Synchrony Financial (SYF) executive records RSU grant, tax withholding and 7,882-share sale

Rhea-AI Filing Summary

Synchrony Financial executive Curtis Howse reported several stock transactions involving company common shares. On March 2, 2026, he completed an open-market sale of 7,882 shares at an average price of $67.71 per share, leaving him with 94,873 directly held shares afterward.

On March 1, 2026, he received a grant of 19,535 restricted stock units at $69.11 per share, which will vest in three equal annual installments of 33.33% beginning one year after the grant date. Also on that date, 11,184 shares were automatically withheld by the company to cover tax liabilities tied to vesting, with no investment decision by Howse. The sale was executed under a Rule 10b5-1 trading plan adopted on July 24, 2025.

Insights

Equity compensation analyst

Form 4 shows routine equity grant, tax withholding, and a planned stock sale.

The disclosure combines three elements: an equity award, tax withholding, and an open-market sale. The 19,535 restricted stock units granted at $69.11 on March 1, 2026 represent compensation that vests over three years, aligning the executive’s interests with long-term company performance.

The 11,184 shares withheld on the same date settled tax obligations from vesting, which the filing states involved no investment decision. The subsequent 7,882-share sale at $67.71 on March 2, 2026 occurred under a Rule 10b5-1 trading plan adopted on July 24, 2025, indicating a pre-arranged schedule rather than a discretionary timing call.

After these transactions, the executive directly holds 94,873 shares. Overall, the mix of award, withholding, and planned sale appears consistent with standard executive compensation and liquidity management, without information here suggesting a material change in company fundamentals.

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)
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		19,535(1)	A	$69.11	113,939	D
Common Stock	03/01/2026		F		11,184(2)	D	$69.11	102,755	D
Common Stock	03/02/2026		S		7,882(3)	D	$67.71	94,873	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.

3. These transactions were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on July 24, 2025.

Remarks:

EVP, CEO--Home & Auto

	/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).
** 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 Synchrony Financial (SYF) report for Curtis Howse?

Synchrony Financial reported that Curtis Howse received 19,535 restricted stock units, had 11,184 shares withheld for taxes, and sold 7,882 common shares. These moves reflect equity compensation, automatic tax withholding, and a pre-planned stock sale rather than a single directional bet.

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

Curtis Howse sold 7,882 shares of Synchrony Financial common stock at an average price of $67.71 per share. The transaction occurred on March 2, 2026, and was described as an open-market sale executed under a previously adopted Rule 10b5-1 trading plan.

What restricted stock award did Curtis Howse receive from Synchrony Financial (SYF)?

On March 1, 2026, Curtis Howse received 19,535 restricted stock units valued at $69.11 per unit. These RSUs vest in three equal annual installments of 33.33% starting on the first anniversary of the grant, each unit representing one share of SYF common stock.

Why were 11,184 Synchrony Financial (SYF) shares withheld from Curtis Howse?

The filing states that 11,184 shares of Synchrony Financial common stock were automatically withheld to cover Curtis Howse’s tax liability from restricted stock vesting. It specifies that no investment decision was made by him regarding this tax-withholding disposition of shares.

Was Curtis Howse’s sale of Synchrony Financial (SYF) shares pre-planned?

Yes. The document explains that the transactions were made under a Rule 10b5-1 trading plan adopted by Curtis Howse on July 24, 2025. Such plans allow insiders to schedule trades in advance, helping separate trading activity from day-to-day information flow.

How many Synchrony Financial (SYF) shares does Curtis Howse hold after these transactions?

Following the reported transactions, Curtis Howse directly owns 94,873 shares of Synchrony Financial common stock. This figure reflects the impact of the restricted stock grant, tax-withholding disposition, and subsequent open-market sale detailed in the Form 4 filing.