Bright Horizons (NASDAQ: BFAM) CFO receives stock award and withholds shares

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Bright Horizons Family Solutions Chief Financial Officer Elizabeth J. Boland reported equity compensation activity in company common stock. She acquired 3,847 shares on February 24, 2026 at a stated price of $0.00 per share through the vesting and settlement of performance-based restricted stock units tied to financial metrics for a period from January 1, 2023 to December 31, 2025. In connection with this vesting, 1,283 shares were withheld at $71.64 per share to cover tax obligations related to the performance-based units, and an additional 2,422 shares were withheld at $71.64 per share to cover tax obligations upon the vesting of restricted stock units. After these transactions, she directly owned 80,304 shares of common stock. The dispositions were for tax withholding, not open-market sales.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider BOLAND ELIZABETH J

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	3,847	$0.00	--
Tax Withholding	Common Stock	1,283	$71.64	$92K
Tax Withholding	Common Stock	2,422	$71.64	$174K

Holdings After Transaction: Common Stock — 84,009 shares (Direct)

Footnotes (1)

Represents the acquisition of shares of the Registrant's common stock upon the vesting of performance-based restricted stock units (PRSUs). The number of PRSUs was based on the Registrant's level of achievement of certain financial performance metrics for the performance period, which commenced on January 1, 2023 and ended on December 31, 2025. Each PRSU represents a contingent right to receive one share of Registrant common stock upon vesting and settlement. Represents shares withheld to satisfy tax withholding obligations arising as a result of the vesting and settlement of the PRSUs described in footnote 1. Represents shares withheld to satisfy tax withholding obligation arising upon the vesting of restricted stock units (RSU). Each RSU represents a right to receive one share of Registrant common stock upon vesting.

Form 4 Insider Transactions: What Each Field Means →

02/26/2026 - 04:40 PM

SEC Form 4

FORM 4

UNITED 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
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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^*

BOLAND ELIZABETH J

(Last)

(First)

(Middle)

C/O BRIGHT HORIZONS FAMILY SOLUTIONS INC

2 WELLS AVENUE

(Street)

NEWTON

02459

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BRIGHT HORIZONS FAMILY SOLUTIONS INC. [ BFAM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/24/2026		A		3,847⁽¹⁾	A	$0.00	84,009	D
Common Stock	02/24/2026		F		1,283⁽²⁾	D	$71.64	82,726	D
Common Stock	02/24/2026		F		2,422⁽³⁾	D	$71.64	80,304	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents the acquisition of shares of the Registrant's common stock upon the vesting of performance-based restricted stock units (PRSUs). The number of PRSUs was based on the Registrant's level of achievement of certain financial performance metrics for the performance period, which commenced on January 1, 2023 and ended on December 31, 2025. Each PRSU represents a contingent right to receive one share of Registrant common stock upon vesting and settlement.

2. Represents shares withheld to satisfy tax withholding obligations arising as a result of the vesting and settlement of the PRSUs described in footnote 1.

3. Represents shares withheld to satisfy tax withholding obligation arising upon the vesting of restricted stock units (RSU). Each RSU represents a right to receive one share of Registrant common stock upon vesting.

Remarks:

	/s/ John Casagrande, as attorney in fact for Elizabeth Boland	02/26/2026
	** Signature of Reporting Person	Date
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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did BFAM’s CFO report on this Form 4?

Bright Horizons CFO Elizabeth J. Boland reported equity compensation activity, including vested performance-based restricted stock units and restricted stock units. The filing shows an award of shares plus share dispositions solely to satisfy tax withholding obligations arising from these vesting events, not open-market buying or selling.

How many BFAM shares did the CFO acquire through awards in this filing?

Elizabeth J. Boland acquired 3,847 shares of Bright Horizons common stock. These came from the vesting and settlement of performance-based restricted stock units, which were earned based on the company’s achievement of specific financial performance metrics over a multi-year period ending December 31, 2025.

What BFAM shares were disposed of to cover tax obligations for the CFO?

The Form 4 reports 1,283 shares withheld at $71.64 per share for tax obligations tied to performance-based units, and 2,422 shares withheld at $71.64 per share for tax obligations on restricted stock units. These were tax-withholding dispositions, not discretionary market sales.

How many BFAM shares does the CFO own after these transactions?

Following the reported transactions, Elizabeth J. Boland directly owns 80,304 shares of Bright Horizons common stock. This figure reflects the impact of both the vested stock awards and the shares withheld to satisfy related tax liabilities on the vesting date.

What performance period determined the CFO’s BFAM performance-based stock vesting?

The performance-based restricted stock units that vested for the CFO were tied to Bright Horizons’ achievement of certain financial performance metrics over a period starting January 1, 2023 and ending December 31, 2025. Vesting and settlement then resulted in shares being issued and reported.