DEFA14A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

 

 

Filed by the Registrant  ☒                            Filed by a Party other than the Registrant  ☐

Check the appropriate box:

   Preliminary Proxy Statement
   Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
   Definitive Proxy Statement
   Definitive Additional Materials
   Soliciting Material under §240.14a-12

 

 

LOGO

(Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):

   No fee required.
   Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
   (1)  

Title of each class of securities to which transaction applies:

     

   (2)  

Aggregate number of securities to which transaction applies:

     

   (3)  

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

     

   (4)  

Proposed maximum aggregate value of transaction:

     

   (5)  

Total fee paid:

     

   Fee paid previously with preliminary materials.
   Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
   (1)  

Amount Previously Paid:

     

   (2)  

Form, Schedule or Registration Statement No.:

     

   (3)  

Filing Party:

     

   (4)  

Date Filed:

     

 

 

 


*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on May 23, 2019.

 

  SYNCHRONY FINANCIAL      

 

Meeting Information

      Meeting Type:         Annual Meeting
        For holders as of:    March 28, 2019
        Date:  May 23, 2019        Time:  11:00 A.M., Eastern Time
       

Location:    Meeting live via the Internet-please visit

                      www.virtualshareholdermeeting.com/SYF2019

   
        

The company will be hosting the meeting live via the Internet this year. To attend the meeting via the Internet please visit www.virtualshareholdermeeting.com/SYF2019 and be sure to have the information that is printed in the box marked by the arrow LOGO (located on the following page).

 

 

SYNCHRONY FINANCIAL

777 LONG RIDGE ROAD

STAMFORD, CT 06902

 

You are receiving this communication because you hold shares in the company named above.

LOGO

 

 

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com, scan the QR Barcode on the reverse side, or easily request a paper copy (see reverse side).

   

 

We encourage you to access and review all of the important information contained in the proxy materials before voting.

 

     

 

See the reverse side of this notice to obtain proxy materials and voting instructions.

 

     
     


  Before You Vote
 

How to Access the Proxy Materials

 

  

Proxy Materials Available to VIEW or RECEIVE:

NOTICE AND PROXY STATEMENT            ANNUAL REPORT

How to View Online:

Have the information that is printed in the box marked by the arrow   LOGO   (located on the following page) and visit: www.proxyvote.com, or scan the QR Barcode below.

 

How to Request and Receive a PAPER or E-MAIL Copy:

If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:

 

1)  BY INTERNET:        www.proxyvote.com

2)  BY TELEPHONE:    1-800-579-1639

3)  BY E-MAIL*:            sendmaterial@proxyvote.com

 

*  If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow   LOGO   (located on the following page) in the subject line.

 

Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 9, 2019 to facilitate timely delivery.

 

 

 

How To Vote

Please Choose One of the Following Voting Methods

   LOGO

 

LOGO

 

  

Vote By Internet:

 

Before The Meeting:

Go to www.proxyvote.com or from a smartphone, scan the QR Barcode above. Have the information that is printed in the box marked by the arrow   LOGO   (located on the following page) available and follow the instructions.

 

During The Meeting:

Go to www.virtualshareholdermeeting.com/SYF2019. Have the information that is printed in the box marked by the arrow   LOGO   (located on the following page) available and follow the instructions.

 

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

 

Vote By Telephone: You can vote by telephone by requesting a paper copy of the materials, which will include a proxy card that will provide instructions on how to vote via telephone.

 


Voting Items    

 

The Board of Directors recommends a vote FOR all

nominees and FOR Items 2 and 3.

 

 

1.  Election of Directors

 

Nominees:

 

1a.   Margaret M. Keane

 

1b.  Paget L. Alves

 

1c.   Arthur W. Coviello, Jr.

 

1d.  William W. Graylin

 

1e.   Roy A. Guthrie

 

1f.   Richard C. Hartnack

 

1g.  Jeffrey G. Naylor

 

1h.  Laurel J. Richie

 

1i.   Olympia J. Snowe

 

1j.   Ellen M. Zane

   

 

2.  Advisory Vote to Approve Named Executive Officer Compensation

 

3.  Ratification of Selection of KPMG LLP as Independent Registered Public Accounting Firm of the Company for 2019

 

NOTE: Any other matters that may properly come before the meeting or any adjournments or postponements of the meeting.

 

 

 

 

LOGO

 


 

 

 

 

 

LOGO