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^*

BROWN ROGER H

(Last)

(First)

(Middle)

C/O BRIGHT HORIZONS FAMILY SOLUTIONS INC

200 TALCOTT AVENUE SOUTH

(Street)

WATERTOWN

02472

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/24/2013

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)

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

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	34,712	I	By Roger H. Brown Trust
Common Stock	177,103	I	By Linda A. Mason Trust

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	05/28/2008	02/19/2014	Common Stock	71,165	2.56	D
Option to Purchase Common Stock	05/28/2008	02/19/2014	Common Stock	9,235	4.93	D
Option to Purchase Common Stock	⁽¹⁾	09/02/2018	Common Stock	8,622	14.54	D
Option to Purchase Common Stock	⁽¹⁾	09/02/2018	Common Stock	1,119	12	D
Option to Purchase Common Stock	05/28/2008	02/19/2014	Common Stock	7,320	2.56	I	By Spouse
Option to Purchase Common Stock	05/28/2008	02/19/2014	Common Stock	950	4.93	I	By Spouse
Option to Purchase Common Stock	⁽²⁾	09/02/2018	Common Stock	28,684	14.54	I	By Spouse
Option to Purchase Common Stock	⁽²⁾	09/02/2018	Common Stock	3,722	12	I	By Spouse
Option to Purchase Common Stock	04/04/2012	04/04/2022	Common Stock	4,540	14.54	I	By Spouse
Option to Purchase Common Stock	04/04/2012	04/04/2022	Common Stock	589	12	I	By Spouse

Explanation of Responses:

1. The option to purchase 8,622 shares of common stock is vested as to 6,898 shares and the option to purchase 1,119 shares of common stock is vested as to 895 shares. The remaining portion of each option award is eligible to vest and become exercisable on May 28, 2013.

2. The option to purchase 28,684 shares of common stock is vested as to 22,947 shares and the option to purchase 3,722 shares of common stock is vested as to 2,977 shares. The remaining portion of each option award is eligible to vest and become exercisable on May 28, 2013.

Remarks:

Exhibit List Exhibit 24 - Power of Attorney

	/s/ John Casagrande, attorney-in-fact for Roger Brown, Jr.	01/24/2013
	** 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.

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                                POWER OF ATTORNEY

        Know all by these presents, that the undersigned hereby constitutes and
appoints each of David Lissy, Elizabeth Boland, John Casagrande and Stephen
Dreier, 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 such Form 3, 4 or 5 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 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 October 22, 2012.

                            By:           /s/ Roger Brown
                                        ----------------------------------------

                            Print Name:   Roger Brown
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