Synchrony (SYF) Director Credited 49,394 Dividend-Equivalent Units

Rhea-AI Filing Summary

Arthur W. Coviello Jr., a director of Synchrony Financial (SYF), was reported as receiving dividend equivalent units on August 15, 2025. The Form 4 shows 49,394 dividend equivalent units credited as dividends on the common shares underlying restricted stock units; each unit represents the economic equivalent of one share of Synchrony common stock. The filing records a value reference of $71.49 and is signed by an attorney-in-fact on behalf of the reporting person on 08/19/2025. The report indicates the filing was submitted by one reporting person and identifies the reporting persons relationship to the issuer as a director. The filing notes that the dividend equivalent units vest and settle on the same terms as the related restricted stock units.

Positive

• 49,394 dividend equivalent units granted, aligning the director's compensation with shareholder value through equity-linked awards

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine equity compensation accrual for a director; not materially dilutive by itself.

The Form 4 documents issuance of 49,394 dividend equivalent units tied to restricted stock units for a board director, recorded on 08/15/2025. This is a standard compensation mechanism that mirrors dividends on unvested equity and aligns management with shareholder outcomes. The filing does not indicate cash purchase, sale, or option exercise activity, and provides no change to outstanding share count beyond the economic equivalents disclosed. No additional financial metrics or company-level impacts are disclosed in this Form 4.

Corporate Governance Expert

TL;DR: Standard director compensation disclosure; confirms dividend-equivalent treatment consistent with RSU plans.

The disclosure clarifies the dividend equivalent units vest and settle on the same terms as the underlying restricted stock units, which is typical for equity incentive plans and supports retention and alignment objectives. The report is filed under a directors reporting obligations and executed by an attorney-in-fact. There is no indication of departure, accelerated vesting, or atypical governance actions in this filing.

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

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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^*

COVIELLO ARTHUR W JR

(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)	49,394	D

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

What did Arthur W. Coviello Jr. report on Form 4 for SYF?

The Form 4 reports 49,394 dividend equivalent units credited on 08/15/2025 related to restricted stock units.

What is the economic meaning of the dividend equivalent units in this filing?

Each dividend equivalent unit is stated to be the economic equivalent of one share of Synchrony Financial common stock and vests and settles on the same terms as the related RSUs.

Was there a purchase or sale of SYF shares in this Form 4?

No cash purchase or sale of common shares is reported; the filing records dividend equivalent units credited as compensation.

When was the Form 4 executed and who signed it?

The Form 4 is dated 08/19/2025 and is signed by Danielle Do as attorney-in-fact for the reporting person.

What is the reporting person's relationship to Synchrony Financial?

The filing identifies Arthur W. Coviello Jr. as a director of Synchrony Financial.