Pinnacle Financial Partners and Synovus Financial Corp Merger Update

Pinnacle Financial Partners, Inc. and Synovus Financial Corp. have provided an update on their proposed merger, which was announced on July 24, 2025. The merger involves both companies merging into a newly formed entity, Steel Newco Inc., with Newco continuing as the surviving corporation. The merger has been unanimously approved by the boards of both companies. A registration statement on Form S-4 was filed with the SEC and declared effective on September 30, 2025. Both companies have commenced mailing the definitive joint proxy statement/prospectus to their shareholders. Special meetings of stockholders are scheduled for November 6, 2025, to vote on the merger. Additionally, three lawsuits have been filed challenging the merger, alleging disclosure deficiencies in the joint proxy statement/prospectus. Pinnacle and Synovus believe the claims are without merit but have made supplemental disclosures to address the allegations and avoid potential delays.