Synchrony (NYSE: SYF) EVP reports PSU share vesting and tax withholding

Rhea-AI Filing Summary

Synchrony Financial executive Curtis Howse reported equity compensation activity in company stock. On January 21, 2026, he acquired 67,590 shares of Synchrony Financial common stock at $77.13 per share, earned through the vesting of Performance Share Units under the 2023–2025 Long-Term Performance Program based on pre-set performance goals. On the same date, 29,322 shares were withheld by the company, also at $77.13 per share, to cover his tax obligations from this vesting. After these transactions, Howse directly held 146,752 shares of Synchrony Financial common stock.

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^*

Howse Curtis

(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)
01/21/2026

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	01/21/2026		A		67,590(1)	A	$77.13	176,074	D
Common Stock	01/21/2026		F		29,322(2)	D	$77.13	146,752	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 common stock of Synchrony Financial (the "Company") earned by the reporting person in connection with the vesting of Performance Share Units ("PSUs") under the 2023-2025 Long-Term Performance Program based on pre-established performance goals for the 2023-2025 performance period.

2. Reflects the number of shares of Company common stock withheld by the Company to pay the tax liability of the reporting person in connection with the vesting of the PSUs under the 2023-2025 Long-Term Performance Program.

Remarks:

EVP, CEO--Home & Auto

	/s/ Danielle Do as attorney in fact	01/23/2026
	** 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.
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FAQ

What insider transaction did SYF executive Curtis Howse report?

Curtis Howse reported the vesting of Performance Share Units that resulted in the acquisition of 67,590 shares of Synchrony Financial common stock, with part of the shares withheld for taxes.

How many Synchrony Financial (SYF) shares did Curtis Howse acquire and at what price?

He acquired 67,590 shares of Synchrony Financial common stock at a reported price of $77.13 per share in connection with PSU vesting.

Why were 29,322 Synchrony Financial shares withheld in this Form 4?

The Form 4 states that 29,322 shares of Synchrony Financial common stock were withheld by the company to pay Curtis Howse’s tax liability arising from the vesting of his Performance Share Units.

How many Synchrony Financial shares does Curtis Howse own after this transaction?

Following the reported transactions, Curtis Howse directly beneficially owned 146,752 shares of Synchrony Financial common stock.

What is the source of the SYF shares reported in Curtis Howse’s Form 4?

The shares were earned through the vesting of Performance Share Units under Synchrony Financial’s 2023–2025 Long-Term Performance Program, based on pre-established performance goals.

What is Curtis Howse’s role at Synchrony Financial mentioned in the filing?

The filing describes Curtis Howse as an officer of Synchrony Financial with the title EVP, CEO--Home & Auto.