SYF director updates holdings with 148 dividend units in Form 4

Rhea-AI Filing Summary

Synchrony Financial director Form 4 filing reports that a board member received 148 dividend equivalent units of Synchrony Financial common stock on November 17, 2025. These units were accrued as dividends on common shares underlying previously granted restricted stock units and deferred stock units 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. Following this transaction, the reporting person holds 38,074 shares of common stock directly and 34,106 shares indirectly through Guthrie 2012 Investments LP, for which he is investment manager and disclaims beneficial ownership except for his direct pecuniary interest.

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^*

GUTHRIE ROY A

(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)
11/17/2025

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	11/17/2025		A		148(1)	A	$70.47(1)	38,074	D
Common Stock								34,106	I	See footnote(2)

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 November 17, 2025 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.

2. Mr. Guthrie is the Investment Manager of Guthrie 2012 Investments LP, which owns 34,106 shares of common stock. Mr. Guthrie disclaims beneficial ownership of the shares of common stock held by Guthrie 2012 Investments LP, except to the extent of his direct pecuniary interest therein.

Remarks:

	/s/ Danielle Do, as attorney in fact	11/19/2025
	** 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 Synchrony Financial (SYF) disclose in this Form 4 filing?

The filing shows a director of Synchrony Financial (SYF) received 148 dividend equivalent units on November 17, 2025, linked to previously granted restricted stock units and deferred stock units under company incentive and deferred compensation plans.

What are the 148 dividend equivalent units reported for SYF?

The 148 dividend equivalent units represent dividends paid on common shares underlying the director’s previously granted restricted stock units and deferred stock units. Each unit is the economic equivalent of one share of Synchrony Financial common stock.

How many Synchrony Financial shares does the director own after this transaction?

After the transaction, the director beneficially owns 38,074 shares of Synchrony Financial common stock directly and 34,106 shares indirectly through Guthrie 2012 Investments LP, subject to a disclaimer of beneficial ownership except for his direct pecuniary interest.

What indirect holdings in Synchrony Financial (SYF) does Guthrie 2012 Investments LP have?

Guthrie 2012 Investments LP holds 34,106 shares of Synchrony Financial common stock. The reporting person is the investment manager and disclaims beneficial ownership of these shares except to the extent of his direct pecuniary interest.

Was the Synchrony Financial Form 4 filed by one or multiple reporting persons?

The Form 4 for Synchrony Financial (SYF) was filed by one reporting person, who serves as a director of the company.

What was the reference price associated with the dividend equivalent units for SYF?

The 148 dividend equivalent units were reported at a reference price of $70.47 per unit, with each unit economically equivalent to one share of Synchrony Financial common stock.