Bread Financial Holdings Inc 2024年度报告

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file suchreports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period thatthe registrant was required to submit such files). Yes x No o Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smallerreporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) bythe registered public accounting firm that prepared or issued its audit report. x Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes o No x As of June 30, 2024, the aggregate market value of the common stock held by non-affiliates of the registrant was approximately$2.2 billion, based upon the closing sale price $44.56 as reported on the New York Stock Exchange on June 28, 2024, the lasttrading day immediately preceding June 30, 2024. As of February 7, 2025, 49,092,356 shares of common stock of the registrant were outstanding. Documents Incorporated By Reference Certain information called for by Part III is incorporated by reference to certain sections of the Proxy Statement for the 2025 AnnualMeeting of our stockholders, which will be filed with the Securities and Exchange Commission not later than 120 days afterDecember 31, 2024. Table of Contents BREAD FINANCIAL HOLDINGS, INC. TABLE OF CONTENTS Form 10-KReportPage Item No. PART I1.Business31A.Risk Factors211B.Unresolved Staff Comments511C.Cybersecurity512.Properties523.Legal Proceedings524.Mine Safety Disclosures52 PART II Table of ContentsThis report includes trademarks, such as Bread®, Bread Financial®, Bread Cashback®, Bread Rewards™, Bread Pay®and Bread Savings®, which are protected under applicable intellectual property laws and arethe property of Bread Financial Holdings, Inc. or our subsidiaries. This report also contains trademarks,service marks, copyrights and trade names of other companies, which are the property of their respectiveowners. Solely for convenience, our trademarks and trade names referred to in this report may appearwithout the®or ™ symbols, but such references are not intended to indicate, in any way, that we will notassert, to the fullest extent under applicable law, our rights or the right of the applicable licensor to thesetrademarks and trade names. Throughout this report, unless stated or the context implies otherwise, the terms “Bread Financial”, “BFH”,the “Company”, “we”, “our” or “us” refer to Bread Financial Holdings, Inc. and its subsidiaries on aconsolidated basis. References to “Parent Company” refer to Bread Financial Holdings, Inc. on a parent-only standalone basis. In addition, in this report we may refer to the retailers and other companies withwhom we do business as our “partners”, “brand partners”, or “clients”, provided that the use of the term“partner”, “partnering” or any similar term does not mean or imply a formal legal partnership, and is notmeant in any way to alter the terms of Bread Financial’s relationship with any third parties. We offer ourcredit products through our insured depository institution subsidiaries, Comenity Bank and ComenityCapital Bank, which together are referred to herein as the “Banks”. Bread Financial or other of the termslisted above are also used in this report to include references to transactions and arrangements occurringprior to our name change from Alliance Data Systems Corporation to Bread Financial Holdings, Inc