Roger C. Hochschild - Aug 6, 2021 Form 4 Insider Report for Discover Financial Services (DFS)

Role: CEO and President, Director
Signature: /s/ D. Christopher Greene as Attorney-in-Fact for Roger C. Hochschild
Stock symbol: DFS
Transactions as of: Aug 6, 2021
Transactions value $: $0
Form type: 4
Date filed: 8/10/2021, 04:39 PM
Previous filing: Jun 29, 2021
Next filing: Sep 28, 2021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	DFS	Non-Recourse Loan (call option - obligation to sell)	Expiration of short derivative position		-74.4K	-100%		0	Aug 6, 2021	Common Stock	74.4K	$36.39	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On May 13, 2020, the reporting person entered into a non-recourse loan agreement ("Non-Recourse Loan") with a generation-skipping trust ("GST") for which his spouse serves as trustee, pursuant to which the reporting person transferred 74,410 shares of Discover Financial Services ("Shares") to the GST. In return, the GST provided to the reporting person a promissory note for the value of the Shares transferred, using the fair market value of the Shares as of close of trading on the transfer date. On August 6, 2021, the Shares underlying the Non-Recourse Loan were returned to the reporting person. The cancellation of the long call option is exempt from Section 16 pursuant to Rule 16b-6(d) and 16a-4(d) under the Securities Exchange Act of 1934, as amended.
F2	The Non-Recourse Loan has a term of 9 years, subject to extension by the reporting person.

Content

On May 13, 2020, the reporting person entered into a non-recourse loan agreement ("Non-Recourse Loan") with a generation-skipping trust ("GST") for which his spouse serves as trustee, pursuant to which the reporting person transferred 74,410 shares of Discover Financial Services ("Shares") to the GST. In return, the GST provided to the reporting person a promissory note for the value of the Shares transferred, using the fair market value of the Shares as of close of trading on the transfer date. On August 6, 2021, the Shares underlying the Non-Recourse Loan were returned to the reporting person. The cancellation of the long call option is exempt from Section 16 pursuant to Rule 16b-6(d) and 16a-4(d) under the Securities Exchange Act of 1934, as amended.

The Non-Recourse Loan has a term of 9 years, subject to extension by the reporting person.