Our Business Practices

We adhere to the highest standards of corporate governance and ethical conduct. We believe that accountability, transparency and good decision-making support our business, serve our customers and create value for our shareholders.

Discover Financial Services

Guidelines Regarding Communications by Shareholders and Other Interested Parties with the Board of Directors

  1. The Board of Directors of Discover Financial Services (the “Company”) welcomes communications from the Company’s shareholders, and the Company strives to facilitate communications of shareholders with the Board, Committees of the Board, non-management directors, and individual directors. Communications to the directors must be in writing and sent care of the Company's General Counsel and Corporate Secretary to Discover Financial Services, 2500 Lake Cook Road, Riverwoods, Illinois 60015. Communications received in this manner will be handled in accordance with the following procedures, which are approved by the Board.
  2. Under these procedures, communications from shareholders are distributed, as appropriate, by the Company’s General Counsel and Corporate Secretary to the appropriate director or directors. Any communications regarding individual grievances or other interests that are personal to the party submitting the communication and could not reasonably be construed to be of general concern to security holders or other constituencies of the Company (such as employees, members of the communities in which the Company operates its businesses, customers, and suppliers), as well as resumes and other forms of job inquiries, solicitations, advertisements, surveys, "junk" mail, and mass mailings, will be handled in accordance with the Company’s established procedures for these types of communications.
  3. All communications should be accompanied by the following information:
    • if the person submitting the communication is a shareholder, a statement of the type and amount of the securities of the Company that the person beneficially owns;
    • if the person submitting the communication is not a shareholder and is submitting the communication to the non-management directors as an interested party, the nature of the person's interest in the Company;
    • any special interest, meaning an interest not in the capacity of a shareholder of the Company, of the person in the subject matter of the communication; and
    • the name, address, telephone number, and e-mail address, if any, of the person submitting the communication.
  4. These Guidelines and the procedures contained herein do not apply to communications related to shareholder proposals, communications from an employee or agent of the Company (unless made solely in such employee’s or agent’s capacity as a shareholder), or communications from an officer or director of the Company. Shareholders wishing submit a proposal should follow the requirements set forth in the Company’s Bylaws.

Adopted:    February 21, 2008

Amended:    JULY 31, 2024