SEC Form 4 · accession 0001101215-19-000035
BREAD FINANCIAL HOLDINGS, INC. · BFH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Charles L Horn
Officer — EVP & Chief Financial Officer
Period of report
Feb 15, 2019
Accepted (ET)
Feb 20, 2019 · 4:06 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 15, 2019 | F | 1,085 | $171.22 | D | 14,999 | D | |
| Common StockF2,F3,F4 | Feb 19, 2019 | F | 534 | $174.28 | D | 10,533 | D |
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) 3,550 unrestricted shares; (b) 542 unvested units from an award of 1,593 time-based restricted stock units granted 2/15/17; (c) 755 unvested units from an award of 2,221 performance-based restricted stock units granted 2/15/17; (d) 1,034 unvested units from an award of 1,542 time-based restricted stock units granted 2/15/18; (e) 1,567 unvested units from an award of 2,339 performance-based restricted stock units granted 2/15/18; and (f) 3,085 unvested performance-based restricted stock units granted 2/15/18.
- F3Based on the Company's EBT performance in 2018, 75.8% of the original award of 3,085 performance-based restricted stock units granted 2/15/18, or 2,339 units, were earned. The restrictions will lapse with respect to 772 units on 2/18/20 and with respect to 795 units on 2/16/21, subject to continued employment by the Reporting Person on the remaining vesting dates.
- F4The grant for 3,186 performance-based restricted stock units awarded on 2/15/17 was forfeited due to failure to meet the relative total shareholder return metric for 2017 and 2018.