Bread Financial Holdings, Inc. filings document regulatory disclosures for a consumer financial services company centered on payment, lending and savings products. Recent 8-K reports cover operating results, Regulation FD performance updates, credit card loan metrics, net principal loss and delinquency measures, dividends, share repurchase authority, and capital-structure events involving common stock, preferred stock and depositary shares.
The filing record also includes material agreement disclosures tied to convertible note-related capped call transactions and proxy materials covering shareholder voting, board governance, executive compensation and equity-award information. These documents describe Bread Financial’s public-company governance, securities structure, risk-related operating metrics and capital management activity, including references to subsidiary bank Comenity Capital Bank.
Bread Financial Holdings, Inc. is offering 5,000,000 depositary shares, each representing a 1/40th interest in its 9.375% Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, Series C. Underwriters may purchase up to 750,000 additional depositary shares for 30 days solely to cover over-allotments. The public offering price is $25.0000 per depositary share.
Dividends, if declared and legally payable, are scheduled quarterly beginning March 15, 2027 and are non-cumulative. The initial annual rate is 9.375% through but excluding December 15, 2031; from that date, the rate resets to the Five-Year U.S. Treasury Rate plus 4.535 percentage points. Bread Financial estimates net proceeds of approximately $120.2 million, or $138.3 million if the underwriters exercise their option in full, for general corporate purposes, which may include contributing or lending proceeds to its Bank subsidiary and share repurchases. The preferred stock is perpetual, ranks junior to debt, and may be redeemed by Bread Financial on a dividend payment date on or after December 15, 2031, subject to applicable regulatory approvals.
Bread Financial Holdings, Inc. (BFH) announced pricing of an underwritten public offering of 5,000,000 depositary shares, each representing a 1/40th interest in 9.375% Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, Series C. Each depositary share has a $25 liquidation preference, equivalent to $1,000 per Series C share.
The underwriters may purchase up to 750,000 additional depositary shares at the same price for a period of 30 days following October 27, 2026. Closing is expected on November 3, 2026, subject to customary closing conditions. The offering is expected to result in approximately $120,162,500 in net proceeds, assuming no exercise of the option and after underwriting discounts and estimated offering expenses payable by the company. Bread Financial intends to use the proceeds for general corporate purposes, which may include contributing or lending proceeds to Comenity Capital Bank and share repurchases.
Bread Financial Holdings, Inc. has set out preliminary terms for a primary offering of depositary shares representing interests in its Series C non-cumulative perpetual preferred stock. Net proceeds after underwriting discounts and estimated expenses are intended for general corporate purposes, including possible contributions or loans to its Bank subsidiary and share repurchases. Dividends are payable only if declared, and Bread Financial may redeem the preferred stock at its option under the stated terms.
Bread Financial Holdings, Inc. (BFH) launched an underwritten public offering of depositary shares, each representing a 1/40th interest in a share of its Series C Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock. Each depositary share has a $25 liquidation preference, equivalent to $1,000 per Series C preferred share; the preferred stock has a $0.01 par value per share.
Completion is subject to market and other conditions, and Bread Financial said there can be no assurance it will complete the offering on the described terms, or at all. The company expects to apply to list the depositary shares on The New York Stock Exchange. It intends to use net proceeds for general corporate purposes, which may include contributing or lending all or a portion to subsidiary Comenity Capital Bank and share repurchases. Morgan Stanley & Co. LLC, Keefe, Bruyette & Woods, A Stifel Company, RBC Capital Markets, LLC, UBS Investment Bank and Wells Fargo Securities, LLC are acting as joint bookrunners.
Bread Financial Holdings, Inc. reported third-quarter 2026 total net interest and non-interest income of $1.017 billion, up 5% year over year, while net income declined 17% to $156 million from $188 million. Credit sales rose 9% to $7.424 billion, and average credit card and other loans increased 6% to $18.591 billion. Provision for credit losses increased 7% to $321 million.
As of September 30, 2026, consumer deposits were $9.9 billion, up 21% year over year. The delinquency rate was 5.57%, versus 6.04%, and the quarterly net principal loss rate was 6.40%, versus 7.39%. Bread repurchased 0.7 million shares for $75 million during the quarter, with $374 million of authorization remaining as of September 30, 2026. Comenity Bank's merger into Comenity Capital Bank was completed on October 1, 2026; the company does not expect a significant impact on its consolidated financial position, results of operations, or liquidity.
For 2026, Bread expects average loans to be up approximately 4% and total net interest and non-interest income to be up approximately 5% from full-year 2025. Its outlook assumes a full-year net principal loss rate below 7%; it also anticipates net interest margin slightly above 2025 and positive operating leverage excluding pretax impacts from debt repurchases.
Bread Financial Holdings, Inc. provided a September 2026 performance update covering credit card and other loans, net principal losses, and delinquencies. End-of-period credit card and other loans were $18.850 billion as of September 30, 2026. Average balances were $18.740 billion for the month and $18.591 billion for the three months ended September 30, 2026; the reported year-over-year changes were 6.4% and 5.7%, respectively.
Net principal losses were $92 million for the month and $300 million for the three-month period, with net principal loss rates of 5.99% and 6.40%. As of September 30, 2026, 30 days + delinquencies—principal were $923 million, compared with $963 million as of September 30, 2025; delinquency rates were 5.57% and 6.04%, respectively. Period-ended credit card and other loans—principal were $16.584 billion and $15.928 billion on those dates.
Bread Financial Holdings, Inc. (BFH) reported third-quarter 2026 revenue of $1,017 million, up 5% year over year, and net income of $156 million, down 17%; the prior-year quarter included a $38 million favorable discrete tax item. Credit sales rose 9% to $7.4 billion, average loans grew 6% to $18.6 billion, and consumer deposits increased 21% to $9.9 billion. The net loss rate declined to 6.40% from 7.39%, and delinquency was 5.57% versus 6.04%. Pretax pre-provision earnings (PPNR), a non-GAAP measure, increased 7% to $530 million.
For full-year 2026, Bread Financial expects average loans to be up approximately 4% and total revenue growth to be up approximately 5% from full year 2025, with a net loss rate below 7.0%. The board declared a $0.25 quarterly common dividend, a 9% increase from the prior quarter. The bank merger was completed October 1, 2026, and Moody’s upgraded the company’s rating to Ba1 from Ba2.
Bread Financial Holdings, Inc. director John C. Gerspach received a grant of 704 shares of common stock represented by restricted stock units on October 15, 2026. The units will vest on October 15, 2027. Following the grant, he reported 50,278 securities beneficially owned, including unvested restricted stock units. A separate holding entry lists 6,000 shares held by the Gerspach 2020 GST Exempt Trust, for which his spouse serves as trustee.
BREAD FINANCIAL HOLDINGS, INC. (symbol: BFH) is the issuer of record for a Form 4 filing submitted to the SEC. McCarthy Dennis James reported reported purchase transactions in this Form 4 filing.
BREAD FINANCIAL HOLDINGS, INC. (BFH) executive Dennis James McCarthy, EVP and Chief Revenue Officer, reported a small open-market-type acquisition of common stock through his brokerage account’s dividend reinvestment feature on September 14, 2026. He acquired 15.89 shares at $108.14 per share, bringing his directly owned holdings to 29,546 shares (rounded to the nearest whole share). No Rule 10b5-1 trading plan is reported for this transaction.
Bread Financial Holdings, Inc. (BFH) reported August 2026 credit performance metrics, showing higher loan balances with improved credit quality versus August 2025. For the month ended August 31, 2026, average credit card and other loans were $18.6 billion, up 5.6% year over year.
Net principal losses were $101 million with a 6.40% net principal loss rate, compared with $113 million and 7.57% a year earlier. As of August 31, 2026, 30+ day delinquencies were $885 million and the delinquency rate was 5.36%, both lower than the $934 million and 5.84% reported as of August 31, 2025.