Synchrony Financial (SYF) officer receives 3,907 RSUs; 335 shares withheld for taxes

Rhea-AI Filing Summary

Synchrony Financial officer Amy Tiliakos reported equity compensation activity involving company common stock. On March 1, 2026, she acquired 3,907 restricted stock units at a reference price of $69.11 per share as a grant, award, or other acquisition.

The filing notes these restricted stock units vest in three equal annual installments of 33.33% each, beginning on the first anniversary of the grant date, with each unit representing a contingent right to receive one share of common stock. On the same date, 335 shares of common stock were disposed of at $69.11 per share to cover tax liabilities from vesting, through automatic withholding by Synchrony Financial, and the filing specifies that no investment decision was made by the reporting person for this tax-withholding 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^*

Tiliakos Amy

(Last) (First) (Middle)

777 LONG RIDGE ROAD

C/O CORPORATE SECRETARY

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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
Common Stock	03/01/2026		A		3,907(1)	A	$69.11	21,901	D
Common Stock	03/01/2026		F		335(2)	D	$69.11	21,566	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 restricted stock units that will vest in three equal annual installments of 33.33% each, beginning on the first anniversary of the grant date. Each restricted stock unit represents a contingent right to receive one share of Synchrony Financial (the "Company") common stock.

2. Reflects the number of shares of Company common stock automatically withheld by the Company to pay the tax liability of the reporting person in connection with the vesting of restricted stock units. No investment decision was made by the reporting person in connection with the withholding.

Remarks:

	/s/ Danielle Do, as attorney-in-fact	03/03/2026
	** 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).
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FAQ

What insider transactions did Synchrony Financial (SYF) report for Amy Tiliakos?

Synchrony Financial reported that officer Amy Tiliakos received a grant of 3,907 restricted stock units and had 335 shares withheld for taxes. Both transactions involved common stock at a reference price of $69.11 per share on March 1, 2026.

What type of equity award did Amy Tiliakos receive from Synchrony Financial (SYF)?

Amy Tiliakos received 3,907 restricted stock units as an equity award. Each restricted stock unit represents a contingent right to receive one share of Synchrony Financial common stock, subject to vesting conditions over a three-year schedule following the March 1, 2026 grant date.

How do the restricted stock units granted to Amy Tiliakos vest at Synchrony Financial (SYF)?

The restricted stock units granted to Amy Tiliakos vest in three equal annual installments of 33.33% each. Vesting begins on the first anniversary of the March 1, 2026 grant date, gradually converting the units into shares of Synchrony Financial common stock over three years.

Why were 335 shares of Synchrony Financial (SYF) common stock disposed of in Amy Tiliakos’s Form 4?

The 335 shares were automatically withheld by Synchrony Financial to pay Amy Tiliakos’s tax liability from vesting restricted stock units. The filing explains this was a tax-withholding disposition, and that she made no investment decision in connection with this withholding transaction.

Did Amy Tiliakos make any open-market purchases or sales of Synchrony Financial (SYF) stock?

The reported transactions consist of an equity award grant and automatic tax withholding, not open-market trades. The Form 4 describes a grant of restricted stock units and a disposition of shares solely to cover taxes, with no investment decision by Amy Tiliakos for the withholding.

How many Synchrony Financial (SYF) shares did Amy Tiliakos hold after these Form 4 transactions?

After the grant and subsequent tax-withholding disposition, Amy Tiliakos directly owned 21,566 shares of Synchrony Financial common stock. The Form 4 first shows 21,901 shares after the grant, then 21,566 shares following the 335-share tax-withholding transaction.