BFH

SEC source: 0001101215-18-000058 · edgar.xml · nonDerivative · entry 2

Miller Melisa A · CIK 0001529225 · EVP & Pres, Card Services

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 47,820

F1 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

F2 · balance_after: The total number of securities beneficially owned includes: (a) 27,978 unrestricted shares; (b) 602 unvested units from an award of 1,774 time-based restricted stock units granted 2/16/16; (c) 1,073 unvested units from an award of 3,158 performance-based restricted stock units granted 2/16/16; (d) 1,320 unvested units from an award of 1,969 time-based restricted stock units granted 2/15/17; (e) 1,839 unvested units from an award of 2,745 performance-based restricted stock units granted 2/15/17; (f) 3,938 unvested performance-based restricted stock units granted 2/15/17; (g) 1,579 unvested units from an award of 3,159 performance-based restricted stock units granted 2/15/17; (h) 1,897 unvested time-based restricted stock units granted 2/15/18; (i) 3,797 unvested performance-based restricted stock units granted 2/15/18; and (j) 3,797 unvested performance-based restricted stock units granted 2/15/18.

SEC source: 0001101215-18-000057 · edgar.xml · nonDerivative · entry 2

Kennedy Bryan J · CIK 0001454989 · EVP & President, Epsilon

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 123,949.177

F1 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

F2 · balance_after: The total number of securities beneficially owned includes: (a) 104,719.177 unrestricted shares; (b) 601 unvested units from an award of 1,769 time-based restricted stock units granted 2/16/16; (c) 1,071 unvested units from an award of 3,151 performance-based restricted stock units granted 2/16/16; (d) 1,291 unvested units from an award of 1,926 time-based restricted stock units granted 2/15/17; (e) 1,800 unvested units from an award of 2,687 performance-based restricted stock units granted 2/15/17; (f) 3,855 unvested performance-based restricted stock units granted 2/15/17; (g) 1,576 unvested units from an award of 3,153 performance-based restricted stock units granted 2/15/17; (h) 1,806 unvested time-based restricted stock units granted 2/15/18; (i) 3,615 unvested performance-based restricted stock units granted 2/15/18; and (j) 3,615 unvested performance-based restricted stock units granted 2/15/18.

SEC source: 0001101215-18-000056 · edgar.xml · nonDerivative · entry 2

HORN CHARLES L · CIK 0001326952 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 32,119

F1 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

F2 · balance_after: The total number of securities beneficially owned includes: (a) 16,035 unrestricted shares; (b) 486 unvested units from an award of 1,434 time-based restricted stock units granted 2/16/16; (c) 868 unvested units from an award of 2,553 performance-based restricted stock units granted 2/16/16; (d) 1,068 unvested units from an award of 1,593 time-based restricted stock units granted 2/15/17; (e) 1,488 unvested units from an award of 2,221 performance-based restricted stock units granted 2/15/17; (f) 3,186 unvested performance-based restricted stock units granted 2/15/17; (g) 1,276 unvested units from an award of 2,553 performance-based restricted stock units granted 2/15/17; (h) 1,542 unvested time-based restricted stock units granted 2/15/18; (i) 3,085 unvested performance-based restricted stock units granted 2/15/18; and (j) 3,085 unvested performance-based restricted stock units granted 2/15/18.

SEC source: 0001101215-18-000055 · edgar.xml · nonDerivative · entry 6

HEFFERNAN EDWARD J · CIK 0001158371 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 241,115

F1 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

F6 · balance_after: The total number of securities beneficially owned includes: (a) 182,230 unrestricted shares; (b) 1,708 unvested units from an award of 5,026 time-based restricted stock units granted 2/16/16; (c) 3,041 unvested units from an award of 8,947 performance-based restricted stock units granted 2/16/16; (d) 3,738 unvested units from an award of 5,578 time-based restricted stock units granted 2/15/17; (e) 5,210 unvested units from an award of 7,776 performance-based restricted stock units granted 2/15/17; (f) 11,155 unvested performance-based restricted stock units granted 2/15/17; (g) 4,473 unvested units from an award of 8,946 performance-based restricted stock units granted 2/15/17; (h) 5,912 unvested time-based restricted stock units granted 2/15/18; (i) 11,824 unvested performance-based restricted stock units granted 2/15/18; and (j) 11,824 unvested performance-based restricted stock units granted 2/15/18.

SEC source: 0001101215-18-000061 · edgar.xml · nonDerivative · entry 1

Santillan Laura · CIK 0001485473 · SVP, Chief Acctg. Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 22,322

F1 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

SEC source: 0001101215-18-000060 · edgar.xml · nonDerivative · entry 1

Pearson Bryan A · CIK 0001376988 · EVP & President, LoyaltyOne

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 24,466

F1 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

SEC source: 0001101215-18-000059 · edgar.xml · nonDerivative · entry 1

Motes Joseph L III · CIK 0001648042 · SVP, General Counsel & Secy

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7,523

F1 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

F2 · balance_after: The total number of securities beneficially owned includes: (a) 2,087 unrestricted shares; (b) 565 unvested units from an award of 1,661 time-based restricted stock units granted 8/17/15; (c) 143 unvested units from an award of 423 time-based restricted stock units granted 2/16/16; (d) 256 unvested units from an award of 755 performance-based restricted stock units granted 2/16/16; (e) 315 unvested units from an award of 470 time-based restricted stock units granted 2/15/17; (f) 439 unvested units from an award of 656 performance-based restricted stock units granted 2/15/17; (g) 941 unvested performance-based restricted stock units granted 2/15/17; (h) 376 unvested units from an award of 753 performance-based restricted stock units granted 2/15/17; (i) 479 unvested time-based restricted stock units granted 2/15/18; (j) 961 unvested performance-based restricted stock units granted 2/15/18; and (k) 961 unvested performance-based restricted stock units granted 2/15/18.

SEC source: 0001101215-18-000058 · edgar.xml · nonDerivative · entry 1

Miller Melisa A · CIK 0001529225 · EVP & Pres, Card Services

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,844

F1 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

SEC source: 0001101215-18-000057 · edgar.xml · nonDerivative · entry 1

Kennedy Bryan J · CIK 0001454989 · EVP & President, Epsilon

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 124,884.177

F1 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

SEC source: 0001101215-18-000056 · edgar.xml · nonDerivative · entry 1

HORN CHARLES L · CIK 0001326952 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 32,853

F1 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

SEC source: 0001101215-18-000055 · edgar.xml · nonDerivative · entry 5

HEFFERNAN EDWARD J · CIK 0001158371 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 243,668

F5 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $245.44 to $246.27, inclusive.

SEC source: 0001101215-18-000055 · edgar.xml · nonDerivative · entry 4

HEFFERNAN EDWARD J · CIK 0001158371 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 248,068

F4 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $244.44 to $245.42, inclusive.

SEC source: 0001101215-18-000055 · edgar.xml · nonDerivative · entry 3

HEFFERNAN EDWARD J · CIK 0001158371 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 260,069

F3 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $243.42 to $244.41, inclusive.

SEC source: 0001101215-18-000055 · edgar.xml · nonDerivative · entry 2

HEFFERNAN EDWARD J · CIK 0001158371 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 263,168

F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $242.36 to $243.31, inclusive. The reporting person undertakes to provide to Alliance Data Systems Corporation, any security holder of Alliance Data Systems Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2), (3), (4) and (5) to this Form 4.

SEC source: 0001101215-18-000055 · edgar.xml · nonDerivative · entry 1

HEFFERNAN EDWARD J · CIK 0001158371 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 264,668

F1 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

SEC source: 0001101215-18-000047 · edgar.xml · nonDerivative · entry 3

Santillan Laura · CIK 0001485473 · SVP, Chief Acctg. Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 22,474

F3 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

F4 · balance_after: The total number of securities beneficially owned includes: (a) 16,308 unrestricted shares; (b) 400 shares held in an IRA account; (c) 113 unvested units from an award of 331 time-based restricted stock units granted 2/17/15; (d) 452 unvested units from an award of 1,327 performance-based restricted stock units granted 2/17/15; (e) 274 unvested units from an award of 410 time-based restricted stock units granted 2/16/16; (f) 981 unvested units from an award of 1,464 performance-based restricted stock units granted 2/16/16; (g) 305 unvested units from an award of 455 time-based restricted stock units granted 2/15/17; (h) 853 unvested units from an award of 1,272 performance-based restricted stock units granted 2/15/17; (i) the new grant for 557 time-based restricted stock units; and (j) the new grant for 2,231 performance-based restricted stock units.

F5 · balance_after: Based on the Company's EBT performance in 2017, 69.7% of the original award of 1,824 performance-based restricted stock units granted 2/15/17, or 1,272 units, were earned. The restrictions will lapse with respect to 420 units on 2/15/19 and with respect to 433 units on 2/18/20, subject to continued employment by the Reporting Person on the remaining vesting dates.

SEC source: 0001101215-18-000047 · edgar.xml · nonDerivative · entry 2

Santillan Laura · CIK 0001485473 · SVP, Chief Acctg. Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 23,165

F2 · kind: The new grant is for 2,231 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 33% of such shares on each of 2/15/19 and 2/18/20 and with respect to 34% of such shares on 2/16/21 contingent on meeting an EBT metric for 2018 and subject to continued employment by the Reporting Person on the vesting dates.

F2 · price: The new grant is for 2,231 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 33% of such shares on each of 2/15/19 and 2/18/20 and with respect to 34% of such shares on 2/16/21 contingent on meeting an EBT metric for 2018 and subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000047 · edgar.xml · nonDerivative · entry 1

Santillan Laura · CIK 0001485473 · SVP, Chief Acctg. Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,934

F1 · kind: The new grant is for 557 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 183 units on 2/15/19, on 184 units on 2/18/20 and on 190 units on 2/16/21, subject to continued employment by the Reporting Person on the vesting dates.

F1 · price: The new grant is for 557 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 183 units on 2/15/19, on 184 units on 2/18/20 and on 190 units on 2/16/21, subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000046 · edgar.xml · nonDerivative · entry 5

Pearson Bryan A · CIK 0001376988 · EVP & President, LoyaltyOne

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 25,366

F5 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

F6 · balance_after: The total number of securities beneficially owned includes: (a) 1,487 unrestricted shares; (b) 499 unvested units from an award of 1,465 time-based restricted stock units granted 2/17/15; (c) 1,994 unvested units from an award of 5,864 performance-based restricted stock units granted 2/17/15; (d) 1,226 unvested units from an award of 1,830 time-based restricted stock units granted 2/16/16; (e) 2,183 unvested units from an award of 3,259 performance-based restricted stock units granted 2/16/16; (f) 1,335 unvested units from an award of 1,992 time-based restricted stock units granted 2/15/17; (g) 1,861 unvested units from an award of 2,778 performance-based restricted stock units granted 2/15/17; (h) 3,985 unvested performance-based restricted stock units granted 2/15/17; (i) 1,629 unvested units from an award of 3,258 performance-based restricted stock units granted 2/15/17; (j) the new grant for 1,833 time-based restricted stock units;

F7 · balance_after: Based on the Company's EBT performance in 2017, 69.7% of the original award of 3,985 performance-based restricted stock units granted 2/15/17, or 2,778 units, were earned. The restrictions will lapse with respect to 917 units on 2/15/19 and with respect to 944 units on 2/18/20, subject to continued employment by the Reporting Person on the remaining vesting dates.

SEC source: 0001101215-18-000046 · edgar.xml · nonDerivative · entry 4

Pearson Bryan A · CIK 0001376988 · EVP & President, LoyaltyOne

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 28,289

F4 · kind: Based on the Company's EBT performance in 2017, 150% of the original award of 2,172 performance-based restricted stock units granted 2/15/17 were earned, resulting in an additional 1,086 units, for a total of 3,258 units. The restrictions will lapse with respect to 1,629 units on 2/15/19, subject to continued employment by the Reporting Person on the remaining vesting dates.

F4 · price: Based on the Company's EBT performance in 2017, 150% of the original award of 2,172 performance-based restricted stock units granted 2/15/17 were earned, resulting in an additional 1,086 units, for a total of 3,258 units. The restrictions will lapse with respect to 1,629 units on 2/15/19, subject to continued employment by the Reporting Person on the remaining vesting dates.

SEC source: 0001101215-18-000046 · edgar.xml · nonDerivative · entry 3

Pearson Bryan A · CIK 0001376988 · EVP & President, LoyaltyOne

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 27,203

F3 · kind: The new grant is for 3,667 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 100% of such shares on 2/18/20 contingent on meeting a relative total shareholder return metric for 2018 and 2019 and subject to continued employment by the Reporting Person on the vesting dates.

F3 · price: The new grant is for 3,667 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 100% of such shares on 2/18/20 contingent on meeting a relative total shareholder return metric for 2018 and 2019 and subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000046 · edgar.xml · nonDerivative · entry 2

Pearson Bryan A · CIK 0001376988 · EVP & President, LoyaltyOne

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 23,536

F2 · kind: The new grant is for 3,667 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 33% of such shares on each of 2/15/19 and 2/18/20 and with respect to 34% of such shares on 2/16/21 contingent on meeting an EBT metric for 2018 and subject to continued employment by the Reporting Person on the vesting dates.

F2 · price: The new grant is for 3,667 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 33% of such shares on each of 2/15/19 and 2/18/20 and with respect to 34% of such shares on 2/16/21 contingent on meeting an EBT metric for 2018 and subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000046 · edgar.xml · nonDerivative · entry 1

Pearson Bryan A · CIK 0001376988 · EVP & President, LoyaltyOne

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 19,869

F1 · kind: The new grant is for 1,833 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 604 units on 2/15/19, on 605 units on 2/18/20 and on 624 units on 2/16/21, subject to continued employment by the Reporting Person on the vesting dates.

F1 · price: The new grant is for 1,833 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 604 units on 2/15/19, on 605 units on 2/18/20 and on 624 units on 2/16/21, subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000045 · edgar.xml · nonDerivative · entry 5

Motes Joseph L III · CIK 0001648042 · SVP, General Counsel & Secy

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7,619

F5 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

F6 · balance_after: The total number of securities beneficially owned includes: (a) 1,793 unrestricted shares; (b) 565 unvested units from an award of 1,661 time-based restricted stock units granted 8/17/15; (c) 283 unvested units from an award of 423 time-based restricted stock units granted 2/16/16; (d) 506 unvested units from an award of 755 performance-based restricted stock units granted 2/16/16; (e) 315 unvested units from an award of 470 time-based restricted stock units granted 2/15/17; (f) 439 unvested units from an award of 656 performance-based restricted stock units granted 2/15/17; (g) 941 unvested performance-based restricted stock units granted 2/15/17; (h) 376 unvested units from an award of 753 performance-based restricted stock units granted 2/15/17; (i) the new grant for 479 time-based restricted stock units; (j) the new grant for 961 performance-based restricted stock units; and (k) the new grant for 961 performance-based restricted stock units.

F7 · balance_after: Based on the Company's EBT performance in 2017, 69.7% of the original award of 941 performance-based restricted stock units granted 2/15/17, or 656 units, were earned. The restrictions will lapse with respect to 217 units on 2/15/19 and with respect to 222 units on 2/18/20, subject to continued employment by the Reporting Person on the remaining vesting dates.

SEC source: 0001101215-18-000045 · edgar.xml · nonDerivative · entry 4

Motes Joseph L III · CIK 0001648042 · SVP, General Counsel & Secy

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 8,087

F4 · kind: Based on the Company's EBT performance in 2017, 150% of the original award of 502 performance-based restricted stock units granted 2/15/17 were earned, resulting in an additional 251 units, for a total of 753 units. The restrictions will lapse with respect to 376 units on 2/15/19, subject to continued employment by the Reporting Person on the remaining vesting dates.

F4 · price: Based on the Company's EBT performance in 2017, 150% of the original award of 502 performance-based restricted stock units granted 2/15/17 were earned, resulting in an additional 251 units, for a total of 753 units. The restrictions will lapse with respect to 376 units on 2/15/19, subject to continued employment by the Reporting Person on the remaining vesting dates.

SEC source: 0001101215-18-000045 · edgar.xml · nonDerivative · entry 3

Motes Joseph L III · CIK 0001648042 · SVP, General Counsel & Secy

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 7,836

F3 · kind: The new grant is for 961 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 100% of such shares on 2/18/20 contingent on meeting a relative total shareholder return metric for 2018 and 2019 and subject to continued employment by the Reporting Person on the vesting dates.

F3 · price: The new grant is for 961 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 100% of such shares on 2/18/20 contingent on meeting a relative total shareholder return metric for 2018 and 2019 and subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000045 · edgar.xml · nonDerivative · entry 2

Motes Joseph L III · CIK 0001648042 · SVP, General Counsel & Secy

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,875

F2 · kind: The new grant is for 961 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 33% of such shares on each of 2/15/19 and 2/18/20 and with respect to 34% of such shares on 2/16/21 contingent on meeting an EBT metric for 2018 and subject to continued employment by the Reporting Person on the vesting dates.

F2 · price: The new grant is for 961 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 33% of such shares on each of 2/15/19 and 2/18/20 and with respect to 34% of such shares on 2/16/21 contingent on meeting an EBT metric for 2018 and subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000045 · edgar.xml · nonDerivative · entry 1

Motes Joseph L III · CIK 0001648042 · SVP, General Counsel & Secy

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,914

F1 · kind: The new grant is for 479 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 158 units on each of 2/15/19 and 2/18/20 and on 163 units on 2/16/21, subject to continued employment by the Reporting Person on the vesting dates.

F1 · price: The new grant is for 479 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 158 units on each of 2/15/19 and 2/18/20 and on 163 units on 2/16/21, subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000044 · edgar.xml · nonDerivative · entry 5

Miller Melisa A · CIK 0001529225 · EVP & Pres, Card Services

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 49,584

F5 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

F6 · balance_after: The total number of securities beneficially owned includes: (a) 25,858 unrestricted shares; (b) 451 unvested units from an award of 1,326 time-based restricted stock units granted 2/17/15; (c) 1,804 unvested units from an award of 5,305 performance-based restricted stock units granted 2/17/15; (d) 1,188 unvested units from an award of 1,774 time-based restricted stock units granted 2/16/16; (e) 2,116 unvested units from an award of 3,158 performance-based restricted stock units granted 2/16/16; (f) 1,320 unvested units from an award of 1,969 time-based restricted stock units granted 2/15/17; (g) 1,839 unvested units from an award of 2,745 performance-based restricted stock units granted 2/15/17; (h) 3,938 unvested performance-based restricted stock units granted 2/15/17; (i) 1,579 unvested units from an award of 3,159 performance-based restricted stock units granted 2/15/17; (j) the new grant for 1,897 time-based restricted stock units;

F7 · balance_after: Based on the Company's EBT performance in 2017, 69.7% of the original award of 3,938 performance-based restricted stock units granted 2/15/17, or 2,745 units, were earned. The restrictions will lapse with respect to 907 units on 2/15/19 and with respect to 932 units on 2/18/20, subject to continued employment by the Reporting Person on the remaining vesting dates.

SEC source: 0001101215-18-000044 · edgar.xml · nonDerivative · entry 4

Miller Melisa A · CIK 0001529225 · EVP & Pres, Card Services

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 52,021

F4 · kind: Based on the Company's EBT performance in 2017, 150% of the original award of 2,106 performance-based restricted stock units granted 2/15/17 were earned, resulting in an additional 1,053 units, for a total of 3,159 units. The restrictions will lapse with respect to 1,579 units on 2/15/19, subject to continued employment by the Reporting Person on the remaining vesting dates.

F4 · price: Based on the Company's EBT performance in 2017, 150% of the original award of 2,106 performance-based restricted stock units granted 2/15/17 were earned, resulting in an additional 1,053 units, for a total of 3,159 units. The restrictions will lapse with respect to 1,579 units on 2/15/19, subject to continued employment by the Reporting Person on the remaining vesting dates.

SEC source: 0001101215-18-000044 · edgar.xml · nonDerivative · entry 3

Miller Melisa A · CIK 0001529225 · EVP & Pres, Card Services

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 50,968

F3 · kind: The new grant is for 3,797 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 100% of such shares on 2/18/20 contingent on meeting a relative total shareholder return metric for 2018 and 2019 and subject to continued employment by the Reporting Person on the vesting dates.

F3 · price: The new grant is for 3,797 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 100% of such shares on 2/18/20 contingent on meeting a relative total shareholder return metric for 2018 and 2019 and subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000044 · edgar.xml · nonDerivative · entry 2

Miller Melisa A · CIK 0001529225 · EVP & Pres, Card Services

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 47,171

F2 · kind: The new grant is for 3,797 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 33% of such shares on each of 2/15/19 and 2/18/20 and with respect to 34% of such shares on 2/16/21 contingent on meeting an EBT metric for 2018 and subject to continued employment by the Reporting Person on the vesting dates.

F2 · price: The new grant is for 3,797 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 33% of such shares on each of 2/15/19 and 2/18/20 and with respect to 34% of such shares on 2/16/21 contingent on meeting an EBT metric for 2018 and subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000044 · edgar.xml · nonDerivative · entry 1

Miller Melisa A · CIK 0001529225 · EVP & Pres, Card Services

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 43,374

F1 · kind: The new grant is for 1,897 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 626 units on each of 2/15/19 and 2/18/20 and on 645 units on 2/16/21, subject to continued employment by the Reporting Person on the vesting dates.

F1 · price: The new grant is for 1,897 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 626 units on each of 2/15/19 and 2/18/20 and on 645 units on 2/16/21, subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000043 · edgar.xml · nonDerivative · entry 5

Kennedy Bryan J · CIK 0001454989 · EVP & President, Epsilon

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 125,524.177

F5 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

F6 · balance_after: The total number of securities beneficially owned includes: (a) 102,296.177 unrestricted shares; (b) 475 unvested units from an award of 1,396 time-based restricted stock units granted 2/17/15; (c) 1,899 unvested units from an award of 5,584 performance-based restricted stock units granted 2/17/15; (d) 1,185 unvested units from an award of 1,769 time-based restricted stock units granted 2/16/16; (e) 2,111 unvested units from an award of 3,151 performance-based restricted stock units granted 2/16/16; (f) 1,291 unvested units from an award of 1,926 time-based restricted stock units granted 2/15/17; (g) 1,800 unvested units from an award of 2,687 performance-based restricted stock units granted 2/15/17; (h) 3,855 unvested performance-based restricted stock units granted 2/15/17; (i) 1,576 unvested units from an award of 3,153 performance-based restricted stock units granted 2/15/17; (j) the new grant for 1,806 time-based restricted stock units;

F7 · balance_after: Based on the Company's EBT performance in 2017, 69.7% of the original award of 3,855 performance-based restricted stock units granted 2/15/17, or 2,687 units, were earned. The restrictions will lapse with respect to 887 units on 2/15/19 and with respect to 913 units on 2/18/20, subject to continued employment by the Reporting Person on the remaining vesting dates.

SEC source: 0001101215-18-000043 · edgar.xml · nonDerivative · entry 4

Kennedy Bryan J · CIK 0001454989 · EVP & President, Epsilon

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 127,774.177

F4 · kind: Based on the Company's EBT performance in 2017, 150% of the original award of 2,102 performance-based restricted stock units granted 2/15/17 were earned, resulting in an additional 1,051 units, for a total of 3,153 units. The restrictions will lapse with respect to 1,576 units on 2/15/19, subject to continued employment by the Reporting Person on the remaining vesting dates.

F4 · price: Based on the Company's EBT performance in 2017, 150% of the original award of 2,102 performance-based restricted stock units granted 2/15/17 were earned, resulting in an additional 1,051 units, for a total of 3,153 units. The restrictions will lapse with respect to 1,576 units on 2/15/19, subject to continued employment by the Reporting Person on the remaining vesting dates.

SEC source: 0001101215-18-000043 · edgar.xml · nonDerivative · entry 3

Kennedy Bryan J · CIK 0001454989 · EVP & President, Epsilon

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 126,723.177

F3 · kind: The new grant is for 3,615 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 100% of such shares on 2/18/20 contingent on meeting a relative total shareholder return metric for 2018 and 2019 and subject to continued employment by the Reporting Person on the vesting dates.

F3 · price: The new grant is for 3,615 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 100% of such shares on 2/18/20 contingent on meeting a relative total shareholder return metric for 2018 and 2019 and subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000043 · edgar.xml · nonDerivative · entry 2

Kennedy Bryan J · CIK 0001454989 · EVP & President, Epsilon

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 123,108.177

F2 · kind: The new grant is for 3,615 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 33% of such shares on each of 2/15/19 and 2/18/20 and with respect to 34% of such shares on 2/16/21 contingent on meeting an EBT metric for 2018 and subject to continued employment by the Reporting Person on the vesting dates.

F2 · price: The new grant is for 3,615 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 33% of such shares on each of 2/15/19 and 2/18/20 and with respect to 34% of such shares on 2/16/21 contingent on meeting an EBT metric for 2018 and subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000043 · edgar.xml · nonDerivative · entry 1

Kennedy Bryan J · CIK 0001454989 · EVP & President, Epsilon

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 119,493.177

F1 · kind: The new grant is for 1,806 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 595 units on 2/15/19, on 596 units on 2/18/20 and on 615 units on 2/16/21, subject to continued employment by the Reporting Person on the vesting dates.

F1 · price: The new grant is for 1,806 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 595 units on 2/15/19, on 596 units on 2/18/20 and on 615 units on 2/16/21, subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000042 · edgar.xml · nonDerivative · entry 5

HORN CHARLES L · CIK 0001326952 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 33,372

F5 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

F6 · balance_after: The total number of securities beneficially owned includes: (a) 14,107 unrestricted shares; (b) 373 unvested units from an award of 1,095 time-based restricted stock units granted 2/17/15; (c) 1,491 unvested units from an award of 4,384 performance-based restricted stock units granted 2/17/15; (d) 960 unvested units from an award of 1,434 time-based restricted stock units granted 2/16/16; (e) 1,711 unvested units from an award of 2,553 performance-based restricted stock units granted 2/16/16; (f) 1,068 unvested units from an award of 1,593 time-based restricted stock units granted 2/15/17; (g) 1,488 unvested units from an award of 2,221 performance-based restricted stock units granted 2/15/17; (h) 3,186 unvested performance-based restricted stock units granted 2/15/17; (i) 1,276 unvested units from an award of 2,553 performance-based restricted stock units granted 2/15/17; (j) the new grant for 1,542 time-based restricted stock units;

F7 · balance_after: Based on the Company's EBT performance in 2017, 69.7% of the original award of 3,186 performance-based restricted stock units granted 2/15/17, or 2,221 units, were earned. The restrictions will lapse with respect to 733 units on 2/15/19 and with respect to 755 units on 2/18/20, subject to continued employment by the Reporting Person on the remaining vesting dates.

SEC source: 0001101215-18-000042 · edgar.xml · nonDerivative · entry 4

HORN CHARLES L · CIK 0001326952 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 35,043

F4 · kind: Based on the Company's EBT performance in 2017, 150% of the original award of 1,702 performance-based restricted stock units granted 2/15/17 were earned, resulting in an additional 851 units, for a total of 2,553 units. The restrictions will lapse with respect to 1,276 units on 2/15/19, subject to continued employment by the Reporting Person on the remaining vesting dates.

F4 · price: Based on the Company's EBT performance in 2017, 150% of the original award of 1,702 performance-based restricted stock units granted 2/15/17 were earned, resulting in an additional 851 units, for a total of 2,553 units. The restrictions will lapse with respect to 1,276 units on 2/15/19, subject to continued employment by the Reporting Person on the remaining vesting dates.

SEC source: 0001101215-18-000042 · edgar.xml · nonDerivative · entry 3

HORN CHARLES L · CIK 0001326952 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 34,192

F3 · kind: The new grant is for 3,085 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 100% of such shares on 2/18/20 contingent on meeting a relative total shareholder return metric for 2018 and 2019 and subject to continued employment by the Reporting Person on the vesting dates.

F3 · price: The new grant is for 3,085 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 100% of such shares on 2/18/20 contingent on meeting a relative total shareholder return metric for 2018 and 2019 and subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000042 · edgar.xml · nonDerivative · entry 2

HORN CHARLES L · CIK 0001326952 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,107

F2 · kind: The new grant is for 3,085 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 33% of such shares on each of 2/15/19 and 2/18/20 and with respect to 34% of such shares on 2/16/21 contingent on meeting an EBT metric for 2018 and subject to continued employment by the Reporting Person on the vesting dates.

F2 · price: The new grant is for 3,085 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 33% of such shares on each of 2/15/19 and 2/18/20 and with respect to 34% of such shares on 2/16/21 contingent on meeting an EBT metric for 2018 and subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000042 · edgar.xml · nonDerivative · entry 1

HORN CHARLES L · CIK 0001326952 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 28,022

F1 · kind: The new grant is for 1,542 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 508 units on 2/15/19, on 509 units on 2/18/20 and on 525 units on 2/16/21, subject to continued employment by the Reporting Person on the vesting dates.

F1 · price: The new grant is for 1,542 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 508 units on 2/15/19, on 509 units on 2/18/20 and on 525 units on 2/16/21, subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000041 · edgar.xml · nonDerivative · entry 5

HEFFERNAN EDWARD J · CIK 0001158371 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 266,484

F5 · kind: Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.

F6 · balance_after: The total number of securities beneficially owned includes: (a) 196,502 unrestricted shares; (b) 1,297 unvested units from an award of 3,814 time-based restricted stock units granted 2/17/15; (c) 5,188 unvested units from an award of 15,257 performance-based restricted stock units granted 2/17/15; (d) 3,367 unvested units from an award of 5,026 time-based restricted stock units granted 2/16/16; (e) 5,994 unvested units from an award of 8,947 performance-based restricted stock units granted 2/16/16; (f) 3,738 unvested units from an award of 5,578 time-based restricted stock units granted 2/15/17; (g) 5,210 unvested units from an award of 7,776 performance-based restricted stock units granted 2/15/17; (h) 11,155 unvested performance-based restricted stock units granted 2/15/17; (i) 4,473 unvested units from an award of 8,946 performance-based restricted stock units granted 2/15/17; (j) the new grant for 5,912 time-based restricted stock units;

F7 · balance_after: Based on the Company's EBT performance in 2017, 69.7% of the original award of 11,155 performance-based restricted stock units granted 2/15/17, or 7,776 units, were earned. The restrictions will lapse with respect to 2,566 units on 2/15/19 and with respect to 2,644 units on 2/18/20, subject to continued employment by the Reporting Person on the remaining vesting dates.

SEC source: 0001101215-18-000041 · edgar.xml · nonDerivative · entry 4

HEFFERNAN EDWARD J · CIK 0001158371 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 272,744

F4 · kind: Based on the Company's EBT performance in 2017, 150% of the original award of 5,964 performance-based restricted stock units granted 2/15/17 were earned, resulting in an additional 2,982 units, for a total of 8,946 units. The restrictions will lapse with respect to 4,473 units on 2/15/19, subject to continued employment by the Reporting Person on the remaining vesting dates.

F4 · price: Based on the Company's EBT performance in 2017, 150% of the original award of 5,964 performance-based restricted stock units granted 2/15/17 were earned, resulting in an additional 2,982 units, for a total of 8,946 units. The restrictions will lapse with respect to 4,473 units on 2/15/19, subject to continued employment by the Reporting Person on the remaining vesting dates.

SEC source: 0001101215-18-000041 · edgar.xml · nonDerivative · entry 3

HEFFERNAN EDWARD J · CIK 0001158371 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 269,762

F3 · kind: The new grant is for 11,824 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 100% of such shares on 2/18/20 contingent on meeting a relative total shareholder return metric for 2018 and 2019 and subject to continued employment by the Reporting Person on the vesting dates.

F3 · price: The new grant is for 11,824 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 100% of such shares on 2/18/20 contingent on meeting a relative total shareholder return metric for 2018 and 2019 and subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000041 · edgar.xml · nonDerivative · entry 2

HEFFERNAN EDWARD J · CIK 0001158371 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 257,938

F2 · kind: The new grant is for 11,824 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 33% of such shares on each of 2/15/19 and 2/18/20 and with respect to 34% of such shares on 2/16/21 contingent on meeting an EBT metric for 2018 and subject to continued employment by the Reporting Person on the vesting dates.

F2 · price: The new grant is for 11,824 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 33% of such shares on each of 2/15/19 and 2/18/20 and with respect to 34% of such shares on 2/16/21 contingent on meeting an EBT metric for 2018 and subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-18-000041 · edgar.xml · nonDerivative · entry 1

HEFFERNAN EDWARD J · CIK 0001158371 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 246,114

F1 · kind: The new grant is for 5,912 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 1,950 units on 2/15/19, on 1,951 units on 2/18/20 and on 2,011 units on 2/16/21, subject to continued employment by the Reporting Person on the vesting dates.

F1 · price: The new grant is for 5,912 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 1,950 units on 2/15/19, on 1,951 units on 2/18/20 and on 2,011 units on 2/16/21, subject to continued employment by the Reporting Person on the vesting dates.

SEC source: 0001101215-17-000238 · edgar.xml · nonDerivative · entry 1

HORN CHARLES L · CIK 0001326952 · EVP & Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 28,188

F1 · kind: The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on November 2, 2017.

F2 · balance_after: The total number of securities beneficially owned includes: (a) 13,986 unrestricted shares; (b) 373 unvested units from an award of 1,095 time-based restricted stock units granted 2/17/15; (c) 1,491 unvested units from an award of 4,384 performance-based restricted stock units granted 2/17/15; (d) 960 unvested units from an award of 1,434 time-based restricted stock units granted 2/16/16; (e) 1,711 unvested units from an award of 2,553 performance-based restricted stock units granted 2/16/16; (f) 1,593 unvested time-based restricted stock units granted 2/15/17; (g) 3,186 unvested performance-based restricted stock units granted 2/15/17; (h) 3,186 unvested performance-based restricted stock units granted 2/15/17; and (i) 1,702 unvested performance-based restricted stock units granted 2/15/17.

SEC source: 0001101215-18-000024 · edgar.xml · nonDerivative · entry 1

HEFFERNAN EDWARD J · CIK 0001158371 · Director · President and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 240,202

F1 · balance_after: The total number of securities beneficially owned includes: (a) 190,504 unrestricted shares; (b) 1,297 unvested units from an award of 3,814 time-based restricted stock units granted 2/17/15; (c) 5,188 unvested units from an award of 15,257 performance-based restricted stock units granted 2/17/15; (d) 3,367 unvested units from an award of 5,026 time-based restricted stock units granted 2/16/16; (e) 5,994 unvested units from an award of 8,947 performance-based restricted stock units granted 2/16/16; (f) 5,578 unvested time-based restricted stock units granted 2/15/17; (g) 11,155 unvested performance-based restricted stock units granted 2/15/17; (h) 11,155 unvested performance-based restricted stock units granted 2/15/17; and (i) 5,964 unvested performance-based restricted stock units granted 2/15/17.