Bread Financial director granted 1,638 RSUs

Fawcett John J. reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Fawcett John J. reported acquisition or exercise transactions in this Form 4 filing.

BREAD FINANCIAL HOLDINGS, INC. director John J. Fawcett received an equity grant of 1,638 shares of common stock, represented by restricted stock units, at no cash cost on the grant date. These restricted stock units will vest on June 15, 2027.

After this award, he beneficially owns a total of 12,638 shares, consisting of 11,000 unrestricted shares and the new 1,638-share restricted stock unit grant, all held as direct ownership.

Insider Trade Summary

Grant/Award: 1,638 shares

Grant/Award 1 txn

Insider Fawcett John J.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,638	$0.00	$0.00

Holdings After Transaction: Common Stock — 12,638 shares (Direct)

Footnotes (2)

1. F1. The new grant is for 1,638 shares of common stock represented by restricted stock units, which will vest on June 15, 2027.
2. F2. The total amount of securities beneficially owned includes: (a) 11,000 unrestricted shares; and (b) the new grant for 1,638 restricted stock units.

Key Figures

RSU grant size: 1,638 shares Grant price: $0.0000 per share Total shares after transaction: 12,638 shares +2 more

5 metrics

RSU grant size 1,638 shares Restricted stock units granted to director on June 15, 2026

Grant price $0.0000 per share Equity compensation award, not open-market purchase

Total shares after transaction 12,638 shares Beneficial ownership following the grant

Unrestricted shares held 11,000 shares Unrestricted common stock beneficially owned

RSU vesting date June 15, 2027 Vesting date for 1,638 restricted stock units

Key Terms

restricted stock units, beneficially owned, Grant, award, or other acquisition

3 terms

restricted stock units financial

"The new grant is for 1,638 shares of common stock represented by restricted stock units, which will vest on June 15, 2027."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

beneficially owned financial

"The total amount of securities beneficially owned includes: (a) 11,000 unrestricted shares; and (b) the new grant for 1,638 restricted stock units."

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did BFH director John J. Fawcett report?

John J. Fawcett reported receiving a grant of 1,638 shares of Bread Financial common stock as restricted stock units. The grant was recorded at a price of $0.00 per share, reflecting an equity compensation award rather than an open-market purchase.

When do John J. Fawcett’s new BFH restricted stock units vest?

The 1,638 restricted stock units granted to John J. Fawcett will vest on June 15, 2027. Vesting means the units convert into common shares he can fully own, subject to any applicable company or plan requirements at that future date.

How many BFH shares does John J. Fawcett beneficially own after this grant?

Following the grant, John J. Fawcett beneficially owns 12,638 shares of Bread Financial common stock. This total includes 11,000 unrestricted shares plus the new 1,638-share restricted stock unit award reported in the Form 4 filing.

Was John J. Fawcett’s BFH stock grant an open-market purchase or a compensation award?

The transaction was a compensation-related award, not an open-market purchase. It is coded as an “A” transaction on Form 4, described as a grant or award acquisition, with a transaction price per share of $0.0000.

Does John J. Fawcett hold any BFH derivative securities after this Form 4?

The filing’s derivative summary shows no remaining derivative positions for John J. Fawcett. The reported holdings consist of common stock, including unrestricted shares and restricted stock units, without additional options or other derivative securities listed.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/17/2026 - 06:13 PM EDT Learn about SEC filing dates

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^*

Fawcett John J.

(Last) (First) (Middle)

3095 LOYALTY CIRCLE

(Street)

COLUMBUS OHIO 43219

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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	06/15/2026		A(1)		1,638	A	(1)	12,638(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 1,638 shares of common stock represented by restricted stock units, which will vest on June 15, 2027.

2. The total amount of securities beneficially owned includes: (a) 11,000 unrestricted shares; and (b) the new grant for 1,638 restricted stock units.

Remarks:

	/s/ Benjamin L. Morgan, Attorney in Fact	06/17/2026
	** 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.
* Form 4: SEC 1474 (03-26)