Sec Form 5 Filing - Schaller Bart @ Synchrony Financial - 2024-12-31

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Schaller Bart 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 (Last) (First) (Middle) 777 LONG RIDGE ROAD, C/O CORPORATE SECRETARY 3. Date of Earliest Transaction (MM/DD/YY) 12/31/2024 (Street) STAMFORD, CT06902 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Phantom Stock Units ( 1 ) ( 2 ) ( 3 ) ( 3 ) Common Stock 17,560 17,560 D Phantom Stock Units ( 1 ) ( 2 ) 10/21/2021 I( 4 ) 10,185 ( 4 ) ( 3 ) ( 3 ) Common Stock 10,185 ( 4 ) 7,938 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Schaller Bart 777 LONG RIDGE ROAD C/O CORPORATE SECRETARY STAMFORD, CT06902 See remarks Signatures /s/ Danielle Do, as attorney in fact 02/10/2025 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Phantom stock units held by the Reporting Person in the Synchrony Financial Restoration Plan, an excess benefit plan pursuant to Rule 16b-3(b)(2) (the "Restoration Plan"), as of June 14, 2021, the date the Reporting Person became a Section 16 Officer. This transaction is being reported late due to an inadvertent administrative error and not any error of the Reporting Person. ( 2 )Each phantom stock unit is the economic equivalent of one share of Synchrony Financial common stock. ( 3 )Phantom stock units acquired under the Restoration Plan will be settled, in cash, the month following the six-month anniversary of the Reporting Person's separation from Company unless otherwise provided by the terms of the Restoration Plan or elected by the Reporting Person. ( 4 )The Reporting Person transferred the cash value of 10,185 phantom stock units to an alternative investment option within the Reporting Person's Restoration Plan account. The disposition was valued based on the closing price of Synchrony Financial common stock on the date of the transfer, $49.09. This transaction is being reported late due to an inadvertent administrative error and not any error of the Reporting Person.

Remarks: EVP, CEO--Digital

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).

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