0001101215-24-000054.txt : 20240220 0001101215-24-000054.hdr.sgml : 20240220 20240220162712 ACCESSION NUMBER: 0001101215-24-000054 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240215 FILED AS OF DATE: 20240220 DATE AS OF CHANGE: 20240220 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Andretta Ralph J CENTRAL INDEX KEY: 0001801850 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15749 FILM NUMBER: 24653839 MAIL ADDRESS: STREET 1: 7500 DALLAS PARKWAY, SUITE 700 CITY: PLANO STATE: TX ZIP: 75024 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BREAD FINANCIAL HOLDINGS, INC. CENTRAL INDEX KEY: 0001101215 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] ORGANIZATION NAME: 02 Finance IRS NUMBER: 311429215 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3095 LOYALTY CIRCLE CITY: COLUMBUS STATE: OH ZIP: 43219 BUSINESS PHONE: 6147294000 MAIL ADDRESS: STREET 1: 3095 LOYALTY CIRCLE CITY: COLUMBUS STATE: OH ZIP: 43219 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCE DATA SYSTEMS CORP DATE OF NAME CHANGE: 19991217 4 1 wk-form4_1708464408.xml FORM 4 X0508 4 2024-02-15 0 0001101215 BREAD FINANCIAL HOLDINGS, INC. BFH 0001801850 Andretta Ralph J 3095 LOYALTY CIRCLE COLUMBUS OH 43219 1 1 0 0 President and CEO 0 Common Stock 2024-02-15 4 A 0 67435 A 395631 D Common Stock 2024-02-15 4 A 0 101153 A 496784 D Common Stock 2024-02-15 4 F 0 4002 37.59 D 492782 D Common Stock 2024-02-16 4 A 0 11843 A 504625 D Common Stock 2024-02-16 4 F 0 33420 37.34 D 471205 D The new grant is for 67,435 shares of common stock represented by time-based restricted stock units (RSUs). These time-based RSUs will vest over a three-year period, with 22,253 units vesting on 2/18/25, 22,254 units vesting on 2/17/26 and 22,928 units vesting on 2/16/27, subject to continued employment (subject to certain limited exceptions) by the Reporting Person on the vesting dates. The new grant is for 101,153 shares of common stock represented by performance-based RSUs, which may be adjusted up or down at the time the performance targets are measured at the end of the three-year performance period. These performance-based RSUs may vest on 2/16/27 contingent on meeting predetermined performance measures and subject to continued employment (subject to certain limited exceptions) by the Reporting Person on the vesting date. Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units. Based on an annual return on equity (ROE) performance metric goal for each of 2021, 2022 and 2023, as modified by a relative total stockholder return (rTSR) metric at the conclusion of the three-year period ended December 31, 2023, 130% of the original award of 39,476 performance-based restricted stock units granted 2/16/21 were earned, resulting in an additional 11,843 units, for a total of 51,319 units. The total number of securities beneficially owned included: (a) 107,891 unrestricted shares; (b) 9,091 unvested units from an award of 26,737 time-based restricted stock units granted 2/15/22; (c) 40,105 unvested performance-based restricted stock units granted 2/15/22; (d) 58,211 unvested time-based restricted stock units granted 3/24/23; (e) 87,319 unvested performance-based restricted stock units granted 3/24/23; (f) the new grant for 67,435 time-based restricted stock units; and (g) the new grant for 101,153 performance-based restricted stock units. Benjamin L. Morgan, Attorney in Fact 2024-02-20