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NYSE: BFH BREAD FINANCIAL HOLDINGS, INC. 424B5

Bread Financial prices $120M perpetual preferred offering at $25/depositary share, 8.875% initial rate

Filed May 6, 2026 · ~2 min read

IPO filing cluster

Same offering
  1. 424B5 Nov 21, 2025 No report yet EDGAR →
  2. 424B5 May 5, 2026 No report yet EDGAR →
  3. 424B5 May 6, 2026 This filing EDGAR →
  4. 8-K May 6, 2026 Bread Financial prices $120M preferred stock offering at 8.875% dividend rate EDGAR →

Key Changes

  • high

    Bread Financial is offering 4.8 million depositary shares (each representing 1/40th of a share of 8.875% Series B Preferred Stock) at $25 per depositary share, raising net proceeds of $115.3 million for general corporate purposes including potential subsidiary bank capital contributions and share repurchases.

    Use of Proceeds verify on EDGAR →
  • high

    The preferred stock pays an initial fixed dividend of 8.875% per annum for five years, then resets every five years to the Five-Year U.S. Treasury Rate plus 4.804 percentage points. Dividends are non-cumulative: if the board does not declare a dividend for any period, it is lost forever with no obligation to pay it later.

    The Offering verify on EDGAR →
  • high

    The Series B Preferred Stock is perpetual equity with no maturity date, redeemable at the company's option (not investors') starting five years from issuance at $25 per depositary share plus declared unpaid dividends. The stock ranks junior to approximately $19.0 billion of consolidated liabilities as of March 31, 2026.

    Risk Factors verify on EDGAR →

1 more material change behind this preview — plus the full narrative summary, section-by-section diffs against the prior filing, and verbatim quotes with EDGAR citations.

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Generated by AI · Jul 1, 2026 1:28 AM