Item 2.02 Results of Operations and Financial Condition.

On January 26, 2023, Bread Financial Holdings, Inc. (the "Company") issued a press release regarding its results of operations for the fourth quarter and fiscal year ended December 31, 2022 (the "Q4 2022 Earnings Release"). A copy of the Q4 2022 Earnings Release is furnished as Exhibit 99.1 hereto.

Item 7.01 Regulation FD Disclosure.

In connection with the Q4 2022 Earnings Release, on January 26, 2023, the Company made available an investor presentation that may be used by the Company's senior management during meetings and calls with analysts, investors and other market participants, a copy of which is furnished as Exhibit 99.2 hereto and is posted on the Company's website at www.breadfinancial.com on the "Investors" page under "Events & Presentations." Information on the Company's website does not constitute a part of this Current Report on Form 8-K.

In addition, on January 26, 2023, the Company issued a press release announcing a multi-year co-brand credit card agreement with the New York Yankees. A copy of the press release announcing the Company's agreement with the New York Yankees is furnished as Exhibit 99.3 hereto.

Item 8.01 Other Events.

On January 26, 2023, the Company issued a press release announcing that the Board of Directors of the Company declared a quarterly cash dividend of $0.21 per share of common stock, payable on March 17, 2023 to stockholders of record at the close of business on February 10, 2023. A copy of the press release announcing the Company's quarterly dividend is attached as Exhibit 99.4 hereto.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Document Description



  99.1        Press Release dated January 26, 2023 announcing the Company's results of
              operations for the fourth quarter and fiscal year ended December 31,
              2022.

  99.2        Investor Presentation dated January 26, 2023.

  99.3        Press Release dated January 26, 2023 announcing the Company's agreement
              with the New York Yankees.

  99.4        Press Release dated January 26, 2023 announcing the Company's quarterly
              dividend.

104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document).

Note: Except for the information in Item 8.01 hereof (including Exhibit 99.4 hereto), the information contained in this report (including Exhibits 99.1, 99.2 and 99.3) shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

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