Exhibit 10.4
SYNOVUS FINANCIAL
CORP.
STOCK OPTION
AGREEMENT
[ DATE]
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.
W I T N E S
S E T H :
WHEREAS, the Board of Directors of
the Company has adopted the Synovus Financial Corp. 2007 Omnibus
Plan (the "Plan"); and
WHEREAS, the Company recognizes the
value to it of the services of the Option Holder and intends to
provide the Option Holder with added incentive and inducement to
contribute to the success of the Company; and
WHEREAS, the Company recognizes the
potential benefits of providing employees the opportunity to
acquire an equity interest in the Company and to more closely align
the personal interests of employees with those of other
shareholders; and
WHEREAS, effective _____________,
pursuant to the Plan, the Compensation Committee of the Board of
Directors of the Company: (a) granted to the Option Holder,
pursuant to Section 6 of the Plan, an Option in respect of the
number of shares herein below set forth, (b) designated the Option
a Non-Qualified Stock Option, and (c) fixed and determined the
Option price and exercise and termination dates as set forth
below.
NOW THEREFORE, in consideration of
the mutual promises and representations herein contained and other
good and valuable consideration, it is agreed by and between the
parties hereto as follows:
1. The
terms, provisions and definitions of the Plan are incorporated by
reference and made a part hereof. All capitalized terms in this
Agreement shall have the same meanings given to such terms in the
Plan except where otherwise noted.
2. Subject
to and in accordance with the provisions of the Plan, the Company
hereby grants to the Option Holder a Non-Qualified Stock Option to
purchase, on the terms and subject to the conditions hereinafter
set forth, all or any part of an aggregate of _________________
shares of the Common Stock ($1.00 par value) of the Company at the
purchase price of $____ per share, exercisable in the amounts and
at the times set forth in this Paragraph 2, unless the Compensation
Committee, in its sole and exclusive discretion, shall authorize
the Opt