Form 4: Bread Financial Holdings Executive Receives Stock Grants and Settles Tax Obligations

Tammy M. McConnaughey, EVP at Bread Financial Holdings, reports the acquisition of restricted stock units and shares withheld for tax obligations.

Summary

• On February 18, 2025, Tammy M. McConnaughey, EVP of Operations & Credit Risk at Bread Financial Holdings, reported transactions involving the company's common stock.
• McConnaughey received a grant of 8,417 time-based restricted stock units (RSUs) that will vest over three years.
• She also received a grant of 12,626 performance-based RSUs that may be adjusted based on performance targets and vest on February 18, 2028.
• Additionally, 1,842 units were earned based on the company's return on equity (ROE) performance for 2022-2024.
• 12,502 shares were withheld by the company to cover McConnaughey's tax obligations upon the vesting of restricted stock units at a price of $62.1 per share.
• Following these transactions, McConnaughey beneficially owns 119,058.055 shares of Bread Financial Holdings common stock.

Sentiment

Score: 7

Explanation: The document reflects standard executive compensation practices, with a neutral to slightly positive sentiment due to the alignment of executive interests with company performance.

Positives

• The grant of RSUs aligns McConnaughey's interests with the long-term performance of the company.
• The vesting schedule of the time-based RSUs encourages continued employment.
• The performance-based RSUs incentivize the achievement of specific performance targets.

Negatives

• The withholding of shares to cover tax obligations reduces the number of shares directly held by McConnaughey.

Risks

• The vesting of performance-based RSUs is contingent on meeting predetermined performance measures, which may not be achieved.
• The value of the RSUs is subject to the market price of Bread Financial Holdings' common stock, which can fluctuate.

Future Outlook

The vesting of RSUs is subject to continued employment and, in the case of performance-based RSUs, the achievement of predetermined performance measures.

Industry Context

Stock grants are a common form of executive compensation in the financial services industry, aligning management's interests with shareholder value.

Comparison to Industry Standards

• Comparing Bread Financial's executive compensation structure to peers like Capital One, Discover Financial Services, and American Express would provide a benchmark for assessing the competitiveness and appropriateness of the RSU grants.
• The vesting schedules and performance metrics used for the RSUs should be evaluated against industry best practices to ensure they are aligned with long-term value creation.

Stakeholder Impact

• Shareholders may view the RSU grants as a positive incentive for management to drive long-term value.
• Employees may be motivated by the company's performance-based compensation structure.

Next Steps

• Continued monitoring of Bread Financial Holdings' stock performance and achievement of performance targets related to the RSUs.
• Tracking of future Form 4 filings to monitor changes in insider ownership.

Key Dates

Keywords

Bread Financial Holdings, McConnaughey, RSU, Restricted Stock Units, Beneficial Ownership, Form 4, Stock Grant, Tax Withholding, ROE, Performance-Based RSUs