Bread Financial Board Member's Stock Awards Signal Long-term Retention Strategy

Rhea-AI Filing Summary

Bread Financial Holdings (BFH) director Rajesh Natarajan received a new grant of 2,802 restricted stock units (RSUs) on June 16, 2025. These RSUs will vest on June 16, 2026.

Following this transaction, Natarajan beneficially owns a total of 19,804 RSUs, consisting of multiple grants from 2020-2025:

• 3,432 RSUs from June 2020
• 2,515 RSUs from 2021 (across multiple grants)
• 2,650 RSUs from June 2022
• 4,932 RSUs from June 2023
• 3,473 RSUs from June 2024
• 2,802 RSUs from June 2025 (new grant)

All securities are held directly by the reporting person. The Form 4 was filed by Benjamin L. Morgan as attorney-in-fact on June 18, 2025.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Natarajan Rajesh

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,802	$0.00	--

Holdings After Transaction: Common Stock — 19,804 shares (Direct)

Footnotes (1)

1. The new grant is for 2,802 shares of common stock represented by restricted stock units, which will vest on June 16, 2026. The total amount of securities beneficially owned includes: (a) 3,432 unvested restricted stock units granted 6/22/20; (b) 1,803 unvested restricted stock units granted 6/15/21; (c) 339 unvested restricted stock units granted 9/15/21; (d) 373 unvested restricted stock units granted 12/15/21; (e) 2,650 unvested restricted stock units granted 6/15/22; (f) 4,932 unvested restricted stock units granted 6/15/23; (g) 3,473 unvested restricted stock units granted 6/17/24; and (h) the new grant for 2,802 restricted stock units.

Form 4 Insider Transactions: What Each Field Means →

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
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 OH 43219

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2025

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/16/2025		A(1)		2,802	A	(1)	19,804(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The new grant is for 2,802 shares of common stock represented by restricted stock units, which will vest on June 16, 2026.

2. The total amount of securities beneficially owned includes: (a) 3,432 unvested restricted stock units granted 6/22/20; (b) 1,803 unvested restricted stock units granted 6/15/21; (c) 339 unvested restricted stock units granted 9/15/21; (d) 373 unvested restricted stock units granted 12/15/21; (e) 2,650 unvested restricted stock units granted 6/15/22; (f) 4,932 unvested restricted stock units granted 6/15/23; (g) 3,473 unvested restricted stock units granted 6/17/24; and (h) the new grant for 2,802 restricted stock units.

Remarks:

	Benjamin L. Morgan, Attorney in Fact	06/18/2025
	** 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

How many BFH restricted stock units (RSUs) did Rajesh Natarajan receive in the latest grant?

According to the Form 4 filing, Rajesh Natarajan received 2,802 restricted stock units (RSUs) of BFH common stock in the latest grant on June 16, 2025. These RSUs will vest on June 16, 2026.

What is the total number of BFH shares beneficially owned by Rajesh Natarajan after this transaction?

Following the transaction, Rajesh Natarajan beneficially owns a total of 19,804 shares of BFH, consisting of various unvested restricted stock unit grants from 2020 through 2025, including the new grant of 2,802 RSUs.

When will the new BFH RSUs granted to Rajesh Natarajan vest?

The 2,802 restricted stock units granted to Rajesh Natarajan on June 16, 2025, will vest on June 16, 2026, exactly one year after the grant date.

What is Rajesh Natarajan's role at Bread Financial Holdings (BFH)?

According to the Form 4 filing, Rajesh Natarajan serves as a Director on the Board of Bread Financial Holdings (BFH), as indicated by the 'X' marked in the Director box under the Relationship of Reporting Person(s) to Issuer section.

What is the breakdown of Rajesh Natarajan's previous RSU grants for BFH?

Natarajan's previous RSU grants include: 3,432 RSUs from 6/22/20, 1,803 RSUs from 6/15/21, 339 RSUs from 9/15/21, 373 RSUs from 12/15/21, 2,650 RSUs from 6/15/22, 4,932 RSUs from 6/15/23, and 3,473 RSUs from 6/17/24, all of which remain unvested.