BFH (BFH) director Roger Ballou makes charitable gift of 1,351 shares

Rhea-AI Filing Summary

BREAD FINANCIAL HOLDINGS, INC. director Roger H. Ballou reported a charitable stock gift. On February 19, 2026, he transferred 1,351 shares of common stock as a bona fide gift for charitable purposes at a stated price of $0.00 per share. After this disposition, he directly owns 39,766 common shares. This was a gift transfer rather than an open-market sale.

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

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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^*

BALLOU ROGER H

(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)
02/19/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/19/2026		G		1,351	D	$0	39,766(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. Mr. Ballou transferred 1,351 shares as a gift for charitable purposes.

Remarks:

	Benjamin L. Morgan, Attorney in Fact	02/20/2026
	** 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 insider transaction did BFH director Roger H. Ballou report?

Roger H. Ballou reported a bona fide gift of BFH common stock. He transferred 1,351 shares on February 19, 2026 at a stated price of $0.00 per share, reflecting a charitable stock donation rather than a market trade.

How many BREAD FINANCIAL (BFH) shares did Roger H. Ballou gift?

Roger H. Ballou gifted 1,351 shares of BFH common stock. The filing describes the transaction as a bona fide gift for charitable purposes, with no sale proceeds, at a reported price of $0.00 per share in the Form 4.

What is Roger H. Ballou’s BFH share ownership after this Form 4 gift?

After the reported gift, Roger H. Ballou directly owns 39,766 shares of BFH common stock. This post-transaction figure reflects his remaining direct holdings following the 1,351-share charitable transfer disclosed in the Form 4 filing.

Was the BFH Form 4 transaction a sale or a charitable gift?

The BFH Form 4 transaction was a charitable gift, not a sale. The transaction code is G (bona fide gift), and the footnote states that 1,351 shares were transferred for charitable purposes at a stated price of $0.00 per share.

What does transaction code G mean in the BFH Form 4 filing?

Transaction code G in this BFH Form 4 denotes a bona fide gift disposition. It indicates that 1,351 common shares were transferred for charitable purposes, with no cash consideration, distinguishing it from open-market purchases or sales of BREAD FINANCIAL stock.

Does the BFH Form 4 indicate the purpose of Roger H. Ballou’s stock transfer?

Yes. A Form 4 footnote states that Mr. Ballou transferred 1,351 shares of BFH common stock as a gift for charitable purposes. This clarifies that the transaction was philanthropic rather than part of a market trading strategy or compensation arrangement.