Wayne Akins
Executive Vice President and Chief Community Banking and Wealth Services Officer at 
SYNOVUS FINANCIAL
SYNOVUS FINANCIALExecutive
About Wayne Akins
D. Wayne Akins, Jr. is Executive Vice President and Chief Community Banking and Wealth Services Officer at Synovus; he was elevated to this expanded role in January 2024 after five years as Chief Community Banking Officer and previously served as Chief Retail Banking Officer from July 2014 to January 2019, with approximately 35 years of banking experience and 19 prior years in various Synovus Bank leadership positions . He is 61 years old . During 2024, Synovus delivered 41.1% total shareholder return (highest in the KBW Regional Bank Index), adjusted EPS of $4.43, and adjusted ROAA of 1.16%, which are key metrics linked to executive pay programs .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Synovus Financial Corp. | EVP & Chief Community Banking and Wealth Services Officer | Jan 2024–present | Expanded remit adding Wealth Services atop Community Banking |
| Synovus Financial Corp. | EVP & Chief Community Banking Officer | ~2019–Jan 2024 | Led community banking franchise |
| Synovus Financial Corp. | EVP & Chief Retail Banking Officer | Jul 2014–Jan 2019 | Led retail banking |
| Synovus Bank | Chief Community Banking Officer; Regional CEO; Bank Division CEO (various) | ~1995–2014 (19 years prior to 2014) | Senior leadership roles across bank divisions |
External Roles
No external boards/roles for Mr. Akins are disclosed in the proxy’s executive officer section .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $530,385 | $540,000 |
| Stock Awards ($, grant-date fair value) | $676,381 | $663,186 |
| Non-Equity Incentive Plan Compensation ($) | $336,310 | $612,563 |
| All Other Compensation ($) | $23,068 | $33,760 |
Performance Compensation
Short-Term Incentives (Annual Cash Bonus – 2024 plan design and outcome)
| Component | Weight | Threshold | Target | Maximum | Actual | Payout vs Target |
|---|---|---|---|---|---|---|
| Adjusted EPS | 50% | $2.88 | $3.60 | $4.25 | $4.46 | 175% |
| Adjusted ROAA | 25% | 0.82% | 0.97% | 1.11% | 1.16% | 175% |
| Strategic & Individual Objectives | 25% | — | — | — | Above target (assessed) | 115% |
| Total (company formulaic outcome) | — | — | — | — | — | 160% |
| Akins: Target ($) | — | — | $405,000 | — | — | — |
| Akins: Actual ($) | — | — | — | — | $612,563 | 151.3% (derived from $612,563 ÷ $405,000 ) |
Notes:
- 2024 annual incentive plan weights: Adjusted EPS 50%, Adjusted ROAA 25%, Strategic/Individual 25% .
- CHCC approved payouts ranging 150–173% of target for NEOs based on results and individual performance .
Long-Term Incentives (Equity – 2024 grants and structure)
| Instrument | Grant Date | Target Units | Vesting | Payout Features |
|---|---|---|---|---|
| Performance Stock Units (PSUs) | 2/15/2024 | 10,621 | 100% after 3 years (service) | 0–150% of target based on adjusted ROATCE and relative TSR over 3 years |
| Restricted Stock Units (RSUs) | 2/15/2024 | 7,081 | 1/3 per year over 3 years (service) | Time-based; continued employment |
PSUs and RSUs are subject to Synovus’ mandatory clawback policy (restatements) and discretionary clawback (material risk failures); RSUs beginning with 2025 grants are also subject to downward risk-based adjustment .
Outstanding Equity and Vesting (as of 12/31/2024)
| Category | Units | Market Value ($) |
|---|---|---|
| Unvested RSUs (2022–2024 grants) | 7,280 | $372,954 |
| Unearned PSUs (at target, 2022–2024 cycles) | 10,919 | $559,380 |
| RSUs vesting within 60 days of 1/31/2025 | 12,875 | — |
Notes:
- Market values use 12/31/2024 close $51.23 per share .
- RSUs/PSUs also vest upon death, disability, or retirement after age 65 with 10+ years of service .
Equity Ownership & Alignment
| Ownership Measure (1/31/2025) | Amount | % of Outstanding |
|---|---|---|
| Beneficially owned common shares | 46,373 | * (less than 1%) |
| Restricted Stock Units (accrued dividend equivalents included) | 27,871 | — |
| Total (shares + RSUs) | 74,244 | — |
Alignment policies and status:
- Stock ownership guidelines: CEO 6x salary; other NEOs 3x salary. NEOs must retain 75% of net shares until guideline met; all NEOs were in compliance as of January 1, 2024 .
- Anti-hedging: Executives and directors prohibited from hedging Synovus equity (puts/calls/derivatives/collars/forwards) .
- Anti-pledging: Executives and directors prohibited from pledging Synovus stock .
- Clawbacks: Mandatory (SEC/NYSE) for restatements and discretionary for materially inaccurate metrics or material risk failures, administered by CHCC .
Employment Terms
| Term | Details |
|---|---|
| Employment agreement | Synovus generally does not enter employment agreements; none of the NEOs have employment agreements . |
| Change-of-control (CoC) protection | Double-trigger: benefits only if termination without cause or for good reason within two years post-CoC; severance multiple is 2x for Akins, includes lump sum cash (base salary + average prior 3-year bonus %), pro‑rata target bonus, and continued health & welfare benefits; equity awards (PSUs/RSUs) vest on qualifying termination . |
| Estimated CoC payout (Akins; as of 12/31/2024) | Base salary $1,080,000; average 3-yr short-term incentive $799,200; pro‑rata target short-term incentive $405,000; health & welfare $38,184; stock award vesting $2,072,099; total $4,394,483; excise tax gross-up not applicable . |
| Non-compete / non-solicit / garden leave | Not disclosed in the proxy. |
| Clawbacks | Mandatory and discretionary clawback policies described above . |
| Tax gross-ups policy | Since June 2012, new CoC agreements prohibit excise tax gross-ups; Akins’ agreement does not include gross-up (N/A) . |
Investment Implications
- Pay-for-performance alignment: Akins’ 2024 cash bonus derived from a formula heavily tied to adjusted EPS and ROAA that were both above maximum thresholds; his actual payout was ~151% of target ($612,563 vs $405,000), underscoring alignment with Synovus’ strong 2024 performance and TSR leadership .
- Retention risk moderating factors: Significant unvested equity (RSUs/PSUs) with multi-year vesting, double-trigger CoC protection (2x multiple), and stock ownership requirements promote retention and long-term alignment; no hedging/pledging permitted and robust clawbacks reduce misalignment risk .
- Near-term supply from vesting: 12,875 RSUs scheduled to vest within 60 days of Jan 31, 2025 may incrementally increase insider-held free float, though award settlement/withholding mechanics are plan-specific .
- Program structure: Long-term incentives emphasize PSUs (60% of grant value) tied to adjusted ROATCE and relative TSR, with RSUs comprising the remaining 40%; no stock options granted to NEOs in 2024—lower option-related repricing risk and clearer performance linkage .
2024 company context supporting incentives: EPS growth on an adjusted basis (to $4.43), CET1 ratio strengthened to 10.84%, and top-quartile operating metrics following RWA optimization and securities portfolio repositioning; TSR was 41.1% in 2024 .
References to Compensation Governance and Shareholder Feedback
- Strong say‑on‑pay support: >97% approval at the 2024 annual meeting, indicating broad shareholder acceptance of the compensation framework .
- Peer benchmarking: CHCC uses a 16‑bank peer group (e.g., Regions, SouthState, Western Alliance, Webster, Zions, etc.) to target competitive total direct compensation; NEO targets include annual bonus opportunity ranges (Akins’ target 75% of salary in 2024) .
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