8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

March 16, 2020

Date of Report

(Date of earliest event reported) 

SYNCHRONY FINANCIAL

(Exact name of registrant as specified in its charter) 

Delaware	001-36560	51-0483352
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

777 Long Ridge Road
Stamford,	Connecticut	06902
(Address of principal executive offices)		(Zip Code)

(203) 585-2400

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities Registered Pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.001 per share	SYF	New York Stock Exchange
Depositary Shares Each Representing a 1/40th Interest in a Share of 5.625% Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series A	SYFPrA	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ¨

Item 7.01 Regulation FD Disclosure.

Synchrony Financial (the “Company”) hereby furnishes the information in Exhibit 99.1 hereto, Monthly Charge-Off and Delinquency Statistics as of and for each of the thirteen months ended February 29, 2020.

The Company intends to continue to furnish these statistics on a monthly basis, noting that for the last month of each calendar quarter, the statistics will be furnished contemporaneously with the Company’s announcement of its financial results for such quarter.

The information contained in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly stated by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are being furnished as part of this report: 

Number	Description
99.1	Monthly Charge-off and Delinquency Statistics as of and for each of the thirteen months ended February 29, 2020
104	The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SYNCHRONY FINANCIAL
Date: March 16, 2020	By:	/s/ Jonathan Mothner
	Name:	Jonathan Mothner
	Title:	Executive Vice President, General Counsel and Secretary

EXHIBIT INDEX

Number	Description
99.1	Monthly Charge-off and Delinquency Statistics as of and for each of the thirteen months ended February 29, 2020
104	The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

EX-99.1

Exhibit 99.1

SYNCHRONY FINANCIAL
MONTHLY CHARGE-OFF AND DELINQUENCY STATISTICS
AS OF AND FOR EACH OF THE THIRTEEN MONTHS ENDED
(unaudited, $ in billions)
The following table provides monthly charge-off and delinquency statistics as of and for each of the thirteen months ended February 29, 2020.
The decreases in the over-30 day loan delinquencies as a percentage of period-end loan receivables (the “30+ delinquency rate”) at February 29, 2020 and in net charge-offs for the month ended February 29, 2020, each compared to the respective prior year period, are primarily due to the sale of the Walmart consumer portfolio in October 2019.
	Feb 29, 2020			Jan 31, 2020			Dec 31, 2019			Nov 30, 2019			Oct 31, 2019			Sep 30, 2019			Aug 31, 2019			Jul 31, 2019			Jun 30, 2019			May 31, 2019			Apr 30, 2019			Mar 31, 2019			Feb 28, 2019
Period-end loan receivables	$	83.8		$	85.2		$	87.2		$	84.3		$	83.6		$	83.2		$	83.1		$	82.6		$	81.8		$	81.5		$	80.7		$	80.4		$	80.9
Average loan receivables, including held for sale	$	84.4		$	85.9		$	86.8		$	83.8		$	85.5		$	91.1		$	90.6		$	89.9		$	89.5		$	88.7		$	88.2		$	88.2		$	90.0
30+ days past due as a % of period-end loan receivables	4.5		%	4.5		%	4.4		%	4.6		%	4.5		%	4.5		%	4.4		%	4.4		%	4.4		%	4.5		%	4.6		%	4.9		%	5.2		%
Adjustment to exclude Walmart portfolio(1)	—		%	—		%	—		%	—		%	—		%	(0.1		)%	(0.2		)%	(0.3		)%	(0.4		)%	(0.5		)%	(0.5		)%	(0.5		)%	(0.5		)%
Core 30+ delinquency rate(1)	4.5		%	4.5		%	4.4		%	4.6		%	4.5		%	4.4		%	4.2		%	4.1		%	4.0		%	4.0		%	4.1		%	4.4		%	4.7		%
Net charge-offs (annualized) as a % of average loan receivables, including held for sale(2)	5.4		%	5.0		%	5.7		%	4.8		%	4.9		%	5.3		%	5.4		%	5.4		%	5.4		%	6.1		%	6.5		%	6.4		%	6.1		%
Recovery adjustment(3)	(0.1		)%	0.2		%	(0.3		)%	0.1		%	0.2		%	—		%	(0.1		)%	—		%	0.1		%	—		%	—		%	(0.3		)%	0.3		%
Adjusted net charge-offs as a % of average loan receivables, including held for sale(4)	5.3		%	5.2		%	5.4		%	4.9		%	5.1		%	5.3		%	5.3		%	5.4		%	5.5		%	6.1		%	6.5		%	6.1		%	6.4		%
(1) Core 30+ delinquency rate is a non-GAAP financial measure. This measure represents the Company’s 30+ days past due loan receivables as a percentage of period-end loan receivables, adjusted to exclude the delinquent accounts related to the Walmart portfolio and the effects of the reclassification of loan receivables related to the Walmart portfolio to loan receivables held for sale in 2019. The loan receivables held for sale did not include certain loan receivables we expected to charge-off prior to the sale date, leading to a temporary increase in our delinquency metrics in 2019. We believe the presentation of this measure is useful to investors as it represents the measure more indicative of the performance of our ongoing credit programs for the periods presented.
(2) Charge-offs are executed on charge-off cycle dates which occur on various days during each calendar month. The number of different charge-off cycle dates in each month varies based on such factors as the calendar and the timing of billing cycles. As a result, the amount of charged-off loan receivables can vary between monthly periods with no corresponding change in the performance of the portfolio. The following table sets forth the number of different charge-off cycle dates for our consumer credit card loan receivables, which represent greater than 95% of total period end loan receivables at February 29, 2020, for the calendar months indicated.
	2019			2020
January	28			28
February	28			26
March	28			30
April	28			28
May	28			28
June	28			28
July	29			28
August	27			28
September	28			29
October	28			25
November	26			30
December	30			28
(3) Represents adjustment to allocate recoveries, including debt sales, evenly across the three calendar months of each respective quarterly reporting period. The adjustments for periods other than for the last month of each calendar quarter incorporate estimated recoveries for the applicable full quarterly reporting period. Such estimates are subject to change within each applicable quarter and may differ from actual quarterly results.
(4) Adjusted net charge-offs represent a non-GAAP financial measure. Adjusted net charge-offs as a % of average loan receivables, including held for sale, represent the Company's net charge-off rate for each month including the 'recovery adjustment' defined above. We believe the presentation of this measure is useful to investors as it represents a monthly measure which is more indicative of both our quarterly and annual net charge-off rates.

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8-K Cover Page	Mar. 16, 2020
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Mar. 16, 2020
Entity Registrant Name	SYNCHRONY FINANCIAL
Entity Incorporation, State or Country Code	DE
Entity File Number	001-36560
Entity Tax Identification Number	51-0483352
Entity Address, Address Line One	777 Long Ridge Road
Entity Address, City or Town	Stamford,
Entity Address, State or Province	CT
Entity Address, Postal Zip Code	06902
City Area Code	203
Local Phone Number	585-2400
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001601712
Amendment Flag	false
Common Stock [Member]
Document Information [Line Items]
Title of 12(b) Security	Common stock, par value $0.001 per share
Trading Symbol	SYF
Security Exchange Name	NYSE
Series A Preferred Stock [Member]
Document Information [Line Items]
Title of 12(b) Security	Depositary Shares Each Representing a 1/40th Interest in a Share of 5.625% Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series A
Trading Symbol	SYFPrA
Security Exchange Name	NYSE