Bread Financial (NYSE: BFH) lifts share repurchase authorization to $765M
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Bread Financial Holdings, Inc. disclosed that its Board of Directors approved a $600 million increase to the company’s existing share repurchase authorization. The company had $165 million of remaining capacity before this change, bringing the current total share repurchase authorization to $765 million.
The authorization has no expiration date and allows, but does not require, Bread Financial to repurchase its common stock, subject to market conditions, legal and regulatory requirements, and other factors. The Board may suspend or terminate the repurchase plan at any time, so actual repurchases will depend on future decisions.
Positive
- Large expansion of buyback capacity: The Board approved a $600 million increase in share repurchase authorization, raising total available capacity to $765 million and signaling substantial flexibility to return capital through potential future repurchases.
Negative
- None.
Insights
Bread Financial’s Board significantly expands its open-ended share repurchase capacity.
Bread Financial increased its share repurchase authorization by
The company emphasizes flexibility: there is no expiration date, and repurchases will depend on market conditions, legal and regulatory constraints, and required approvals. The Board can suspend or terminate the plan, so the actual impact on share count and capital structure will hinge on subsequent execution rather than this authorization alone.
Investors following Bread Financial’s capital deployment can look to future disclosures covering completed repurchases and any related commentary on share count and dilution effects in upcoming periodic reports for financial periods ending after
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
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Item 7.01 Regulation FD Disclosure.
On February 26, 2026, Bread Financial Holdings, Inc. (the “Company”) issued a press release announcing that its Board of Directors has approved a $600 million increase to the Company’s existing share repurchase authorization. A copy of the press release is attached hereto as Exhibit 99.1, which is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Document Description | |||||||
99.1 | Press release dated February 26, 2026. | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Bread Financial Holdings, Inc. | ||||||||
| Date: February 26, 2026 | By: | /s/ Joseph L. Motes III | ||||||
| Joseph L. Motes III Executive Vice President, Chief Administrative Officer, General Counsel and Secretary | ||||||||
Exhibit 99.1
Bread Financial Announces $600 Million Increase in Share Repurchase Authority
COLUMBUS, Ohio, February 26, 2026 – Bread Financial Holdings, Inc. (NYSE: BFH) (“Bread Financial” or the “Company”) today announced that its Board of Directors (the “Board”) has approved a $600 million increase to the Company’s existing share repurchase authorization. As of December 31, 2025, the Company had $240 million remaining on its open share repurchase authorization. The Company made an additional $75 million of repurchases to-date during 2026, meaning that $165 million of share repurchase capacity was available prior to today’s announcement. After today’s announcement, the Company’s share repurchase authorization is currently $765 million. There is no expiration date for the share repurchase authorization.
“Today’s announcement continues to underscore our ability to execute all of our capital and growth priorities concurrently, allowing us flexibility to return significant additional value to our shareholders,” said Ralph Andretta, president and chief executive officer of Bread Financial.
Any decision to repurchase shares will be subject to market conditions and other factors, including legal and regulatory restrictions and required approvals, up to the aggregate amount authorized by the Board. The repurchase plan does not obligate the Company to acquire any specific number of shares and may be suspended or terminated at any time.
About Bread Financial®
Bread Financial® (NYSE: BFH) is a tech-forward financial services company that provides simple, personalized payment, lending, and saving solutions to millions of U.S. consumers. Our payment solutions, including Bread Financial general purpose credit cards and savings products, empower our customers and their passions for a better life. Additionally, we deliver growth for some of the most recognized brands in travel & entertainment, health & beauty, jewelry and specialty apparel through our private label and co-brand credit cards and pay-over-time products providing choice and value to our shared customers.
Forward-Looking Statements
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including, among other things, statements regarding the Company’s intended share repurchases and the expected impact on share count dilution. The Company believes that its expectations are based on reasonable assumptions. Forward-looking statements, however, are based only on currently available information and the Company’s current beliefs, expectations and assumptions, and are subject to a number of risks and uncertainties that are difficult to predict and, in many cases, beyond the Company’s control, including risk and uncertainties described in greater detail under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Annual Report on Form 10-K for the most recently ended fiscal year, which may be updated in Item 1A of, or elsewhere in, the Company’s Quarterly Reports on Form 10-Q filed for periods subsequent to such Form 10-K. The Company’s forward-looking statements speak only as of the date made, and it undertakes no obligation, other than as required by applicable law, to update or revise any forward-looking statements, whether as a result of new information, subsequent events, anticipated or unanticipated circumstances or otherwise.
Contacts
Brian Vereb – Investor Relations
Brian.Vereb@BreadFinancial.com
Susan Haugen – Investor Relations
Susan.Haugen@BreadFinancial.com
Rachel Stultz – Media
Rachel.Stultz@BreadFinancial.com
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FAQ
What did Bread Financial (BFH) announce regarding its share repurchase plan?
Bread Financial’s Board approved a $600 million increase to its existing share repurchase authorization, raising total capacity to $765 million. This expands the amount the company is permitted to use for potential future common stock repurchases.
How much share repurchase capacity did Bread Financial (BFH) have before this increase?
As of December 31, 2025, Bread Financial had $240 million remaining under its authorization and repurchased another $75 million in 2026. That left $165 million in capacity before the Board approved the additional $600 million increase.
What is Bread Financial’s (BFH) total current share repurchase authorization?
After the $600 million increase, Bread Financial’s share repurchase authorization totals $765 million. This represents the aggregate amount the Board has authorized for potential future common stock repurchases, subject to various conditions and discretionary decisions.
Does Bread Financial’s (BFH) share repurchase authorization have an expiration date?
The share repurchase authorization has no expiration date. Bread Financial can use the authorization over time, but the Board may suspend or terminate the plan, and repurchases remain subject to market conditions and regulatory and legal requirements.
Is Bread Financial (BFH) required to buy back a specific number of shares?
Bread Financial is not obligated to repurchase any specific number of shares. The plan authorizes up to $765 million in potential repurchases, but actual activity will depend on market conditions, approvals, and future Board decisions.
What reasons did Bread Financial (BFH) give for increasing its buyback authorization?
Management stated that the increase underscores the company’s ability to pursue capital and growth priorities concurrently. They highlighted the flexibility to return additional value to shareholders through potential share repurchases while balancing other strategic objectives.
Filing Exhibits & Attachments
5 documentsPress Releases
Bread Financial Holdings, Inc.