2024, respectively. See "Part II - Item 8. Financial Statements and Supplementary Data - Note 1 - Summary of Significant Accounting Policies" of Synovus' 2024 Form 10-K for discussion of fair value accounting related to this in the Derivative Instruments section.

Fair Value Option

Synovus has elected the fair value option for mortgage loans held for sale primarily to ease the operational burden required to maintain hedge accounting for these loans. Synovus is still able to achieve effective economic hedges on mortgage loans held for sale without the time and expense needed to manage a hedge accounting program.

The following table summarizes the difference between the fair value and the UPB of mortgage loans held for sale and the changes in fair value of these loans. An immaterial portion of these changes in fair value was attributable to instrument-specific credit risk.


Mortgage Loans Held for Sale
(in thousands)	As of June 30, 2025		As of December 31, 2024
Fair value	$	45,136	$	33,448
Unpaid principal balance	43,589		32,770
Fair value less aggregate unpaid principal balance	$	1,547	$	678


Changes in Fair Value Included in Net Income	Three Months Ended June 30,				Six Months Ended June 30,				Location in Consolidated Statements of Income
(in thousands)	2025		2024		2025		2024
Mortgage loans held for sale	$	411	$	32	$	869	$	( 774 )	Mortgage banking income

Activity for Level 3 Assets

See "Part II - Item 8. Financial Statements and Supplementary Data - Note 12 - Fair Value Accounting" of Synovus' 2024 Form 10-K for a description of the valuation techniques and significant inputs for Level 3 assets and liabilities that are measured at fair value on a recurring and non-recurring basis. During the three and six months ended June 30, 2025 and 2024, Synovus did not have any transfers in or out of Level 3 in the fair value hierarchy. The following tables provide rollforwards of Level 3 assets measured at fair value on a recurring basis.


		Three Months Ended June 30, 2025
(in thousands)		Other Investments
Beginning balance at March 31, 2025		$	15,350
Total gains (losses) realized/unrealized:
Included in earnings		469
Additions		1,080

Ending balance at June 30, 2025		$	16,899
Total net gains (losses) for the period included in earnings attributable to the change in unrealized gains (losses) relating to assets still held at June 30, 2025		$	469

	Three Months Ended June 30, 2024
(in thousands)		Other Investments
Beginning balance at March 31, 2024		$	13,115
Total gains (losses) realized/unrealized:
Included in earnings		456
Additions		852

Ending balance at June 30, 2024		$	14,423
Total net gains (losses) for the period included in earnings attributable to the change in unrealized gains (losses) relating to assets still held at June 30, 2024		$	456


	Six Months Ended June 30, 2025
(in thousands)	Other Investments
Beginning balance at December 31, 2024	$	14,831
Total gains (losses) realized/unrealized:
Included in earnings	442
Additions	1,626

Ending balance at June 30, 2025	$	16,899
Total net gains (losses) for the period included in earnings attributable to the change in unrealized gains (losses) relating to assets still held at June 30, 2025	$	442

	Six Months Ended June 30, 2024
(in thousands)	Other Investments
Beginning balance at December 31, 2023	$	12,560
Total gains (losses) realized/unrealized:
Included in earnings	435

Additions	1,428

Ending balance at June 30, 2024	$	14,423
Total net gains (losses) for the period included in earnings attributable to the change in unrealized gains (losses) relating to assets still held at June 30, 2024	$	435

The following table presents assets measured at fair value on a non-recurring basis, as of the dates indicated, for which there was a fair value adjustment.


	June 30, 2025						Fair Value Adjustments for the
(in thousands)	Level 1		Level 2		Level 3		Three Months Ended June 30, 2025		Six Months Ended June 30, 2025
Loans (1)	$	—	$	—	$	42,313	$	14,461	$	28,861




	June 30, 2024						Fair Value Adjustments for the
	Level 1		Level 2		Level 3		Three Months Ended June 30, 2024		Six Months Ended June 30, 2024
Loans (1)	$	—	$	—	$	26,995	$	22,160	$	29,568

(1) Fair value adjustments represent charge-offs on collateral-dependent loans that were written down to fair value of collateral based on the appraised value less selling costs of the collateral.

Fair Value of Financial Instruments

The following tables present the carrying and estimated fair values of financial instruments at June 30, 2025 and December 31, 2024. The fair values represent management’s best estimates based on a range of methodologies and assumptions. See "Part II - Item 8. Financial Statements and Supplementary Data - Note 1 - Summary of Significant Accounting Policies" to the consolidated financial statements of Synovus' 2024 Form 10-K for a description of how fair value measurements are determined.


	June 30, 2025
(in thousands)	Carrying Value		Fair Value		Level 1		Level 2		Level 3
Financial assets
Total cash, cash equivalents, and restricted cash	$	2,852,316	$	2,852,316	$	2,852,316	$	—	$	—
Trading securities	15,475		15,475		4,000		11,475		—
Investment securities held to maturity	2,502,639		2,476,289		—		2,476,289		—
Investment securities available for sale	7,798,824		7,798,824		1,240,926		6,557,898		—
Loans held for sale	153,037		152,640		—		45,136		107,504
Other investments	16,899		16,899		—		—		16,899
Mutual funds and mutual funds held in rabbi trusts	69,686		69,686		69,686		—		—
Loans, net (1)	43,071,885		42,231,633		—		—		42,231,633

FRB and FHLB stock	266,855		266,855		—		266,855		—
Derivative assets	82,664		82,664		—		82,664		—
Financial liabilities
Non-interest-bearing deposits	$	11,658,129	$	11,658,129	$	—	$	11,658,129	$	—
Non-time interest-bearing deposits	29,727,720		29,727,720		—		29,727,720		—
Time deposits	8,539,158		8,503,962		—		8,503,962		—
Total deposits (2)	$	49,925,007	$	49,889,811	$	—	$	49,889,811	$	—
Federal funds purchased, securities sold under repurchase agreements, and other short-term borrowings	85,327		85,327		85,327		—		—


Long-term debt	3,909,478		3,923,662		—		3,923,662		—
Mutual funds held in rabbi trusts	54,318		54,318		54,318		—		—
Derivative liabilities (3)	134,644		134,644		—		134,644		—

(1) Synovus estimates the fair value of loans based on present value of the future cash flows using the interest rate that would be charged for a similar loan to a borrower with similar risk, adjusted for a discount based on the estimated time period to complete a sale transaction with a market participant.

(2) The fair value of deposits with no stated maturity, such as non-interest-bearing demand, interest-bearing demand, money market, and savings accounts reflects the carrying amount which is payable on demand, as of the respective date, and may not align with other valuation methods or processes. The fair value of time deposits is based on the discounted value of contractual cash flows. The discount rate is estimated using the rates currently offered for deposits of similar remaining maturities.

(3) Excludes from Level 3 the Visa derivative of $ 62 thousand at June 30, 2025. See "Part II - Item 8. Financial Statements and Supplementary Data - Note 1 - Summary of Significant Accounting Policies" of Synovus' 2024 Form 10-K for discussion of fair value accounting related to this in the Derivative Instruments section.


	December 31, 2024
(in thousands)	Carrying Value		Fair Value		Level 1		Level 2		Level 3
Financial assets
Total cash, cash equivalents, and restricted cash	$	2,993,987	$	2,993,987	$	2,993,987	$	—	$	—
Trading securities	9,713		9,713		—		9,713		—
Investment securities held to maturity	2,581,469		2,524,525		—		2,524,525		—
Investment securities available for sale	7,551,018		7,551,018		1,212,742		6,338,276		—
Loans held for sale	90,111		89,901		—		33,448		56,453
Other investments	14,831		14,831		—		—		14,831
Mutual funds and mutual funds held in rabbi trusts	63,371		63,371		63,371		—		—
Loans, net (1)	42,122,183		41,014,425		—		—		41,014,425

FRB and FHLB stock	164,374		164,374		—		164,374		—
Derivative assets	83,895		83,895		—		83,895		—

Financial liabilities
Non-interest-bearing deposits	$	11,596,119	$	11,596,119	$	—	$	11,596,119	$	—
Non-time interest-bearing deposits	29,883,378		29,883,378		—		29,883,378		—
Time deposits	9,615,862		9,587,417		—		9,587,417		—
Total deposits (2)	$	51,095,359	$	51,066,914	$	—	$	51,066,914	$	—
Federal funds purchased, securities sold under repurchase agreements, and other short-term borrowings	131,728		131,728		131,728		—		—


Long-term debt	1,733,109		1,748,723		—		1,748,723		—
Mutual funds held in rabbi trusts	48,351		48,351		48,351		—		—
Derivative liabilities (3)	216,325		216,325		—		216,325		—

(3) Excludes from Level 3 the Visa derivative of $ 64 thousand at December 31, 2024. See "Part II - Item 8. Financial Statements and Supplementary Data - Note 1 - Summary of Significant Accounting Policies" of Synovus' 2024 Form 10-K for discussion of fair value accounting related to this in the Derivative Instruments section.

Note 6 - Derivative Instruments and Hedging Activities

Synovus utilizes derivative instruments to manage its exposure to various types of interest rate risk, exposures related to liquidity and credit risk, and to facilitate client transactions. The primary types of derivative instruments utilized by Synovus consist of interest rate swaps, interest rate lock commitments made to prospective mortgage loan clients, commitments to sell fixed-rate mortgage loans, and foreign currency exchange contracts. Interest rate lock commitments represent derivative instruments since it is intended that such loans will be sold. Synovus also provides foreign currency exchange services, primarily forward contracts, with counterparties to allow commercial clients to mitigate exchange rate risk. Synovus covers its risk by entering into an offsetting foreign currency exchange forward contract. Synovus enters into risk participation agreements with financial institution counterparties where we are either a participant or a lead bank so that the risk of default on the interest rate swaps is shared. Synovus either pays or receives a fee depending on the participation type. Synovus is party to master netting arrangements with its dealer counterparties; however, Synovus does not offset assets and liabilities under these arrangements for financial statement presentation purposes. See "Part II - Item 8. Financial Statements and Supplementary Data - Note 1 - Summary of Significant Accounting Policies" to the consolidated financial statements of Synovus' 2024 Form 10-K for additional information regarding accounting policies for derivatives.

Hedging Derivatives

Cash flow hedging relationships mitigate exposure to the variability of future cash flows or other forecasted transactions. Synovus has entered into interest rate swap contracts to manage overall cash flow changes related to interest rate risk exposure on index-based variable rate commercial loans. The contracts effectively modify Synovus' exposure to interest rate risk by utilizing receive fixed/pay index-based variable rate interest rate swaps.

For cash flow hedges, gain or loss on the derivative instrument is reported as a component of accumulated other comprehensive income (loss), net of the tax impact, and subsequently reclassified into earnings when the hedged transaction affects earnings with the impacts recorded in the same income statement line item used to present the earnings effect of the hedged item. When a cash flow hedge relationship is discontinued but the hedged cash flows, or forecasted transactions, are still expected to occur, gains or losses that were accumulated in OCI are amortized into earnings over the same periods in which the hedged transactions are still expected to affect earnings. If, however, it is probable the forecasted transactions will no longer occur, the remaining accumulated amounts in OCI for the impacted cash flow hedges are immediately recognized in earnings.

Synovus recorded no unrealized gains (losses) during the three and six months ended June 30, 2025 and 2024 related to terminated cash flow hedges. Synovus recognized pre-tax losses of $ 4.7 million and $ 9.2 million, respectively, during the three and six months ended June 30, 2025 and pre-tax losses of $ 5.3 million and $ 10.9 million, respectively, during the three and six months ended June 30, 2024, related to the amortization of terminated cash flow hedges. Amounts related to the amortization of terminated cash flow hedges are being recognized into earnings in conjunction with the effective terms of the original swaps through the third quarter of 2026.

As of June 30, 2025, Synovus expects to reclassify into earnings approximately $ 25 million in pre-tax loss due to the receipt or payment of interest payments on all cash flow hedges within the next 12 months. Included in this amount is approximately $ 11 million in pre-tax loss related to the amortization of terminated cash flow hedges. As of June 30, 2025, the maximum length of time over which Synovus is hedging its exposure to the variability in future cash flows is through the fourth quarter of 2029.

Fair value hedging relationships mitigate exposure to the change in fair value of an asset or liability. Synovus has entered into receive-fixed, pay-variable interest rate swap contracts to hedge the change in the fair value due to fluctuations in market interest rates for outstanding fixed-rate long-term debt and fixed-rate term interest-bearing deposits. The changes in fair value of the fair value hedges are recorded through earnings with an offset against changes in the fair value of the hedged item within interest expense in the consolidated statements of income. All components of each derivative instrument’s gain/(loss) are included in the assessment of hedge effectiveness.

Derivatives not designated as hedges include those that are entered into as either economic hedges to facilitate client needs or as part of Synovus' overall risk management strategy. Economic hedges are those that do not qualify to be treated as a fair value hedge or cash flow hedge for accounting purposes but are necessary to economically manage the risk exposure associated with the assets and liabilities of Synovus. For derivative instruments that are not designated as hedging instruments, changes in the fair value of the derivatives are recognized in earnings immediately.

Counterparty Credit Risk and Collateral

Entering into derivative contracts potentially exposes Synovus to the risk of counterparties’ failure to fulfill their legal obligations, including, but not limited to, potential amounts due or payable under each derivative contract. Notional principal amounts are often used to express the volume of these transactions, but the amounts potentially subject to credit risk are much smaller. Synovus assesses the credit risk of its dealer counterparties by regularly monitoring publicly available credit rating information, evaluating other market indicators, and periodically reviewing detailed financials. Dealer collateral requirements

are determined via risk-based policies and procedures and in accordance with existing agreements. Synovus seeks to minimize dealer credit risk by dealing with highly rated counterparties and by obtaining collateral for exposures above certain predetermined limits. Management closely monitors credit conditions within the client swap portfolio, which management deems to be of higher risk than dealer counterparties. Collateral is secured at origination and credit-related fair value adjustments are recorded against the asset value of the derivative as deemed necessary based upon an analysis, which includes consideration of the current asset value of the swap, client risk rating, collateral value, and client standing with regards to its swap contractual obligations and other related matters. Such asset values fluctuate based upon changes in interest rates regardless of changes in notional amounts and changes in client specific risk.

Collateral Requirements

Certain derivative transactions have collateral requirements, both at the inception of the trade and as the value of each derivative position changes. As of June 30, 2025 and December 31, 2024, Synovus had recorded the right to reclaim cash collateral of $ 44.1 million and $ 34.6 million, respectively. As of both June 30, 2025 and December 31, 2024, Synovus had recorded the obligation to return cash collateral of $ 4.6 million.

For derivatives cleared through central clearing houses, the variation margin payments made are legally characterized as settlements of the derivatives. As a result, these variation margin payments are netted against the fair value of the respective derivative contracts in the consolidated balance sheets and related disclosures.

The following table reflects the estimated fair value of derivative instruments included in other assets and other liabilities on the consolidated balance sheets along with their respective notional amounts on a gross basis.


	June 30, 2025						December 31, 2024
			Estimated Fair Value						Estimated Fair Value
(in thousands)	Notional Amount		Derivative Assets		Derivative Liabilities		Notional Amount		Derivative Assets		Derivative Liabilities
Derivatives in cash flow hedging relationships:
Interest rate contracts	$	4,350,000	$	—	$	16	$	4,350,000	$	—	$	13,003
Total cash flow hedges			$	—	$	16			$	—	$	13,003

Derivatives in fair value hedging relationships:
Interest rate contracts	$	2,252,967	$	6	$	—	$	2,102,967	$	168	$	1,469
Total fair value hedges			$	6	$	—			$	168	$	1,469
Total derivatives designated as hedging instruments			$	6	$	16			$	168	$	14,472

Derivatives not designated as hedging instruments:
Interest rate contracts	$	15,905,841	$	81,546	$	132,384	$	14,653,252	$	81,099	$	201,847
Mortgage derivatives - interest rate lock commitments	52,971		1,112		—		34,649		434		—
Mortgage derivatives - forward commitments to sell fixed-rate mortgage loans	78,000		—		472		51,500		233		—
Risk participation agreements	937,941		—		14		924,267		—		6
Foreign exchange contracts	95,381		—		1,758		148,805		1,961		—
Visa derivative	—		—		62		—		—		64
Total derivatives not designated as hedging instruments			$	82,658	$	134,690			$	83,727	$	201,917

The following table presents the effect of hedging derivative instruments in the consolidated statements of income and the total amounts for the respective line item affected for the three and six months ended June 30, 2025 and 2024 .


	Three Months Ended June 30, 2025
	Interest Income		Interest Expense
(in thousands)	Loans, including fees		Deposits		Long-term debt
Total interest income/expense amounts presented in the consolidated statements of income	$	657,811	$	278,309	$	33,586

Gain (loss) on cash flow hedging relationships: (1)
Interest rate contracts:
Realized gains (losses) reclassified from AOCI, pre-tax, to interest income on loans	$	( 16,622 )	$	—	$	—
Pre-tax income (loss) recognized on cash flow hedges	$	( 16,622 )	$	—	$	—

Gain (loss) on fair value hedging relationships:
Amounts related to interest settlements on derivatives	$	—	$	( 2,458 )	$	( 2,157 )
Recognized on derivatives	—		5,138		10,538
Recognized on hedged items	—		( 5,138 )		( 10,538 )
Pre-tax income (loss) recognized on fair value hedges	$	—	$	( 2,458 )	$	( 2,157 )

	Three Months Ended June 30, 2024
	Interest Income		Interest Expense
(in thousands)	Loans, including fees		Deposits		Long-term debt
Total interest income/expense amounts presented in the consolidated statements of income	$	701,570	$	335,754	$	28,390

Gain (loss) on cash flow hedging relationships: (1)
Interest rate contracts:
Realized gains (losses) reclassified from AOCI, pre-tax, to interest income on loans	$	( 36,527 )	$	—	$	—
Pre-tax income (loss) recognized on cash flow hedges	$	( 36,527 )	$	—	$	—

Gain (loss) on fair value hedging relationships:
Amounts related to interest settlements on derivatives	$	—	$	( 6,287 )	$	( 3,618 )
Recognized on derivatives	—		2,469		914
Recognized on hedged items	—		( 2,469 )		( 914 )
Pre-tax income (loss) recognized on fair value hedges	$	—	$	( 6,287 )	$	( 3,618 )


	Six Months Ended June 30, 2025
	Interest Income		Interest Expense
(in thousands)	Loans, including fees		Deposits		Long-term debt
Total interest income/expense amounts presented in the consolidated statements of income	$	1,306,063	$	560,634	$	63,434

Gain (loss) on cash flow hedging relationships:(1)
Interest rate contracts:
Realized gains (losses) reclassified from AOCI, pre-tax, to interest income on loans	$	( 35,124 )	$	—	$	—
Pre-tax income (loss) recognized on cash flow hedges	$	( 35,124 )	$	—	$	—

Gain (loss) on fair value hedging relationships:
Amounts related to interest settlements on derivatives	$	—	$	( 5,252 )	$	( 4,310 )
Recognized on derivatives	—		11,589		22,327
Recognized on hedged items	—		( 11,589 )		( 22,327 )
Pre-tax income (loss) recognized on fair value hedges	$	—	$	( 5,252 )	$	( 4,310 )

	Six Months Ended June 30, 2024
	Interest Income		Interest Expense
(in thousands)	Loans, including fees		Deposits		Long-term debt
Total interest income/expense amounts presented in the consolidated statements of income	$	1,393,285	$	668,420	$	57,985

Gain (loss) on cash flow hedging relationships:(1)
Interest rate contracts:
Realized gains (losses) reclassified from AOCI, pre-tax, to interest income on loans	$	( 76,350 )	$	—	$	—
Pre-tax income (loss) recognized on cash flow hedges	$	( 76,350 )	$	—	$	—

Gain (loss) on fair value hedging relationships:
Amounts related to interest settlements on derivatives	$	—	$	( 12,525 )	$	( 7,342 )
Recognized on derivatives	—		402		( 1,004 )
Recognized on hedged items	—		( 402 )		1,004
Pre-tax income (loss) recognized on fair value hedges	$	—	$	( 12,525 )	$	( 7,342 )

(1) See "Part I - Item 1. Financial Statements and Supplementary Data - Note 4 - Shareholders' Equity and Other Comprehensive Income (Loss)" for gain (loss) recognized on cash flow hedging relationships in AOCI.

The following table presents the carrying amount and associated cumulative basis adjustment related to the application of hedge accounting that is included in the carrying amount of the hedged assets/(liabilities) in fair value hedging relationships.


	June 30, 2025						December 31, 2024
	Hedged Items Currently Designated				Hedged Items No Longer Designated		Hedged Items Currently Designated				Hedged Items No Longer Designated
(in thousands)	Carrying Amount of Assets/(Liabilities)		Hedge Accounting Basis Adjustment				Carrying Amount of Assets/(Liabilities)		Hedge Accounting Basis Adjustment
Interest-bearing deposits	$	( 1,200,000 )	$	( 7,297 )	$	—	$	( 1,050,000 )	$	4,292	$	—
Long-term debt	( 1,049,312 )		( 10,741 )		7,078		( 1,048,535 )		11,585		9,809

The pre-tax effect of changes in fair value from derivative instruments not designated as hedging instruments in the consolidated statements of income for the three and six months ended June 30, 2025 and 2024 is presented below.


		Gain (Loss) Recognized in Consolidated Statements of Income
		Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	Location in Consolidated Statements of Income	2025		2024		2025		2024
Derivatives not designated as hedging instruments:
Interest rate contracts (1)	Capital markets income	$	1	$	313	$	262	$	153
Mortgage derivatives - interest rate lock commitments	Mortgage banking income	( 61 )		( 315 )		678		85
Mortgage derivatives - forward commitments to sell fixed-rate mortgage loans	Mortgage banking income	( 167 )		129		( 705 )		591
Risk participation agreements	Capital markets income	( 3 )		3		( 8 )		2
Foreign exchange contracts	Capital markets income	( 351 )		( 188 )		( 3,719 )		532
Visa derivative	Other non-interest expense	—		—		( 2,200 )		—
Total derivatives not designated as hedging instruments		$	( 581 )	$	( 58 )	$	( 5,692 )	$	1,363

(1) Gain (loss) represents net fair value adjustments (including credit related adjustments) for client swaps.

Note 7 - Net Income Per Common Share

The following table displays a reconciliation of the information used in calculating basic and diluted net income per common share for the three and six months ended June 30, 2025 and 2024. Diluted net income per common share incorporates the potential impact of contingently issuable shares, including awards which require future service and meeting certain performance and market metrics as a condition of delivery of the underlying common stock.


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands, except per share data)	2025		2024		2025		2024
Basic Net Income (Loss) Per Common Share:
Net income (loss) available to common shareholders	$	206,320	$	( 23,741 )	$	390,011	$	91,081
Weighted average common shares outstanding	138,891		145,565		139,783		145,998
Net income (loss) per common share, basic	$	1.49	$	( 0.16 )	$	2.79	$	0.62
Diluted Net Income (Loss) Per Common Share:
Net income (loss) available to common shareholders	$	206,320	$	( 23,741 )	$	390,011	$	91,081
Weighted average common shares outstanding	138,891		145,565		139,783		145,998
Effect of dilutive outstanding equity-based awards (1)	611		—		987		570
Weighted average diluted common shares	139,502		145,565		140,770		146,568
Net income (loss) per common share, diluted	$	1.48	$	( 0.16 )	$	2.77	$	0.62

(1) Due to the net loss attributable to common shareholders for the three months ended June 30, 2024, there were no dilutive shares included in the diluted net loss per common calculation; as such shares would have been anti-dilutive.

For the three months ended June 30, 2025 there were no potentially dilutive shares related to stock options to purchase shares of common stock that were outstanding. Due to the net loss attributable to common shareholders for the three months ended June 30, 2024, 490 thousand of contingently issuable shares, including awards which require future service and meeting certain performance and market metrics as a condition of delivery of the underlying common stock, were excluded from the computation of diluted net loss per common share because the effect could be anti-dilutive.

For the six months ended June 30, 2025, there were no potentially dilutive shares, and for the six months ended June 30, 2024, there were 21 thousand potentially dilutive shares related to stock options to purchase shares of common stock that were outstanding. Potentially dilutive shares related to stock options are not included in the computation of diluted net income per common share because the effect could be anti-dilutive.

Note 8 - Commitments and Contingencies

In the normal course of business, Synovus enters into commitments to extend credit such as loan commitments and letters of credit to meet the financing needs of its clients. Synovus uses the same credit policies in making commitments and conditional obligations as it does for on-balance sheet instruments. Commitments to extend credit are agreements to lend to a client as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Synovus also has commitments to fund certain tax credits, CRA partnerships, and other investments.

The contractual amount of these financial instruments represents Synovus' maximum credit risk should the counterparty draw upon the commitment, and should the counterparty subsequently fail to perform according to the terms of the contract. Since many of the commitments are expected to expire without being drawn upon, total commitment amounts do not necessarily represent future cash requirements. Additionally, certain commitments (primarily consumer) can generally be canceled by providing notice to the borrower.

The ACL associated with unfunded commitments and letters of credit is recorded within other liabilities on the consolidated balance sheets. At June 30, 2025 and December 31, 2024, the ACL for unfunded commitments was $ 49.0 million and $ 52.5 million, respectively. Additionally, an immaterial amount of unearned fees relating to letters of credit are recorded within other liabilities on the consolidated balance sheets.

Synovus also invests in tax credit partnerships, CRA partnerships, including SBIC programs, and other investments. The SBIC is a program initiated by the SBA in 1958 to assist in the funding of small business loans.


(in thousands)	June 30, 2025		December 31, 2024
Letters of credit (1)	$	400,977	$	340,385
Commitments to fund commercial and industrial loans	9,613,063		9,956,797
Commitments to fund commercial real estate, construction, and land development loans	2,184,942		2,135,638
Commitments under home equity lines of credit	2,112,986		2,119,616
Unused credit card lines	441,495		446,800
Other loan commitments	529,552		621,659
Total letters of credit and unfunded lending commitments	$	15,283,015	$	15,620,895


Tax credits, CRA partnerships, and other investments:
Carrying amount included in other assets (2)	$	683,022	$	672,803
Permanent and short-term construction loans and letter of credit unfunded commitments (3)	233,524		205,855
Funded portion of permanent and short-term loans and letters of credit (4)	171,160		229,668

(1) Represents the contractual amount net of risk participations purchased of approximately $ 15.6 million and $ 16.8 million at June 30, 2025 and December 31, 2024, respectively.

(2) Future funding commitment carrying amounts offset in other liabilities of $ 348.3 million and $ 358.5 million at June 30, 2025 and December 31, 2024, respectively.

(3) Represents the contractual amount net of risk participations of $ 12.0 million and $ 16.0 million at June 30, 2025 and December 31, 2024, respectively.

(4) Represents the contractual amount net of risk participations of $ 15.8 million and $ 16.2 million at June 30, 2025 and December 31, 2024, respectively.

Merchant Services

In accordance with credit and debit card association rules, Synovus provides merchant processing services for clients with a contractual arrangement under which certain sales and processing support are provided through an outside merchant services provider with Synovus owning the merchant contract relationship. In addition, Synovus sponsors various third-party MPS businesses that process credit and debit card transactions on behalf of merchants. In connection with these services, a liability may arise in the event of a billing dispute between the merchant and a cardholder that is ultimately resolved in the cardholder's favor. If the merchant defaults on its obligations, the cardholder, through its issuing bank, generally has until six months after the date of the transaction to present a chargeback to the MPS, which is primarily liable for any losses on covered transactions. However, if a sponsored MPS fails to meet its obligations, then Synovus, as the sponsor, could be held liable for the disputed amount. Synovus seeks to mitigate this risk through its contractual arrangements with the MPS and the merchants by withholding future settlements, retaining cash reserve accounts and/or obtaining other security. For the three and six months

ended June 30, 2025, Synovus and the sponsored entities processed and settled $ 28.76 billion and $ 57.33 billion of transactions, respectively.

Legal Proceedings

Synovus and its subsidiaries are subject to various legal proceedings, claims, and disputes that arise in the ordinary course of its business. Additionally, in the ordinary course of business, Synovus and its subsidiaries are subject to regulatory and governmental examinations, information gathering requests, inquiries, and investigations. Synovus, like many other financial institutions, has been the target of legal actions and other proceedings asserting claims for damages and related relief for losses. These actions include, but are not limited to, mortgage loan and other loan put-back claims, claims and counterclaims asserted by individual borrowers related to their loans, allegations of violations of state and federal laws, and regulations relating to banking practices, including putative class action matters. In addition to actual damages, if Synovus does not prevail in such asserted legal actions, credit-related litigation could result in additional write-downs or charge-offs of assets, which could adversely affect Synovus' results of operations during the period in which the write-down or charge-off were to occur.

At least quarterly, Synovus carefully examines and considers each legal matter using then available information, and, in those situations where Synovus determines that a particular legal matter presents loss contingencies that are both probable and reasonably estimable, Synovus establishes an appropriate reserve. An event is considered to be probable if the future event is likely to occur. In the absence of a determination that a loss contingency is both probable and reasonably estimable, no accrual is made. Once established, accruals are adjusted to reflect developments related to these matters. While the final outcome of any legal proceeding is inherently uncertain, based on the information currently available, advice of counsel, and available insurance coverage, management believes that the amounts accrued with respect to legal matters as of June 30, 2025 are adequate.

In addition, where Synovus determines that there is a reasonable possibility of a loss in respect of legal matters, Synovus considers whether it is able to estimate the total reasonably possible loss or range of loss. Under GAAP, an event is “reasonably possible” if “the chance of the future event or events occurring is more than remote but less than likely,” and an event is “remote” if the “chance of the future event or events occurring is slight.” In many situations, Synovus may be unable to estimate reasonably possible losses due to the difficulty of predicting outcome of legal matters and the preliminary nature of the legal matters, as well as a variety of other factors and uncertainties. Those matters for which a meaningful estimate is not possible are not included within this estimated range and, therefore, this range does not represent our maximum loss exposure. For those legal matters where Synovus is able to estimate a range of reasonably possible losses, management currently estimates the aggregate range from our outstanding litigation is from zero to $ 10 million in excess of the amounts accrued, if any, related to those matters. This estimated aggregate range is based upon information currently available to Synovus, and the actual losses could prove to be lower or higher. As there are further developments in these legal matters, Synovus will reassess these matters, and the estimated range of reasonably possible losses may change as a result of this assessment. Based on Synovus' current knowledge and advice of counsel, management presently does not believe that the liabilities arising from these legal matters will have a material adverse effect on Synovus' consolidated financial condition, results of operations, or cash flows. However, in light of the significant uncertainties involved and the large or indeterminate damages sought in some of these matters, it is possible that the ultimate resolution of these legal matters could have a material adverse effect on Synovus' results of operations or financial condition for any particular period.

Any estimate or determination relating to the future resolution of litigation, regulatory or governmental examinations, information gathering requests, inquiries, investigations, or similar matters is inherently uncertain and involves significant judgment. This is particularly true in the early stages of a legal matter, when legal issues and facts have not been well articulated, reviewed, analyzed, and vetted through discovery, preparation for trial or hearings, substantive and productive mediation or settlement discussions, or other actions. It is also particularly true with respect to class action and similar claims involving multiple defendants, matters with complex procedural requirements or substantive issues or novel legal theories, and examinations, investigations, and other actions conducted or brought by regulatory and governmental agencies, in which the normal adjudicative process is not applicable. Accordingly, we usually are unable to determine whether a favorable or unfavorable outcome is remote, reasonably likely, or probable, or to estimate the amount or range of a probable or reasonably likely loss, until relatively late in the course of a legal matter, sometimes not until a number of years have elapsed. Accordingly, our judgments and estimates relating to claims will change from time to time in light of developments, and actual outcomes will differ from our estimates. These differences may be material.

Synovus intends to vigorously pursue all available defenses to these legal matters but will also consider other alternatives, including settlement, in situations where there is an opportunity to resolve such legal matters on terms that Synovus considers to be favorable, including in light of the continued expense and distraction of defending such legal matters. Synovus maintains insurance coverage, which may be available to cover legal fees, or potential losses that might be incurred in connection with such legal matters. The above-noted estimated range of reasonably possible losses does not take into consideration insurance coverage which may or may not be available for the respective legal matters.

Note 9 - Segment Reporting

Synovus' business segments are based on the products and services provided or the clients served and reflect the manner in which financial information is evaluated by the chief operating decision maker (CODM). Synovus' CODM is the Chief Executive Officer. The CODM primarily utilizes revenue and non-interest expense directly attributable to a respective segment as well as actual versus expected credit losses when assessing performance and allocating resources.

Synovus has four major reportable business segments: Wholesale Banking, Community Banking, Consumer Banking, and Financial Management Services. The management accounting policies and processes utilized in compiling segment financial information are highly subjective and, unlike financial accounting, are not based on authoritative guidance similar to GAAP. As a result, reported segment results are not necessarily comparable with similar information reported by other financial institutions.

The Wholesale Banking business segment serves primarily larger corporate and governmental clients by providing commercial lending, deposit, and capital markets services through specialty teams including middle market, CRE, senior housing, premium finance, structured lending, asset-based lending, public finance, restaurant services, community investment capital, and capital markets.

The Community Banking business segment primarily serves small and medium-sized commercial clients as well as individual private wealth clients using a relationship-based approach. The commercial component of this segment focuses on locally owned and operated businesses. Private wealth services are delivered to the individuals operating the businesses as well as other individuals in the communities in which Community Banking operates. A comprehensive set of banking products are offered to the client set, including a full suite of lending, payments, and depository products as well as financial planning services.

The Consumer Banking business segment serves individual and small business clients through its branch and ATM network, in addition to digital and telephone channels. This segment provides individuals and small businesses with an array of comprehensive banking products and services, including depository accounts, credit and debit cards, payment solutions, goal-based planning, home equity and other consumer loans, and small business lending solutions.

The Financial Management Services business segment serves its clients by providing mortgage, trust services, professional portfolio management for fixed-income securities, securities underwriting and distribution, the execution of securities transactions as a broker/dealer, asset management, financial planning, and family office services, as well as the provision of individual investment advice on equity and other securities.

Functional activities such as treasury, technology, operations, marketing, finance, enterprise risk, legal, human resources, corporate communications, executive management, among others, are included in Treasury and Corporate Other. In addition, certain assets, liabilities, revenue, and expense not allocated or attributable to a particular business segment, such as Synovus' third-party consumer loans, loans held for sale, commercial card, and CIB, as well as certain reconciling items in order to translate segment results that are based on management accounting practices into consolidated results are also included in Treasury and Corporate Other.

Synovus uses a centralized FTP methodology to attribute appropriate net interest income to its business segments. The intent of the FTP methodology is to transfer interest rate risk from the business segments by providing matched duration funding of assets and liabilities. The result is to centralize the financial impact, management, and reporting of interest rate risk in the Treasury and Corporate Other function, where it can be centrally monitored and managed. Treasury and Corporate Other charges (credits) an internal cost of funds for assets held in (or pays for funding provided by) each business segment. The process for determining FTP is based on a number of factors and assumptions, including prevailing market interest rates, the expected lives of various assets and liabilities, and the Company's broader funding profile.

Provision for (reversal of) credit losses is allocated to segments based on historical annualized expected loss rates attributable to the credit risk of loans managed by the segments during the period. By comparison, the consolidated provision for (reversal of) credit losses is determined based on the ACL model using methodologies described in "Part II - Item 8. Financial Statements and Supplementary Data - Note 1 - Summary of Significant Accounting Policies" of Synovus' 2024 Form 10-K, with the difference between the consolidated provision for (reversal of) credit losses and the business segments' provision for (reversal of) credit losses reflected in Treasury Corporate and Other.

The following tables present certain financial information for each reportable business segment for the three and six months ended June 30, 2025 and 2024 and as of June 30, 2025 and December 31, 2024. The application and development of management reporting methodologies is a dynamic process and is subject to periodic enhancements. As these enhancements are made, financial results presented by each reportable business segment may be periodically revised. Loan and deposit transfers occur from time to time between reportable business segments primarily to maintain the migration of clients and relationship

managers between segments; however, prior period loan and deposit balances and any related net interest income and FTP are not adjusted for transfers.


	Three Months Ended June 30, 2025
(in thousands)	Wholesale Banking (1)		Community Banking (1)		Consumer Banking (1)		Financial Management Services (1)		Treasury and Corporate Other		Synovus Consolidated
Net interest income (expense)	$	174,780	$	100,496	$	134,210	$	21,816	$	28,259	$	459,561
Provision for (reversal of) credit losses	30,390		11,164		5,249		3,966		( 47,524 )		3,245
Net interest income (expense) after provision for credit losses	144,390		89,332		128,961		17,850		75,783		456,316
Service charges on deposit accounts	5,910		7,673		10,590		4		1,081		25,258
Fiduciary and asset management fees	—		—		—		20,332		—		20,332
Card fees	3		8,843		6,842		—		4,444		20,132
Brokerage revenue	—		—		—		20,748		—		20,748
Mortgage banking income	—		—		—		4,435		—		4,435
Capital markets income	6,870		1,394		145		—		4,551		12,960
Other non-interest revenue	4,082		933		1,711		1,714		21,830		30,270
Total non-interest revenue	16,865		18,843		19,288		47,233		31,906		134,135
Salaries and other personnel expense	23,529		26,545		30,550		31,407		80,151		192,182
Other operating expense (1)	8,418		10,637		17,948		8,582		77,934		123,519
Total non-interest expense	31,947		37,182		48,498		39,989		158,085		315,701
Income (loss) before income taxes	$	129,308	$	70,993	$	99,751	$	25,094	$	( 50,396 )	$	274,750


	Three Months Ended June 30, 2024
(in thousands)	Wholesale Banking (1)		Community Banking (1)		Consumer Banking (1)		Financial Management Services (1)		Treasury and Corporate Other (2)		Synovus Consolidated
Net interest income (expense)	$	181,574	$	98,097	$	135,550	$	25,250	$	( 5,473 )	$	434,998
Provision for (reversal of) credit losses	31,133		9,733		5,033		3,991		( 23,486 )		26,404
Net interest income (expense) after provision for credit losses	150,441		88,364		130,517		21,259		18,013		408,594
Service charges on deposit accounts	5,225		6,836		10,488		5		353		22,907
Fiduciary and asset management fees	—		—		—		19,728		—		19,728
Card fees	3		8,038		6,923		—		4,454		19,418
Brokerage revenue	—		—		—		20,457		—		20,457
Mortgage banking income	—		—		—		3,944		—		3,944
Capital markets income	8,075		2,588		—		—		4,414		15,077
Other non-interest revenue (2)	2,642		689		1,896		1,705		( 237,314 )		( 230,382 )
Total non-interest revenue	15,945		18,151		19,307		45,839		( 228,093 )		( 128,851 )
Salaries and other personnel expense	21,902		26,811		29,378		30,639		70,677		179,407
Other operating expense (1)	12,673		10,975		21,626		7,707		69,413		122,394
Total non-interest expense	34,575		37,786		51,004		38,346		140,090		301,801
Income (loss) before income taxes	$	131,811	$	68,729	$	98,820	$	28,752	$	( 350,170 )	$	( 22,058 )

(1) Other operating expense for each reportable segment primarily includes, net occupancy, equipment, and software expense, third-party processing and other services, professional fees, and FDIC insurance and other regulatory fees.

(2) Treasury and Corporate Other includes a net loss of $ 256.7 million primarily due to the strategic repositioning of the investment securities portfolio in the second quarter of 2024.


	Six Months Ended June 30, 2025
(in thousands)	Wholesale Banking (1)		Community Banking (1)		Consumer Banking (1)		Financial Management Services (1)		Treasury and Corporate Other		Synovus Consolidated
Net interest income	$	353,245	$	198,172	$	263,868	$	42,829	$	55,831	$	913,945
Provision for (reversal of) credit losses	62,315		21,878		10,648		8,041		( 88,716 )		14,166
Net interest income after provision for credit losses	290,930		176,294		253,220		34,788		144,547		899,779
Service charges on deposit accounts	11,568		15,011		20,673		8		1,112		48,372
Fiduciary and asset management fees	—		—		—		40,249		—		40,249
Card fees	6		19,112		13,225		—		9,016		41,359
Brokerage revenue	—		—		—		41,107		—		41,107
Mortgage banking income	—		—		—		7,773		—		7,773
Capital markets income	10,847		2,630		371		361		5,692		19,901
Other non-interest revenue	7,251		1,844		3,431		3,346		35,968		51,840
Total non-interest revenue	29,672		38,597		37,700		92,844		51,788		250,601
Salaries and other personnel expense	49,288		54,898		59,937		62,744		150,825		377,692
Other operating expense (1)	16,600		21,825		35,808		16,136		155,674		246,043
Total non-interest expense	65,888		76,723		95,745		78,880		306,499		623,735
Income (loss) before income taxes	$	254,714	$	138,168	$	195,175	$	48,752	$	( 110,164 )	$	526,645


	Six Months Ended June 30, 2024
(in thousands)	Wholesale Banking (1)		Community Banking (1)		Consumer Banking (1)		Financial Management Services (1)		Treasury and Corporate Other (2)		Synovus Consolidated
Net interest income	$	365,240	$	197,120	$	274,176	$	48,470	$	( 31,162 )	$	853,844
Provision for (reversal of) credit losses	60,303		19,281		10,076		7,787		( 17,063 )		80,384
Net interest income after provision for credit losses	304,937		177,839		264,100		40,683		( 14,099 )		773,460
Service charges on deposit accounts	10,360		13,449		20,440		9		462		44,720
Fiduciary and asset management fees	—		—		—		38,741		—		38,741
Card fees	6		16,248		13,063		—		9,587		38,904
Brokerage revenue	—		—		—		43,164		—		43,164
Mortgage banking income	—		—		—		7,362		—		7,362
Capital markets income	11,270		3,490		—		553		6,391		21,704
Other non-interest revenue (2)	5,634		1,643		3,751		2,880		( 218,466 )		( 204,558 )
Total non-interest revenue	27,270		34,830		37,254		92,709		( 202,026 )		( 9,963 )
Salaries and other personnel expense	47,754		55,064		59,061		63,558		142,491		367,928
Other operating expense (1)	22,131		23,715		44,067		14,471		152,230		256,614
Total non-interest expense	69,885		78,779		103,128		78,029		294,721		624,542
Income (loss) before income taxes	$	262,322	$	133,890	$	198,226	$	55,363	$	( 510,846 )	$	138,955

(2) Treasury and Corporate Other includes a net loss of $ 256.7 million primarily due to the strategic repositioning of the investment securities portfolio in the second quarter of 2024.


	June 30, 2025
(dollars in thousands)	Wholesale Banking		Community Banking		Consumer Banking		Financial Management Services		Treasury and Corporate Other		Synovus Consolidated
Loans, net of deferred fees and costs	$	25,406,506	$	8,033,796	$	2,673,928	$	5,220,638	$	2,201,848	$	43,536,716
Deposits	$	14,552,198	$	10,717,809	$	17,835,182	$	1,221,253	$	5,598,565	$	49,925,007
Full-time equivalent employees	351		558		1,486		555		1,854		4,804

	December 31, 2024
(dollars in thousands)	Wholesale Banking		Community Banking		Consumer Banking		Financial Management Services		Treasury and Corporate Other		Synovus Consolidated
Loans, net of deferred fees and costs	$	24,677,119	$	7,921,182	$	2,776,305	$	5,263,474	$	1,970,948	$	42,609,028
Deposits	$	15,207,166	$	10,877,394	$	18,365,142	$	1,109,270	$	5,536,387	$	51,095,359
Full-time equivalent employees	336		533		1,475		565		1,787		4,696

Note 10 - Subsequent Event

On July 24, 2025, Synovus entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Pinnacle and Steel Newco Inc., a newly formed Georgia corporation jointly owned by Pinnacle and Synovus (“Newco”). The Merger Agreement provides that, upon the terms and subject to the conditions set forth therein, Pinnacle and Synovus will each simultaneously merge with and into Newco (such mergers, collectively, the “Merger”), with Newco continuing as the surviving corporation in the Merger and named Pinnacle Financial Partners, Inc.

Subject to the terms and conditions of the Merger Agreement, (a) each share of common stock, par value $ 1.00 per share, of Synovus (“Synovus Common Stock”) outstanding immediately prior to the Merger will be converted into the right to receive 0.5237 shares of the common stock of Newco ("Newco Common Stock") and (b) each share of common stock, par value $ 1.00 per share, of Pinnacle outstanding immediately prior to the Merger will be converted into the right to receive one share of Newco Common Stock. Holders of Synovus Common Stock will receive cash in lieu of fractional shares. Following the close of the Merger, Synovus shareholders will own approximately 48.5 % and Pinnacle shareholders will own approximately 51.5 % of the combined company.

Subject to the terms and conditions of the Merger Agreement, each share of Synovus Series D Preferred Stock, Synovus Series E Preferred Stock and 6.75 % Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series B, no par value, of Pinnacle ("Pinnacle Preferred Stock"), will be converted into the right to receive one share of an applicable newly created series of preferred stock of Newco having terms that are not materially less favorable than the Synovus Series D Preferred Stock, Synovus Series E Preferred Stock or Pinnacle Preferred Stock, as applicable.

The Merger Agreement was unanimously approved by the Boards of Directors of each of Pinnacle, Synovus and Newco. The completion of the Merger is subject to the satisfaction of customary closing conditions, including receipt of required regulatory approvals and approval by the shareholders of each of Synovus and Pinnacle.

ITEM 2. – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

In this Report, the words “Synovus,” “the Company,” “we,” “us,” and “our” refer to Synovus Financial Corp. together with Synovus Bank and Synovus' other wholly-owned subsidiaries, except where the context requires otherwise.

FORWARD-LOOKING STATEMENTS

Certain statements made or incorporated by reference in this Report which are not statements of historical fact, including those under “Management's Discussion and Analysis of Financial Condition and Results of Operations,” and elsewhere in this Report, constitute forward-looking statements within the meaning of, and subject to the protections of, Section 27A of the Securities Act and Section 21E of the Exchange Act. Forward-looking statements include statements with respect to Synovus' beliefs, plans, objectives, goals, targets, expectations, anticipations, assumptions, estimates, intentions and future performance and involve known and unknown risks, many of which are beyond Synovus' control and which may cause Synovus' actual results, performance or achievements or the financial services industry or economy generally, to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements.

All statements other than statements of historical fact are forward-looking statements. You can identify these forward-looking statements through Synovus' use of words such as “believes,” “anticipates,” “expects,” “may,” “will,” “assumes,” “predicts,” “could,” “should,” “would,” “intends,” “targets,” “estimates,” “projects,” “plans,” “potential” and other similar words and expressions of the future or otherwise regarding the outlook for Synovus' future business and financial performance and/or the performance of the financial services industry and economy in general. Forward-looking statements are based on the current beliefs and expectations of Synovus' management and are subject to significant risks and uncertainties. Actual results may differ materially from those contemplated by such forward-looking statements. A number of factors could cause actual results to differ materially from those contemplated by the forward-looking statements in this document. Many of these factors are beyond Synovus' ability to control or predict. These factors include, but are not limited to:


(1)						risks relating to the pending Merger, including the risk that the cost savings and synergies from the Merger may not be fully realized or may take longer than anticipated to be realized; disruption to Synovus’ business and to Pinnacle’s business as a result of the announcement and pendency of the Merger; the risk that the integration of Pinnacle’s and Synovus’ respective businesses and operations will be materially delayed or will be more costly or difficult than expected, including as a result of unexpected factors or events; the failure to obtain the necessary approvals by the shareholders of Synovus or Pinnacle; the amount of the costs, fees, expenses and charges related to the Merger; the ability by each of Synovus and Pinnacle to obtain required governmental approvals of the Merger on the timeline expected, or at all (and the risk that the required governmental approvals may result in the imposition of conditions that could adversely affect the combined company after the closing of the Merger or adversely affect the expected benefits of the Merger); reputational risk and the reaction of each company’s clients, suppliers, employees or other business partners to the proposed Merger; the failure of the closing conditions in the Merger Agreement to be satisfied, or any unexpected delay in closing the Merger or the occurrence of any event, change or other circumstances that could give rise to the termination of the Merger Agreement; the dilution caused by the issuance of shares of the combined company’s common stock in the Merger; the possibility that the Merger may be more expensive to complete than anticipated, including as a result of unexpected factors or events; risks related to management and oversight of the expanded business and operations of the combined company following the closing of the Merger; the possibility the combined company is subject to increased scrutiny by, and/or additional regulatory requirements of, governmental authorities as a result of the Merger or expansion of the combined company’s business operations following the Merger; the outcome of any legal or regulatory proceedings or governmental inquiries or investigations that may be currently pending or later instituted against Synovus, Pinnacle or the combined company; the risk that any announcements relating to the Merger could have adverse effects on the market price of our common stock; certain restrictions during the pendency of the Merger; the diversion of management’s attention from ongoing business operations and opportunities; the risk that revenues of the combined company following the Merger may be lower than expected and/or the risk that certain expenses of the combined company may be greater than expected; Synovus’ and Pinnacle’s success in executing their respective business plans and strategies and managing the risks involved in the foregoing; and effects of the announcement, pendency or completion of the Merger on Synovus’ or Pinnacle’s ability to retain clients and retain and hire key personnel and maintain relationships with Synovus’ and Pinnacle’s suppliers and other business partners, and on Synovus’ and Pinnacle’s operating results and businesses generally;

(2)						an economic downturn and contraction, including a recession, and the resulting effects on our capital, financial condition, credit quality, results of operations, and future growth, including that the strength of the current economic environment could be further weakened by recent trade policies and their impacts on us and our clients, persistent or rising inflation, interest rate fluctuations, changes in fiscal and monetary policy, and geopolitical uncertainty;

(3)						the impact of recent or proposed changes in fiscal, monetary and economic policy, laws, and regulations, or the interpretation or application thereof, and the uncertainty of future implementation and enforcement of these policies and regulations, including persistent inflationary pressures, potential interest rate fluctuations, supply chain issues, and potential changes to government policies related to immigration, trade, and government spending;

(4)						our ability to realize the expected benefits from our strategic initiatives or other operational and execution goals in the time period expected, which could negatively affect our future profitability;

(5)						competition in the financial services industry, including competition from nontraditional banking institutions such as Fintechs and non-bank lenders;

(6)						our ability to attract and retain employees and the impact of senior leadership transitions that are key to our strategic initiatives;


(7)						prolonged periods of inflation and its effects on our business, profitability, and our stock price, as well as the impact on our clients (including the velocity and levels of deposit withdrawals and loan repayment);

(8)						our strategic implementation of new lines of business, new products and services, and new technologies and the expansion of our existing business opportunities with a renewed focus on innovation;

(9)						the impact of adverse developments in the banking industry, on client confidence, liquidity, and regulatory responses to these developments (including increases in the cost of our deposit insurance assessments and increased regulatory scrutiny), our ability to effectively manage our liquidity risk and any growth plans, and the availability of capital and funding;

(10)						changes in the interest rate environment, including changes to the federal funds rate, and competition in our primary market area may result in increased funding costs or reduced earning assets yields, thus reducing margins and net interest income;

(11)						we may be exposed to potential losses in the event of fraud and/or theft, or in the event that a third-party vendor, obligor, or business partner fails to pay amounts due to us under that relationship or under any arrangement that we enter into with them;



(12)						changes in the cost and availability of funding due to changes in the deposit market and credit market;

(13)						restrictions or limitations on access to funds from historical and alternative sources of liquidity could adversely affect our overall liquidity, which could restrict our ability to make payments on our obligations and our ability to support asset growth and sustain our operations and the operations of Synovus Bank;

(14)						we may be required to make substantial expenditures to keep pace with regulatory initiatives and the rapid technological changes in the financial services industry;

(15)						our current and future information technology system enhancements and operational initiatives, including those related to or involving artificial intelligence, may not be successfully implemented, which could negatively impact our operations;

(16)						our business relationships with, and reliance upon, third parties that have strategic partnerships with us or that provide key components of our business infrastructure, including the costs of services and products provided to us by third parties, and disruptions in service or financial difficulties with a third-party vendor or business relationship;

(17)						our enterprise risk management framework, our compliance program, or our corporate governance and supervisory oversight functions may not identify or address risks adequately, which may result in unexpected losses;

(18)						our asset quality may deteriorate or our allowance for credit losses may prove to be inadequate or may be negatively affected by credit risk exposures;

(19)						the ability of our operational framework to identify and manage risks associated with our business, such as credit risk, compliance risk, reputational risk, cybersecurity risk, and operational risk, including by virtue of our relationships with third-party business partners, as well as our relationships with third-party vendors and other service providers;

(20)						if economic conditions worsen or regulatory capital rules are modified, we may be required to undertake initiatives to improve or conserve our capital position;

(21)						our ability to identify and address cybersecurity risks such as data security breaches, malware, "denial of service" attacks, "hacking," and identity theft, a failure of which could disrupt our business and result in the disclosure of and/or misuse or misappropriation of confidential or proprietary information, disruption, or damage of our systems, increased costs, significant losses, or adverse effects to our reputation;

(22)						the impact on our financial results, reputation, and business if we are unable to comply with all applicable federal and state regulations or other supervisory actions or directives and any necessary capital initiatives;

(23)						we may not be able to identify suitable bank and non-bank acquisition opportunities as part of our growth strategy and even if we are able to identify attractive acquisition opportunities, we may not be able to complete such transactions on favorable terms or realize the anticipated benefits from such acquisitions;

(24)						our ability to receive dividends from our subsidiaries could affect our liquidity, including our ability to pay dividends or take other capital actions;

(25)						our corporate responsibility strategies and initiatives, the scope and pace of which could alter our reputation and shareholder, employee, client, and third-party relationships;

(26)						we could realize losses if we sell assets and the proceeds we receive are lower than the carrying value of such assets;

(27)						our ability to obtain regulatory approval to take certain actions, including any dividends on our common or preferred stock, any repurchases of our common or preferred stock, or any other issuance or redemption of any other regulatory capital instruments, as well as any applications in respect to strategic initiatives;

(28)						our concentrated operations in the Southeastern U.S. make us vulnerable to local economic conditions, local weather catastrophes, public health issues, and other external events;

(29)						the costs and effects of litigation, investigations, or similar matters, or adverse facts and developments related thereto;


(30)						the fluctuation in our stock price and general volatility in the stock market;

(31)						the effects of any damages to our reputation resulting from developments related to any of the items identified above; and

(32)						other factors and other information contained in this Report and in other reports and filings that we make with the SEC under the Exchange Act, including, without limitation, those found in "Part II - Item 1A. Risk Factors" of this Report.

For a discussion of these and other risks that may cause actual results to differ from expectations, refer to “Part I - Item 1A. Risk Factors” and other information contained in Synovus' 2024 Form 10-K and our other periodic filings, including quarterly reports on Form 10-Q and current reports on Form 8-K, that we file from time to time with the SEC. All written or oral forward-looking statements that are made by or are attributable to Synovus are expressly qualified by this cautionary notice. You should not place undue reliance on any forward-looking statements since those statements speak only as of the date on which the statements are made. Synovus undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of new information or unanticipated events, except as may otherwise be required by law.

INTRODUCTION AND CORPORATE PROFILE

Synovus Financial Corp. is a financial services company and a registered bank holding company based in Columbus, Georgia. Through its wholly-owned subsidiary, Synovus Bank, a Georgia state-chartered bank that is a member of the Federal Reserve System, the Company provides commercial and consumer banking in addition to a full suite of specialized products and services, including wealth services, treasury management, mortgage services, premium finance, asset-based lending, structured lending, capital markets, and international banking. Synovus also provides financial planning and investment advisory services through its wholly-owned subsidiaries, Synovus Trust and Synovus Securities.

Synovus Bank is positioned in some of the highest growth markets in the Southeast, with 244 branches and 356 ATMs in Alabama, Florida, Georgia, South Carolina, and Tennessee as of June 30, 2025.

The following financial review summarizes the significant trends, changes in our business, transactions, and other matters affecting Synovus’ results of operations for the three and six months ended June 30, 2025 compared to the same periods in 2024 and financial condition as of June 30, 2025 compared to December 31, 2024. This discussion supplements, and should be read in conjunction with, the unaudited interim consolidated financial statements and notes thereto contained elsewhere in this Report and the consolidated financial statements of Synovus, the notes thereto, and management’s discussion and analysis contained in Synovus' 2024 Form 10-K.

Management's Discussion and Analysis of Financial Condition and Results of Operations consists of:

• Discussion of Results of Operations - Reviews Synovus' financial performance, as well as selected balance sheet items, items from the statements of income, significant transactions, and certain key ratios that illustrate Synovus' performance.

• Credit Quality, Capital Resources and Liquidity - Discusses credit quality, market risk, capital resources, and liquidity, as well as performance trends. It also includes a discussion of liquidity policies, how Synovus obtains funding, and related performance.

• Additional Disclosures - Discusses additional important matters, including critical accounting policies and non-GAAP financial measures.

A reading of each section is important to fully understand our financial performance.

DISCUSSION OF RESULTS OF OPERATIONS


Table 1 - Consolidated Financial Highlights
	Three Months Ended June 30,								Six Months Ended June 30,
(dollars in thousands, except per share data)	2025			2024			Change		2025			2024			Change
Net interest income	$	459,561		$	434,998		6	%	$	913,945		$	853,844		7	%
Provision for (reversal of) credit losses	3,245			26,404			(88)		14,166			80,384			(82)
Non-interest revenue	134,135			(128,851)			204		250,601			(9,963)			nm
Total revenue	593,696			306,147			94		1,164,546			843,881			38
Non-interest expense	315,701			301,801			5		623,735			624,542			—
Income (loss) before income taxes (benefit)	274,750			(22,058)			nm		526,645			138,955			279
Net income (loss) attributable to Synovus Financial Corp.	217,715			(14,028)			nm		412,729			110,479			274
Net income (loss) available to common shareholders	206,320			(23,741)			nm		390,011			91,081			328
Net income (loss) per common share, basic	1.49			(0.16)			nm		2.79			0.62			350
Net income (loss) per common share, diluted	1.48			(0.16)			nm		2.77			0.62			347
Net interest margin (1)	3.37		%	3.20		%	17	bps	3.36		%	3.12		%	24 bps
Net charge-off ratio (1)	0.17			0.32			(15)		0.19			0.36			(17)
Return on average assets (1)	1.46			(0.10)			156		1.39			0.37			102
Return on average common equity (1)	16.71			(2.14)			nm		16.11			4.07			nm
Efficiency ratio (TE)	53.03			98.15			nm		53.41			73.78			nm

(1) Annualized


	June 30, 2025			March 31, 2025			Sequential Quarter Change			June 30, 2024			Year-Over-Year Change
(dollars in thousands)
Loans, net of deferred fees and costs	$	43,536,716		$	42,648,738		$	887,978		$	43,093,397		$	443,319
Total average loans, quarter	42,818,787			42,506,387			312,400			43,364,822			(546,035)
Total deposits	49,925,007			50,843,061			(918,054)			50,195,778			(270,771)
Core deposits (excludes brokered deposits)	45,207,935			45,996,353			(788,418)			44,793,743			414,192
Total average deposits, quarter	50,202,754			50,598,279			(395,525)			50,408,057			(205,303)
Non-performing assets ratio	0.59		%	0.67		%	(8)		bps	0.60		%	(1)		bp
Non-performing loans ratio	0.59			0.67			(8)			0.59			—
Past due loans over 90 days (as a % of loans)	0.09			0.10			(1)			0.01			8
ACL to loans coverage ratio	1.18			1.24			(6)			1.25			(7)



CET1 capital ratio	10.96			10.77			19			10.60			36


Total Synovus Financial Corp. shareholders’ equity to total assets ratio	9.20			8.93			27			8.48			72

Second Quarter 2025 Overview

Net income (loss) available to common shareholders for the second quarter of 2025 was $206.3 million, or $1.48 per diluted common share, compared to $(23.7) million, or $(0.16) per diluted common share, for the second quarter of 2024. Net income available to common shareholders for the six months ended June 30, 2025 was $390.0 million, or $2.77 per diluted common share, compared to $91.1 million, or $0.62 per diluted common share, for the six months ended June 30, 2024. The year-over-year changes were impacted by losses from sales of AFS investment securities totaling $256.7 million in connection with the strategic repositioning of the investment securities portfolio in the second quarter of 2024, higher net interest income from lower funding costs, and a decrease in provision for credit losses driven by improved credit performance, including lower net charge-offs.

Net interest income for the six months ended June 30, 2025 was $913.9 million, up $60.1 million, or 7%, compared to the same period in 2024. Net interest margin was up 24 bps over the comparable six - month period to 3.36%, impacted by a host of factors including fixed-asset repricing and effective management of deposit costs. Net interest margin was up 2 bps on a linked quarter basis, largely attributable to a decline in our cost of deposits, fixed-rate asset repricing, hedge maturities, lower cash balances and a stable Fed Funds environment.

Non-interest revenue for the second quarter of 2025 was $134.1 million, and year-to-date was $250.6 million, up significantly compared to the same periods in 2024, primarily due to the impact of the aforementioned losses from sales of AFS investment securities in the second quarter of 2024 as well as higher core banking fees.

Non-interest expense for the second quarter of 2025 was $315.7 million, up $13.9 million, or 5%, and year-to-date was $623.7 million, down $807 thousand compared to the same periods in 2024. The increase for the second quarter of 2025 compared to the second quarter 2024 was primarily driven by higher salaries and other personnel expense largely due to the impact of headcount additions, merit increases, and higher performance-related incentives, partially offset by lower professional fees. The slight year-to-date decline compared to the same period in 2024 was primarily impacted by an $8.9 million decline in the accrual that related to updated estimates of the FDIC special assessment in addition to a lower base assessment rate, mostly offset by higher salaries and other personnel expense from headcount additions and merit increases and increased net occupancy, equipment, and software expense from ongoing investments in technology.

At June 30, 2025, loans, net of deferred fees and costs, of $43.54 billion increased $927.7 million from December 31, 2024 primarily driven by C&I loan growth, which included production in our high growth business lines, specialty lending and CIB, and increased commercial line utilization. CRE loans increased primarily due to increased loan production and lower payoff/paydown activity. Consumer loan balances grew marginally and included fundings outpacing payment activity for third-party loans, somewhat offset by a decline in mortgage loans.

Credit metrics at June 30, 2025 included both NPAs and NPLs at 59 bps and total past due loans at 24 bps as a percentage of total loans. Net charge-offs/average loans for the three and six months ended June 30, 2025 were 17 bps annualized and 19 bps annualized, respectively, as compared to 32 bps annualized and 36 bps annualized for the three and six months ended June 30, 2024, respectively. The ACL to loans coverage ratio at June 30, 2025 of 1.18% was 9 bps lower than December 31, 2024 due to improved credit performance, partially offset by increased economic uncertainty. The ACL to NPL coverage ratio was 200% at June 30, 2025 compared to 174% at December 31, 2024.

Total period-end deposits at June 30, 2025 decreased $1.17 billion compared to December 31, 2024 primarily due to a decline in both core deposits and brokered deposits. The decline in core deposits was primarily attributable to a reduction in core time deposits, as well as seasonal headwinds which are typical within the second quarter. Total average deposit costs of 2.22% in the second quarter of 2025 decreased 4 bps and 46 bps, from the prior quarter and prior year comparable periods, respectively, with the year-over-year decline supported by positive remixing within the deposit portfolio as well as the continued benefits of disciplined deposit repricing on the heels of FOMC policy rate changes in late 2024.

At June 30, 2025, Synovus' CET1 ratio of 10.96% improved 12 bps compared to December 31, 2024, as our organic earnings supported capital accretion that was offset by share repurchases. During the six months ended June 30, 2025, Synovus repurchased 2.9 million shares of common stock at an average price of $48.62 per share via open market transactions.

More detail on Synovus' financial results for the three and six months ended June 30, 2025 may be found in subsequent sections of "Item 2. – Management's Discussion and Analysis of Financial Condition and Results of Operations" of this Report. See also "Part 1 – Item 1A. – Risk Factors" of Synovus' 2024 Form 10-K.

2025 Updated Fundamental Guidance

The outlook has been slightly revised to reflect our expectations and is based on recent trends and client feedback given what remains a highly uncertain economic environment:

• end of period loan growth of 4% to 6%

• end of period core deposit (1) growth of 1% to 3%

• adjusted revenue growth (2)(3)(4) of 5% to 7%

• adjusted non-interest expense (2)(3) growth of 2% to 4%

• annualized second half of 2025 net charge-off ratio relatively stable from 0.19% annualized in the first half of 2025

• CET1 ratio relatively stable

• effective income tax rate of approximately 21-22%

(1) Excludes brokered deposits.

(2) Non-GAAP financial measure; see "Table 14 - Reconciliation of Non-GAAP Financial Measures" of this Report for applicable reconciliation to the most comparable GAAP measure.

(3) Guidance based on 2024 adjusted revenue of $2.25 billion and adjusted non-interest expense of $1.23 billion.

(4) Base case assumes two 25 bps interest rate cuts (one in September 2025 and one in December 2025) and stable long-term rate expectations.

Loans

The following table compares the composition of the loan portfolio at June 30, 2025, December 31, 2024, and June 30, 2024.


Table 2 - Loans by Portfolio Class
									June 30, 2025 vs. December 31, 2024 Change								June 30, 2025 vs. June 30, 2024 Change
(dollars in thousands)	June 30, 2025				December 31, 2024								June 30, 2024
Commercial, financial and agricultural	$	15,238,812	35.0	%	$	14,498,992	34.0	%	$	739,820	5	%	$	14,519,608	33.7	%	$	719,204	5	%
Owner-occupied	7,859,532		18.0		7,832,137		18.4		27,395		—		8,017,004		18.6		(157,472)		(2)
Total commercial and industrial (1)	23,098,344		53.0		22,331,129		52.4		767,215		3		22,536,612		52.3		561,732		2
Investment properties	11,309,520		26.0		11,181,204		26.2		128,316		1		11,328,049		26.3		(18,529)		—
1-4 family properties	536,878		1.2		545,918		1.3		(9,040)		(2)		552,547		1.3		(15,669)		(3)
Land and development	293,292		0.7		287,497		0.7		5,795		2		334,891		0.7		(41,599)		(12)
Total commercial real estate	12,139,690		27.9		12,014,619		28.2		125,071		1		12,215,487		28.3		(75,797)		(1)
Consumer mortgages	5,246,940		12.1		5,288,776		12.4		(41,836)		(1)		5,371,164		12.5		(124,224)		(2)
Home equity	1,852,884		4.3		1,831,287		4.3		21,597		1		1,812,940		4.2		39,944		2
Credit cards	194,630		0.4		185,871		0.4		8,759		5		178,889		0.4		15,741		9
Other consumer loans	1,004,228		2.3		957,346		2.3		46,882		5		978,305		2.3		25,923		3
Total consumer	8,298,682		19.1		8,263,280		19.4		35,402		—		8,341,298		19.4		(42,616)		(1)
Loans, net of deferred fees and costs	$	43,536,716	100.0	%	$	42,609,028	100.0	%	$	927,688	2	%	$	43,093,397	100.0	%	$	443,319	1	%

(1) Includes senior housing loans of $2.98 billion, $2.94 billion, and $3.02 billion at June 30, 2025, December 31, 2024, and June 30, 2024, respectively, which are primarily classified as owner-occupied in accordance with our underwriting process.

At June 30, 2025, loans, net of deferred fees and costs of $43.54 billion increased $927.7 million, or 2%, from December 31, 2024. C&I loans remain the largest component of our loan portfolio, representing 53.0% of total loans, while CRE and consumer loans represent 27.9% and 19.1%, respectively. Our portfolio composition is guided by our strategic growth plan, in conjunction with a comprehensive concentration management policy which sets limits for C&I, CRE, and consumer loan levels as well as sub-categories therein.

Commercial Loans

Total commercial loans (which are comprised of C&I and CRE loans) at June 30, 2025 were $35.24 billion, or 80.9% of the total loan portfolio, compared to $34.35 billion, or 80.6%, at December 31, 2024.

Synovus actively manages and evaluates credit risk associated with its commercial loans through robust underwriting policies and routine loan monitoring in order to identify and mitigate any weakness as early as possible. Synovus’ management, along with its Chief Credit Officer and Credit Risk Committee, continually monitors and evaluates commercial concentrations by property class, industry, and relative to regulatory capital to remain in line with Board-established limits and adapt to

changing industry conditions. As part of its risk management efforts, Synovus monitors its commercial loan portfolio on an ongoing basis to assess credit risks, identify emerging risks, and adjust its lending limits taking into account, among other things, (1) the size, complexity, and level of risk of loans and individual borrowers, (2) changes in the level of credit risk at both the borrower and portfolio level, (3) concentrations of credit risk pertaining to both specific industries and geographies in its loan portfolio, (4) loan structure, collateral location and quality, and project progress, and (5) economic forecasts and industry outlook.

Synovus has established recommended credit exposure limits for large commercial lending relationships based on Synovus' internal risk ratings for an individual borrower at the time the lending commitment is approved, with the final exposure limit being determined by the appropriate credit approval committee. Commercial credits are subject to review according to credit risk management monitoring practices as outlined in Synovus' loan policy, as well as a sampling process performed by Synovus Credit Review to ensure uniform application of policies and procedures and to validate risk rating accuracy. Synovus prepares targeted stress tests on a routine basis for its commercial loans. This testing is completed in addition to sensitivity testing completed at the initial extension of credit.

Commercial and Industrial Loans

The C&I loan portfolio represents the largest category of Synovus' loan portfolio and is primarily comprised of general middle market and commercial banking clients across a diverse set of industries as well as certain specialized lending verticals. The following table shows the composition of the C&I loan portfolio aggregated by NAICS code. As of June 30, 2025 and December 31, 2024, 94.9% and 95.1%, respectively, of Synovus' C&I loans are secured by real estate, business equipment, inventory, and other types of collateral. C&I loans at June 30, 2025 grew $767.2 million from December 31, 2024, driven by production in our high growth business lines, including specialty lending and CIB, and increased commercial line utilization.


Table 3 - Commercial and Industrial Loans by Industry
		June 30, 2025				December 31, 2024
(dollars in thousands)	NAICS Code	Amount		% (1)		Amount		% (1)
Finance and insurance	52	$	5,113,070	22.1	%	$	4,544,785	20.4	%
Health care and social assistance	62	4,390,471		19.0		4,408,753		19.7
Accommodation and food services	72	1,677,771		7.3		1,587,321		7.1
Lessors of real estate	5311	1,300,779		5.6		1,291,763		5.8
Manufacturing	31-33	1,244,529		5.4		1,206,412		5.4
Wholesale trade	42	1,152,885		5.0		1,157,334		5.2
Retail trade	44-45	1,048,712		4.5		1,048,531		4.7
Construction	23	983,533		4.3		981,602		4.4
Other industries (2)		960,875		4.1		955,222		4.3
Transportation and warehousing	48-49	942,106		4.1		851,521		3.8
Other services	81	926,008		4.0		898,924		4.0
Professional, scientific, and technical services	54	831,606		3.6		874,414		3.9
Real estate and rental and leasing other	53	795,793		3.4		839,288		3.8
Arts, entertainment, and recreation	71	526,573		2.3		544,921		2.4
Public administration	92	482,802		2.1		441,107		2.0
Educational services	61	477,120		2.1		474,471		2.1
Agriculture, forestry, fishing, and hunting	11	243,711		1.1		224,760		1.0
Total commercial and industrial loans		$	23,098,344	100.0	%	$	22,331,129	100.0	%

(1) Loan balance in each category expressed as a percentage of total C&I loans.

(2) Comprised of NAICS industries that are less than 1% of total C&I loans.

At June 30, 2025, $15.24 billion of C&I loans, or 35.0% of the total loan portfolio, represented loans originated for the purpose of financing commercial, financial and agricultural business activities. The primary source of repayment on these loans is revenue generated from products or services offered by the business or organization. The secondary source of repayment is the collateral, which consists primarily of equipment, inventory, accounts receivable, time deposits, cash surrender value of life insurance, and other business assets, or refinance.

At June 30, 2025, $7.86 billion of C&I loans, or 18.0% of the total loan portfolio, represented loans originated for the purpose of financing owner-occupied properties. The financing of owner-occupied facilities is considered a C&I loan even though there is improved real estate as collateral such as senior housing facilities. This treatment is a result of the credit

decision process, which focuses on cash flow from operations of the business to repay the debt. The secondary source of repayment on these loans is the underlying real estate. These loans are predominantly secured by owner-occupied and other real estate and, to a lesser extent, other types of collateral.

Commercial Real Estate Loans

CRE loans consist primarily of income-producing investment properties loans. Additionally, CRE loans include 1-4 family properties loans as well as land and development loans. Total CRE loans of $12.14 billion increased $125.1 million from December 31, 2024, primarily due to increased loan production and lower payoff/paydown activity.

Investment properties loans consist of construction and mortgage loans for income-producing properties and are primarily made to finance multi-family properties, hotels, office buildings, shopping centers, warehouses and other commercial development properties. Total investment properties loans as of June 30, 2025 were $11.31 billion, or 93.2% of the CRE loan portfolio, and increased $128.3 million from December 31, 2024.

The following table shows the principal categories of the investment properties loan portfolio at June 30, 2025 and December 31, 2024.


Table 4 - Investment Properties Loan Portfolio
	June 30, 2025						December 31, 2024
(dollars in thousands)	Amount		% (1)		Weighted Average LTV % (2)		Amount		% (1)		Weighted Average LTV % (2)
Multi-Family	$	4,162,623	36.9	%	52.5	%	$	4,185,545	37.4	%	52.2	%
Hotels	1,822,720		16.1		52.9		1,769,384		15.8		54.7
Office Buildings	1,677,966		14.8		55.5		1,743,329		15.6		54.2
Shopping Centers	1,325,773		11.7		53.5		1,273,439		11.4		53.0
Warehouses	883,586		7.8		52.0		846,025		7.6		51.7
Other investment property	1,436,852		12.7		52.0		1,363,482		12.2		51.8
Total investment properties loans	$	11,309,520	100.0	%			$	11,181,204	100.0	%

(1) Loan balance in each category expressed as a percentage of total investment properties loans.

(2) LTV calculated by dividing the respective June 30, 2025 and December 31, 2024 commitment amount and senior lien by most recent appraisal (typically at origination).

1-4 Family Properties Loans

1-4 family properties loans include construction loans to home builders and commercial mortgage loans related to 1-4 family rental properties and are almost always secured by the underlying property being financed by such loans. These properties are primarily located in the markets served by Synovus. At June 30, 2025, 1-4 family properties loans totaled $536.9 million, or 4.4% of the CRE loan portfolio, and decreased $9.0 million from December 31, 2024.

Land and Development Loans

Land and development loans include commercial and residential development as well as land acquisition loans and are secured by land held for future development, typically in excess of one year. Properties securing these loans are substantially within markets served by Synovus, and loan terms generally include personal guarantees from the principals. Loans in this portfolio are underwritten based on the LTV of the collateral and the capacity of the guarantor(s). Land and development loans of $293.3 million at June 30, 2025 increased $5.8 million from December 31, 2024.

Consumer Loans

The consumer loan portfolio consists of a wide variety of loan products offered through Synovus' banking network, including first and second residential mortgages, home equity and consumer credit card loans, as well as both secured and unsecured loans from third-party lending. As of June 30, 2025, weighted-average FICO scores within the residential real estate portfolio based on committed balances were 785 for consumer mortgages and 796 for home equity.

Consumer loans at June 30, 2025 of $8.30 billion increased $35.4 million compared to December 31, 2024. Mortgage loans decreased $41.8 million from December 31, 2024 primarily due to payments exceeding new portfolio production, which has been impacted by elevated mortgage interest rates. Other consumer loans increased $46.9 million from December 31, 2024, as fundings outpaced payment activity for third-party loans.

Deposits

Deposits provide the most significant funding source for interest earning assets. The following table shows the composition of period-end deposits as of the dates indicated. See Table 11 - Quarter-to-Date Net Interest Income and Rate/Volume Analysis and Table 12 - Year-to-Date Net Interest Income and Rate/Volume Analysis in this Report for information on average deposits including average rates.


Table 5 - Composition of Period-end Deposits
(dollars in thousands)	June 30, 2025		% (1)		December 31, 2024		% (1)		June 30, 2024		% (1)
Non-interest-bearing demand deposits (2)	$	11,219,806	22.5	%	$	10,974,559	21.5	%	$	11,177,687	22.3	%
Interest-bearing demand deposits (2)	7,124,832		14.3		7,199,671		14.1		6,621,187		13.1
Money market accounts (2)	11,441,062		22.9		11,407,415		22.4		10,747,943		21.4
Savings deposits (2)	971,890		1.9		971,103		1.9		1,009,844		2.0
Public funds	7,719,944		15.5		7,987,474		15.6		7,111,897		14.2
Time deposits (2)	6,730,401		13.5		7,679,907		15.0		8,125,185		16.2
Brokered deposits	4,717,072		9.4		4,875,230		9.5		5,402,035		10.8
Total deposits	$	49,925,007	100.0	%	$	51,095,359	100.0	%	$	50,195,778	100.0	%
Core deposits (3)	$	45,207,935	90.6	%	$	46,220,129	90.5	%	$	44,793,743	89.2	%

(1) Deposits balance in each category expressed as percentage of total deposits.

(2) Excluding any public funds or brokered deposits.

(3) Core deposits exclude brokered deposits.

Total period-end deposits at June 30, 2025 were down $1.17 billion, or 2%, compared to December 31, 2024 primarily due to a $1.01 billion decrease in core deposits, along with a $158.2 million decline in brokered deposits. The decline in core deposits was primarily attributable to a reduction in core time deposits, as well as seasonal headwinds which are typical within the second quarter.

Total average deposit costs of 2.22% in the second quarter of 2025 decreased 4 bps and 46 bps, from the prior quarter and prior year comparable periods, respectively, with the year-over-year decline supported by positive remixing within the deposit portfolio as well as the continued benefits of disciplined deposit repricing on the heels of FOMC policy rate changes in late 2024.

As of June 30, 2025 and December 31, 2024 , $25.9 billion a nd $26.40 billion, respectively, of our deposit portfolio was uninsured. The uninsured amounts are estimated based on the methodologies and assumptions used for the Bank's regulatory reporting requirements and includes deposits which are collateralized.

Non-interest Revenue

The following table shows the principal components of non-interest revenue.


Table 6 - Non-interest Revenue
	Three Months Ended June 30,								Six Months Ended June 30,
(dollars in thousands)	2025		2024		$ Change		% Change		2025		2024		$ Change		% Change
Service charges on deposit accounts	$	25,258	$	22,907	$	2,351	10	%	$	48,372	$	44,720	$	3,652	8	%
Fiduciary and asset management fees	20,332		19,728		604		3		40,249		38,741		1,508		4
Card fees	20,132		19,418		714		4		41,359		38,904		2,455		6
Brokerage revenue	20,748		20,457		291		1		41,107		43,164		(2,057)		(5)
Mortgage banking income	4,435		3,944		491		12		7,773		7,362		411		6
Capital markets income	12,960		15,077		(2,117)		(14)		19,901		21,704		(1,803)		(8)
Income from bank-owned life insurance	10,279		8,097		2,182		27		18,363		15,444		2,919		19

Investment securities gains (losses), net	—		(256,660)		256,660		nm		—		(256,660)		256,660		nm


Other non-interest revenue	19,991		18,181		1,810		10		33,477		36,658		(3,181)		(9)
Total non-interest revenue	$	134,135	$	(128,851)	$	262,986	204	%	$	250,601	$	(9,963)	$	260,564	nm

Core banking fees (1)	$	52,636	$	48,204	$	4,432	9	%	$	103,114	$	95,649	$	7,465	8	%
Wealth revenue (2)	$	41,490	$	40,662	$	828	2	%	$	82,353	$	82,600	$	(247)	—	%

(1) Core banking fees consist of service charges on deposit accounts, card fees, and several other non-interest revenue components including line of credit non-usage fees, letter of credit fees, ATM fee income, and miscellaneous other service charges.

(2) Wealth revenue consists of fiduciary and asset management, brokerage, and insurance revenue, which is within other non-interest revenue.

Three and Six Months Ended June 30, 2025 compared to June 30, 2024

Non-interest revenue for the second quarter of 2025 and year to date was up significantly compared to the same periods in 2024, primarily due to the impact of losses from sales of AFS investment securities totaling $256.7 million in connection with the strategic repositioning of the investment securities portfolio in the second quarter of 2024, in addition to higher core banking fees.

Service charges on deposit accounts, consisting of account analysis fees, NSF fees, and all other service charges increased over the prior year comparable periods. The largest category of service charges, account analysis fees, increased $1.8 million, or 15%, compared to the second quarter of 2024 and were up $3.0 million, or 13%, on a comparable year-to-date basis. All other service charges on deposit accounts, including NSF/overdraft fees and monthly fees on consumer demand deposits and small business accounts, marginally increased 5% and 3% for the three and six months ended June 30, 2025, respectively, in comparison to the same periods in 2024.

Fiduciary and asset management fees are derived from providing estate administration, personal trust, corporate trust, corporate bond, investment management, financial planning, and family office services. Fiduciary and asset management fees were up for the three and six months ended June 30, 2025, compared to the same periods in 2024, primarily driven by higher trust fees from transactional revenue and market volatility.

Card fees consist primarily of credit card interchange fees, debit card interchange fees, and merchant revenue. Card fees are reported net of certain associated expense items, including client loyalty program expenses and network expenses. Merchant revenue relates to the fees that are charged to merchant clients based on a percentage of their credit or debit card transaction volume amounts. Card fees for the three and six months ended June 30, 2025 were up compared to the same periods in 2024, primarily due to higher merchant fees/revenue, including our Qualpay investment.

Brokerage revenue consists primarily of brokerage commissions as well as advisory fees earned from the management of client assets. Brokerage revenue for the second quarter of 2025 increased slightly over the prior year comparable period, with growth mainly attributable to higher market-driven advisory fees mostly offset by repurchase volume associated with a single municipal client. The decline for the six months ended June 30, 2025 compared to the same period in 2024 largely resulted from repurchase volume associated with a single municipal client and decreased rate-driven annuities revenue, partially offset by higher market-driven advisory fees.

Mortgage banking income, consisting of net gains on loan origination/sales activities, increased slightly for both the three and six months ended June 30, 2025 compared to the same periods in 2024. The increases were primarily driven by positive fair market value adjustments attributed to a more favorable interest rate environment and a stabilizing pipeline in addition to the level of gains and volume of loan sales.

Capital markets income primarily includes fee income from client derivative transactions, debt capital market transactions, foreign exchange, gains (losses) from sales of SBA loans, as well as other miscellaneous income from capital market transactions. The decline in the second quarter of 2025 compared to the second quarter of 2024 was primarily due to lower debt capital market transaction fees, a decline in loan syndication arranger fees, and a decrease in gains on sales of SBA loans. The decrease for the six months ended June 30, 2025 compared to the prior year-to-date period was mostly the result of a decline in loan syndication arranger fees, lower debt capital market transaction fees, and slightly less client derivative transaction fees.

Income from BOLI includes increases in the cash surrender value of policies and proceeds from insurance benefits. The increase for the three months ended June 30, 2025 compared to the second quarter of 2024 was primarily driven by $1.7 million higher proceeds from insurance benefits. For the six months ended June 30, 2025, the increase from the prior year comparable period was mostly due to the aforementioned higher proceeds as well as an increase in cash surrender value appreciation income.

The main components of other non-interest revenue are fees for letters of credit and unused lines of credit, safe deposit box fees, access fees for ATM use, other service charges and loan servicing fees, earnings on equity method investments, insurance revenue, commercial sponsorship income, including transaction and servicing fees associated with a third-party lending relationship, and other miscellaneous items. The three months ended June 30, 2025 increase compared to the prior year period was largely due to a $2.7 million increase in the fair value of non-qualified deferred compensation plan assets (offset in non-interest expense) somewhat offset by $873 thousand lower commercial sponsorship income while the six months ended June 30, 2025 decline compared to the same period in 2024 was primarily a result of $3.3 million lower commercial sponsorship income.

Non-interest Expense

The following table summarizes the components of non-interest expense.


Table 7 - Non-interest Expense
	Three Months Ended June 30,								Six Months Ended June 30,
(dollars in thousands)	2025		2024		$ Change		% Change		2025		2024		$ Change		% Change
Salaries and other personnel expense	$	192,182	$	179,407	$	12,775	7	%	$	377,692	$	367,928	$	9,764	3	%
Net occupancy, equipment, and software expense	48,589		46,415		2,174		5		97,241		93,223		4,018		4
Third-party processing and other services	23,535		21,783		1,752		8		45,409		42,041		3,368		8
Professional fees	10,197		15,655		(5,458)		(35)		19,976		23,286		(3,310)		(14)
FDIC insurance and other regulatory fees	7,534		6,493		1,041		16		16,078		30,312		(14,234)		(47)
Amortization of intangibles	2,627		2,907		(280)		(10)		5,255		5,814		(559)		(10)
Restructuring charges (reversals)	72		(658)		730		nm		(1,220)		866		(2,086)		nm
Valuation adjustment to Visa derivative	—		—		—		nm		2,200		—		2,200		nm



Other operating expense	30,965		29,799		1,166		4		61,104		61,072		32		—
Total non-interest expense	$	315,701	$	301,801	$	13,900	5	%	$	623,735	$	624,542	$	(807)	—	%

Three and Six Months Ended June 30, 2025 compared to June 30, 2024

Non-interest expense for the second quarter of 2025 was $315.7 million, up $13.9 million, or 5%, compared to the second quarter 2024, while year to date was $623.7 million, down slightly compared to the same period in 2024.

Salaries and other personnel expense increased for the three months ended June 30, 2025 compared to the three months ended June 30, 2024 primarily due to the impact of headcount additions, merit increases, and higher performance-related incentives, in addition to a $2.7 million unfavorable change in the fair value of non-qualified deferred compensation plan assets

(offset in non-interest revenue). For the six months ended June 30, 2025, the increase compared to the same period in 2024 was primarily a result of headcount additions and merit increases. Total headcount of 4,880 was up 75, or 2% compared to June 30, 2024, as employees were added in areas associated with certain critical support functions, such as technology, operations, and security, and revenue growth, including the accelerated hiring of relationship managers.

Net occupancy, equipment, and software expense for the three and six months ended June 30, 2025 increased compared to the three and six months ended June 30, 2024 primarily due to ongoing investments in technology.

Third-party processing and other services expense includes all third-party core operating system and processing charges as well as third-party loan servicing charges. Third-party processing expense for the three and six months ended June 30, 2025 increased compared to the same periods in 2024 largely due to enhancements associated with technology and operations infrastructure investments and new business initiatives in addition to higher servicing fees associated with third-party consumer loans.

Professional fees were down for the three and six months ended June 30, 2025 compared to the prior year periods due to lower legal fees primarily associated with the process of resolving certain loan relationships, somewhat offset by higher consulting fees largely related to projects now placed in service.

FDIC insurance and other regulatory fees increased for the three months ended June 30, 2025 compared to the prior year comparable period largely due to a $3.9 million reversal in the second quarter of 2024 related to a revised estimate of the FDIC special assessment, partially offset by a lower base assessment rate while the six months ended June 30, 2025 decrease primarily resulted from an $8.9 million decline in the accrual that related to updated estimates of the FDIC special assessment in addition to a lower base assessment rate.

During the six months ended June 30, 2025, restructuring (reversals) primarily consisted of a net reversal of $867 thousand for asset impairment/lease termination and common area maintenance charges related to corporate offices and $530 thousand in gains on sales of properties, partially offset by net severance expense while the restructuring charges for the six months ended June 30, 2024 primarily included $1.7 million in asset impairment/lease termination and common area maintenance charges related to corporate offices/branches partially offset by gains on the sale of two branches and net severance reversals.

During the six months ended June 30, 2025, Synovus recorded a valuation adjustment of $2.2 million to the Visa derivative associated with an indemnification agreement following Visa's announcement to fund to its litigation escrow account.

Other operating expense includes advertising, travel, insurance, network and communication, other taxes, subscriptions and dues, other loan and ORE expense, postage and freight, training, business development, supplies, donations, and other miscellaneous expense. Other operating expense for the three months ended June 30, 2025 was up from the comparable period in 2024 largely due to a donation to our donor advised fund and higher business development-related expenses, including travel and advertising, partially offset by efforts to reduce client fraud and other operational losses as well as other prudent expense management efforts. For the six months ended June 30, 2025, other expense was relatively flat, primarily impacted by efforts to reduce client fraud and other operational losses as well as other prudent expense management efforts somewhat offset by higher business development-related expenses, including travel and advertising, and the donation to our donor advised fund.

Income Tax Expense

Income tax expense was $57.6 million for the three months ended June 30, 2025, compared to a tax benefit of $7.4 million for the three months ended June 30, 2024, representing effective tax rates of 21.0% and 33.4%, respectively. Income tax expense was $114.7 million for the six months ended June 30, 2025, compared to $29.6 million for the six months ended June 30, 2024, representing effective tax rates of 21.8% and 21.3%, respectively.

The effective tax rate was lower for the three-month period ended June 30, 2025 but higher for the six-month period ended June 30, 2025, due to varying levels of pre-tax income and a change in the timing and mix of discrete tax items recognized in the comparable periods in the prior year. Strategic repositioning of our investment securities portfolio in the second quarter of 2024 generated a pre-tax loss that impacts comparability. Discrete items affecting comparability include tax benefits from share-based compensation, the accrual and release of valuation allowances or reserves for uncertain tax positions, and accounting for changes in tax laws, all of which can vary significantly from period to period.

On July 4, 2025, the One Big Beautiful Bill Act was signed into law. While it contains a number of corporate income tax provisions, we do not expect the effects to be significant to Synovus.

CREDIT QUALITY, CAPITAL RESOURCES AND LIQUIDITY

Credit Quality

Synovus diligently monitors the quality of its loan portfolio by industry, property type, and geography through a thorough portfolio review process and our analytical risk management tools. Such credit surveillance efforts are part of a broader credit

risk management framework which includes Board oversight, as well as management-level committee oversight at varying levels across the portfolio. Governance includes limits across a host of factors, ranging from borrower-specific metrics and concentrations to enterprise-level portfolio concentrations. These measures are further complemented by an enterprise risk appetite framework, which helps ensure an expansive view across a myriad of credit risks within the portfolio.

At June 30, 2025, credit metrics included both NPAs and NPLs at 59 bps, and total past due loans at 24 bps as a percentage of total loans. Net charge-offs were $18.3 million, or 17 bps annualized, and $39.7 million, or 19 bps annualized, respectively, for the three and six months ended June 30, 2025.

The table below includes selected credit quality metrics.


Table 8 - Credit Quality Metrics
(dollars in thousands)	June 30, 2025			December 31, 2024			June 30, 2024
Non-performing loans	$	257,415		$	309,164		$	256,106

ORE	1,198			385			823
Non-performing assets	$	258,613		$	309,549		$	256,929
Total loans	$	43,536,716		$	42,609,028		$	43,093,397
Non-performing loans as a % of total loans	0.59		%	0.73		%	0.59		%
Non-performing assets as a % of total loans and ORE	0.59			0.73			0.60
Loans 90 days past due and still accruing	$	40,065		$	48,592		$	4,460
As a % of total loans	0.09		%	0.11		%	0.01		%
Total past due loans and still accruing	$	104,267		$	108,878		$	129,759
As a % of total loans	0.24		%	0.26		%	0.30		%
FDMs	$	120,902		$	104,160		$	85,397
Net charge-offs, quarter	18,301			28,101			34,485
Net charge-offs/average loans, quarter (annualized)	0.17		%	0.26		%	0.32		%
Net charge-offs, year-to-date	$	39,667		$	133,994		$	78,841
Net charge-offs/average loans, year-to-date (annualized)	0.19		%	0.31		%	0.36		%
Provision for (reversal of) loan losses, quarter	$	4,925		$	29,961		$	26,925
Provision for (reversal of) unfunded commitments, quarter	(1,680)			2,906			(521)
Provision for (reversal of) credit losses, quarter	$	3,245		$	32,867		$	26,404
Provision for (reversal of) loan losses, year-to-date	17,653			141,454			84,557
Provision for (reversal of) unfunded commitments, year-to-date	(3,487)			(4,769)			(4,173)
Provision for (reversal of) credit losses, year-to-date	14,166			136,685			80,384
Allowance for loan losses	$	464,831		$	486,845		$	485,101
Reserve for unfunded commitments	48,975			52,462			53,058
Allowance for credit losses	$	513,806		$	539,307		$	538,159
ACL to loans coverage ratio	1.18		%	1.27		%	1.25		%
ALL to loans coverage ratio	1.07			1.14			1.13
ACL/NPLs	199.60			174.44			210.13
ALL/NPLs	180.58			157.47			189.41

Non-performing Assets

Total NPAs were $258.6 million at June 30, 2025, a $50.9 million, or 16%, decrease from December 31, 2024 primarily due to the resolution of a few non-performing relationships and lower NPL inflows.

Criticized and Classified Loans

Our loan ratings are aligned to federal banking regulators' definitions of pass and criticized categories, which include special mention, substandard, doubtful, and loss. Substandard accruing and non-accruing loans, doubtful, and loss loans are often collectively referred to as classified. Special mention, substandard, doubtful, and loss loans are often collectively referred to as criticized and classified loans. The following table presents a summary of criticized and classified loans. Criticized and classified loans at June 30, 2025 decreased $117.0 million compared to December 31, 2024, primarily due to the upward

migration and paydowns of several commercial credits.


Table 9 - Criticized and Classified Loans
(dollars in thousands)	June 30, 2025			December 31, 2024
Special mention	$	727,510		$	755,118
Substandard	802,081			873,121
Doubtful	34,064			52,326
Loss	2,405			2,523
Criticized and Classified loans	$	1,566,060		$	1,683,088
As a % of total loans	3.6		%	4.0		%

Provision for (Reversal of) Credit Losses and Allowance for Credit Losses

The provision for credit losses was $3.2 million and $14.2 million, respectively, for the three and six months ended June 30, 2025, compared to a provision of $26.4 million and $80.4 million, respectively, for the three and six months ended June 30, 2024. The decreases were driven by improved performance, including a decrease in net charge-offs and lower defaults. This was partially offset by a less optimistic economic outlook. Net charge-offs for the three and six months ended June 30, 2025 were $18.3 million and $39.7 million, respectively, as compared to $34.5 million and $78.8 million, respectively, for the three and six months ended June 30, 2024.

Capital Resources

Synovus and Synovus Bank are required to comply with capital adequacy standards established by our primary federal regulator, the Federal Reserve. Synovus and Synovus Bank measure capital adequacy using the standardized approach under Basel III. Beyond adhering to regulatory capital standards, Synovus also maintains a rigorous capital management and adequacy framework, which includes oversight by both the ALCO and the Board. This effort involves monitoring and managing our capital position in alignment with our Board’s risk appetite framework and with a Board-approved annual capital plan, with a focus on applicable regulatory capital ratios. Our ALCO serves to provide management level oversight within this framework, which may include establishing target operating ranges for certain capital measures, such as CET1, as a means to provide further clarity over the management of our capital position.

At June 30, 2025, Synovus and Synovus Bank's capital levels remained strong and exceeded well-capitalized requirements currently in effect. The following table presents certain ratios used to measure Synovus and Synovus Bank's capitalization.


Table 10 - Capital Ratios
(dollars in thousands)	June 30, 2025			December 31, 2024 (1)
CET1 capital
Synovus Financial Corp.	$	5,324,987		$	5,199,950
Synovus Bank	5,834,631			5,657,947
Tier 1 risk-based capital
Synovus Financial Corp.	5,862,132			5,737,095
Synovus Bank	5,834,631			5,657,947
Total risk-based capital
Synovus Financial Corp.	6,696,537			6,622,462
Synovus Bank	6,536,705			6,373,618
CET1 capital ratio
Synovus Financial Corp.	10.96		%	10.84		%
Synovus Bank	12.03			11.81
Tier 1 risk-based capital ratio
Synovus Financial Corp.	12.06			11.96
Synovus Bank	12.03			11.81
Total risk-based capital to risk-weighted assets ratio
Synovus Financial Corp.	13.78			13.81
Synovus Bank	13.47			13.31
Leverage ratio
Synovus Financial Corp.	9.86			9.55
Synovus Bank	9.83			9.44

(1) Synovus adopted CECL on January 1, 2020, and the December 31, 2024 regulatory capital ratios reflect the final year of Synovus' election of the five-year transition provision.

At June 30, 2025, Synovus' CET1 ratio of 10.96% improved 12 bps compared to December 31, 2024, as our organic earnings supported capital accretion that was somewhat offset by share repurchases. We believe current capital levels are more than adequate in a range of more challenging economic outcomes. For additional information on regulatory capital requirements, see "Part II - Item 8. Financial Statements and Supplementary Data - Note 10 - Regulatory Capital" to the consolidated financial statements of Synovus' 2024 Form 10-K. Management reviews the Company's capital position on an ongoing basis and believes, based on internal capital analyses and earnings projections, that Synovus is well positioned to meet relevant regulatory capital standards.

On December 13, 2024, the Board of Directors approved a capital plan that included an anticipated quarterly common stock dividend of $0.39 per share, beginning with the quarterly dividend payable in April 2025, and authorized share repurchases of up to $400 million of common stock and $50 million of preferred stock in 2025. During the three months ended June 30, 2025, Synovus repurchased 476 thousand shares of common stock at an average price of $44.64 per share via open market transactions. During the six months ended June 30, 2025, Synovus repurchased 2.9 million shares of common stock at an average price of $48.62 per share via open market transactions.

Dividends

Synovus has historically paid a quarterly cash dividend to the holders of its common stock. Management and the Board of Directors closely monitor current and projected capital levels, liquidity (including dividends from subsidiaries), financial markets and other economic trends, as well as regulatory requirements regarding the payment of dividends.

Synovus' ability to pay dividends on its common stock and preferred stock is primarily dependent upon dividends and distributions that it receives from its bank and non-banking subsidiaries, which are restricted by various regulations administered by federal and state bank regulatory authorities.

Synovus declared common stock dividends of $108.7 million, or $0.78 per common share, for the six months ended June 30, 2025, compared to $110.4 million, or $0.76 per common share, for the six months ended June 30, 2024. In addition,

Synovus declared dividends on its preferred stock of $22.7 million for the six months ended June 30, 2025 compared to $19.4 million for the six months ended June 30, 2024.

Liquidity

Liquidity represents the extent to which Synovus has readily available sources of funding to meet the needs of depositors, borrowers, and creditors; to support asset growth; and to otherwise sustain operations of Synovus and its subsidiaries, at a reasonable cost, on a timely basis, and without adverse consequences. ALCO monitors Synovus' economic, competitive, and regulatory environment and is responsible for measuring, monitoring, and reporting on liquidity and funding risk as well as market risk.

In accordance with Synovus policies and regulatory guidance, ALCO evaluates contractual and anticipated cash flows under normal and stressed conditions to properly manage the Company’s liquidity profile. Synovus places an emphasis on maintaining numerous sources of current and contingent liquidity to meet its obligations to depositors, borrowers, and creditors on a timely basis. Liquidity is generated through various sources, including, but not limited to, maturities and repayments of loans by clients, maturities and sales of investment securities, and growth in core and wholesale deposits.

Synovus Bank also generates liquidity through the issuance of brokered certificates of deposit and money market accounts. Synovus Bank accesses funds from a broad geographic base to diversify its sources of funding and liquidity. Synovus Bank also has the capacity to access funding through its membership in the FHLB system and the Federal Reserve. Management continuously monitors and maintains appropriate levels of liquidity so as to provide adequate funding sources to manage client deposit withdrawals, loan requests, and other funding demands.

Total deposits at June 30, 2025 decreased $1.17 billion compared to December 31, 2024, primarily due to a $1.01 billion decrease in core deposits, along with a $158.2 million decline in brokered deposits. The decline in core deposits was primarily attributable to a reduction in core time deposits, as well as seasonal headwinds which are typical within the second quarter. To fund the difference at June 30, 2025, compared to December 31, 2024, between loan growth of $927.7 million and the aforementioned decline in deposits, long-term FHLB advances (within long-term debt) were leveraged as the balance grew by $2.15 billion compared to December 31, 2024. Synovus continues to proactively manage its liquidity position, which has included the level of brokered deposits, and robust contingent liquidity is maintained across a diverse set of sources which include immediately available funds as well as funds we expect to be available within short notice. Liquidity sources include primary sources such as FHLB borrowing capacity, FRB cash reserves, unencumbered securities, and third-party consumer loans, which includes strategic runoff, while secondary sources consist of the Federal Reserve discount window, Fed Funds lines, and other sources. At June 30, 2025, contingent sources of liquidity totaled approximately $23.5 billion, and based on currently pledged collateral, Synovus Bank had access to FHLB funding of $5.66 billion, subject to FHLB credit policies.

In addition to bank level liquidity management, Synovus must manage liquidity at the Parent Company level for various operating needs, including the servicing of debt, the payment of dividends on our common stock and preferred stock, payment of general corporate expense, and potential capital infusions into subsidiaries. The primary source of liquidity for Synovus consists of dividends from Synovus Bank, which is governed by certain rules and regulations of the GA DBF and the Federal Reserve Bank. Synovus' ability to receive dividends from Synovus Bank in future periods will depend on a number of factors, including, without limitation, Synovus Bank's future profits, asset quality, liquidity, and overall condition. In addition, both the GA DBF and Federal Reserve Bank may require approval to pay dividends, based on certain regulatory statutes and limitations.

Synovus presently believes that the sources of liquidity discussed above, including existing liquid funds on hand, are sufficient to meet its anticipated funding needs. However, if economic conditions were to significantly deteriorate, regulatory capital requirements for Synovus or Synovus Bank were to increase as a result of regulatory directives or otherwise, or Synovus believes it is prudent to enhance current liquidity levels, then Synovus may seek additional liquidity from external sources. See "Part I – Item 1A. Risk Factors - Market and Other General Risk - Negative developments affecting the banking industry, and resulting media coverage, have eroded client confidence in the banking system, and Credit and Liquidity Risk - Changes in the cost and availability of funding due to changes in the deposit market and credit market may adversely affect our capital resources, liquidity, and financial results , " of Synovus' 2024 Form 10-K. Furthermore, Synovus may, from time to time, take advantage of attractive market opportunities to refinance, retire, or repurchase its existing debt, redeem or issue its preferred stock, repurchase shares, or strengthen its liquidity or capital position.

Ear ning Assets and Sources of Funds

Average earning assets decreased $137.2 million in the first six months of 2025 compared to the same period in 2024. The decrease in average earning assets primarily resulted from a $707.9 million decrease in average total loans, net of unearned income, offset by a $571.9 million increase in interest-earning deposits with other banks. The decrease in average total loans, net of unearned income, was largely due to increased paydowns. The increase in interest-earning deposits with other banks was

the result of higher balances held with the Federal Reserve Bank in light of our $500 million Senior debt issuance in the fourth quarter of 2024.

Average interest-bearing liabilities increased $884.0 million for the first six months of 2025 compared to the same period in 2024. The increase in average interest-bearing liabilities largely resulted from increases of $1.39 billion and $883.8 million in average money market accounts and average interest-bearing demand deposits, respectively, coupled with an increase of $227.6 million in long-term deb t, partially offset by decreases of $777.8 million and $652.5 million in average brokered deposits and average time deposits, respectivel y. The increases in average money market accounts and average interest-bearing demand deposits and decreases in average brokered deposits and average time deposits were correlated, as positive deposit remixing resulted in a shift towards lower cost deposits. Average non-interest-bearing demand deposits decreased $689.4 million for the first six months of 2025 compared to the same period in 2024 primarily due to the continued pressures from the rate environment, which resulted in shifts into interest-bearing deposits and client deployment of excess funds, which largely occurred in the first half of 2024.

On a sequential quarter basis, net interest income was up $5.2 million, or 1%, and net interest margin for the second quarter of 2025 was up 2 bps compared to the first quarter of 2025 . The linked quarter slight increase in the net interest margin benefited from a decline in our cost of deposits, fixed-rate asset repricing, hedge maturities, lower interest-earning deposits with other banks balances and a stable Fed Funds environment.

Net Interest Income and Rate/Volume Analysis

The following tables set forth the major components of net interest income and the related annualized yields and rates for the three and six months ended June 30, 2025 and 2024, as well as the variances between the periods caused by changes in interest rates versus changes in volume.




Table 11 - Quarter-to-Date Net Interest Income and Rate/Volume Analysis
	Three Months Ended June 30,												2025 Compared to 2024
	2025						2024						Change due to (1)
(dollars in thousands)	Average Balance		Interest		Yield/ Rate		Average Balance		Interest		Yield/ Rate		Volume/ Mix		Yield/ Rate		Increase (Decrease)
Assets
Interest earning assets:
Commercial loans (2) (3)	$	34,539,952	$	550,768	6.39	%	$	35,006,497	$	593,715	6.82	%	$	(7,933)	$	(35,014)	$	(42,947)
Consumer loans (2)	8,278,835		108,705		5.26		8,358,325		109,206		5.23		(1,036)		535		(501)
Less: Allowance for loan losses	(474,658)		—		—		(492,640)		—		—		—		—		—
Loans, net	42,344,129		659,473		6.25		42,872,182		702,921		6.59		(8,969)		(34,479)		(43,448)
Total investment securities (4)	10,734,276		93,720		3.49		10,373,792		78,891		3.04		2,732		12,097		14,829
Interest-earning deposits with other banks	1,531,139		16,525		4.27		1,248,460		16,641		5.28		3,721		(3,837)		(116)
Federal funds sold and securities purchased under resale agreements	29,766		219		2.91		23,493		159		2.68		42		18		60
Mortgage loans held for sale	38,913		582		5.98		37,364		666		7.13		27		(111)		(84)
Other loans held for sale	88,348		516		2.31		96,180		466		1.92		(37)		87		50
Other earning assets (5)	196,539		2,269		4.61		198,515		2,849		5.75		(28)		(552)		(580)
Total interest earning assets	$	54,963,110	$	773,304	5.64	%	$	54,849,986	$	802,593	5.89	%	$	(2,512)	$	(26,777)	$	(29,289)
Cash and due from banks	461,767						531,604
Premises and equipment	381,260						376,293

Cash surrender value of bank-owned life insurance	1,147,894						1,121,764
Other assets (6)	2,623,082						2,367,202
Total assets	$	59,577,113					$	59,246,849
Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Interest-bearing demand deposits	$	11,534,256	$	63,656	2.21	%	$	10,789,288	$	68,809	2.57	%	$	4,773	$	(9,926)	$	(5,153)
Money market accounts	14,322,197		98,275		2.75		12,617,120		99,380		3.17		13,476		(14,581)		(1,105)
Savings deposits	994,159		355		0.14		1,036,321		304		0.12		(13)		64		51
Time deposits	7,205,998		62,047		3.45		8,382,774		93,431		4.48		(13,144)		(18,240)		(31,384)
Brokered deposits	4,760,027		53,976		4.55		5,483,298		73,830		5.42		(9,773)		(10,081)		(19,854)
Federal funds purchased and securities sold under repurchase agreements	62,543		186		1.17		114,595		570		1.97		(256)		(128)		(384)
Other short-term borrowings	—		—		—		108,946		1,530		5.55		(1,508)		(22)		(1,530)
Long-term debt	2,111,647		33,586		6.35		1,666,731		28,390		6.79		7,532		(2,336)		5,196
Total interest-bearing liabilities	$	40,990,827	$	312,081	3.05	%	$	40,199,073	$	366,244	3.66	%	$	1,087	$	(55,250)	$	(54,163)
Non-interest-bearing demand deposits	11,386,117						12,099,256
Other liabilities	1,689,533						1,932,822
Total equity	5,510,636						5,015,698
Total liabilities and shareholders' equity	$	59,577,113					$	59,246,849
Net interest income and net interest margin, taxable equivalent (7)			$	461,223	3.37	%			$	436,349	3.20	%	$	(3,599)	$	28,473	$	24,874
Less: taxable-equivalent adjustment			1,662						1,351
Net interest income			$	459,561					$	434,998

(1) Changes in rate/volume will equal the increase (decrease) in interest income/expense.

(2) Average loans are shown net of unearned income. NPLs are included. Interest income includes fees as follows: Second Quarter 2025 - $11.5 million, Second Quarter 2024 - $12.3 million.

(3) Reflects taxable-equivalent adjustments, using the statutory federal income tax rate of 21%, in adjusting interest on tax-exempt loans to a taxable-equivalent basis.

(4) Securities are included on an amortized cost basis with yield and net interest margin calculated accordingly.

(5) Includes trading account assets and FHLB and Federal Reserve Bank stock.

(6) Includes average net unrealized gains (losses) on investment securities available for sale of $(394.9) million and $(727.6) million for the Second Quarter 2025 and 2024, respectively.

(7) The net interest margin is calculated by dividing annualized net interest income - TE by average total interest earnings assets.




Table 12 - Year-to-Date Net Interest Income and Rate/Volume Analysis
	Six Months Ended June 30,												2025 Compared to 2024
	2025						2024						Change due to (1)
(dollars in thousands)	Average Balance		Interest		Yield/ Rate		Average Balance		Interest		Yield/ Rate		Volume/ Mix		Yield/ Rate		Increase (Decrease)
Assets
Interest earning assets:
Commercial loans (2) (3)	$	34,401,857	$	1,094,253	6.41	%	$	34,975,147	$	1,177,174	6.77	%	$	(19,246)	$	(63,675)	$	(82,921)
Consumer loans (2)	8,261,594		215,049		5.23		8,396,215		218,773		5.23		(3,492)		(232)		(3,724)
Less: Allowance for loan losses	(477,326)		—		—		(486,893)		—		—		—		—		—
Loans, net	42,186,125		1,309,302		6.25		42,884,469		1,395,947		6.54		(22,738)		(63,907)		(86,645)
Total investment securities (4)	10,746,824		187,072		3.48		10,761,017		150,797		2.80		(197)		36,472		36,275
Interest-earning deposits with other banks	1,791,271		38,697		4.30		1,219,372		32,548		5.28		14,974		(8,825)		6,149
Federal funds sold and securities purchased under resale agreements	24,990		350		2.78		29,586		425		2.84		(65)		(10)		(75)
Mortgage loans held for sale	31,631		955		6.04		33,569		1,161		6.92		(66)		(140)		(206)
Other loans held for sale	78,752		900		2.27		57,323		549		1.89		201		150		351
Other earning assets (5)	187,492		4,370		4.66		198,954		5,187		5.23		(297)		(520)		(817)
Total interest earning assets	$	55,047,085	$	1,541,646	5.65	%	$	55,184,290	$	1,586,614	5.78	%	$	(8,188)	$	(36,780)	$	(44,968)
Cash and due from banks	480,381						528,178
Premises and equipment	382,751						373,335

Cash surrender value of bank-owned life insurance	1,145,432						1,118,233
Other assets (6)	2,670,354						1,930,505
Total assets	$	59,726,003					$	59,134,541
Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Interest-bearing demand deposits	$	11,573,656	$	126,467	2.20	%	$	10,689,814	$	134,224	2.53	%	$	11,089	$	(18,846)	$	(7,757)
Money market accounts	14,112,729		191,172		2.73		12,721,753		202,509		3.20		22,073		(33,410)		(11,337)
Savings deposits	994,143		675		0.14		1,046,704		591		0.11		(29)		113		84
Time deposits	7,490,303		133,102		3.58		8,142,812		179,924		4.44		(14,366)		(32,456)		(46,822)
Brokered deposits	4,832,565		109,218		4.56		5,610,371		151,172		5.42		(20,905)		(21,049)		(41,954)
Federal funds purchased and securities sold under repurchase agreements	68,863		394		1.14		114,076		1,218		2.11		(473)		(351)		(824)
Other short-term borrowings	—		—		—		90,361		2,485		5.44		(2,438)		(47)		(2,485)
Long-term debt	1,943,360		63,434		6.53		1,715,736		57,985		6.74		7,608		(2,159)		5,449
Total interest-bearing liabilities	$	41,015,619	$	624,462	3.07	%	$	40,131,627	$	730,108	3.66	%	$	2,559	$	(108,205)	$	(105,646)
Non-interest-bearing demand deposits	11,396,028						12,085,463
Other liabilities	1,873,110						1,857,741
Total equity	5,441,246						5,059,710
Total liabilities and shareholders' equity	$	59,726,003					$	59,134,541
Net interest income and net interest margin, taxable equivalent (7)			$	917,184	3.36	%			$	856,506	3.12	%	$	(10,747)	$	71,425	$	60,678
Less: taxable-equivalent adjustment			3,239						2,662
Net interest income			$	913,945					$	853,844

(1) Changes in rate/volume will equal the increase (decrease) in interest income/expense.

(2) Average loans are shown net of unearned income. NPLs are included. Interest income includes fees as follows: 2025 - $24.8 million, 2024 - $22.9 million.

(3) Reflects taxable-equivalent adjustments, using the statutory federal income tax rate of 21%, in adjusting interest on tax-exempt loans to a taxable-equivalent basis.

(4) Securities are included on an amortized cost basis with yield and net interest margin calculated accordingly.

(5) Includes trading account assets and FHLB and Federal Reserve Bank stock.

(6) Includes average net unrealized gains (losses) on investment securities available for sale of $(433.9) million and $(1.04) billion for the six months ended June 30, 2025 and 2024, respectively.

(7) The net interest margin is calculated by dividing annualized net interest income - TE by average total interest earnings assets.

Market Risk Analysis

Interest rate risk is the primary market risk to which Synovus is potentially exposed. Synovus measures the sensitivity of net interest income to changes in market interest rates through the use of simulation modeling, which incorporates all of Synovus’ earning assets and liabilities. These simulations are used to determine a baseline net interest income projection and the sensitivity of the income profile based on changes in interest rates. These simulations incorporate assumptions and factors, including, but not limited to, changes in market rates, in the size or composition of the balance sheet, and in repricing characteristics as well as client behaviors for both loans and deposits. This includes estimates for deposit repricing characteristics which, for purposes of the sensitivity estimates provided below, relies upon a constant, through-the-cycle total deposit cost beta of approximately 40%-50% as of the most recently reported period. The deposit beta assumptions are based on historical observations and future expectations. This process is reviewed and updated on an ongoing basis in a manner consistent with Synovus’ ALCO governance framework.

The Risk Committee of the Board has chartered the ALCO and approved related policies to aid in the management and governance of various risks, including interest rate risk. The ALCO has an established limit framework for interest rate risk, which is monitored on an ongoing basis and is in alignment with the tolerances and limits as established by the Board. Additionally, Synovus’ ERM framework establishes a Board-approved risk appetite statement, which includes certain quantitative measurements for interest rate risk and helps to ensure management operates within the Board’s established appetite.

Synovus has modeled its baseline net interest income forecast assuming an interest rate projection that is flat to June 30, 2025 interest rate curves, with the federal funds rate at the Federal Reserve’s targeted range of 4.25% to 4.50% as of June 30, 2025 and the prime rate of 7.50% as of June 30, 2025. Synovus has modeled the impact of an immediate change in market interest rates across the yield curve of 100 and 200 bps to determine the sensitivity of net interest income for the next 12 months. As illustrated in the table below, the net interest income sensitivity derived from this simulation suggests that net interest income is projected to increase by 4.3% and 2.1% if interest rates increased by 200 and 100 bps, respectively. Net interest income is projected to decrease by 2.1% and 4.1% if interest rates decreased by 100 and 200 bps, respectively.

The following table represents the estimated sensitivity of net interest income at June 30, 2025, with comparable information for December 31, 2024.


Table 13 - Twelve Month Net Interest Income Sensitivity
	Estimated % Change in Net Interest Income as Compared to Unchanged Rates (for the next 12 months)

Change in Interest Rates (in bps)	June 30, 2025	December 31, 2024
+200	4.3%	4.0%
+100	2.1	2.0
-100	(2.1)	(2.0)
-200	(4.1)	(3.8)

While all of the above estimates are reflective of the general interest rate sensitivity of Synovus, local market conditions, the realized growth and remixing of the balance sheet, as well as the broader macroeconomic environment could all have a significant impact on both the sensitivity and realized level of net interest income. Additionally, should there be differences between realized deposit betas for a given level of rates as compared to the Company's estimates for through-the-cycle betas, this may also have a significant impact on our reported sensitivity and the realized level of net interest income.

The net interest income simulation model is the primary tool utilized to evaluate potential interest rate risks over a shorter-term time horizon. Synovus also evaluates potential longer-term interest rate risk through modeling and evaluation of the sensitivity of the Company's EVE. The EVE measurement process estimates the net fair value of assets, liabilities, and off-balance sheet financial instruments under various interest rate scenarios. Management uses EVE sensitivity analyses as an additional means of measuring interest rate risk and incorporates this form of analysis within its governance and limits framework.

Synovus is also subject to market risk in certain of its fee income business lines. Financial management services revenue, which include trust, brokerage, and asset management fees, can be affected by risk in the securities markets, primarily the equity securities market. A significant portion of the fees in this unit are determined based upon a percentage of asset values. Weaker securities markets and lower equity values have an adverse impact on the fees generated by these operations. Trading account assets, maintained to facilitate brokerage client activity, are also subject to market risk; however, trading activities are limited and subject to risk policy limits. Additionally, Synovus utilizes various tools to measure and manage price risk in its trading portfolio.

Mortgage banking income is also subject to market risk. Mortgage loan originations are sensitive to levels of mortgage interest rates and therefore, mortgage banking income can be negatively impacted during a period of sustained elevated interest rates as we have been experiencing through the cycle. The extension of commitments to clients to fund mortgage loans also subjects Synovus to market risk. This risk is primarily created by the time periods between making the commitment, closing, and delivering the loan. Synovus seeks to minimize its exposure by utilizing various risk management tools, including forward sales commitments and other economic hedges.

Derivative Instruments for Interest Rate Risk Management

Synovus utilizes derivative instruments to manage its exposure to various types of structural interest rate risks by executing end-user derivative transactions designated as hedges. Hedging relationships may be designated as either a cash flow hedge, which mitigates risk exposure to the variability of future cash flows or other forecasted transactions, or a fair value hedge, which mitigates risk exposure to adverse changes in the fair market value of a fixed rate asset or liability due to changes in market interest rates.

As of both June 30, 2025 and December 31, 2024, Synovus had $4.35 billion, in notional amounts outstanding of both effective and forward-starting interest rate swaps designated as cash flow hedging instruments to hedge its exposure to contractually specified interest rate risk associated with floating rate loans.

As of June 30, 2025 and December 31, 2024, Synovus had $2.25 billion and $2.10 billion, respectively, in notional amounts outstanding of receive-fixed, pay-variable interest rate swaps designated as fair value hedging instruments to hedge its exposure to the change in the fair value due to fluctuations in market interest rates for outstanding fixed-rate long-term debt and fixed-rate interest-bearing deposits.

Critical Accounting Policies

The accounting and financial reporting policies of Synovus are in accordance with GAAP and conform to the accounting and reporting guidelines prescribed by bank regulatory authorities. Synovus has identified certain of its accounting policies as “critical accounting policies,” consisting of those related to the allowance for credit losses and income taxes. In determining which accounting policies are critical in nature, Synovus has identified the policies that require significant judgment or involve complex estimates. It is management's practice to discuss critical accounting policies with the Board of Directors' Audit Committee on a periodic basis, including the development, selection, implementation, and disclosure of the critical accounting policies. The application of these policies has a significant impact on Synovus’ unaudited interim consolidated financial statements. Synovus’ financial results could differ significantly if different judgments or estimates are used in the application of these policies. All accounting policies described in "Part II - Item 8. Financial Statements and Supplementary Data - Note 1 - Summary of Significant Accounting Policies" in Synovus' 2024 Form 10-K should be reviewed for a greater understanding of how we record and report our financial performance. There have been no significant changes to the accounting policies, estimates, and assumptions, or the judgments affecting the application of these estimates and assumptions from those disclosed in Synovus' 2024 Form 10-K.

Non-GAAP Financial Measures

The measures entitled adjusted non-interest revenue, adjusted non-interest expense, adjusted revenue TE, adjusted tangible efficiency ratio, adjusted PPNR, adjusted net income available to common shareholders, adjusted net income per common share, diluted, adjusted return on average assets, adjusted return on average common equity, return on average tangible common equity, adjusted return on average tangible common equity, and tangible common equity ratio, are not measures recognized under GAAP and therefore are considered non-GAAP financial measures. The most comparable GAAP measures to these measures are total non-interest revenue, total non-interest expense, total revenue, efficiency ratio-TE, PPNR, net income (loss) available to common shareholders, net income (loss) per common share, diluted, return on average assets, return on average common equity, and the ratio of total Synovus Financial Corp. shareholders' equity to total assets, respectively.

Management believes that these non-GAAP financial measures provide meaningful additional information about Synovus to assist management and investors in evaluating Synovus’ operating results, financial strength, the performance of its business, and the strength of its capital position. However, these non-GAAP financial measures have inherent limitations as analytical tools and should not be considered in isolation or as a substitute for analyses of operating results or capital position as reported under GAAP. The non-GAAP financial measures should be considered as additional views of the way our financial measures are affected by significant items and other factors, and since they are not required to be uniformly applied, they may not be comparable to other similarly titled measures at other companies. Adjusted non-interest revenue and adjusted revenue TE are measures used by management to evaluate non-interest revenue and total revenue exclusive of net investment securities gains (losses), fair value adjustments on non-qualified deferred compensation, and other items not indicative of ongoing operations that could impact period-to-period comparisons. Adjusted non-interest expense and the adjusted tangible efficiency ratio are measures utilized by management to measure the success of expense management initiatives focused on reducing recurring

controllable operating costs. Adjusted net income available to common shareholders, adjusted net income per common share, diluted, adjusted return on average assets, adjusted return on average common equity, and adjusted PPNR are measures used by management to evaluate operating results exclusive of items that are not indicative of ongoing operations and impact period-to-period comparisons. Return on average tangible common equity and adjusted return on average tangible common equity are measures used by management to compare Synovus' performance with other financial institutions because it calculates the return available to common shareholders without the impact of intangible assets and their related amortization, thereby allowing management to evaluate the performance of the business consistently. The tangible common equity ratio is used by stakeholders to assess our capital position. The computations of these measures are set forth in the tables below.

Management does not provide a reconciliation for forward-looking non-GAAP financial measures where it is unable to provide a meaningful or accurate calculation or estimation of reconciling items and the information is not available without unreasonable effort. This is due to the inherent difficulty of forecasting the occurrence and the financial impact of various items that have not yet occurred, are out of Synovus’ control, or cannot be reasonably predicted. For the same reasons, Synovus’ management is unable to address the probable significance of the unavailable information. Forward-looking non-GAAP financial measures provided without the most directly comparable GAAP financial measures may vary materially from the corresponding GAAP financial measures.



Table 14 - Reconciliation of Non-GAAP Financial Measures
	Three Months Ended				Six Months Ended
(in thousands)	June 30, 2025		June 30, 2024		June 30, 2025		June 30, 2024
Adjusted non-interest revenue
Total non-interest revenue	$	134,135	$	(128,851)	$	250,601	$	(9,963)

Investment securities (gains) losses, net	—		256,660		—		256,660


Fair value adjustment on non-qualified deferred compensation	(3,275)		(561)		(2,459)		(2,860)
Adjusted non-interest revenue	$	130,860	$	127,248	$	248,142	$	243,837

Adjusted non-interest expense
Total non-interest expense	$	315,701	$	301,801	$	623,735	$	624,542


Restructuring (charges) reversals	(72)		658		1,220		(866)
Valuation adjustment to Visa derivative	—		—		(2,200)		—

Fair value adjustment on non-qualified deferred compensation	(3,275)		(561)		(2,459)		(2,860)
Adjusted non-interest expense	$	312,354	$	301,898	$	620,296	$	620,816




Table 14 - Reconciliation of Non-GAAP Financial Measures, continued
	Three Months Ended						Six Months Ended
(in thousands, except per share data)	June 30, 2025			June 30, 2024			June 30, 2025			June 30, 2024
Adjusted revenue (TE) and adjusted tangible efficiency ratio
Adjusted non-interest expense	$	312,354		$	301,898		$	620,296		$	620,816
Amortization of intangibles	(2,627)			(2,907)			(5,255)			(5,814)
Adjusted tangible non-interest expense	$	309,727		$	298,991		$	615,041		$	615,002

Net interest income	$	459,561		$	434,998		$	913,945		$	853,844
Taxable equivalent adjustment	1,662			1,351			3,239			2,662
Net interest income (TE)	$	461,223		$	436,349		$	917,184		$	856,506

Net interest income	$	459,561		$	434,998		$	913,945		$	853,844
Total non-interest revenue	134,135			(128,851)			250,601			(9,963)
Total revenue	$	593,696		$	306,147		$	1,164,546		$	843,881
Taxable equivalent adjustment	1,662			1,351			3,239			2,662
Total (TE) revenue	$	595,358		$	307,498		$	1,167,785		$	846,543



Investment securities (gains) losses, net	—			256,660			—			256,660
Fair value adjustment on non-qualified deferred compensation	(3,275)			(561)			(2,459)			(2,860)
Adjusted revenue (TE)	$	592,083		$	563,597		$	1,165,326		$	1,100,343
Efficiency ratio (TE)	53.03		%	98.15		%	53.41		%	73.78		%
Adjusted tangible efficiency ratio	52.31			53.05			52.78			55.89

Adjusted pre-provision net revenue
Net interest income	$	459,561		$	434,998		$	913,945		$	853,844
Total non-interest revenue	134,135			(128,851)			250,601			(9,963)
Total non-interest expense	(315,701)			(301,801)			(623,735)			(624,542)
Pre-provision net revenue (PPNR)	$	277,995		$	4,346		$	540,811		$	219,339

Adjusted revenue (TE)	$	592,083		$	563,597		$	1,165,326		$	1,100,343
Adjusted non-interest expense	(312,354)			(301,898)			(620,296)			(620,816)
Adjusted PPNR	$	279,729		$	261,699		$	545,030		$	479,527




Adjusted net income available to common shareholders and adjusted diluted earnings per share
Net income available to common shareholders	$	206,320		$	(23,741)		$	390,011		$	91,081



Restructuring charges (reversals)	72			(658)			(1,220)			866
Valuation adjustment to Visa derivative	—			—			2,200			—



Investment securities (gains) losses, net	—			256,660			—			256,660
Tax effect of adjustments (1)	(17)			(62,644)			(237)			(63,016)
Adjusted net income available to common shareholders	$	206,375		$	169,617		$	390,754		$	285,591
Weighted average common shares outstanding, diluted	139,502			145,565			140,770			146,568
Net income per common share, diluted	$	1.48		$	(0.16)		$	2.77		$	0.62
Adjusted net income per common share, diluted (2)	1.48			1.16			2.78			1.95


(1) An assumed marginal tax rate of 24.2% for 2025 and 24.5% for 2024 was applied.
(2) Diluted shares of 146,034 (in thousands) used to calculate 2Q24 adjusted diluted earnings per share.



Table 14 - Reconciliation of Non-GAAP Financial Measures, continued
	Three Months Ended						Six Months Ended
(dollars in thousands)	June 30, 2025			June 30, 2024			June 30, 2025			June 30, 2024
Adjusted return on average assets (annualized)
Net income	$	217,119		$	(14,680)		$	411,991		$	109,390




Restructuring charges (reversals)	72			(658)			(1,220)			866
Valuation adjustment to Visa derivative	—			—			2,200			—


Investment securities (gains) losses, net	—			256,660			—			256,660
Tax effect of adjustments (1)	(17)			(62,644)			(237)			(63,016)
Adjusted net income	$	217,174		$	178,678		$	412,734		$	303,900
Net income annualized	870,862			(59,043)			830,811			219,982
Adjusted net income annualized	871,083			718,639			832,309			611,140
Total average assets	$	59,577,113		$	59,246,849		$	59,726,003		$	59,134,541
Return on average assets (annualized)	1.46		%	(0.10)		%	1.39		%	0.37		%
Adjusted return on average assets (annualized)	1.46			1.21			1.39			1.03
(1) An assumed marginal tax rate of 24.2% for 2025 and 24.5% for 2024 was applied.



	Three Months Ended			Six Months Ended
(dollars in thousands)	June 30, 2025			June 30, 2024			June 30, 2025			June 30, 2024
Adjusted return on average common equity, return on average tangible common equity, and adjusted return on average tangible common equity (annualized)
Net income available to common shareholders	$	206,320		$	(23,741)		$	390,011		$	91,081




Restructuring charges (reversals)	72			(658)			(1,220)			866

Valuation adjustment to Visa derivative	—			—			2,200			—

Investment securities (gains) losses, net	—			256,660			—			256,660
Tax effect of adjustments (1)	(17)			(62,644)			(237)			(63,016)
Adjusted net income available to common shareholders	$	206,375		$	169,617		$	390,754		$	285,591

Adjusted net income available to common shareholders annualized	$	827,768		$	682,196		$	787,985		$	574,320
Amortization of intangibles, annualized net of tax	7,993			8,831			8,038			8,831
Adjusted net income available to common shareholders excluding amortization of intangibles annualized	$	835,761		$	691,027		$	796,023		$	583,151

Net income (loss) available to common shareholders annualized	$	827,547		$	(95,486)		$	786,486		$	183,163
Amortization of intangibles, annualized net of tax	7,993			8,831			8,038			8,831
Net income (loss) available to common shareholders excluding amortization of intangibles annualized	$	835,540		$	(86,655)		$	794,524		$	191,994

Total average Synovus Financial Corp. shareholders' equity less preferred stock	$	4,952,297		$	4,455,198		$	4,882,675		$	4,498,907
Average goodwill	(480,440)			(480,902)			(480,440)			(480,671)
Average other intangible assets, net	(30,398)			(41,547)			(31,675)			(43,022)
Total average Synovus Financial Corp. tangible shareholders' equity less preferred stock	$	4,441,459		$	3,932,749		$	4,370,560		$	3,975,214
Return on average common equity (annualized)	16.71		%	(2.14)		%	16.11		%	4.07		%
Adjusted return on average common equity (annualized)	16.71			15.31			16.14			12.77
Return on average tangible common equity (annualized)	18.81			(2.20)			18.18			4.83
Adjusted return on average tangible common equity (annualized)	18.82			17.57			18.21			14.67
(1) An assumed marginal tax rate of 24.2% for 2025 and 24.5% for 2024 was applied.



Table 14 - Reconciliation of Non-GAAP Financial Measures, continued

(dollars in thousands)	June 30, 2025			December 31, 2024			June 30, 2024
Tangible common equity ratio
Total assets	$	61,056,785		$	60,233,644		$	59,606,343
Goodwill	(480,440)			(480,440)			(480,440)
Other intangible assets, net	(29,063)			(34,318)			(40,114)
Tangible assets	$	60,547,282		$	59,718,886		$	59,085,789

Total Synovus Financial Corp. shareholders' equity	$	5,617,686		$	5,244,557		$	5,053,606
Goodwill	(480,440)			(480,440)			(480,440)
Other intangible assets, net	(29,063)			(34,318)			(40,114)
Preferred stock, no par value	(537,145)			(537,145)			(537,145)
Tangible common equity	$	4,571,038		$	4,192,654		$	3,995,907
Total Synovus Financial Corp. shareholders' equity to total assets ratio	9.20		%	8.71		%	8.48		%
Tangible common equity ratio	7.55			7.02			6.76

ITEM 3. – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The information presented in the Market Risk Analysis section of the Management's Discussion and Analysis of Financial Condition and Results of Operations section of this Report is incorporated herein by reference.

ITEM 4. – CONTROLS AND PROCEDURES

In connection with the preparation of this Quarterly Report on Form 10-Q, an evaluation was carried out by Synovus' management, with the participation of Synovus' Chief Executive Officer and Chief Financial Officer, of the effectiveness of Synovus' disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosures. Based on that evaluation, Synovus' Chief Executive Officer and Chief Financial Officer have concluded that, as of June 30, 2025, Synovus' disclosure controls and procedures were effective.

There have been no material changes in Synovus' internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that occurred during the quarter ended June 30, 2025 that have materially affected, or are reasonably likely to materially affect, Synovus' internal control over financial reporting.

PART II. – OTHER INFORMATION

ITEM 1. – LEGAL PROCEEDINGS

See "Part I - Item 1. Financial Statements and Supplementary Data - Note 8 - Commitments and Contingencies" of this Report.

ITEM 1A. – RISK FACTORS

In addition to the other information set forth in this Report, in evaluating an investment in the Company's securities, investors should consider carefully, among other things, the risk factors previously disclosed in "Part I - Item IA - Risk Factors" of Synovus' 2024 Form 10-K which could materially affect the Company's business, financial position, results of operations, cash flows, or future results. Please be aware that these risks may change over time and other risks may prove to be important in the future. New risks may emerge at any time, and we cannot predict such risks or estimate the extent to which they may affect our business, financial condition or results of operations, or the trading price of our securities.

Other than the risk factors set forth below, there are no material changes during the period covered by this Report to the risk factors previously disclosed in our 2024 Form 10-K.

Risks Relating to the Merger with Pinnacle

We have identified certain additional risk factors in connection with the Merger Agreement and the proposed Merger. These risks and the other risks associated with the proposed Merger will be more fully discussed in the joint proxy statement/prospectus that will be included in the registration statement on Form S-4 that Newco intends to file with the SEC in connection with the Merger.

The consummation of the Merger is contingent upon the satisfaction of a number of conditions, including shareholder and regulatory approvals, that may be outside either party’s control and that either party may be unable to satisfy or obtain or which may delay the consummation of the Merger or result in the imposition of conditions that could reduce the anticipated benefits from the Merger or cause the parties to abandon the Merger.

Consummation of the Merger is contingent upon the satisfaction of a number of conditions, some of which are beyond either party’s control, including, among others:

• approval of the Merger Agreement by Synovus’ and Pinnacle’s shareholders;

• authorization for listing on the NYSE of the shares of Newco common stock and Newco preferred stock (or any depositary shares in respect thereof) to be issued in connection with the Merger;

• the receipt of required regulatory approvals;

• effectiveness of the registration statement on Form S-4 to be filed by Newco in connection with the Merger; and

• the absence of any order, injunction, decree or other legal restraint preventing the completion of the Merger or any of the other transactions contemplated by the Merger Agreement.

Each party’s obligation to complete the Merger is also subject to certain additional customary conditions, including:

• subject to certain exceptions, the accuracy of the representations and warranties of the other party;

• performance in all material respects by the other party of its obligations under the Merger Agreement; and

• receipt by such party of an opinion from its counsel to the effect that such party’s merger with and into Newco will qualify as a “reorganization” within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended.

These conditions to the closing of the Merger may not be fulfilled in a timely manner, or at all, and, accordingly, the Merger may not be completed. In addition, the parties can mutually decide to terminate the Merger Agreement at any time, before or after receipt of the requisite approvals by our shareholders or Pinnacle’s shareholders, or either party may elect to terminate the Merger Agreement in certain other circumstances.

As a condition to granting required regulatory approvals, governmental entities may impose conditions, limitations or costs, require divestitures or place restrictions on the conduct of the combined company after the closing of the Merger. Such conditions or changes and the process of obtaining regulatory approvals could, among other things, have the effect of delaying completion of the Merger or of imposing additional costs or limitations on the combined company following the Merger, any of which may have an adverse effect on us or the combined company following the Merger.

Either party may also be subject to lawsuits challenging the Merger, and adverse rulings in these lawsuits may delay or prevent the Merger from being completed or require either party to incur significant costs to defend or settle these lawsuits. Any

delay in completing the Merger could cause the combined company not to realize, or to be delayed in realizing, some or all of the benefits that we expect to achieve if the Merger is successfully completed within its expected time frame.

We expect to incur substantial expenses related to the Merger.

We have incurred and expect to incur a number of costs associated with the Merger and the integration of our business with Pinnacle’s business. These costs include financial advisory, legal, accounting, consulting and other advisory fees, severance/employee benefit‐related costs, public company filing fees and other regulatory fees and financial printing and other related costs. There are also a large number of processes, policies, procedures, operations, technologies and systems that may need to be integrated.

While we have assumed that a certain level of costs will be incurred, there are many factors beyond our control that could affect the total amount or the timing of the integration expenses. Moreover, many of the expenses that we will incur are, by their nature, difficult to estimate accurately. These expenses could, particularly in the near term, exceed the savings that we expect to achieve from the elimination of duplicative expenses and the realization of economies of scale. These integration expenses may result in charges against earnings as a result of the Merger or the integration of our business with Pinnacle’s business, and the amount and timing of such charges are uncertain at present.

We may fail to realize all of the anticipated benefits of the Merger, or those benefits may take longer to realize than expected due to factors that may be outside our control or Pinnacle’s control.

We may fail to realize the anticipated benefits of the proposed Merger, including, among other things, anticipated revenue and cost synergies, due to factors that may be outside either party’s control, including, but not limited to, changes in laws or regulations or in the interpretation of existing laws or regulations, whether caused by a change in government or otherwise, or general economic, political, legislative or regulatory conditions, and the outcome of any legal or regulatory proceedings that may be currently pending or later instituted against us, Pinnacle or the combined company.

Both parties have operated and, until the completion of the Merger, will continue to operate, independently. The success of the Merger, including anticipated benefits and cost savings, will depend, in part, on the successful integration of our operations with Pinnacle’s operations in a manner that results in various benefits and that does not materially disrupt existing client relationships or result in decreased revenues due to loss of clients. The process of integrating operations could result in a loss of key personnel or cause an interruption of, or loss of momentum in, the activities of one or more of the combined company’s businesses following the completion of the Merger. Inconsistencies in standards, controls, procedures and policies could adversely affect the combined company following the completion of the Merger. The diversion of management’s attention and any delays or difficulties encountered in connection with the Merger and the integration of Pinnacle’s operations with our operations could have an adverse effect on the business, financial condition, operating results and prospects of the combined company.

If we experience difficulties in the integration process, including those listed above, we may fail to realize the anticipated benefits of the Merger in a timely manner, or at all.

Future results of the combined company may suffer if it does not effectively manage its expanded operations and increased size following the Merger.

Following the Merger, the size of the combined company will increase significantly beyond our current size. The combined company’s future success depends, in part, upon its ability to manage its expanded business and increased size, which will pose substantial challenges for management, including challenges related to the management and monitoring of new operations and associated increased costs and complexity. There can be no assurances that the combined company will be successful or that the combined company will realize the expected operating efficiencies, cost savings and other benefits currently anticipated from the Merger.

In addition, following the Merger, the combined company may be subject to increased scrutiny by, and/or additional regulatory requirements of, governmental authorities as a result of the Merger or the size, scope and complexity of the combined company’s business operations, which may have an adverse effect on its business, operations or stock price. We expect the combined company will be subject to heightened supervision under the Federal Reserve Board’s enhanced prudential standards for large banks as a result of the combined company having total assets in excess of $100 billion and therefore becoming a Category IV institution under the tailoring framework. The transition to heightened supervision and classification as a Category IV institution is a significant regulatory hurdle and involves additional liquidity risk management requirements, more onerous internal liquidity stress testing and liquidity buffer requirements, supervisory stress testing, the stress capital buffer, additional capital planning requirements, additional reporting to the Federal Reserve and more comprehensive resolution plan filings with the FDIC.

While the Merger is pending, we will be subject to business uncertainties and contractual restrictions that could adversely affect our business and operations.

Uncertainty about the effect of the Merger on employees, clients, suppliers and other persons with whom we or Pinnacle have a business relationship may have an adverse effect on our business, operations and stock price. Existing clients, suppliers and other business partners of ours and of Pinnacle could decide to no longer do business with us or with Pinnacle before the completion of the Merger or with the combined company after the Merger is completed, reducing its anticipated benefits. Both parties are also subject to certain restrictions on the conduct of our respective businesses while the Merger is pending. As a result, certain projects may be delayed or abandoned, and business decisions could be deferred. Employee retention may be challenging for us and Pinnacle before completion of the Merger, as certain employees may experience uncertainty about their future roles with the combined company following the Merger, and these retention challenges will require us to incur additional expenses in order to retain key employees. If key employees depart because of issues relating to the uncertainty and difficulty of integration or a desire not to remain with the combined company following the Merger, the benefits of the Merger could be materially diminished.

ITEM 2. – UNREGISTERED SALES OF SECURITIES AND USE OF PROCEEDS

(a) None.

(b) None.

On December 13, 2024 the Board of Directors approved share repurchases of up to $400 million of common stock and $50 million of preferred stock in 2025. The table below sets forth information regarding repurchases of our common stock during the second quarter of 2025.


Table 15 - Share Repurchases
(in thousands, except per share data)	Total Number of Shares Repurchased	Average Price Paid per Share (1)		Total Number of Shares Repurchased as Part of Publicly Announced Plans or Programs	Maximum Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs




April 1 to April 30, 2025	273	$	43.99	273	$	268,158
May 1 to May 31, 2025	203	45.52		203	258,916
June 1 to June 30, 2025	—	—		—	258,916
Total	476	$	44.64	476

(1) The average price paid per share is calculated on a trade date basis for all open market transactions and excludes commissions, other transaction expenses, and the 1 percent excise tax charged on public company share repurchases.

The foregoing common stock repurchases during the second quarter of 2025 were purchased through open market transactions, including under plans complying with Rule 10b5-1 under the Exchange Act.

ITEM 3. – DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. – MINE SAFETY DISCLOSURES

None.

ITEM 5. – OTHER INFORMATION

(a) None.

(b) None.

(c) Pursuant to Item 408(a) of Regulation S-K, none of the Company's directors or executive officers adopted , terminated or modified a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the three months ended June 30, 2025.

ITEM 6. – EXHIBITS



Exhibit Number						Description

2.1						Agreement and Plan of Merger dated as of July 24, 2025 by and among Synovus, Pinnacle Financial Partners, Inc., and Steel Newco Inc., incorporated by reference to Exhibit 2.1 of Synovus’ Current Report on Form 8-K dated July 25, 2025, as filed with the SEC on July 25, 2025.

10.1						Employment Agreement dated as of July 24, 2025 by and among Synovus, Synovus Bank, and Kevin Blair, incorporated by reference to Exhibit 10.1 of Synovus’ Current Report on Form 8-K dated July 25, 2025, as filed with the SEC on July 25, 2025.

10.2						Employment Agreement dated as of July 24, 2025 by and among Synovus, Synovus Bank, and Andrew J. Gregory, Jr., incorporated by reference to Exhibit 10.2 of Synovus’ Current Report on Form 8-K dated July 25, 2025, as filed with the SEC on July 25, 2025.

3.1						Restated Articles of Incorporation of Synovus, incorporated by reference to Exhibit 3.1 of Synovus’ Current Report on Form 8-K dated April 22, 2020, as filed with the SEC on April 24, 2020.

3.2						Restated Bylaws of Synovus, incorporated by reference to Exhibit 3.2 of Synovus' Current Report on Form 8-K dated April 22, 2020, as filed with the SEC on April 24, 2020.


31.1						Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2						Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32						Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101						Interactive Data File

104						Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.


	SYNOVUS FINANCIAL CORP.

August 5, 2025	By:	/s/ Andrew J. Gregory, Jr.
Date		Andrew J. Gregory, Jr.
		Executive Vice President and Chief Financial Officer
		(Duly Authorized Officer and Principal Financial Officer)

TABLE OF CONTENTS

Part I. Financial Information Item 1. - Financial Statements Note 1 - Basis Of Presentation and Accounting Policies Note 2 - Investment Securities Note 3 - Loans and Allowance For Loan Losses Note 4 - Shareholders' Equity and Other Comprehensive Income (loss)Note 5 - Fair Value Accounting Note 6 - Derivative Instruments and Hedging Activities Note 7 - Net Income Per Common Share Note 8 - Commitments and Contingencies Note 9 - Segment Reporting Note 10 - Subsequent Event Item 2. Management S Discussion and Analysis Of Financial Condition and Results Of Operations Item 3. Quantitative and Qualitative Disclosures About Market Risk Item 4. Controls and Procedures Part II. Other Information Item 1. Legal Proceedings Item 1A. Risk Factors Item 2. Unregistered Sales Of Securities and Use Of Proceeds Item 3. Defaults Upon Senior Securities Item 4. Mine Safety Disclosures Item 5. Other Information Item 6. Exhibits

Exhibits

2.1 Agreement and Plan of Merger dated as of July 24, 2025 by and among Synovus, Pinnacle Financial Partners, Inc., and Steel Newco Inc., incorporated by reference to Exhibit 2.1 of Synovus Current Report on Form 8-K dated July 25, 2025, as filed with the SEC on July 25, 2025. 10.1 Employment Agreement dated as of July 24, 2025 by and among Synovus, Synovus Bank, and Kevin Blair, incorporated by reference to Exhibit 10.1 of Synovus Current Report on Form 8-K dated July 25, 2025, as filed with the SEC on July 25, 2025. 10.2 Employment Agreement dated as of July 24, 2025 by and among Synovus, Synovus Bank, and Andrew J. Gregory, Jr., incorporated by reference to Exhibit 10.2 of Synovus Current Report on Form 8-K dated July 25, 2025, as filed with the SEC on July 25, 2025. 3.1 Restated Articles of Incorporation of Synovus, incorporated by reference to Exhibit 3.1 of Synovus Current Report on Form 8-K dated April 22, 2020, as filed with the SEC on April 24, 2020. 3.2 Restated Bylaws of Synovus, incorporated by reference to Exhibit 3.2 of Synovus' Current Report on Form 8-K dated April 22, 2020, as filed with the SEC on April 24, 2020. 31.1 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32 Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Supplier name	Ticker
American Express Company	AXP
Bank of America Corporation	BAC
Citigroup Inc.	C
Dell Technologies Inc.	DELL
Intercontinental Exchange, Inc.	ICE
Mastercard Incorporated	MA
Visa Inc.	V

SNV 10-Q Quarter ended June 30, 2025

Exhibits