Synchrony Financial (SYF) officer sells 35,300 shares under plan

Rhea-AI Filing Summary

Synchrony Financial officer Bart Schaller reported both an equity award and a share sale. On February 17, 2026, he acquired 175 dividend equivalent units tied to existing restricted stock units, each economically equal to one share of Synchrony common stock and vesting on the same schedule.

On the same date, he sold 35,300 shares of Synchrony common stock in an open-market transaction at $70.60 per share under a pre-arranged Rule 10b5-1 trading plan adopted on October 29, 2025. Following these transactions, he directly held 77,600 dividend equivalent units and 42,300 common shares.

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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^*

Schaller Bart

(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)
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		175(1)	A	$72.31(1)	77,600	D
Common Stock	02/17/2026		S		35,300(2)	D	$70.6	42,300	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. 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.

2. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on October 29, 2025.

Remarks:

EVP, CEO--Digital

	/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 transactions did SYF officer Bart Schaller report?

He reported two transactions: acquiring 175 dividend equivalent units linked to restricted stock units and selling 35,300 shares of common stock in an open-market transaction on February 17, 2026.

How many Synchrony Financial (SYF) shares did Bart Schaller sell?

Bart Schaller sold 35,300 shares of Synchrony Financial common stock at a price of $70.60 per share in an open-market or private transaction reported for February 17, 2026.

Was the SYF insider sale made under a Rule 10b5-1 plan?

Yes, the sale of 35,300 Synchrony Financial shares was executed under a Rule 10b5-1 trading plan, which the reporting person adopted on October 29, 2025, according to the filing footnote.

What are the dividend equivalent units reported by SYF insider Bart Schaller?

The filing states that 175 dividend equivalent units accrued as dividends on common shares underlying restricted stock units. Each unit is economically equivalent to one share of Synchrony Financial common stock and vests and settles on the same terms as those restricted stock units.

How many SYF shares and units does Bart Schaller hold after these transactions?

After the reported transactions, Bart Schaller directly held 42,300 shares of Synchrony common stock and 77,600 dividend equivalent units, based on the post-transaction balances disclosed in the Form 4.

Does the SYF Form 4 indicate a net buy or net sell position?

The Form 4 shows a net-sell position, with 35,300 common shares sold and only 175 dividend equivalent units accrued as an award, resulting in a net reduction in common share holdings.