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SYNOVUS FINANCIAL CORP Proxy Solicitation & Information Statement 2012

Mar 16, 2012

30812_rns_2012-03-16_ec381163-ed8a-428b-8edb-676acd8c988a.zip

Proxy Solicitation & Information Statement

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DEFA14A 1 d312099ddefa14a.htm DEFA14A DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934 (Amendment No. )

þ Filed by the Registrant ¨ Filed by a Party other than the Registrant

Check the appropriate box:
¨ Preliminary Proxy Statement
¨ Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2))
¨ Definitive Proxy Statement
þ Definitive Additional Materials
¨ Soliciting Material Pursuant to Section 240.14a-12
SYNOVUS
FINANCIAL CORP.
(Name of Registrant as Specified In Its
Charter)
(Name of Person(s) Filing Proxy Statement,
if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
þ No fee required.
¨ Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set
forth the amount on which the filing fee is calculated and state how it was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
¨ Fee paid previously with preliminary materials.
¨ Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the
offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:

* Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to Be Held on April 26, 2012.

Meeting Information
Meeting Type: Annual Meeting
For holders as of: February 16,
2012
Date: April 26, 2012 Time: 10:00 a.m.
Location: Columbus Georgia Convention and Trade Center 801 Front
Avenue Columbus, Georgia 31901
SYNOVUS FINANCIAL CORP. POST OFFICE BOX
120 COLUMBUS, GA 31902-0120 You are receiving this communication because
you hold shares in the above named company.
This is not a ballot. You cannot use this
notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper
copy (see reverse side).
We encourage you to access and review all of the important information contained in the proxy materials before voting.
See the reverse side of this notice to obtain proxy materials and voting instructions.
— Before You Vote — How to Access the Proxy Materials
Proxy Materials Available to VIEW or RECEIVE:
NOTICE AND PROXY STATEMENT 2011 ANNUAL REPORT
How to View Online:
Have the information that is printed in the box marked by the
arrow (located on the following page) and visit: www.proxyvote.com.
How to Request and Receive a PAPER or E-MAIL Copy:
If you want to receive a paper or e-mail copy of these documents, you must
request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:
1) BY
INTERNET : www.proxyvote.com
2) BY
TELEPHONE : 1-800-579-1639
3) BY
E-MAIL* : [email protected]
* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the
arrow (located on the following page) in the subject line. Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as
instructed above on or before April 12, 2012 to facilitate timely delivery.
— How To
Vote — Please Choose One of the Following Voting Methods
Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket
issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.
Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow available and follow the instructions.
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

Voting Items

| The Board of Directors recommends you vote FOR the
following proposals: | | | | | |
| --- | --- | --- | --- | --- | --- |
| 1. | To elect the following 15 nominees as
directors: | | | | |
| | 1A. | Catherine A. Allen | | 1N. | Philip W. Tomlinson |
| | 1B. | Frank W. Brumley | | 1O. | James D. Yancey |
| | 1C. | Stephen T. Butler | 2. | To approve the compensation of Synovus’ named
executive officers as determined by the Compensation Committee. | |
| | 1D. | Elizabeth W. Camp | | | |
| | 1E. | T. Michael Goodrich | 3. | To re-approve the material terms of performance goals under the Synovus Financial Corp. 2007 Omnibus Plan. | |
| | 1F. | V. Nathaniel Hansford | 4. | To ratify the appointment of KPMG LLP as
Synovus’ independent auditor for the year 2012. | |
| | 1G. | Mason H. Lampton | | | |
| ● | 1H. | Jerry W. Nix | | | |
| | 1I. | H. Lynn Page | | | |
| | 1J. | Joseph J. Prochaska, Jr. | | | |
| | 1K. | J. Neal Purcell | | | |
| | 1L. | Kessel D. Stelling | | | |
| | 1M. | Melvin T. Stith | | | |