Bread Financial director granted 1,638 RSUs

Gerspach John C reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Gerspach John C reported acquisition or exercise transactions in this Form 4 filing.

BREAD FINANCIAL HOLDINGS, INC. director John C. Gerspach reported a compensation-related stock grant. He received 1,638 shares of common stock in the form of restricted stock units at a price of $0.00 per share, which will vest on June 15, 2027.

After this award, Gerspach directly holds 48,844 shares of common stock. Separately, 6,000 shares are held indirectly through the Gerspach 2020 GST Exempt Trust, for which his spouse serves as trustee. The filing does not show any open-market purchases or sales.

Insider Trade Summary

Grant/Award: 1,638 shares

Grant/Award 2 txns

Insider Gerspach John C

Role Director

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

Holdings After Transaction: Common Stock — 48,844 shares (Direct); Common Stock — 6,000 shares (Indirect, By Gerspach 2020 GST Exempt Trust)

Footnotes (3)

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) 21,564 unrestricted shares; (b) 5,981 unvested restricted stock units granted 6/22/20; (c) 2,241 unvested restricted stock units granted 6/15/21; (d) 431 unvested restricted stock units granted 9/15/21; (e) 474 unvested restricted stock units granted 12/15/21; (f) 538 unvested restricted stock units granted 3/15/22; (g) 2,650 unvested restricted stock units granted 6/15/22; (h) 934 unvested restricted stock units granted 7/15/22; (i) 969 unvested restricted stock units granted 10/17/22; (j) 912 unvested restricted stock units granted 1/17/23; (k) 1,038 unvested restricted stock units granted 4/17/23; (l) 4,932 unvested restricted stock units granted 6/15/23; (m) 1,186 unvested restricted stock units granted 7/17/23; (n) 1,033 unvested restricted stock units granted 10/16/23;
3. F3. The shares are held by the Gerspach 2020 GST Exempt Trust, for which the Reporting Person's spouse serves as trustee.

Key Figures

RSU grant size: 1,638 shares Grant price: $0.00 per share Vesting date: June 15, 2027 +2 more

5 metrics

RSU grant size 1,638 shares Restricted stock units of common stock granted to John C. Gerspach

Grant price $0.00 per share Price per share for the 1,638-share RSU grant

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

Direct holdings after grant 48,844 shares Total common shares directly held by John C. Gerspach after the transaction

Indirect trust holdings 6,000 shares Common stock held by the Gerspach 2020 GST Exempt Trust

Key Terms

restricted stock units, beneficially owned, GST Exempt Trust

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) 21,564 unrestricted shares; (b) 5,981 unvested 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.

GST Exempt Trust financial

"The shares are held by the Gerspach 2020 GST Exempt Trust, for which the Reporting Person's spouse serves as trustee."

FAQ

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

What insider transaction did BFH director John C. Gerspach report?

John C. Gerspach reported a grant of 1,638 restricted stock units of Bread Financial common stock. The award was made at $0.00 per share as compensation and represents additional equity rather than an open-market purchase or sale of existing shares.

When do John C. Gerspach’s new BFH restricted stock units vest?

The 1,638 restricted stock units granted to John C. Gerspach are scheduled to vest on June 15, 2027. Vesting means the units convert into common shares he owns outright, assuming continued service or meeting any applicable vesting conditions.

How many BFH shares does John C. Gerspach hold after this Form 4?

Following this grant, John C. Gerspach directly holds 48,844 shares of Bread Financial common stock. In addition, 6,000 shares are held indirectly through the Gerspach 2020 GST Exempt Trust, where his spouse serves as trustee according to the filing footnotes.

Does the BFH Form 4 show any open-market buying or selling by John C. Gerspach?

The Form 4 shows a grant of 1,638 restricted stock units at $0.00 per share and a separate holding entry for 6,000 indirectly held shares. It does not report any open-market purchases or sales of Bread Financial common stock by Gerspach.

What is the Gerspach 2020 GST Exempt Trust mentioned in the BFH filing?

The Gerspach 2020 GST Exempt Trust is an entity that holds 6,000 Bread Financial shares indirectly for John C. Gerspach. The filing notes his spouse serves as trustee, indicating those shares are held through the trust rather than in his direct personal name.

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

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Accepted by SEC EDGAR 06/17/2026 - 06:07 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^*

Gerspach John C

(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)	48,844(2)	D
Common Stock								6,000	I	By Gerspach 2020 GST Exempt Trust(3)

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) 21,564 unrestricted shares; (b) 5,981 unvested restricted stock units granted 6/22/20; (c) 2,241 unvested restricted stock units granted 6/15/21; (d) 431 unvested restricted stock units granted 9/15/21; (e) 474 unvested restricted stock units granted 12/15/21; (f) 538 unvested restricted stock units granted 3/15/22; (g) 2,650 unvested restricted stock units granted 6/15/22; (h) 934 unvested restricted stock units granted 7/15/22; (i) 969 unvested restricted stock units granted 10/17/22; (j) 912 unvested restricted stock units granted 1/17/23; (k) 1,038 unvested restricted stock units granted 4/17/23; (l) 4,932 unvested restricted stock units granted 6/15/23; (m) 1,186 unvested restricted stock units granted 7/17/23; (n) 1,033 unvested restricted stock units granted 10/16/23;

3. The shares are held by the Gerspach 2020 GST Exempt Trust, for which the Reporting Person's spouse serves as trustee.

Remarks:

Footnote 2, continued: (o) 671 unvested restricted stock units granted 7/15/25; (p) 670 unvested restricted stock units granted 10/15/25; (q) 499 unvested restricted stock units granted 01/15/26; (r) 483 unvested restricted stock units granted 04/15/26; and (s) the new grant for 1,638 restricted stock units.

	/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)