SEC Form 4 · accession 0001101215-16-000480
BREAD FINANCIAL HOLDINGS, INC. · BFH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Edward J Heffernan
Officer — President and CEO · Director
Period of report
Nov 18, 2016
Accepted (ET)
Nov 22, 2016 · 4:07 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 | Nov 18, 2016 | M | 15,223 | $63.35 | A | 250,651 | D | |
| Common StockF3 | Nov 18, 2016 | S | 3,205 | $216.828 | D | 247,446 | D | |
| Common StockF4,F5 | Nov 18, 2016 | S | 12,018 | $217.883 | D | 235,428 | D |
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)F6 | $63.35 | Nov 18, 2016 | M | 15,223 | D | — | Feb 21, 2017 | Common Stock | 15,223 | 0 | D |
Explanation of responses
- F1Cashless exercise of employee stock options due to expire on February 21, 2017, ten years after such options were granted.
- F2The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on October 24, 2016.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $216.54 to $217.31, inclusive. The reporting person undertakes to provide to Alliance Data Systems Corporation, any security holder of Alliance Data Systems Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (3) and (4) to this Form 4.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $217.76 to $218.60, inclusive.
- F5The total number of securities beneficially owned includes: (a) 189,329 unrestricted shares; (b) 1,276 unvested units from an award of 3,751 time-based restricted stock units granted 2/18/14; (c) 6,914 unvested units from an award of 20,333 performance-based restricted stock units granted 2/18/14; (d) 2,556 unvested units from an award of 3,814 time-based restricted stock units granted 2/17/15; (e) 10,223 unvested units from an award of 15,257 performance-based restricted stock units granted 2/17/15; (f) 5,026 unvested time-based restricted stock units granted 2/16/16; and (g) 20,104 unvested performance-based restricted stock units granted 2/16/16.
- F6This is an employee stock option grant that is fully vested.