Synchrony Financial — Director's Dealing 2021

Mar 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Synchrony Financial (SYF)
CIK: 0001601712
Period of Report: 2021-03-01

Reporting Person: Whynott Paul (See remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-01	Common Stock	A	14063	$40	Acquired	84525	Direct
2021-03-01	Common Stock	F	5618	$40	Disposed	78907	Direct
2021-03-01	Common Stock	M	2669	$24.55	Acquired	81576	Direct
2021-03-01	Common Stock	S	2669	$39.46	Disposed	78907	Direct
2021-03-01	Common Stock	S	11959	$39.80	Disposed	66948	Direct
2021-03-02	Common Stock	S	5852	$39.83	Disposed	61096	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-01	Employee Stock Option (right to buy)	$24.55	M	2669	Disposed	2024-09-17	Common Stock (2669.0)	Direct

Footnotes

F1: 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.

F2: 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.

F3: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 29, 2021.

F4: This price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.46 to $40.09. Information regarding the number of shares sold at each price will be provided upon request.

F5: The reporting person was awarded employee stock options on September 17, 2014, which vested in five equal annual installments of 20% each, beginning on the first anniversary of the grant date.