BFH 8-K
Bread Financial Holdings, Inc. (BFH)
8-K
2023-01-26
For: 2023-01-26
View Original
Added on
July 04, 2026
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported):
(Exact Name of Registrant as Specified in Charter)
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(State or Other Jurisdiction
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(Commission
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(IRS Employer
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of Incorporation)
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File Number)
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Identification No.)
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(Address and Zip Code of Principal Executive Offices)
(614 ) 729-4000
(Registrant’s Telephone Number, including Area Code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following
provisions:
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Written communications pursuant to Rule 425 under the Securities Act
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading symbol
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Name of each exchange on which registered
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item 2.02 Results of Operations and Financial Condition.
On January 26, 2023, Bread Financial Holdings, Inc. (the “Company”) issued a press release regarding its results of operations for the
fourth quarter and fiscal year ended December 31, 2022 (the “Q4 2022 Earnings Release”). A copy of the Q4 2022 Earnings Release is furnished as Exhibit 99.1 hereto.
Item 7.01 Regulation FD Disclosure.
In connection with the Q4 2022 Earnings Release, on January 26, 2023, the Company made available an investor presentation that may be
used by the Company’s senior management during meetings and calls with analysts, investors and other market participants, a copy of which is furnished as Exhibit 99.2 hereto and is posted on the Company’s website at www.breadfinancial.com on the
“Investors” page under “Events & Presentations.” Information on the Company’s website does not constitute a part of this Current Report on Form 8-K.
In addition, on January 26, 2023, the Company issued a press
release announcing a multi-year co-brand credit card agreement with the New York Yankees. A copy of the press release announcing the Company’s agreement with the New York Yankees is furnished as Exhibit 99.3 hereto.
Item 8.01 Other Events.
On January 26, 2023, the Company issued a press release announcing that the Board of Directors of the Company declared a quarterly cash
dividend of $0.21 per share of common stock, payable on March 17, 2023 to stockholders of record at the close of business on February 10, 2023. A copy of the press release announcing the Company‘s quarterly dividend is attached as Exhibit 99.4
hereto.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No.
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Document Description
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Press Release dated January 26, 2023 announcing the Company’s results of operations for the fourth quarter and fiscal year ended December 31, 2022.
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Investor Presentation dated January 26, 2023.
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Press Release dated January 26, 2023 announcing the Company’s agreement with the New York Yankees.
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Press Release dated January 26, 2023 announcing the Company’s quarterly dividend.
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document).
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Note: Except for the information
in Item 8.01 hereof (including Exhibit 99.4 hereto), the information contained in this report (including Exhibits 99.1, 99.2 and 99.3) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or
otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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Bread Financial Holdings, Inc.
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Date: January 26, 2023
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By:
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/s/ Joseph L. Motes III
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Joseph L. Motes III
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Executive Vice President, Chief
Administrative Officer, General
Counsel and Secretary
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Exhibit 99.1
Exhibit 99.2
Exhibit 99.3
Bread Financial™ Teams Up with the New York Yankees® to Offer Co-Brand Credit Card,
Rewards Program for Loyal Fans
The New York Yankees Mastercard® Credit Card will provide cardholders with exclusive experiences and unique
benefits from their favorite team
COLUMBUS, Ohio – Jan. 26, 2023 – Bread Financial (NYSE: BFH), a tech-forward financial services company that provides simple, personalized payment, lending and saving solutions, today announced a
multi-year co-brand credit card agreement with the New York Yankees, one of America’s most iconic sports franchises. Launching prior to the start of the 2023 Major League Baseball season, the New York Yankees Mastercard will reward loyal fans for their purchases with exclusive benefits.
Cardholders can earn 5% back on all purchases made at Yankee Stadium concessions and shops, 3% on dining, gas, rideshare and transit, and 1% on all other
purchases. Bread Financial worked with the New York Yankees to understand its fans’ preferences, interests and motivators to develop a rewards program, Pinstripe Rewards, which will launch in tandem with the card. Cardholders can
redeem their earned points for game tickets and exclusive experiences like access to alumni dinners, stadium tours, pre-game meet and greets, memorabilia and
much more.
The New York Yankees will leverage Bread Financial’s digital capabilities, including in-stadium QR codes, so fans can quickly and easily apply for the card.
Once approved, fans can immediately add the card to their digital wallets to begin saving and earning rewards at the game.
“Bread Financial is proud to be working with the New York Yankees by providing this unique co-brand credit card offering that will help drive fan engagement,
loyalty and
sales for their organization while also delivering a highly compelling value proposition for its cardholders,” said Val Greer, EVP and chief commercial
officer, Bread Financial. “We are so pleased to extend our credit and loyalty products to one of the world’s most recognized and respected sports franchises and look forward to delivering a compelling offering that excites their fans on and off the
field.”
"The New York Yankees are excited to leverage the expertise and insight of Bread Financial, which can offer our fans a customized and straightforward credit
card experience,” said Michael Tusiani, SVP of partnerships, New York Yankees. “Additionally, the rewards and benefits program associated with the New York Yankees Mastercard is sure to be a win for fans both inside and outside of the Stadium.”
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About Bread Financial™
Bread FinancialTM (NYSE: BFH) is a tech-forward financial services company providing simple, personalized payment, lending and saving solutions. The company creates opportunities for its customers and partners through digitally enabled choices that offer ease, empowerment, financial flexibility and exceptional customer experiences. Driven by a digital-first approach, data insights and white-label technology, Bread Financial delivers growth for its partners through a comprehensive product suite, including private label and co-brand credit cards, installment lending, and buy now, pay later (BNPL). Through its Comenity-branded financial services, Bread Financial also offers credit and savings products to consumers.
Headquartered in Columbus, Ohio, Bread Financial is powered by its 6,000+ global
associates and is committed to sustainable business practices. To learn more about Bread Financial, visit BreadFinancial.com or follow us on Facebook, LinkedIn, Twitter and Instagram.
About the New York Yankees
Founded in 1903, the New York Yankees are the most successful and popular team in Major League Baseball history, having won 27 championships while
appearing in 40 World Series. The club plays its home games at Yankee Stadium, which is one of New York City’s most-frequented tourist destinations and home to numerous non-baseball events, including college football’s Bad Boy Mowers Pinstripe Bowl.
As a result of their on-field accomplishments and iconic interlocking “NY” logo, the New York Yankees are among the most recognized brands in the world.
Forward-Looking Statements
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Forward-looking statements give our expectations or forecasts of future events and can generally be identified by the use of words such as “believe,” “expect,” “anticipate,” “estimate,” “intend,” “project,” “plan,” “likely,”
“may,” “should” or other words or phrases of similar import. Similarly, statements that describe our business strategy, outlook, objectives, plans, intentions or goals also are forward-looking statements. Examples of forward-looking statements
include, but are not limited to, statements we make regarding, and the guidance we give with respect to, our anticipated operating or financial results, future financial performance and outlook, future dividend declarations, and future economic
conditions.
We believe that our expectations are based on reasonable assumptions. Forward-looking statements, however, are subject to a number of risks and
uncertainties that are difficult to predict and, in many cases, beyond our control. Accordingly, our actual results could differ materially from the projections, anticipated results or other expectations expressed in this release, and no assurances
can be given that our expectations will prove to have been correct. Factors that could cause the outcomes to differ materially include, but are not limited to, the following: macroeconomic conditions, including market conditions, inflation, rising
interest rates, unemployment levels and the increased probability of a recession, and the related impact on consumer payment rates, savings rates and other behavior; global political and public health events and conditions, including the ongoing
war in Ukraine and the continuing effects of the global COVID-19 pandemic; future credit performance, including the level of future delinquency and write-off rates; the loss of, or reduction in demand from, significant brand partners or customers
in the highly competitive markets in which we compete; the concentration of our business in U.S. consumer credit; inaccuracies in the models and estimates on which we rely, including the amount of our Allowance for credit losses and our credit risk
management models; the inability to realize the intended benefits of acquisitions, dispositions and other strategic initiatives, including the spinoff of our former LoyaltyOne® segment; our level of indebtedness and ability to access
financial or capital markets; pending and future legislation, regulation, supervisory guidance, and regulatory and legal actions, including, but not limited to, those related to financial regulatory reform and consumer financial services practices,
as well as any such actions with respect to late fees, interchange fees or other charges; impacts arising from or relating to the transition of our credit card processing services to third party service providers that we completed in 2022; and
failures or breaches in our operational or security systems, including as a result of cyberattacks, unanticipated impacts from technology modernization projects or otherwise. The foregoing factors, along with other risks and uncertainties that
could cause actual results to differ materially from those expressed or implied in forward-looking statements, are described in greater detail under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and
Results of Operations” in our Annual Report on Form 10-K for the most recently ended fiscal year, which may be updated in Item 1A of, or elsewhere in, our Quarterly Reports on Form 10-Q filed for periods subsequent to such Form 10-K. Additional
information will also be set forth in our Annual Report on Form 10-K for the year ended December 31, 2022. Our forward-looking statements speak only as of the date made, and we undertake no obligation, other than as required by applicable law, to
update or revise any forward-looking statements, whether as a result of new information, subsequent events, anticipated or unanticipated circumstances or otherwise.
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Contacts
Rachel Stultz — Media
Exhibit 99.4
Bread Financial Declares Dividend on Common Stock
COLUMBUS, Ohio – January 26, 2023 – Bread Financial Holdings, Inc. (NYSE: BFH), a tech-forward financial services company that provides simple, personalized payment, lending and saving solutions, today
announced that its Board of Directors declared a quarterly cash dividend of $0.21 per share on the Company’s common stock, payable on March 17, 2023 to stockholders of record at the close of business on February 10, 2023.
About Bread Financial™
Bread FinancialTM
(NYSE: BFH) is a tech-forward financial services company providing simple, personalized payment, lending and saving solutions. The company creates opportunities for its customers and partners through digitally enabled choices that offer ease,
empowerment, financial flexibility and exceptional customer experiences. Driven by a digital-first approach, data insights and white-label technology, Bread Financial delivers growth for its partners through a comprehensive product suite, including
private label and co-brand credit cards, installment lending, and buy now, pay later (BNPL). Bread Financial also offers direct-to-consumer solutions that give customers more access, choice and freedom through its branded Bread CashbackTM American Express® Credit Card and Bread SavingsTM products.
Headquartered in Columbus, Ohio, Bread Financial is powered by its 6,000+ global associates and is committed to sustainable business practices. To learn more
about Bread Financial, visit BreadFinancial.com or follow us on Facebook, LinkedIn, Twitter
and Instagram.
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Bread Financial
Brian Vereb — Investor Relations
[email protected]
Shelley Whiddon — Media
214-494-3811
[email protected]
Rachel Stultz — Media
614-729-4890
[email protected]
[email protected]
Shelley Whiddon — Media
214-494-3811
[email protected]
Rachel Stultz — Media
614-729-4890
[email protected]