01—Abstract
Summary
Summary of the 8-K filed September 29, 2025. Cited figures are marked; the original filing is the authoritative source.
Synchrony Financial (NYSE: SYF) filed this Form 8-K on September 29, 2025 to report the appointment of Deborah Ellinger to its Board of Directors.
The Board elected Ms. Ellinger on September 26, 2025, effective October 1, 2025, and assigned her to the Risk and Technology Committees. With her appointment, the Board will consist of twelve members. Under the non-management director compensation program, Ms. Ellinger will receive annual compensation of $320,000,a consisting of $100,000 in cash and $220,000 in Company restricted stock units.
She will also receive additional annual cash compensation of $20,000b for Risk Committee service and $15,000 for Technology Committee service. She has entered into the Company's standard form of indemnification agreement. The filing states there are no arrangements or understandings under which she was selected as a director, and no related-party transactions requiring disclosure under Item 404(a) of Regulation S-K.
The filing's accompanying press release describes Ms. Ellinger as a former CEO and experienced board member, currently a senior advisor with Boston Consulting Group, who previously served as CEO and/or President of four private-equity-backed companies between 2004 and 2018. It also notes she serves on the board of Chewy, Inc. The announcement is primarily a governance update with no financial results disclosed.
02—Key points
Key Highlights
- Deborah Ellinger elected to Synchrony's Board of Directors on September 26, 2025, effective October 1, 2025
- Ms. Ellinger appointed to the Risk and Technology Committees of the Board
- Board will consist of twelve members following the appointment
- Annual director compensation of $320,000: $100,000 cash and $220,000 in restricted stock units
- Additional annual cash fees of $20,000 for Risk Committee and $15,000 for Technology Committee service
- Ms. Ellinger entered into the Company's standard indemnification agreement
- Press release describes her experience in health and wellness, pet, and retail sectors, and her current Chewy, Inc. board seat
03—Questions
Frequently Asked Questions
Who is joining Synchrony's Board of Directors?
Deborah Ellinger, a former CEO and experienced board member, was elected to the Board on September 26, 2025, effective October 1, 2025. She is a senior advisor with Boston Consulting Group and serves on the board of Chewy, Inc.
What committees will Ms. Ellinger serve on?
She was appointed to serve on the Risk Committee and the Technology Committee of the Board.
How will Ms. Ellinger be compensated?
She will participate in the same program as the Company's other independent, non-management directors. She will receive $320,000 in annual compensation, of which $100,000 is paid in cash and $220,000 in Company restricted stock units. She will also receive $20,000 annually in cash for Risk Committee service and $15,000 for Technology Committee service.
Does Ms. Ellinger have any related-party transactions with the Company?
The filing states there are no relationships or transactions to which Ms. Ellinger is a party that would require disclosure under Item 404(a) of Regulation S-K, and no arrangements or understandings under which she was selected as a director.
Is this announcement accompanied by financial results?
No. The 8-K reports a board appointment and attaches a press release dated September 29, 2025 announcing her election. The filing does not report financial results.
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