SEC Filing | Bright Horizons Family Solutions

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SEC FORM 3 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

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

BRIGHT HORIZONS FAMILY SOLUTIONS INC.
POWER OF ATTORNEY

     Know all by these presents, that the undersigned hereby
constitutes and appoints each of Elizabeth Boland, John Casagrande,
Stephen Dreier and Elizabeth Larcano, signing singly, as the
undersigned's true and lawful attorney-in- fact to:

1.	execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer and/or director of Bright
Horizons Family Solutions Inc. (the "Company"), Forms 3, 4 and 5
in accordance with Section 16(a) of the Securities Exchange Act
of 1934, as amended (the "Act"), and the rules thereunder;

2.	do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and
execute any amendment or amendments thereto, and timely file
such form with the United States Securities and Exchange
Commission and any stock exchange or similar authority; and

3.	take any other action of any type whatsoever in connection with
the foregoing which, in the opinion of such attorney-in-fact,
may be of benefit to, in the best interest of, or legally
required by, the undersigned, it being understood that the
documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such
attorney-in-fact may approve in such attorney-in-fact's
discretion.

     The undersigned hereby grants to each such attorney-in-fact full
power and authority to do and perform any and every act and thing
whatsoever requisite, necessary or proper to be done in the exercise
of any of the rights and powers herein granted, as fully to all
intents and purposes as the undersigned might or could do if
personally present, with full power of substitution or revocation,
hereby ratifying and confirming all the acts such attorney-in-fact
shall lawfully do or cause to be done by virtue of this power of
attorney and the rights and powers herein granted. The undersigned
acknowledges that each of the foregoing attorneys-in-fact, in serving
in such capacity at the request of the undersigned, is not assuming
any of the undersigned's responsibilities to comply with Section 16
of the Act.

     This Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file Forms 3, 4 and 5
with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the
undersigned in a signed writing delivered to each of the foregoing
attorneys-in-fact.

     IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of the date set below.

Signed:		/s/ Maribeth Bearfield
	January 6, 2020
		Maribeth Bearfield				Date