Sec Form 4 Filing - KAMENSKY ALLAN E @ SYNOVUS FINANCIAL CORP - 2017-02-10

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
KAMENSKY ALLAN E
2. Issuer Name and Ticker or Trading Symbol
SYNOVUS FINANCIAL CORP [ SNV]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) X __ Other (specify below)
EVP and Corporate Secretary/General Counsel
(Last) (First) (Middle)
P.O. 120
3. Date of Earliest Transaction (MM/DD/YY)
02/10/2017
(Street)
COLUMBUS, GA31902
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/10/2017 A 595 ( 1 ) A $ 41.61 66,261 ( 2 ) D
Common Stock 02/10/2017 D 39 ( 3 ) D $ 41.61 66,416 ( 4 ) D
Common Stock 02/10/2017 F 4,203 ( 5 ) D $ 41.61 62,213 D
Common Stock 02/11/2017 A 450 ( 6 ) A $ 41.77 62,693 ( 7 ) D
Common Stock 02/11/2017 F 988 ( 8 ) D $ 41.77 61,705 D
Common Stock 02/13/2017 P 1,110 A $ 42.2 62,815 D
Common Stock 02/13/2017 S 555 D $ 42.19 555 I By Children
Common Stock 02/13/2017 S 555 D $ 42.23 0 I By Children
Common Stock 5,735 I By Spouse
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KAMENSKY ALLAN E
P.O. 120
COLUMBUS, GA31902
EVP and Corporate Secretary General Counsel
Signatures
/s/ Mary Maurice Young 02/14/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On February 11, 2014, the reporting person reported the grant of certain market restricted stock units (the "MRSUs"). The MRSUs have a service-based vesting component as well as a Total Shareholder Return Multiplier. On February 10, 2017, pursuant to the terms of the service-based vesting component of the MRSUs, the third tranche of such award vested. Based upon the Total Shareholder Return Multiplier, the reporting person received 595 additional shares of the Company's restricted stock, such shares representing the amount vested in excess of the target amount of MRSUs initially reported on Form 4 in February 2014.
( 2 )Includes 133 shares acquired through dividend reinvestment.
( 3 )On February 11, 2014, the reporting person reported the grant of certain performance stock units (the "PSUs"). The PSUs have a service-based vesting component as well as a performance vesting requirement. Under the service-based vesting component, the PSUs vest 100% after three years subject to the reporting person's continued employment with Synovus. Under the performance vesting component, Synovus' weighted average return on average assets is measured over a three-year performance period. Based upon the weighted average return on average assets, the "target" amount of PSUs which vested was adjusted downward. As such, the reporting person received 39 less shares of the Company's restricted stock than the target amount of PSUs initially reported on Form 4 in February 2014.
( 4 )Includes 194 shares acquired through dividend reinvestment.
( 5 )These shares were withheld upon the vesting of restricted stock units, MRSUs and PSUs to pay tax witholding obligations.
( 6 )On February 16, 2016, the reporting person reported the grant of certain market restricted stock units (the "MRSUs"). The MRSUs have a service-based vesting component as well as a Total Shareholder Return Multiplier. On February 11, 2017, pursuant to the terms of the service-based vesting component of the MRSUs, the first tranche of such award vested. Based upon the Total Shareholder Return Multiplier, the reporting person received 450 additional shares of the Company's restricted stock, such shares representing the amount vested in excess of the target amount of MRSUs initially reported on Form 4 in February 2016.
( 7 )Includes 30 shares acquired through dividend reinvestment.
( 8 )These shares were withheld upon the vesting of the MRSUs to pay tax witholding obligations.

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