Deborah Ellinger
Synchrony FinancialAbout Deborah Ellinger
Deborah Ellinger is an independent, non‑management director of Synchrony Financial, appointed effective October 1, 2025, with service on the Risk and Technology Committees . She is a Senior Advisor at Boston Consulting Group and a former CEO/President across consumer, retail, health and wellness businesses; she currently serves on the board of Chewy, Inc. . Education: BA/MA (Mathematics and Law), University of Cambridge; she is also a non‑practicing Barrister‑at‑Law . Age: 66 (as profiled by Equilar) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ideal Image (MedSpa) | CEO | 2004–2018 | Led rebranding and expansion initiatives; value‑creation track record noted by BCG (3–9x returns across roles) . |
| The Princeton Review | CEO | 2004–2018 | Operational turnaround and growth in education services . |
| Restoration Hardware | President | 2004–2018 | Consumer retail leadership and channel expansion . |
| Wellness Pet Food | CEO | 2004–2018 | Growth in pet products; sector expertise aligned with SYF’s focus areas . |
| Boston Consulting Group | Senior Advisor (Principal Investors/PE; Consumer) | 2018–present | Advises PE clients in consumer/retail; prior BCG Partner 1990–1999 . |
| CVS Pharmacy | EVP | 2001–2003 | Senior operating leadership in retail pharmacy . |
| Staples | SVP | 1999–2001 | Senior leadership in office supply retail . |
| Mellon Financial | Banking roles | Early career | Banking foundation . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Chewy, Inc. | Director (current) | 2025–present | Public company; Ellinger also discloses SYF board and Risk/Technology committee membership on Chewy’s site . |
| Tupperware Brands | Director | 2021–2023 | Prior public company board . |
| iRobot | Director | 2011–2023 | Prior public company board . |
| Covetrus | Director | 2019–2022 | Prior public company board (veterinary products/software) . |
| Sealy | Director | 2013–2020 | Prior public company board . |
| Interpublic Group | Director | 2015–2017 | Prior public company board . |
| National Life Group | Director | 2007–2014 | Prior board (insurance) . |
| Malden Mills | Director | 2003–2006 | Prior board (textiles) . |
Board Governance
- Committee assignments: Risk Committee (member) and Technology Committee (member), effective October 1, 2025 .
- Independence and engagement: Will participate in the independent, non‑management director compensation program . Synchrony conducts executive sessions of independent directors after every Board meeting, chaired by the Non‑Executive Board Chair .
- Attendance: Synchrony reports the Board held eight meetings in 2024, and all directors met the ≥75% attendance expectation and attended the 2024 annual meeting; Ellinger joined in October 2025, so her attendance will be reported in the next proxy cycle .
- Board size and refresh: Her appointment expanded SYF’s Board to twelve members, reflecting ongoing refresh efforts to add sector expertise (health, consumer, tech/digital) .
Fixed Compensation
| Component | Amount | Terms |
|---|---|---|
| Annual retainer (independent directors) | $320,000 | $100,000 cash; $220,000 RSUs . |
| Committee member fees | $20,000 (Risk); $15,000 (Technology) | Additional annual cash compensation for each committee assignment . |
| RSU grant cadence | Quarterly | RSUs granted on last day of each fiscal quarter; one‑year vesting; dividend equivalents reinvested . |
| Deferral program | Up to 80% of cash and RSUs | May defer into deferred stock units; paid after leaving Board; dividend equivalents accrue . |
| Stock ownership guideline | $500,000 minimum | Four years to comply; counts common stock, unvested time‑based RSUs, deferred stock units . |
Performance Compensation
| Element | Structure | Metrics |
|---|---|---|
| Director equity | Time‑based RSUs | One‑year vesting; no disclosed performance metrics for director RSUs . |
| Quarterly RSU grant reference prices (2024) | Mar 28: $43.12; Jun 28: $47.19; Sep 30: $49.88; Dec 31: $65.00 | Reference prices used to compute grant‑date fair value for directors in 2024 . |
| Options/PSUs for directors | Not indicated | Independent director program describes RSUs; options/PSUs not disclosed for directors . |
Other Directorships & Interlocks
| Company | Relationship to SYF | Potential Interlock/Conflict Notes |
|---|---|---|
| Chewy, Inc. | Retailer in pet sector | SYF disclosed no Item 404(a) related‑party transactions or arrangements with Ellinger at appointment; no partner relationship disclosed between SYF and Chewy . |
No compensation committee interlocks involving SYF’s MDCC in 2024; Ellinger was not on the MDCC as of her appointment .
Expertise & Qualifications
- Sector experience: Consumer, retail, health & wellness, pet; senior operating roles at CVS and Staples; CEO/President roles across multiple PE‑backed companies .
- Boardroom credentials: NACD Top 100 Director; Women, Inc. Most Influential Directors .
- Education: BA/MA, University of Cambridge; non‑practicing Barrister‑at‑Law .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership at appointment | Not disclosed in 8‑K; initial RSU accrual begins with quarterly grants post‑appointment . |
| Ownership guideline | Must own ≥$500,000 in SYF common stock/RSUs/deferred stock units; 4‑year compliance window . |
| Deferral elections | Up to 80% of cash and RSUs may be deferred to DSUs; dividend equivalents accrue . |
| Shares outstanding (for context) | 380,545,542 shares outstanding as of April 1, 2025 . |
Governance Assessment
- Alignment signals: Director pay is simple, majority equity (time‑based RSUs) with a meaningful stock ownership guideline ($500,000), reinforcing long‑term alignment; quarterly RSU grants with one‑year vesting and dividend equivalents are standard and transparent .
- Committee placement: Risk and Technology committee assignments are impactful given SYF’s credit/operational risk and digital priorities; suggests board intends to leverage her operating and consumer/tech background .
- Conflicts/related parties: Appointment 8‑K explicitly states no arrangements/understandings behind selection and no relationships/transactions requiring Item 404(a) disclosure; reduces conflict risk at onboarding .
- Engagement/independence: Independent, non‑management director; covered by independent director program; executive sessions of independent directors after each Board meeting support strong oversight culture .
- Board refresh: Her addition expanded the Board to 12 and fits disclosed refresh priorities across health, consumer, digital/technology; a positive governance signal for skill mix .
RED FLAGS
- None disclosed at appointment (no Item 404(a) related‑party transactions; no compensation anomalies). Monitor future disclosures for any SYF–Chewy commercial relationships that could create perceived interlocks or conflicts .