Synchrony (SYF) Director Reports 27,112 Dividend Equivalent Units

Rhea-AI Filing Summary

Fernando Aguirre, a Director of Synchrony Financial (SYF), reported acquisition of 27,112 dividend equivalent units on 08/15/2025. The form shows these units accrued as dividends on restricted stock units and are the economic equivalent of one share each; they vest and settle on the same terms as the related restricted stock units. The filing also discloses 15,300 shares held indirectly by family trusts. The reported per-unit value for the accrued dividend equivalents is $71.49. The Form 4 was signed by an attorney-in-fact on 08/19/2025.

Positive

• 27,112 dividend equivalent units acquired, increasing the reporting person's direct economic stake in SYF
• 15,300 shares held indirectly by family trusts disclosed, adding clarity to beneficial ownership

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine insider accrual of dividend-equivalent units increases direct stake without indicating a change in control or major transaction.

The filing documents an administrative accrual of dividend equivalent units tied to restricted stock units rather than an open-market purchase or sale. The acquisition of 27,112 units at $71.49 each increases the reporting person's direct economic exposure to Synchrony common stock and aligns compensation with shareholder outcomes. This is a common post-grant adjustment and does not by itself alter capital structure or signal a liquidity event.

Corporate Governance Expert

TL;DR: Disclosure reflects standard executive compensation mechanics; shows both direct and indirect beneficial ownership through family trusts.

The Form 4 clarifies beneficial ownership: 27,112 dividend equivalent units recorded as directly held and 15,300 shares held indirectly by family trusts. The explanation confirms these units vest and settle with the underlying restricted stock units, consistent with typical executive equity grant terms. No departures, sales, or unusual transactions are reported.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

AGUIRRE FERNANDO

(Last) (First) (Middle)

C/O SYNCHRONY FINANCIAL

777 LONG RIDGE ROAD

(Street)

STAMFORD CT 06902

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Synchrony Financial [ SYF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Dividend Equivalent Unit	08/15/2025		A		15(1)	A	$71.49(1)	27,112	D
Common Stock								15,300	I	By Family Trusts

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents dividend equivalent units accrued on August 15, 2025 as dividends that were paid on the common shares underlying restricted stock units. The dividend equivalent units vest proportionately with and are subject to settlement and expiration upon the same terms as the restricted stock units to which they relate. Each dividend equivalent unit is the economic equivalent of one share of Synchrony Financial common stock.

Remarks:

	/s/ Danielle Do as attorney in fact	08/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Who filed the Form 4 for SYF and what is their role?

The filing was made by Fernando Aguirre, who is reported as a Director of Synchrony Financial.

What securities were acquired according to the Form 4 for SYF?

The Form 4 reports acquisition of 27,112 dividend equivalent units that are the economic equivalent of one share of common stock each.

When did the reported transaction occur for SYF?

The dividend equivalent units were accrued and reported on 08/15/2025 and the Form 4 was signed on 08/19/2025.

What price or value is shown for the dividend equivalent units in the SYF Form 4?

The filing shows a per-unit value of $71.49 for the accrued dividend equivalent units.

Does the Form 4 indicate any indirect ownership for the reporting person?

Yes. The filing discloses 15,300 shares held indirectly by family trusts.