X0306 4 2014-12-16 0 0001437578 BRIGHT HORIZONS FAMILY SOLUTIONS INC. BFAM 0001040508 BAIN CAPITAL INVESTORS LLC JOHN HANCOCK TOWER 200 CLARENDON STREET BOSTON MA 02116 0 0 1 0 0001379475 BCIP Associates III, LLC JOHN HANCOCK TOWER, 200 CLARENDON STREET BOSTON MA 02116 0 0 1 0 0001379517 BCIP Associates III-B, LLC JOHN HANCOCK TOWER, 200 CLARENDON STREET BOSTON MA 02116 0 0 1 0 0001379518 BCIP T Associates III, LLC JOHN HANCOCK TOWER, 200 CLARENDON STREET BOSTON MA 02116 0 0 1 0 0001379516 BCIP T Associates III-B, LLC JOHN HANCOCK TOWER, 200 CLARENDON STREET BOSTON MA 02116 0 0 1 0 0001430079 BCIP Associates-G JOHN HANCOCK TOWER, 200 CLARENDON ST. BOSTON MA 02116 0 0 1 0 0001417662 Bain Capital Fund X LP JOHN HANCOCK TOWER 200 CLARENDON STREET BOSTON MA 02116 0 0 1 0 0001379476 BCIP Associates III JOHN HANCOCK TOWER 200 CLARENDON STREET BOSTON MA 02116 0 0 1 0 0001379521 BCIP Trust Associates III-B JOHN HANCOCK TOWER 200 CLARENDON ST. BOSTON MA 02116 0 0 1 0 0001379520 BCIP Trust Associates III JOHN HANCOCK TOWER 200 CLARENDON STREET BOSTON MA 02116 0 0 1 0 Common Stock 2014-12-16 4 S 0 7989729 44.81 D 26044008 I See Footnotes Bain Capital Investors, LLC ("BCI") is the sole general partner of Bain Capital Partners X, L.P. ("BCP X"), which is the sole general partner of Bain Capital Fund X L.P. ("Fund X"). As a result, each of BCI and BCP X may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by Fund X. Each of BCI and BCP X disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On December 16, 2014, Fund X sold 7,897,440 shares of Common Stock. Following such sale, Fund X held 25,743,172 shares of Common Stock. BCI is also the managing partner of BCIP Associates III ("BCIPA III"), which is the manager of BCIP Associates III, LLC ("BCIP III"). As a result, each of BCI and BCIPA III may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIP III. Each of BCI and BCIPA III disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On December 16, 2014, BCIP III sold 55,439 shares of Common Stock. Following such sale, BCIP III held 180,712 shares of Common Stock. BCI is also the managing partner of BCIP Associates III-B ("BCIPA III-B"), which is the manager of BCIP Associates III-B, LLC ("BCIP III-B"). As a result, each of BCI and BCIPA III-B may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIP III-B. Each of BCI and BCIPA III-B disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On December 16, 2014, BCIP III-B sold 10,064 shares of Common Stock. Following such sale, BCIP III-B held 32,808 shares of Common Stock. BCI is also the managing partner of BCIP Trust Associates III ("BCIPTA III"), which is the manager of BCIP T Associates III, LLC ("BCIPT III"). As a result, each of BCI and BCIPTA III may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIPT III. Each of BCI and BCIPTA III disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On December 16, 2014, BCIPT III sold 24,072 shares of Common Stock. Following such sale, BCIPT III held 78,468 shares of Common Stock. BCI is also the managing partner of BCIP Trust Associates III-B ("BCIPTA III-B"), which is the manager of BCIP T Associates III-B, LLC ("BCIPT III-B"). As a result, each of BCI and BCIPTA III-B may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIPT III-B. Each of BCI and BCIPTA III-B disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On December 16, 2014, BCIPT III-B sold 1,667 shares of Common Stock. Following such sale, BCIPT III-B held 5,433 shares of Common Stock. BCI is also the managing partner of BCIP Associates-G ("BCIP G" and together with Fund X, BCIP III, BCIP III-B, BCIPT III and BCIPT III-B, the "Bain Entities"). As a result, BCI may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIP G. BCI disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On December 16, 2014, BCIP G sold 1,047 shares of Common Stock. Following such sale, BCIP G held 3,415 shares of Common Stock. Form 1 of 2 /s/ Jordan Hitch 2014-12-18