01—Abstract
Summary
Summary of the 8-K filed June 20, 2025. Cited figures are marked; the original filing is the authoritative source.
Synchrony Financial held its 2025 Annual Meeting of Stockholders on June 17, 2025, as reported in this Item 5.07 Current Report filed June 20, 2025.
Stockholders elected all eleven directors named in the Proxy Statement, ratified KPMG LLP as the independent registered public accounting firm for 2025, and approved named executive officer compensation in an advisory vote. Voting support was strong for the ratification of KPMG LLP, which received 331,638,509 votes FOR, 5,998,222 AGAINST, and 203,787 ABSTAIN. The advisory vote on named executive officer compensation received 287,651,058 FOR, 29,750,603 AGAINST, and 3,095,283 ABSTAIN, with 17,343,574 broker non-votes.
Director vote counts varied, with Fernando Aguirre receiving 274,715,536 FOR and 45,169,733 AGAINST, the largest opposition count among the directors. The filing's only exhibit is the Inline XBRL cover page for this Form 8-K.
02—Key points
Key Highlights
- All eleven director nominees were elected at the June 17, 2025 Annual Meeting, including Brian D. Doubles, Fernando Aguirre, Paget L. Alves, Kamila Chytil, Daniel Colao, Arthur W. Coviello, Jr., Roy A. Guthrie, Jeffrey G. Naylor, Bill Parker, Laurel J. Richie, and Ellen M. Zane.
- Stockholders ratified KPMG LLP as the independent registered public accounting firm for 2025, with 331,638,509 votes FOR and 5,998,222 AGAINST.
- The advisory vote approving named executive officer compensation passed with 287,651,058 votes FOR and 29,750,603 AGAINST, with 3,095,283 ABSTAIN.
- Fernando Aguirre had the most AGAINST votes among director nominees, at 45,169,733, compared with 274,715,536 FOR.
- Laurel J. Richie received 303,477,144 FOR and 16,420,091 AGAINST votes, and Bill Parker received 305,608,002 FOR and 14,694,113 AGAINST votes.
- Broker non-votes were 17,343,574 on each director election and on the compensation vote, and are listed as N/A for the auditor ratification.
- The filing furnishes only the Inline XBRL cover page (Exhibit 104) and reports no financial results.
03—Questions
Frequently Asked Questions
When and where was the 2025 Annual Meeting of Synchrony Financial held?
The filing states that the 2025 Annual Meeting of Stockholders was held on June 17, 2025. It does not specify a location.
Which directors were elected at the 2025 Annual Meeting?
All directors named in the Proxy Statement for the coming year were elected: Brian D. Doubles, Fernando Aguirre, Paget L. Alves, Kamila Chytil, Daniel Colao, Arthur W. Coviello, Jr., Roy A. Guthrie, Jeffrey G. Naylor, Bill Parker, Laurel J. Richie, and Ellen M. Zane.
Did stockholders approve the company's auditor?
Yes. Stockholders ratified the selection of KPMG LLP as the Company's independent registered public accounting firm for 2025, with 331,638,509 votes FOR, 5,998,222 AGAINST, and 203,787 ABSTAIN.
How did stockholders vote on executive compensation?
In an advisory vote, stockholders approved the compensation of the named executive officers, with 287,651,058 votes FOR, 29,750,603 AGAINST, 3,095,283 ABSTAIN, and 17,343,574 broker non-votes.
04—Continue