Bread Financial (BFH) CFO amends Form 4 on RSU tax withholding

Rhea-AI Filing Summary

Bread Financial Holdings executive Perry S. Beberman filed an amended insider trading report to correct prior data on a tax-related share disposition. The Form 4/A clarifies that 22,516 shares of common stock were withheld on February 17, 2026 to cover tax obligations when restricted stock units vested.

After this correction, Beberman is shown as beneficially owning 142,061 shares of Bread Financial common stock directly. The amendment states that only the number of shares withheld for taxes and the resulting ownership total were changed, and that all other information from the original Form 4 remains the same. This reflects an administrative correction rather than a new open-market trade.

Insights

Equity compensation and governance analyst

Amended Form 4 corrects an RSU tax-withholding count, with no new trading.

The filing shows Perry S. Beberman, EVP and CFO of Bread Financial Holdings, updating a prior insider report. The amendment specifies that 22,516 common shares were withheld on February 17, 2026 to satisfy tax obligations when restricted stock units vested.

This is coded as a Form 4 F transaction, a tax-withholding disposition rather than an open-market sale. Following the corrected figures, Beberman directly holds 142,061 common shares. The note emphasizes that no other aspects of the original Form 4 were changed, so the impact is administrative and does not alter the underlying equity compensation event.

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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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^*

Beberman Perry S

(Last) (First) (Middle)

5 HILLMAN DRIVE, SUITE 103

(Street)

CHADDS FORD PA 19317

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BREAD FINANCIAL HOLDINGS, INC. [ BFH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
02/19/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/17/2026		F		22,516(1)	D	$73.05	142,061(1)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The initial Form 4 filed on February 19, 2026 inadvertently overreported the number of shares of common stock that were withheld for tax withholding purposes upon the vesting of restricted stock units on February 17, 2026. This amendment corrects the number of shares that were withheld on February 17, 2026 (22,516 shares), as well as the resulting total number of shares beneficially owned following all transactions reported in the initial Form 4. This amendment does not change or modify any other information reported on such initial Form 4.

Remarks:

	/s/ Benjamin L. Morgan, Attorney in Fact	03/04/2026
	** 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.

FAQ

What does the Bread Financial (BFH) Form 4/A amendment report for Perry S. Beberman?

The Form 4/A reports an administrative correction by CFO Perry S. Beberman. It revises the number of Bread Financial common shares withheld for taxes on vested restricted stock units and updates his post-transaction share balance accordingly.

How many Bread Financial (BFH) shares were withheld for taxes in this Form 4/A?

The amendment states that 22,516 shares of Bread Financial common stock were withheld. These shares covered tax obligations arising from the vesting of restricted stock units on February 17, 2026, and were not an open-market sale transaction.

What is Perry S. Beberman’s share ownership after the corrected BFH filing?

After the correction, Perry S. Beberman is reported as beneficially owning 142,061 shares of Bread Financial common stock. This figure reflects the updated tax-withholding amount and is described as the total following all transactions in the original Form 4.

Does the Bread Financial (BFH) Form 4/A indicate a new insider sale by the CFO?

No, the Form 4/A does not indicate a new open-market sale. It corrects the number of shares withheld for tax purposes in connection with restricted stock unit vesting, a standard tax-withholding disposition coded as transaction type F.

What part of the original Bread Financial Form 4 was changed by this amendment?

The amendment explains that only the number of common shares withheld for taxes, 22,516 shares, and the resulting total shares beneficially owned were corrected. It specifies that no other information from the initial Form 4 was modified.

What role does Perry S. Beberman hold at Bread Financial (BFH) according to the filing?

According to the filing, Perry S. Beberman serves as Executive Vice President and Chief Financial Officer of Bread Financial Holdings, Inc. His position is listed in the insider information accompanying the corrected Form 4/A submission.