SYF insider trims nearly 10% stake under 10b5-1 trading plan

Rhea-AI Filing Summary

Synchrony Financial (NYSE:SYF) filed a Form 4 reporting that EVP & CEO — Home & Auto Curtis Howse exercised 11,380 options at $33.53 and immediately sold the same number of common shares at $65.00 on 24 Jun 2025.

The sale raised roughly $0.74 million and lowered his direct stake by about 9.5% to 108,062 shares. The trades were executed under a pre-arranged Rule 10b5-1 plan adopted 15 Nov 2024.

• No other insiders or derivative positions reported.
• No operational, strategic, or financial guidance changes disclosed.

Positive

• None.

Negative

• EVP Curtis Howse sold 11,380 shares (~9.5% of his holdings) for about $0.74 million, trimming his stake and potentially signaling modest insider profit-taking.

Insights

Insider-Trading Analyst

TL;DR: Neutral signal; modest 9.5% trim via 10b5-1 plan

The transaction appears routine: an option exercise followed by a same-day sale that nets $0.74 M. Although the sale exceeds 5% of the executive’s holdings, it was pre-scheduled and leaves him with a still-sizable 108 k-share position. No pattern of continuous selling is evident, and the filing lacks negative commentary on company outlook. I view the information as informational rather than directional; therefore, impact on valuation or sentiment should be limited.

Portfolio Manager

TL;DR: Slightly bearish optics; unlikely to move stock

A near-10% stake reduction by a segment CEO can create headline risk, but the proceeds ($0.74 M) are modest relative to Synchrony’s market cap. The remaining 108 k shares keep insider alignment intact. Because the sale was executed under a 10b5-1 plan and tied to an option vesting schedule, I regard the action as personal liquidity rather than a judgment on fundamentals. Any market reaction should be muted and short-lived.

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^*

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)
06/24/2025

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
Common Stock	06/24/2025		M		11,380(1)	A	$33.53	119,442	D
Common Stock	06/24/2025		S		11,380(1)	D	$65	108,062	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
Employee Stock Option (right to buy)	$33.53	06/24/2025		M			11,380(1)	(2)	04/01/2028	Common Stock	11,380	$0	0	D

Explanation of Responses:

1. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 15, 2024.

2. The Reporting Person was awarded 11,380 stock options on April 1, 2018, which vested in five equal annual installments of 20% each, beginning on the first anniversary of the grant date.

Remarks:

EVP, CEO--Home & Auto

	/s/ Danielle Do, as attorney-in-fact	06/26/2025
	** 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 SYF's EVP Curtis Howse do on June 24 2025?

He exercised 11,380 stock options at $33.53 and sold the same number of SYF shares at $65.00.

How much stock did Curtis Howse sell and for what value?

He sold 11,380 shares for approximately $0.74 million.

Does Curtis Howse still own SYF shares after the sale?

Yes. He retains 108,062 shares directly after the transactions.

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

Yes. The filing states the trades were made under a 10b5-1 plan adopted on November 15 2024.

What percentage of his holdings did the sale represent?

The sale reduced his direct ownership by roughly 9.5%.