SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Henry Danroy T SR

(Last) (First) (Middle)
C/O BRIGHT HORIZONS FAMILY SOLUTIONS INC
200 TALCOTT AVENUE SOUTH

(Street)
WATERTOWN MA 02472

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BRIGHT HORIZONS FAMILY SOLUTIONS INC. [ BFAM ]
5. 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
3. Date of Earliest Transaction (Month/Day/Year)
09/11/2013
4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/11/2013 M 2,252 A $2.56 9,210 D
Common Stock 09/11/2013 M 292 A $4.93 9,502 D
Common Stock 09/11/2013 M 17,676 A $12 27,178 D
Common Stock 09/11/2013 M 43,645 A $14.54 70,823 D
Common Stock 09/11/2013 S(1) 70,823 D $36.42(2) 0 D
Common Stock 09/12/2013 M 24,458 A $14.54 24,458 D
Common Stock 09/12/2013 M 8,601 A $14.54 33,059 D
Common Stock 09/12/2013 S(1) 33,059 D $36.87(3) 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option to purchase Common Stock $2.56 09/11/2013 M 2,252 05/28/2008 02/19/2014 Common Stock 2,252 $0 0 D
Option to purchase Common Stock $4.93 09/11/2013 M 292 05/28/2008 02/19/2014 Common Stock 292 $0 0 D
Option to purchase Common Stock $12 09/11/2013 M 17,676 (4) 09/02/2018 Common Stock 17,676 $0 0 D
Option to purchase Common Stock $14.54 09/11/2013 M 43,645 (5) 09/02/2018 Common Stock 43,645 $0 92,561 D
Option to purchase Common Stock $14.54 09/12/2013 M 33,059 (5) 09/02/2018 Common Stock 33,059 $0 59,502 D
Explanation of Responses:
1. The sales reported in this row were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 28, 2013.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.23 to $36.56, inclusive. The reporting person undertakes to provide Bright Horizons Family Solutions Inc., any security holder of Bright Horizons Family Solutions Inc., 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 range set forth in footnote (2) to this Form 4.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.83 to $37.00, inclusive. The reporting person undertakes to provide Bright Horizons Family Solutions Inc., any security holder of Bright Horizons Family Solutions Inc., 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 range set forth in footnote (3) to this Form 4.
4. On May 2, 2012, the reporting person received in exchange for an earlier grant an option to purchase 17,676 shares of the registrant's common stock subject to time and performance vesting criteria. The time and performance criteria have been met with respect to this award.
5. On May 2, 2012, the reporting person received in exchange for an earlier grant an option to purchase 136,206 shares of the registrant's common stock subject to time and performance vesting criteria. The time and performance criteria have been met with respect to this award.
/s/ John Casagrande, as attorney in fact for Danroy Henry, Sr. 09/13/2013
** 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 4 (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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