BREAD FINANCIAL HOLDINGS, INC. 10-K

Item 5. Market for Registrant’s Common Equity , Related Stockholder Matters and Issuer Purchases of Equity Securities. ​ Market Information ​ Our common stock is listed on the New York Stock Exchange, or NYSE, and trades under the symbol “ADS.” ​ Holders ​ As of February 18, 2022, the closing price of our common stock was $70.50 per share, there were 49,948,146 shares of our common stock outstanding, and there were 101 holders of record of our common stock. ​ Dividends ​ Payment of future dividends is subject to declaration by our Board of Directors. Factors considered in determining dividends include, but are not limited to, our profitability, expected capital needs, and contractual restrictions. See also “Risk Factors — There is no guarantee that we will pay future dividends or repurchase shares at a level anticipated by stockholders, which could reduce returns to our stockholders. ” Subject to these qualifications, we presently expect to continue to pay dividends on a quarterly basis. ​ On January 27, 2022, our Board of Directors declared a quarterly cash dividend of $0.21 per share on our common stock, payable on March 18, 2022 to stockholders of record at the close of business on February 11, 2022. ​ Issuer Purchases of Equity Securities ​ The following table presents information with respect to purchases of our common stock made during the three months ended December 31, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Number of ​ Approximate Dollar ​ ​ ​ ​ ​ ​ ​ Shares Purchased as ​ Value of Shares that ​ ​ ​ ​ ​ ​ ​ Part of Publicly ​ May Yet Be ​ ​ Total Number of ​ Average Price Paid ​ Announced Plans or ​ Purchased Under the Period Shares Purchased (1) per Share Programs Plans or Programs ​ ​ ​ ​ ​ ​ ​ ​ ​ (Dollars in millions) During 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 1-31 2,744 ​ $ 97.44 ​ — ​ $ — November 1-30 5,469 ​ 71.85 — ​ — December 1-31 ​ 5,527 ​ ​ 66.98 ​ — ​ ​ — Total 13,740 ​ $ 75.00 ​ — ​ $ — (1) During the period represented by the table, 13,740 shares of our common stock were purchased by the administrator of our 401(k) and Retirement Saving Plan for the benefit of the employees who participated in that portion of the plan. ​ Performance Graph ​ The following graph compares the yearly percentage change in cumulative total stockholder return on our common stock since December 31, 2016, with the cumulative total return over the same period of (1) the S&P 500 Index and (2) a peer group of fifteen companies selected by us for fiscal year 2021 (which was the same peer group utilized as our 2020 peer group in our prior Annual Report on Form 10-K). ​ The fifteen companies utilized in our peer group are PayPal Holdings, Inc., MasterCard Incorporated, Synchrony Financial, Discover Financial Services, Fifth Third Bancorp, Key Corp, Citizens Financial Group, Inc., Ally Financial Inc., M&T Bank Corporation, Regions Financial Corporation, Huntington Bancshares Incorporated, Santander Consumer USA Holdings Inc., Comerica Incorporated, SVB Financial Group and Capital One Financial Corporation. ​ 42 Table of Contents Pursuant to rules of the SEC, the comparison assumes $100 was invested on December 31, 2016 in our common stock and in each of the indices and assumes reinvestment of dividends, if any. Also pursuant to SEC rules, the returns of each of the companies in the peer group are weighted according to the respective company’s stock market capitalization at the beginning of each period for which a return is indicated. Historical stock prices are not indicative of future stock price performance. For the purpose of this graph, historical stock prices have been adjusted to reflect the impact of the spinoff of Loyalty Ventures Inc. on November 5, 2021. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Alliance Data ​ ​ ​ ​ ​ ​ ​ ​ ​ Systems ​ ​ ​ ​ 2020 Peer ​ ​ Corporation S&P 500 Group Index December 31, 2016 ​ $ 100.00 ​ $ 100.00 ​ $ 100.00 ​ December 31, 2017 ​ 111.94 ​ 121.83 ​ 133.72 ​ December 31, 2018 ​ 66.96 ​ 116.49 ​ 131.43 ​ December 31, 2019 ​ 51.03 ​ 153.17 ​ 189.21 ​ December 31, 2020 ​ 34.36 ​ 181.35 ​ 246.31 ​ December 31, 2021 ​ 39.06 ​ 233.41 ​ 263.04 ​ ​ Our future filings with the SEC may “incorporate information by reference,” including this Form 10-K. Unless we specifically state otherwise, this Performance Graph shall not be deemed to be incorporated by reference and shall not constitute soliciting material or otherwise be considered filed under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended. Item 6. Selected Financial Data . ​ Part II, Item 6 is no longer required as the Company has adopted certain provisions within the amendments to Regulation S-K that eliminates Item 301 . ​ ​ 43 Table of Contents