SEC Form 4 · accession 0001101215-16-000294
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 17, 2016
Accepted (ET)
Feb 19, 2016 · 4:05 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 17, 2016 | F | 966 | $191.10 | D | 126,237 | D | |
| Common StockF2,F3 | Feb 18, 2016 | F | 1,336 | $198.32 | D | 124,901 | D | |
| Common StockF4 | holding | — | — | — | 600 | I | By Norma Kay Kennedy Living Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.
- F2The total number of securities beneficially owned includes: (a) 102,759 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) 511 unvested units from an award of 1,501 time-based restricted stock units granted 2/18/14; (e) 2,768 unvested units from an award of 8,141 performance-based restricted stock units granted 2/18/14; (f) 936 unvested units from an award of 1,396 time-based restricted stock units granted 2/17/15; (g) 3,742 unvested units from an award of 5,584 performance-based restricted stock units granted 2/17/15; (h) 1,769 unvested time-based restricted stock units granted 2/16/16; and (i) 7,080 unvested performance-based restricted stock units granted 2/16/16.
- F3Based on the Company's EBT performance in 2015, 100% of the original award of 5,584 performance-based restricted stock units granted 2/17/15 were earned. The restrictions will lapse with respect to 1,843 units on 2/17/17 and with respect to 1,899 units on 2/20/18, subject to continued employment by the Reporting Person on the remaining vesting dates.
- F4The 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.