Form 4: Bread Financial Holdings EVP, CFO Perry S. Beberman Reports Stock Transactions
SEC Form 4 Filing
Perry S. Beberman, EVP and CFO of Bread Financial Holdings, reports acquisition and disposal of common stock and restricted stock units.
Summary
- Perry S. Beberman, the EVP and Chief Financial Officer of Bread Financial Holdings, reported transactions involving the company's common stock on February 18, 2025.
- These transactions included the acquisition of 11,655 shares of common stock represented by time-based restricted stock units (RSUs) that vest over three years.
- He also acquired 17,482 shares represented by performance-based RSUs, which may be adjusted based on performance targets at the end of a three-year period.
- Additionally, 2,675 units were acquired based on the company's return on equity (ROE) performance for 2022-2024.
- The company withheld 17,245 shares at a price of $62.1 to cover the reporting person's tax obligations upon the vesting of restricted stock units.
- Following these transactions, Beberman beneficially owns 134,721 shares of common stock.
Sentiment
Score: 6
Explanation: The document is a standard regulatory filing detailing stock transactions. The sentiment is neutral, with a slight positive leaning due to the acquisition of RSUs, indicating confidence in the company's future performance.
Positives
- The acquisition of performance-based RSUs suggests confidence in the company's future performance.
- The vesting of RSUs based on ROE performance indicates the achievement of certain financial goals.
Negatives
- The withholding of 17,245 shares for tax obligations reduces the number of shares directly held by the reporting person.
Risks
- The value of the RSUs is subject to the company's stock price fluctuations.
- The performance-based RSUs are contingent on meeting predetermined performance measures, which may not be achieved.
- Vesting of RSUs is subject to continued employment, creating a potential risk if employment is terminated.
Future Outlook
The vesting schedules of the time-based and performance-based RSUs extend over the next three years, indicating a long-term incentive structure for the executive.
Industry Context
Form 4 filings are a routine part of insider trading regulations, providing transparency into the transactions of company executives and their potential alignment with shareholder interests.
Comparison to Industry Standards
- RSU grants are a common form of executive compensation in the financial services industry.
- Vesting schedules and performance metrics vary widely depending on the company's specific goals and compensation philosophy.
- Comparing the size of the RSU grants and the performance metrics to those of peer companies (e.g., American Express, Capital One) would provide a better understanding of the competitiveness of Bread Financial Holdings' executive compensation.
Stakeholder Impact
- The transactions may influence investor perception of the company's stock.
- The vesting of RSUs incentivizes the executive to contribute to the company's long-term success.
Key Dates
| Date | Description |
|---|---|
| 02/15/2022 | Original grant date of 13,239 performance-based restricted stock units. |
| 03/24/2023 | Grant date of 16,873 time-based restricted stock units and 25,310 performance-based restricted stock units. |
| 02/15/2024 | Grant date of 19,444 time-based restricted stock units and 29,166 performance-based restricted stock units. |
| 12/31/2024 | Conclusion of the three-year period for ROE performance metric goal. |
| 02/18/2025 | Date of the reported transactions, including acquisition of RSUs and withholding of shares for taxes. |
| 02/18/2026 | First vesting date for the new grant of time-based RSUs (3,846 units). |
| 02/18/2027 | Second vesting date for the new grant of time-based RSUs (3,846 units). |
| 02/18/2028 | Final vesting date for the new grant of time-based RSUs (3,963 units) and potential vesting date for performance-based RSUs. |
Keywords
Form 4, Beneficial Ownership, Restricted Stock Units, Performance-Based RSUs, Time-Based RSUs, Stock Transactions, Bread Financial Holdings, Perry S. Beberman, ROE
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