Chairman and CEO of OV Loop, Inc. and former Global Co-General Manager of Samsung Pay, Samsung Electronics America, Inc.
Former CEO of Renovate America, Inc. and former Executive Vice President and CFO of Discover Financial Services, Inc.
Chairman and CEO of Olympia Snowe, LLC, U.S. Senator from 1995–2013 and Member of U.S. House of Representatives from 1979–1995
Former Chief Sales Officer of Sprint Corporation
Former Vice Chairman and Head, Consumer and Small Business Banking of U.S. Bancorp
Chief Executive Officer of Synchrony
Former President, CEO and Chairman of Chiquita Brands
Former President of the Women’s National Basketball Association LLC
Former CFO and CAO of the TJX Companies, Inc.
Former President and CEO of Tufts Medical Center and the Floating Hospital for Children
Former Executive Vice President of EMC Corporation and former Executive Chairman of RSA Security, Inc.
A Message From the
Board of Directors
As Synchrony's board of directors, we are committed to overseeing the creation of long-term value for our stakeholders. We believe that our stockholders are best served when Synchrony achieves results responsibly, based on a culture of doing what’s right, and in a manner that delivers value to all stakeholders—including our cardholders, partners, employees, regulators, suppliers and communities. We value this opportunity to share an overview of the board’s actions to further our commitment to stockholders and other stakeholders during the past year.
We actively oversee Synchrony’s strategic direction and review our strategic plan regularly. At our annual two-day strategy meeting, we worked with management to build a long-term strategic plan focusing on growing the core and diversifying the business. We are pleased to share Synchrony’s progress executing this plan:
- Further diversifying Retail Card in e-commerce and mobile payments, extending our partnership with Amazon and partnering with PayPal to launch Venmo’s first-ever credit card, and expanding into new verticals such as telecommunications.
- Positioning Payment Solutions for continued success by driving organic growth and developing Synchrony-branded consumer products like the Synchrony Car Care and Synchrony HOME card networks.
- Expanding our CareCredit network by creating broader acceptance and utility for our cards and moving into new adjacencies such as pet insurance and patient financial care platforms.
- Evolving our offerings in the direct-to-consumer space, making significant progress building our consumer banking platform and launching Synchrony’s general-purpose credit card.
Looking ahead, Synchrony remains focused on improving all aspects of the customer experience, starting with a quick, seamless account opening process all the way through account self-servicing features. We will continue to invest heavily in digital innovations to develop new products and services that drive deeper customer relationships.
We partner with management to build a culture founded on strong values and a shared vision and mission. That culture stands for our commitment to do the right thing for all of our stakeholders. Included in this commitment is the recognition of the critical role that diversity and inclusion play in long-term, sustainable growth.
Synchrony has the most diverse board of directors of any financial services company or commercial bank in the Fortune 200.* Our board includes four women directors and four minority directors, as well as cognitive diversity with expertise in consumer banking, credit cards, retail, technology, cybersecurity, risk management, marketing, government affairs and accounting. In 2019, we added two new directors to the board, bringing expertise in healthcare and consumer sectors. Also, given the importance of technology and innovation to our future, we created a new board committee—the Technology Committee—to better leverage the board’s technology expertise. This board diversity enables us to guide and oversee management more effectively by bringing strategically relevant, forward looking and inclusive perspectives to our boardroom.
We maintain strong, effective performance by considering board performance at every meeting and conducting a formal board evaluation annually. Every third year, including in 2019, we engage an external consultant to facilitate the annual evaluation and benchmark board performance.
Board Risk Oversight
The board and the Risk Committee oversee the Company’s enterprise-wide risk management program to ensure that all relevant risks, including credit risk, market risk, liquidity risk, operational risk (including compliance risk), strategic risk and reputational risk are appropriately identified and controlled. For example, information security—including privacy, data security and cybersecurity—is one of Synchrony’s highest priorities, so we have devoted significant resources and board attention to this area. This past year, the board formalized in the Risk Committee’s charter its supervision of cybersecurity. We believe the corporate culture and enterprise-wide risk governance framework established by the board and management facilitate an effective risk presence across the Company.
Human Capital Development
The board engages with management on attracting, developing and retaining talent and maintaining a robust succession pipeline needed to create stockholder value. We review the competitiveness of benefits and compensation packages and aim for our executive compensation programs to create long-term stockholder value and discourage imprudent risk-taking.
We focus on employee engagement, meeting with talent at all levels, from recent graduates starting out in our Business Leadership Program to high-performing executive talent to key technology talent from our Innovation Stations. These meetings broaden the board’s perspectives, as well as enhance our oversight of strategic plan execution, talent management and succession planning. We also examine employee engagement survey results to assess the strength and character of our corporate culture and employee alignment with Synchrony’s strategy.
The diversity of Synchrony’s global employees enables our continued innovation and growth. The board reviews practices related to diversity representation at all levels, gender and minority equity within compensation, programs and opportunities for professional development. Directors participate in our annual Diversity Symposium, attended by over 500 employees, drawn from salaried and hourly ranks and representing our eight employee diversity networks.
Environmental, Social AND Governance (ESG)
Synchrony believes that creating sustainable, long-term stockholder value requires caring for our business, our customers, our partners, our employees, our communities and the environment. Our Nominating & Corporate Governance Committee establishes our corporate governance practices, and in 2018, we formalized that committee’s oversight of Synchrony’s environmental and social practices. We are proud that Synchrony was named to the 2020 Just 100, Forbes’ and JUST Capital’s ranking of America's best corporate citizens. For more information on our ESG practices, see our Corporate Social Responsibility Report.
We continue to value our stockholders’ perspectives on our strategy and governance practices. In 2019, we and management engaged with representatives of stockholders owning a majority of our outstanding shares on a variety of topics, including our growth plans, business strategy, board composition, governance, compensation practices and sustainability. The feedback received was regularly shared and discussed with the full board, and we encourage you to continue sharing your opinions with us.
We thank you for your continued support and trust.
*Based on 2019 disclosures.