Welcome to our dedicated page for BREAD FINANCIAL HOLDINGS SEC filings (Ticker: BFH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Bread Financial Holdings, Inc. filings document regulatory disclosures for a consumer financial services company centered on payment, lending and savings products. Recent 8-K reports cover operating results, Regulation FD performance updates, credit card loan metrics, net principal loss and delinquency measures, dividends, share repurchase authority, and capital-structure events involving common stock, preferred stock and depositary shares.
The filing record also includes material agreement disclosures tied to convertible note-related capped call transactions and proxy materials covering shareholder voting, board governance, executive compensation and equity-award information. These documents describe Bread Financial’s public-company governance, securities structure, risk-related operating metrics and capital management activity, including references to subsidiary bank Comenity Capital Bank.
Bread Financial Holdings, Inc. created a new class of preferred stock and raised capital through an offering of depositary shares. The company established 8.875% Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B, with a liquidation preference of $1,000 per share via a Certificate of Designations that amends its charter. On May 12, 2026, it issued and sold 5,400,000 depositary shares, each representing a 1/40th interest in a Series B preferred share, including 600,000 depositary shares from an underwriters’ option. Holders of the depositary shares receive proportional dividend, voting, redemption and liquidation rights of the Series B preferred stock, and dividend restrictions apply to junior and parity stock if Series B dividends are not declared and funded.
Bread Financial is offering 4,800,000 depositary shares (each representing a 1/40th interest in a share of its Series B Preferred Stock), at a public offering price of $25.00 per depositary share, for total gross proceeds of $120,000,000. The depositary shares represent 120,000 shares of 8.875% Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B.
The initial dividend is fixed at 8.875% per annum through the First Reset Date, with dividends payable quarterly beginning on September 15, 2026. After the First Reset Date the dividend rate will reset each five years to the Five-Year U.S. Treasury Rate plus 4.804%. Dividends are non-cumulative and payable only if declared by the Board and if funds are lawfully available.
Bread Financial granted the underwriters an option to purchase up to an additional 720,000 depositary shares to cover over-allotments. Net proceeds are intended for general corporate purposes, including potential contributions or loans to its subsidiary bank and share repurchases.
Bread Financial Holdings, Inc. announced the pricing of an underwritten public offering of 4,800,000 depositary shares, each representing a 1/40th interest in its 8.875% Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B, with a liquidation preference of $25 per Depositary Share. The company granted underwriters a 30-day option to purchase up to an additional 720,000 Depositary Shares at the same price. Closing is expected on May 12, 2026 and is expected to result in approximately $115,320,000 in net proceeds, which the company intends to use for general corporate purposes, including potentially funding subsidiary Comenity Capital Bank and share repurchases.
Bread Financial is offering depositary shares, each representing a 1/40th interest in a share of its Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B, with a liquidation preference of $25 per depositary share (equivalent to $1,000 per share). Dividends, if declared, will be payable quarterly on March 15, June 15, September 15, and December 15, beginning on September 15, 2026. Dividends are non-cumulative and will reset on the First Reset Date of December 15, 2031 and each subsequent five-year reset period based on a stated formula tied to the Five-Year U.S. Treasury Rate plus a spread.
The Series B Preferred Stock is perpetual, ranks senior to common stock but junior to Bread Financial’s indebtedness, and may be optionally redeemed by the company on or after the First Reset Date or following a regulatory capital treatment event if Bread Financial becomes a Regulated Institution. Bread Financial intends to apply to list the depositary shares on the NYSE under the symbol BFH PrB. The prospectus supplement discloses that, as of March 31, 2026, total liabilities of Bread Financial and its subsidiaries were approximately $19.0 billion, and Bread Financial’s total liabilities were approximately $0.8 billion.
Bread Financial Holdings, Inc. announced the launch of an underwritten public offering of depositary shares, each representing a 1/40th interest in its Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B. Each Depositary Share has a liquidation preference of $25, equivalent to $1,000 per share of Series B Preferred Stock.
The company expects to apply to list the Depositary Shares on the NYSE and plans to use net proceeds for general corporate purposes. These may include contributing or lending funds to subsidiary bank Comenity Capital Bank and funding share repurchases. Completion of the offering is subject to market and other conditions.
Bread Financial Holdings Inc disclosure shows Vanguard Capital Management beneficially owns 2,205,722 shares of common stock, equal to 5.11% of the class as reported for the period ending 03/31/2026. The Schedule 13G is signed on 04/29/2026 by a Vanguard representative.
Bread Financial Holdings Inc: Vanguard Portfolio Management reports beneficial ownership of 2,793,984 shares of Common Stock, representing 6.48% of the class as of 03/31/2026. Vanguard reports sole dispositive power over 2,793,984 shares and sole voting power for 37,648 shares.
The filing states these holdings include securities held for Vanguard funds and managed accounts over which Vanguard Portfolio Management LLC or affiliated business divisions exercise dispositive or voting power.
BREAD FINANCIAL HOLDINGS, INC. director Roger H. Ballou sold 9,687 shares of Common Stock in an open-market transaction at $90.32 per share. After this sale, he directly owns 30,079 shares of the company’s stock.
A footnote explains that his total beneficial ownership also includes 11,626 unrestricted shares and multiple blocks of unvested restricted stock units, such as 699 units granted on 6/27/16 and additional unvested units from annual grants through 6/16/25.
Bread Financial Holdings reported stronger results for the first quarter of 2026, with net income rising to $181 million from $138 million a year earlier and diluted EPS increasing to $4.15 from $2.78. Total net interest and non-interest income grew 5% to $1.02 billion as credit sales increased 7% to $6.5 billion and average credit card and other loans edged up to $18.3 billion.
Net interest margin expanded to 19.25% from 18.06% as loan yields benefited from prior pricing actions and lower funding costs, while non-interest income declined $13 million due to higher brand partner share arrangements. The provision for credit losses rose slightly to $303 million, but the net principal loss rate improved to 7.33% from 8.16%, and the reserve rate fell to 11.46% from 12.19%, reflecting better credit performance.
The company continued to return capital, repurchasing $150 million of common stock and retiring another 1.5 million shares via capped call terminations, while also buying back $50 million of subordinated notes. Common equity tier 1 capital ratio improved to 13.3%, tangible book value per share increased 26% year-over-year to $61.57, and direct-to-consumer deposits grew 10% to $8.7 billion. Management reaffirmed its 2026 outlook for low single-digit loan and revenue growth, higher full-year net interest margin, positive operating leverage excluding debt repurchase impacts, and a full-year net principal loss rate of 7.2% to 7.4%.