SEC Form 4 · accession 0001101215-16-000273
BREAD FINANCIAL HOLDINGS, INC. · BFH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Bryan J Kennedy
Officer — EVP & President, Epsilon
Period of report
Feb 9, 2016
Accepted (ET)
Feb 11, 2016 · 4:24 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001101215
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 9, 2016 | M | 7,724 | $43.01 | A | 126,078 | D | |
| Common StockF2 | Feb 9, 2016 | S | 7,724 | $179.00 | D | 118,354 | D | |
| Common StockF3 | holding | — | — | — | 600 | I | By Norma Kay Kennedy Living Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F4,F5 | $43.01 | Feb 9, 2016 | M | 7,724 | D | — | Feb 13, 2016 | Common Stock | 7,724 | 4,872 | D |
Explanation of responses
- F1Cashless exercise of employee stock options due to expire on February 13, 2016, ten years after such options were granted.
- F2The total number of securities beneficially owned includes: (a) 99,577 unrestricted shares; (b) 811 unvested units from an award of 2,384 time-based restricted stock units granted 2/21/13; (c) 4,525 unvested units from an award of 13,306 performance-based restricted stock units granted 2/21/13; (d) 1,006 unvested units from an award of 1,501 time-based restricted stock units granted 2/18/14; (e) 5,455 unvested units from an award of 8,141 performance-based restricted stock units granted 2/18/14; (f) 1,396 unvested time-based restricted stock units granted 2/17/15; and (g) 5,584 unvested performance-based restricted stock units granted 2/17/15.
- F3The shares are held in the Norma Kay Kennedy Living Trust for the benefit of the Reporting Person's mother. The Reporting Person serves as trustee.
- F4This is an employee stock option grant that is fully vested.
- F5The total number of derivative securities beneficially owned includes an option for 4,872 shares granted 2/21/07, which is fully vested.