Maribeth Nash Bearfield Form 3 BRIGHT HORIZONS FAMILY SOLUTIONS / Maribeth Nash Bearfield ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Bearfield Maribeth Nash

(Last) (First) (Middle)

C/O BRIGHT HORIZONS FAMILY SOLUTIONS INC

200 TALCOTT AVENUE

(Street)

WATERTOWN MA 02472

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/31/2019

3. Issuer Name and Ticker or Trading Symbol
BRIGHT HORIZONS FAMILY SOLUTIONS INC. [ BFAM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Human Resources Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	10,000(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option to Purchase Common Stock	(2)	01/25/2024	Common Stock	10,000	71.16	D
Option to Purchase Common Stock	(3)	02/23/2025	Common Stock	10,700	96.46	D
Option to Purchase Common Stock	(4)	02/25/2026	Common Stock	10,000	122.44	D

Explanation of Responses:

1. Represents restricted stock that vest 100% on January 25, 2020.

2. This option is eligible to vest as to 60% of the underlying shares on January 25, 2020 and thereafter, as to the remaining 40% of underlying shares, in two equal annual installments beginning on January 25, 2021.

3. This option is eligible to vest as to 60% of the underlying shares on February 23, 2021 and thereafter, as to the remaining 40% of underlying shares, in two equal annual installments beginning on February 23, 2022.

4. This option is eligible to vest as to 60% of the underlying shares on February 25, 2022 and thereafter, as to the remaining 40% of underlying shares, in two equal annual installments beginning on February 25, 2023.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ John Casagrande, as attorney in fact for Maribeth Bearfield	01/09/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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