Synchrony (NYSE: SYF) director adds 129 dividend share units

Rhea-AI Filing Summary

Synchrony Financial director Laurel Richie reported an automatic award of dividend equivalent units linked to existing equity awards. On February 17, 2026, Richie acquired 129 dividend equivalent units at a reference price of $72.3100 per unit.

The units were accrued as dividends on common shares underlying restricted stock units and deferred stock units previously granted under Synchrony’s long-term incentive and non-employee director deferred compensation plans. Each dividend equivalent unit is the economic equivalent of one share of Synchrony Financial common stock, bringing Richie’s directly held total to 49,884 units after the transaction.

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^*

Richie Laurel

(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)
02/17/2026

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	02/17/2026		A		129(1)	A	$72.31(1)	49,884	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 February 17, 2026 as dividends that were paid on the common shares underlying restricted stock units and deferred stock units previously granted to the Reporting Person under the Company's Long-Term Incentive Plans and Non-Employee Director Deferred Compensation Plan. Each dividend equivalent unit is the economic equivalent of one share of Synchrony Financial common stock.

Remarks:

	/s/ Danielle Do, as attorney in fact	02/19/2026
	** 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 insider transaction did Synchrony Financial (SYF) report for Laurel Richie?

Laurel Richie received 129 dividend equivalent units tied to existing equity awards. These units were automatically credited as dividends on restricted stock units and deferred stock units, rather than bought on the open market, and increase her total directly held units to 49,884 after the grant.

What are dividend equivalent units in the Synchrony Financial (SYF) insider transaction?

Dividend equivalent units are awards that mirror dividends paid on underlying shares. For Laurel Richie, each unit is the economic equivalent of one Synchrony Financial common share, credited in connection with her restricted stock units and deferred stock units under long-term incentive and director compensation plans.

How many Synchrony Financial (SYF) units does Laurel Richie hold after this transaction?

After receiving 129 dividend equivalent units, Laurel Richie directly holds 49,884 units. This figure reflects the updated balance following the February 17, 2026 accrual, which arose from dividends on previously granted restricted stock units and deferred stock units under company incentive and director plans.

Was the Synchrony Financial (SYF) insider transaction a market purchase or sale?

The transaction was not a market purchase or sale; it was an award. Laurel Richie acquired 129 dividend equivalent units automatically as dividends on existing restricted stock units and deferred stock units, under Synchrony Financial’s long-term incentive and non-employee director deferred compensation plans.

Which Synchrony Financial (SYF) plans generated the dividend equivalent units for Laurel Richie?

The dividend equivalent units arose under Synchrony Financial’s Long-Term Incentive Plans and Non-Employee Director Deferred Compensation Plan. They were credited as dividends on the common shares underlying restricted stock units and deferred stock units previously granted to Laurel Richie under those compensation programs.