BRIGHT HORIZONS FAMILY SOLUTIONS INC.·4

Feb 26, 4:43 PM ET

Marshall Rosamund 4

4 · BRIGHT HORIZONS FAMILY SOLUTIONS INC. · Filed Feb 26, 2026

Research Summary

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Bright Horizons (BFAM) Managing Director Rosamund Receives Award, Withholds Shares

What Happened

  • Marshall Rosamund, Managing Director – International at Bright Horizons (BFAM), had performance-based and time-based restricted stock units vest on 2026-02-24. He was issued 2,623 shares upon settlement of PRSUs (award, acquired at $0). To satisfy tax withholding obligations, a total of 3,345 shares were withheld/disposed at $71.64 per share (1,181 shares = $84,607; 2,164 shares = $155,029), a combined value of about $239,636. These disposals were tax withholdings, not open-market sales.

Key Details

  • Transaction date: 2026-02-24; Form 4 filed 2026-02-26 (timely filing).
  • Award: 2,623 shares @ $0.00 (vesting/settlement of performance-based RSUs/PRSUs).
  • Withholdings (code F): 1,181 shares @ $71.64 = $84,607; 2,164 shares @ $71.64 = $155,029.
  • Shares owned after the transactions: not specified in the reported excerpt.
  • Footnotes:
    • F1: PRSUs vested based on Bright Horizons' performance for the 2023–2025 period; each PRSU converts to one share on vesting.
    • F2: Shares withheld to satisfy tax withholding on the vested PRSUs.
    • F3: Shares withheld to satisfy tax withholding on vested RSUs.
  • Filing timeliness: Form 4 was filed two days after the transactions (no late filing indicated).

Context

  • This was a vesting/settlement event (award) with shares withheld to meet tax obligations — effectively a cashless settlement for tax purposes, not an open-market sale that signals trading intent. Such withholding transactions are routine following vesting and are primarily administrative.

Insider Transaction Report

Form 4
Period: 2026-02-24
Marshall Rosamund
Managing Director - Intl.
Transactions
  • Award

    Common Stock

    [F1]
    2026-02-24+2,62323,804 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-24$71.64/sh1,181$84,60722,623 total
  • Tax Payment

    Common Stock

    [F3]
    2026-02-24$71.64/sh2,164$155,02920,459 total
Footnotes (3)
  • [F1]Represents the acquisition of shares of the Registrant's common stock upon the vesting of performance-based restricted stock units (PRSUs). The number of PRSUs was based on the Registrant's level of achievement of certain financial performance metrics for the performance period, which commenced on January 1, 2023 and ended on December 31, 2025. Each PRSU represents a contingent right to receive one share of Registrant common stock upon vesting and settlement.
  • [F2]Represents shares withheld to satisfy tax withholding obligations arising as a result of the vesting and settlement of the PRSUs described in footnote 1.
  • [F3]Represents shares withheld to satisfy tax withholding obligation arising upon the vesting of restricted stock units (RSU). Each RSU represents a right to receive one share of Registrant common stock upon vesting.
Signature
John Casagrande, attorney-in-fact for Rosamund Marshall|2026-02-26

Documents

2 files
  • 4
    primarydocument.xmlPrimary

    PRIMARY DOCUMENT

  • EX-24

    POWER OF ATTORNEY