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 executive Tammy M. McConnaughey, EVP of Operations & Credit Risk, reported multiple equity award and tax-withholding transactions in company common stock. On February 17, 2026, she was granted 7,898 time-based restricted stock units that vest in three annual installments through February 17, 2029, and 11,847 performance-based RSUs that may vest on February 17, 2029 if three-year performance goals are met and employment continues. She also acquired an additional 3,984 performance-based RSUs tied to an earlier 2023 grant after achieving 121.9% of return-on-equity targets for 2023–2025. To satisfy tax withholding upon RSU vesting, the company withheld 17,861 shares on February 17, 2026 and 1,606 shares on February 18, 2026. After these transactions, McConnaughey directly owned roughly 123,320 shares of Bread Financial common stock.
Bread Financial Holdings, Inc. entered into privately negotiated capped call unwind agreements with the financial institutions that were counterparties to its capped call transactions linked to its 4.25% Convertible Senior Notes due 2028. All of those notes were no longer outstanding as of December 31, 2025, and these new agreements terminate the related capped call transactions in full.
Under the unwind agreements, the option counterparties will deliver a number of Bread Financial common shares to the company, calculated using the average daily volume-weighted average price over one or more unwind periods. The company notes that, if all agreements had hypothetically settled using the February 17, 2026 price, it would have received and retired about 1.5 million shares, though the actual number will vary with share performance. Settlements are expected to complete on or before the end of February 2026, and any shares received will be in addition to, and not counted against, any current or future board-approved share repurchase authorizations.
Bread Financial Holdings, Inc. received an amended ownership report from Turtle Creek Asset Management Inc. Turtle Creek, a Canadian investment adviser, reported beneficial ownership of 2,551,432 shares of Bread Financial common stock, representing 5.6% of the class as of the event date.
Turtle Creek has sole voting and dispositive power over these shares and indicates they are held in the ordinary course of business for unit holders of mutual funds it manages. Turtle Creek states the holdings are not intended to change or influence control of Bread Financial.
Bread Financial Holdings, Inc. describes a tech-forward consumer finance business built around co-brand and private label credit cards, direct-to-consumer cards, Bread Pay installment and split-pay loans, and Bread Savings retail deposits. As of December 31, 2025, it had $18.8 billion in credit card and other loans across about 34 million open accounts, with an average outstanding balance of $1,047 for accounts with balances.
Bread Savings retail deposits reached $8.5 billion, representing 48% of total funding sources, with estimated uninsured retail deposits of $638 million, or 5% of total deposits. The company highlights a diversified partner base across major brands, growing emphasis on co-brand programs and direct-to-consumer cards, and expansion of Bread Pay’s merchant network.
The report outlines a planned merger of Comenity Bank into Comenity Capital Bank, expected in the second half of 2026, to simplify regulation and improve funding and securitization flexibility. On a pro forma basis at December 31, 2025, the combined bank would have about $21.4 billion in assets, $14.1 billion in deposits and $2.8 billion of Tier I capital and remain well capitalized under Basel III standards.
Bread Financial Holdings, Inc. provided a performance update for January 2026, focusing on credit card and other loan metrics. Average credit card and other loans were $18.531 billion for the month, essentially flat versus $18.530 billion in January 2025.
The net principal loss rate improved to 7.1% from 7.8% a year earlier, with net principal losses declining from $123 million to $111 million. The delinquency rate also edged down to 5.9% as of January 31, 2026, compared to 6.1% as of January 31, 2025, indicating slightly better credit performance.
Bread Financial Holdings, Inc. filed a current report to inform investors that it issued a press release on January 29, 2026. The press release provides a performance update for the company as of and for the period ended December 31, 2025 and is included as Exhibit 99.1.
The company notes that the information in this report, including the press release, is being furnished rather than filed, which limits the legal liabilities associated with it and its automatic incorporation into other securities filings.
Bread Financial Holdings, Inc. reported its fourth-quarter 2025 results by issuing a Q4 2025 earnings press release and financial supplement, and by posting an investor presentation for analysts and investors. These materials are provided as exhibits and on the company’s investor website.
The board also declared a quarterly cash dividend of $26.35 per share on its 8.625% Non-Cumulative Perpetual Preferred Stock, Series A, equivalent to $0.65875 per depositary share, and a quarterly cash dividend of $0.23 per share on common stock. Both dividends are payable on March 16, 2026 to stockholders of record at the close of business on February 27, 2026.
Bread Financial Holdings director John C. Gerspach reported a new equity award and updated holdings. On January 15, 2026, he received a grant of 499 shares of common stock in the form of restricted stock units, which are scheduled to vest on January 15, 2027.
Following this grant, Gerspach is shown as beneficially owning 46,723 shares of Bread Financial common stock directly, including unrestricted shares and multiple unvested restricted stock unit awards. In addition, 6,000 shares are reported as indirectly owned through the Gerspach 2020 GST Exempt Trust, for which his spouse serves as trustee.
Bread Financial Holdings, Inc. reported an insider equity transaction by an executive serving as EVP, CAO, General Counsel and Secretary. On 12/11/2025, the company withheld 346 shares of common stock at $73.62 per share to cover taxes due on the early vesting of an equal number of restricted stock units when the reporting person became retirement eligible.
After this tax withholding, the reporting person beneficially owns 123,734 securities, including 45,162 unrestricted shares and a mix of unvested time-based and performance-based restricted stock units from awards granted on 3/24/2023, 2/15/2024, and 2/18/2025. The holdings are reported as directly owned.
Bread Financial Holdings, Inc. reported an insider equity transaction by its EVP, Chief Commercial Officer. On 12/11/2025, 1,256 shares of common stock were withheld at $73.62 per share to pay taxes tied to the early vesting of an equal number of restricted stock units as the executive became retirement eligible.
Following this tax withholding, the executive beneficially owns 151,951 shares. This total includes 50,829 unrestricted shares, with the remainder made up of multiple unvested time-based and performance-based restricted stock unit awards from grants made in 2023, 2024, and 2025.