Burke Mary Lou 4

What Happened

• Mary Lou Burke, Chief Operating Officer, North America Center Operations at Bright Horizons (BFAM), had 3,847 performance-based restricted stock units (PRSUs) vest and convert into 3,847 shares on Feb 24, 2026 (award/acquisition, code A).
• To satisfy tax withholding, a total of 3,711 shares were withheld/disposed (two withholding actions at $71.64/share): 1,283 shares ($91,914) and 2,428 shares ($173,942), leaving a net delivery of 136 shares to Burke. The withheld shares total approximately $265,856 in value. This was a vesting/settlement event rather than an open-market sale or purchase.

Key Details

• Transaction date: 2026-02-24; Form 4 filed 2026-02-26 (appears timely).
• Award: 3,847 PRSUs vested (each PRSU = 1 share). Price recorded for award = $0.00.
• Withholding: 1,283 shares and 2,428 shares withheld at $71.64/share to satisfy tax obligations (codes F). Total value withheld ≈ $265,856.
• Net shares received after withholding: 136 shares.
• Shares owned after transaction: not specified in this filing.
• Footnotes: PRSUs were performance-based for the period Jan 1, 2023–Dec 31, 2025 (vesting based on company performance). One withholding entry relates to the PRSU vest; the other relates to withholding on RSU vesting.

Context

• This filing reflects a routine equity award vesting and tax-withholding (cashless) mechanism — common for officers receiving RSUs/PRSUs. It is not an open-market sale signaling a directional bet by the insider.