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  4. [Form 4] BREAD FINANCIAL HOLDINGS, INC. Insider Trading Activity

Bread Financial (NYSE: BFH) director granted 1,638 restricted stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Natarajan Rajesh reported acquisition or exercise transactions in this Form 4 filing.

Bread Financial Holdings director Natarajan Rajesh received a grant of 1,638 shares of common stock in the form of restricted stock units. The grant carries no purchase price and will vest on June 15, 2027. After this award, his directly held and unit-based beneficial ownership totals 21,442 shares of common stock, including previously granted unrestricted and unvested restricted stock units across multiple prior award dates.

Positive

  • None.

Negative

  • None.
Insider Natarajan Rajesh
Role null
Type Security Shares Price Value
Grant/Award Common Stock 1,638 $0.00 --
Holdings After Transaction: Common Stock — 21,442 shares (Direct, null)
Footnotes (1)
  1. The new grant is for 1,638 shares of common stock represented by restricted stock units, which will vest on June 15, 2027. The total amount of securities beneficially owned includes: (a) 6,275 unrestricted stock units; (b) 3,432 unvested restricted stock units granted 6/22/20; (c) 1,803 unvested restricted stock units granted 6/15/21; (d) 339 unvested restricted stock units granted 9/15/21; (e) 373 unvested restricted stock units granted 12/15/21; (f) 2,650 unvested restricted stock units granted 6/15/22; (g) 4,932 unvested restricted stock units granted 6/15/23; and (h) the new grant for 1,638 restricted stock units.
Restricted stock unit grant 1,638 shares Common Stock RSU award on June 15, 2026
Vesting date June 15, 2027 Vest date for 1,638 restricted stock units
Holdings after transaction 21,442 shares Total common stock beneficially owned following grant
Unrestricted stock units 6,275 units Part of total beneficial ownership
Unvested RSUs 6/22/20 grant 3,432 units Unvested restricted stock units from June 22, 2020 grant
Unvested RSUs 6/15/21 grant 1,803 units Unvested restricted stock units from June 15, 2021 grant
Unvested RSUs 6/15/22 grant 2,650 units Unvested restricted stock units from June 15, 2022 grant
Unvested RSUs 6/15/23 grant 4,932 units Unvested restricted stock units from June 15, 2023 grant
restricted stock units financial
"The new grant is for 1,638 shares of common stock represented by restricted stock units, which will vest on June 15, 2027."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
beneficially owned financial
"The total amount of securities beneficially owned includes: (a) 6,275 unrestricted stock units; (b) 3,432 unvested restricted stock units..."
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
unrestricted stock units financial
"The total amount of securities beneficially owned includes: (a) 6,275 unrestricted stock units; (b) 3,432 unvested restricted stock units..."
unvested restricted stock units financial
"The total amount of securities beneficially owned includes... unvested restricted stock units granted 6/22/20, 6/15/21, 9/15/21, 12/15/21..."
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Natarajan Rajesh
(Last)(First)(Middle)
3095 LOYALTY CIRCLE
(Street)
COLUMBUS OHIO 43219
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
BREAD FINANCIAL HOLDINGS, INC. [ BFH ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock06/15/2026A(1)1,638A(1)21,442(2)D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The new grant is for 1,638 shares of common stock represented by restricted stock units, which will vest on June 15, 2027.
2. The total amount of securities beneficially owned includes: (a) 6,275 unrestricted stock units; (b) 3,432 unvested restricted stock units granted 6/22/20; (c) 1,803 unvested restricted stock units granted 6/15/21; (d) 339 unvested restricted stock units granted 9/15/21; (e) 373 unvested restricted stock units granted 12/15/21; (f) 2,650 unvested restricted stock units granted 6/15/22; (g) 4,932 unvested restricted stock units granted 6/15/23; and (h) the new grant for 1,638 restricted stock units.
Remarks:
/s/ Benjamin L. Morgan, Attorney in Fact06/17/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did BFH director Natarajan Rajesh report?

BFH director Natarajan Rajesh reported receiving 1,638 shares of common stock as restricted stock units. The award is a grant, not an open-market purchase, and increases his total beneficial holdings to 21,442 common shares including prior unrestricted and unvested unit awards.

When do the newly granted BFH restricted stock units vest?

The 1,638 restricted stock units granted to BFH director Natarajan Rajesh will vest on June 15, 2027. Vesting means the units convert into common shares over time, aligning director compensation with long-term company performance and encouraging continued board service through the vesting date.

How many BFH shares does Natarajan Rajesh beneficially own after this grant?

After the new award, Natarajan Rajesh beneficially owns 21,442 shares of Bread Financial common stock. This total includes 6,275 unrestricted stock units and several tranches of unvested restricted stock units granted between 2020 and 2023, plus the 1,638-unit 2026 grant.

Is the BFH Form 4 transaction a stock purchase or compensation grant?

The BFH Form 4 shows a compensation grant, not a market purchase. Code “A” indicates an award or other acquisition, and the 1,638 restricted stock units have a reported price of $0.0000 per share, reflecting a non-cash equity incentive rather than an open-market buy.

What types of equity awards make up Rajesh’s BFH beneficial ownership?

Rajesh’s beneficial ownership consists of unrestricted stock units and multiple unvested restricted stock unit grants. Footnotes list 6,275 unrestricted units and several unvested RSU tranches from June 2020 through June 2023, along with the new 1,638-unit restricted stock grant reported in this filing.