EXHIBIT 4.3 SYNOVUS FINANCIAL CORP. 4.875% Subordinated Notes Due 2013 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 18th, 2003 • Synovus Financial Corp • National commercial banks • New York
1 EXHIBIT 1.1 SYNOVUS FINANCIAL CORP. (a Georgia corporation) UNDERWRITING AGREEMENT December ___, 2000 2 TABLE OF CONTENTSUnderwriting Agreement • December 11th, 2000 • Synovus Financial Corp • National commercial banks • New York
Reconciliation and Tie Sheet* between Provisions of the Trust Indenture Act of 1939 and Indenture, dated as of June 20, 2005 between SYNOVUS FINANCIAL CORP. and THE BANK OF NEW YORK TRUST COMPANY, N.A., TrusteeIndenture • July 21st, 2005 • Synovus Financial Corp • National commercial banks • New York
AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • November 23rd, 2005 • Synovus Financial Corp • National commercial banks
Exhibit 4.3 SYNOVUS FINANCIAL CORP. 5.125% Subordinated Notes Due 2017 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 21st, 2005 • Synovus Financial Corp • National commercial banks • New York
Annex B-1Underwriting Agreement • June 27th, 2019 • Synovus Financial Corp • National commercial banks • New York
EMPLOYMENT AGREEMENT, AS AMENDED THIS AMENDMENT TO EMPLOYMENT AGREEMENT is made and entered into by and among Synovus Financial Corp., a Georgia business corporation ("Synovus"), and National Bank of South Carolina, a national banking association...Employment Agreement • March 25th, 1996 • Synovus Financial Corp • State commercial banks • Georgia
CHANGE OF CONTROL AGREEMENT THIS AGREEMENT ("Agreement"), by and between SYNOVUS FINANCIAL CORP., a Georgia corporation (the "Company") and __________________________ (the "Employee") is entered into as of the 1st day of January, 1996 (the "Effective...Change of Control Agreement • March 25th, 1996 • Synovus Financial Corp • State commercial banks • Georgia
andRights Agreement • November 23rd, 2005 • Synovus Financial Corp • National commercial banks • Georgia
EXHIBIT 4.2 [FORM OF FACE OF NOTE] THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE REFERRED TO HEREINAFTER. THIS GLOBAL NOTE MAY NOT BE EXCHANGED, IN WHOLE OR IN PART, FOR A NOTE REGISTERED IN THE NAME OF ANY PERSON OTHER THAN THE...Note Agreement • April 18th, 2003 • Synovus Financial Corp • National commercial banks
Exhibit 10.1 NON-EMPLOYEE DIRECTOR RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • February 3rd, 2005 • Synovus Financial Corp • National commercial banks • Georgia
Reconciliation and Tie Sheet* between Provisions of the Trust Indenture Act of 1939 and Indenture, dated as of December __, 2000 between SYNOVUS FINANCIAL CORP. and THE BANK OF NEW YORK, TrusteeIndenture • December 11th, 2000 • Synovus Financial Corp • National commercial banks • New York
andRights Agreement • April 28th, 1999 • Synovus Financial Corp • National commercial banks • Georgia
STATE OF GEORGIA COUNTY OF MUSCOGEE AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement ("Agreement") is entered into this 13th day of September, 1999 by and between Synovus Financial Corp. ("Synovus"), a Georgia...Employment Agreement • November 15th, 1999 • Synovus Financial Corp • National commercial banks • Georgia
Reconciliation and Tie Sheet* between Provisions of the Trust Indenture Act of 1939 and Indenture, dated as of February 18, 2003 between SYNOVUS FINANCIAL CORP. and THE BANK OF NEW YORK TRUST COMPANY OF FLORIDA, N.A., TrusteeIndenture • April 18th, 2003 • Synovus Financial Corp • National commercial banks • New York
EXHIBIT 10.20 STATE OF GEORGIA COUNTY OF MUSCOGEE RETIREMENT AGREEMENT THIS AGREEMENT is made and entered into effective as of the 1st day of January 1997, by and among JOE E. BEVERLY, an individual resident of the State of Georgia ("Beverly"),...Retirement Agreement • March 6th, 1997 • Synovus Financial Corp • National commercial banks • Georgia
SYNOVUS FINANCIAL CORP. as the Company and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee Senior Indenture Dated as of February 13, 2012Senior Indenture • February 13th, 2012 • Synovus Financial Corp • National commercial banks • New York
SENIOR INDENTURE, dated as of February 13, 2012, between Synovus Financial Corp., a Georgia corporation, as the Company, and The Bank of New York Mellon Trust Company, N.A., as Trustee.
AGREEMENT AND PLAN OF MERGER by and among FCB FINANCIAL HOLDINGS, INC., SYNOVUS FINANCIAL CORP. and AZALEA MERGER SUB CORP. Dated as of July 23, 2018Merger Agreement • July 25th, 2018 • Synovus Financial Corp • National commercial banks • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of July 23, 2018 (this “Agreement”), by and among FCB Financial Holdings, Inc., a Delaware corporation (the “Company”), Synovus Financial Corp., a Georgia corporation (“Parent”), and Azalea Merger Sub Corp., a Delaware corporation and a direct, wholly owned Subsidiary of Parent (“Merger Sub”).
Underwriting AgreementUnderwriting Agreement • February 1st, 2019 • Synovus Financial Corp • National commercial banks • New York
Synovus Financial Corp., a Georgia corporation (the “Company”) confirms its agreement with the several Underwriters listed on Schedule I hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), with respect to the issue and sale by the Company, and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in Schedule I of $300,000,000 in aggregate principal amount of the Company’s 5.900% Fixed-to-Fixed Rate Subordinated Notes due 2029 (the “Securities”). The Securities are to be issued pursuant to the indenture dated as of December 7, 2015 (the “Base Indenture”), by and between the Company and the Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by a second supplemental indenture, to be dated as of February 7, 2019 (the “Supplemental Indenture”), by and between the Company and the Trustee (the Base Indenture, as supplemented by the Supplemental Indenture
SYNOVUS FINANCIAL CORP. as the Company and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee Subordinated Indenture Dated as of ___, 20___Subordinated Indenture • April 26th, 2010 • Synovus Financial Corp • National commercial banks • New York
SUBORDINATED INDENTURE, dated as of ______ ___, 200___, between Synovus Financial Corp., a Georgia corporation, as the Company, and The Bank of New York Mellon Trust Company, N.A., as Trustee.
SYNOVUS FINANCIAL CORP. $300,000,000 7.875% Senior Notes due 2019 Underwriting AgreementUnderwriting Agreement • February 13th, 2012 • Synovus Financial Corp • National commercial banks • New York
Synovus Financial Corp., a Georgia corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of $300,000,000 in principal amount of its 7.875% Senior Notes due 2019, to be issued under an indenture, to be dated as of February 13, 2012 (the “Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”) (the “Securities”).
SYNOVUS FINANCIAL CORP. Underwriting AgreementUnderwriting Agreement • December 7th, 2015 • Synovus Financial Corp • National commercial banks • New York
Synovus Financial Corp., a Georgia corporation (the “Company”) confirms its agreement with Sandler O’Neill + Partners, L.P. (the “Representative”) on behalf of the several Underwriters listed in Schedule I hereto (together, the “Underwriters”), with respect to the issue and sale by the Company, and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in Schedule I of $250,000,000 in aggregate principal amount of the Company’s 5.75% Fixed-to-Floating Rate Subordinated Notes due December 15, 2025 (the “Securities”). The Securities are to be issued pursuant to an indenture to be dated as of December 7, 2015 between the Company and the Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by a first supplemental indenture, to be dated of December 7, 2015, between the Company and the Trustee (the indenture as so supplemented, the “Indenture”).
Underwriting AgreementUnderwriting Agreement • October 30th, 2017 • Synovus Financial Corp • National commercial banks • New York
Synovus Financial Corp., a Georgia corporation (the “Company”) confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Representative”) on behalf of the several Underwriters listed in Schedule I hereto (together, the “Underwriters”), with respect to the issue and sale by the Company, and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in Schedule I of $300,000,000 in aggregate principal amount of the Company’s 3.125% Senior Notes due November 1, 2022 (the “Securities”). The Securities are to be issued pursuant to an indenture dated as of February 13, 2012 between the Company and the Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), (“Indenture”).
SYNOVUS FINANCIAL CORP. as the Company and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee Junior Subordinated Indenture Dated as of May 4, 2010Junior Subordinated Indenture • May 4th, 2010 • Synovus Financial Corp • National commercial banks • New York
JUNIOR SUBORDINATED INDENTURE, dated as of May 4, 2010, between Synovus Financial Corp., a Georgia corporation, as the Company, and The Bank of New York Mellon Trust Company, N.A., as Trustee.
SYNOVUS FINANCIAL CORP. STOCK OPTION AGREEMENT [DATE]Stock Option Agreement • April 25th, 2007 • Synovus Financial Corp • National commercial banks
THIS AGREEMENT ("Agreement"), dated as of the ___ day of _____________, 2007, by and between SYNOVUS FINANCIAL CORP. (the "Company"), a Georgia corporation having its principal office at 1111 Bay Avenue, Suite 500, Columbus, Georgia, and ___________________________ (the "Option Holder"), an employee of the Company or a Subsidiary of the Company.
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 26th, 2007 • Synovus Financial Corp • National commercial banks • Georgia
THIS AGREEMENT (the “Agreement”) is made and entered into as of this 26th day of July, 2007, by and between SYNOVUS FINANCIAL CORP., a Georgia corporation (the “Company”), and _____________________ (“Indemnitee”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in Section 16.
Global NoteNote Agreement • July 21st, 2005 • Synovus Financial Corp • National commercial banks
SYNOVUS FINANCIAL CORP. REVISED STOCK OPTION AGREEMENT [DATE]Stock Option Agreement • January 29th, 2008 • Synovus Financial Corp • National commercial banks
THIS AGREEMENT ("Agreement"), dated as of the ___ day of _____________, 200__, by and between SYNOVUS FINANCIAL CORP. (the "Company"), a Georgia corporation having its principal office at 1111 Bay Avenue, Suite 500, Columbus, Georgia, and ___________________________ (the "Option Holder"), an employee of the Company or a Subsidiary of the Company.
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • August 8th, 2008 • Synovus Financial Corp • National commercial banks • Georgia
THIS AGREEMENT (“Agreement”), by and between SYNOVUS FINANCIAL CORP., a Georgia corporation (the “Company”) and (the “Employee”) is entered into as of the day of , (the “Effective Date”);
SYNOVUS FINANCIAL CORP., THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Purchase Contract Agent and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee under the Indenture referred to herein PURCHASE CONTRACT AGREEMENT Dated as of May 4, 2010Purchase Contract Agreement • May 4th, 2010 • Synovus Financial Corp • National commercial banks • New York
PURCHASE CONTRACT AGREEMENT, dated as of May 4, 2010, among SYNOVUS FINANCIAL CORP., a Georgia corporation (the “Company”), THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, acting as purchase contract agent and attorney-in-fact for the Holders of Purchase Contracts (as defined herein) from time to time (the “Purchase Contract Agent”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., acting as Trustee under the Indenture (as defined herein).
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • April 25th, 2007 • Synovus Financial Corp • National commercial banks • Georgia
THIS RESTRICTED STOCK AWARD AGREEMENT (“Agreement”) is made effective as of _____________________, 2007, by and between SYNOVUS FINANCIAL CORP., a Georgia corporation (the “Corporation”), and ______________________________ (“Executive”).
REVISED MARKET RESTRICTED STOCK UNIT AGREEMENTMarket Restricted Stock Unit Agreement • February 28th, 2018 • Synovus Financial Corp • National commercial banks • Georgia
THIS REVISED MARKET RESTRICTED STOCK UNIT AGREEMENT (“Agreement”) is made effective as of the grant date set forth below by and between SYNOVUS FINANCIAL CORP., a Georgia corporation (the “Corporation”), and ___________________ (“Executive”).
SYNOVUS FINANCIAL CORP. as Company and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee SUBORDINATED INDENTURE dated as of December 7, 2015Subordinated Indenture • December 7th, 2015 • Synovus Financial Corp • National commercial banks • New York
SUBORDINATED INDENTURE, dated as of December 7, 2015, between Synovus Financial Corp., a Georgia corporation, as the Company, and The Bank of New York Mellon Trust Company, N.A., as Trustee.
Underwriting AgreementUnderwriting Agreement • November 1st, 2024 • Synovus Financial Corp • National commercial banks • New York
Synovus Financial Corp., a Georgia corporation (the “Company”), confirms its agreement with BofA Securities, Inc. and Morgan Stanley & Co. LLC (together, the “Representatives”) on behalf of the several Underwriters listed in Schedule I hereto (together, the “Underwriters”), with respect to the issue and sale by the Company, and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in Schedule I of $500,000,000 in aggregate principal amount of the Company’s 6.168% Fixed Rate / Floating Rate Senior Notes due 2030 (the “Securities”). The Securities are to be issued pursuant to an indenture, dated as of February 13, 2012 (the “Indenture”), by and between the Company and the Bank of New York Mellon Trust Company, N.A., as trustee.
FORM OF TAX SHARING AGREEMENTTax Sharing Agreement • October 25th, 2007 • Synovus Financial Corp • National commercial banks • Georgia
This TAX SHARING AGREEMENT (this “Agreement”), dated as of __________, 2007, by and among Synovus Financial Corp., a Georgia corporation (“Synovus”), Columbus Bank and Trust Company, a Georgia bank and trust company (“CB&T”), and Total System Services, Inc., a Georgia corporation (“TSYS”).
