BRIGHT HORIZONS FAMILY SOLUTIONS INC. — Director's Dealing 2014

Apr 1, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BRIGHT HORIZONS FAMILY SOLUTIONS INC. (BFAM)
CIK: 0001437578
Period of Report: 2014-03-28

Reporting Person: BAIN CAPITAL INVESTORS LLC (Director, 10% Owner)
Reporting Person: BCIP Associates III-B, LLC (10% Owner)
Reporting Person: BCIP T Associates III, LLC (10% Owner)
Reporting Person: BCIP T Associates III-B, LLC (10% Owner)
Reporting Person: BCIP Associates-G (10% Owner)
Reporting Person: Bain Capital Fund X LP (10% Owner)
Reporting Person: BCIP Associates III (10% Owner)
Reporting Person: BCIP Trust Associates III-B (10% Owner)
Reporting Person: BCIP Trust Associates III (10% Owner)
Reporting Person: Bain Capital Partners X, L.P. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-03-28	Common Stock	S	7724060	$36.3221	Disposed	34033737	Indirect

Footnotes

F1: Bain Capital Investors, LLC ("BCI") is the sole general partner of Bain Capital Partners X, L.P. ("BCP X"), which is the sole general partner of Bain Capital Fund X L.P. ("Fund X"). As a result, each of BCI and BCP X may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by Fund X. Each of BCI and BCP X disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On March 28, 2014, Fund X sold 7,639,622 shares of Common Stock. Following such sale, Fund X held 33,640,612 shares of Common Stock.

F2: BCI is also the managing partner of BCIP Associates III ("BCIPA III"), which is the manager of BCIP Associates III, LLC ("BCIP III"). As a result, each of BCI and BCIPA III may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIP III. Each of BCI and BCIPA III disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On March 28, 2014, BCIP III sold 48,158 shares of Common Stock. Following such sale, BCIP III held 236,151 shares of Common Stock.

F3: BCI is also the managing partner of BCIP Associates III-B ("BCIPA III-B"), which is the manager of BCIP Associates III-B, LLC ("BCIP III-B"). As a result, each of BCI and BCIPA III-B may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIP III-B. Each of BCI and BCIPA III-B disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On March 28, 2014, BCIP III-B sold 9,908 shares of Common Stock. Following such sale, BCIP III-B held 42,872 shares of Common Stock.

F4: BCI is also the managing partner of BCIP Trust Associates III ("BCIPTA III"), which is the manager of BCIP T Associates III, LLC ("BCIPT III"). As a result, each of BCI and BCIPTA III may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIPT III. Each of BCI and BCIPTA III disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On March 28, 2014, BCIPT III sold 23,699 shares of Common Stock. Following such sale, BCIPT III held 102,540 shares of Common Stock.

F5: BCI is also the managing partner of BCIP Trust Associates III-B ("BCIPTA III-B"), which is the manager of BCIP T Associates III-B, LLC ("BCIPT III-B"). As a result, each of BCI and BCIPTA III-B may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIPT III-B. Each of BCI and BCIPTA III-B disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On March 28, 2014, BCIPT III-B sold 1,642 shares of Common Stock. Following such sale, BCIPT III-B held 7,100 shares of Common Stock.

F6: BCI is also the managing partner of BCIP Associates-G ("BCIP G" and together with Fund X, BCIP III, BCIP III-B, BCIPT III and BCIPT III-B, the "Bain Entities"). As a result, BCI may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by BCIP G. BCI disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. On March 28, 2014, BCIP G sold 1,031 shares of Common Stock. Following such sale, BCIP G held 4,462 shares of Common Stock.