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Filing Details

Accession Number:: 0001181431-13-006093
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-02-01 16:28:21
Reporting Period:: 2013-01-11

Filing Date:: 2013-02-01
Accepted Time:: 2013-02-01 16:28:21
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1437578	Bright Horizons Family Solutions Inc.	BFAM	Services-Child Day Care Services (8351)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1193300	I Stephen Dreier	C/O Bright Horizons Family Solutions Inc 200 Talcott Avenue South Watertown MA 02472	Chief Administrative Officer	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2013-01-11	34,104	$0.00	38,529	No	4	J	Direct
Common Stock	Acquisiton	2013-01-30	2,500	$22.00	41,029	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	J	Direct
No	4	P	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Class L Common Stock	Disposition	2013-01-11	969	$0.00	34,104	$0.00
Common Stock	Option to purchase Common Stock	Acquisiton	2013-01-30	62,296	$0.00	62,296	$14.54
Common Stock	Option to purchase Common Stock	Acquisiton	2013-01-30	8,084	$0.00	8,084	$12.00
Common Stock	Option to purchase Common Stock	Acquisiton	2013-01-30	8,798	$0.00	8,798	$14.54
Common Stock	Option to purchase Common Stock	Acquisiton	2013-01-30	1,141	$0.00	1,141	$12.00

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0		No	4	J	Direct
124,592	2018-09-02	No	4	A	Direct
16,168	2018-09-02	No	4	A	Direct
17,596	2022-05-02	No	4	A	Direct
2,282	2022-05-02	No	4	A	Direct

Footnotes

On January 11, 2013, in connection with the Issuer's initial public offering, each share of the Issuer's Class L common stock was converted, in accordance with the terms of the Issuer's certificate of incorporation, into 35.1955 shares of common stock and had no expiration date. With respect to the reporting person, the conversion of the Class L common stock is exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 thereunder.
On May 2, 2012, the reporting person was granted an option to purchase 62,296 shares of common stock in connection with the Issuer's option exchange program. The option vests based upon time (in accordance with the vesting schedule that was applicable to the option award that was exchanged for this award in the option exchange program such that this option is time vested as to 49,836 shares with the remaining 12,460 shares eligible to time vest on May 28, 2013) and performance (change of control of the Issuer or an initial public offering of the Issuer's common stock) criteria. As a result of the consummation of the Issuer's initial public offering, the performance criteria was met with respect to all 62,296 shares of common stock subject to this option award, resulting in vesting of the option as to 49,836 shares and an additional 12,460 shares eligible to vest on May 28, 2013.
On May 2, 2012, the reporting person was granted an option to purchase 8,084 shares of common stock in connection with the Issuer's option exchange program. The option vests based upon time (in accordance with the vesting schedule that was applicable to the option award that was exchanged for this award in the option exchange program such that this option is time vested as to 6,467 shares with the remaining 1,617 shares eligible to time vest on May 28, 2013) and performance (change of control of the Issuer or an initial public offering of the Issuer's common stock) criteria. As a result of the consummation of the Issuer's initial public offering, the performance criteria was met with respect to all 8,084 shares of common stock subject to this option award, resulting in vesting of the option as to 6,467 shares and an additional 1,617 shares eligible to vest on May 28, 2013.
On May 2, 2012 the reporting person was granted an option to purchase 8,798 shares of common stock. The option vests based upon time (40% on May 2, 2014 and thereafter, as to the remaining 60%, three equal annual installments beginning on May 2, 2015) and performance (change of control of the Issuer or an initial public offering of the Issuer's common stock) criteria. As a result of the consummation of the Issuer's initial public offering, the performance criteria was met with respect to all 8,798 shares of common stock subject to this option award, resulting in the option becoming eligible to vest as to 40% of the underlying shares on May 2, 2014 and thereafter, as to the remaining 60% of the underlying shares, in three equal annual installments beginning on May 2, 2015.
On May 2, 2012 the reporting person was granted an option to purchase 1,141 shares of common stock. The option vests based upon time (40% on May 2, 2014 and thereafter, as to the remaining 60%, three equal annual installments beginning on May 2, 2015) and performance (change of control of the Issuer or an initial public offering of the Issuer's common stock) criteria. As a result of the consummation of the Issuer's initial public offering, the performance criteria was met with respect to all 1,141 shares of common stock subject to this option award, resulting in the option becoming eligible to vest as to 40% of the underlying shares on May 2, 2014 and thereafter, as to the remaining 60% of the underlying shares, in three equal annual installments beginning on May 2, 2015.