Statement of Changes in Beneficial Ownership (4)
16 Juin 2023 - 1:26AM
Edgar (US Regulatory)
FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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
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Fogel Marie |
2. Issuer Name and Ticker or Trading Symbol
VINCE HOLDING CORP.
[
VNCE
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) See Remarks |
(Last)
(First)
(Middle)
C/O VINCE HOLDING CORP., 500 FIFTH AVENUE 20TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/3/2023 |
(Street)
NEW YORK, NY 10110 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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(City)
(State)
(Zip)
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Rule 10b5-1(c) Transaction Indication
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to
satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 6/3/2023 | | F | | 1112 (1) | D | $5.18 | 40442 | D | |
Common Stock | 6/13/2023 | | S(2) | | 400 | D | $4.56 (3) | 40042 | D | |
Common Stock | 6/14/2023 | | S(2) | | 1000 | D | $3.72 (4) | 39042 | D | |
Common Stock | 6/15/2023 | | S(2) | | 228 | D | $3.64 (5) | 38814 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Explanation of Responses: |
(1) | Represents shares withheld by Vince Holding Corp. to satisfy tax witholding obligations on the vesting of restricted stock units previously granted to the Reporting Person. This transaction is inadvertently filed late. |
(2) | These shares of common stock of Vince Holding Corp. were sold pursuant to a Rule 10b5-1 trading plan to satisfy tax witholding obligations in connection with the vesting of restricted stock units previously granted to the Reporting Person. |
(3) | The trade was entered into on June 13, 2023. The sale price represents the weighted average sale price for multiple transactions reported on this line. The
prices of the transactions ranged from $4.50 to $4.65. Upon request of the staff of the Securities and Exchange Commission, the Company or a stockholder of
the Company, the Reporting Person will provide full information regarding the number of shares sold at each separate price. |
(4) | The trade was entered into on June 14, 2023. The sale price represents the weighted average sale price for multiple transactions reported on this line. The
prices of the transactions ranged from $3.42 to $4.51. Upon request of the staff of the Securities and Exchange Commission, the Company or a stockholder of
the Company, the Reporting Person will provide full information regarding the number of shares sold at each separate price. |
(5) | The trade was entered into on June 15, 2023. The sale price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $3.56 to $3.70. Upon request of the staff of the Securities and Exchange Commission, the Company or a stockholder of the Company, the Reporting Person will provide full information regarding the number of shares sold at each separate price. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Fogel Marie C/O VINCE HOLDING CORP. 500 FIFTH AVENUE 20TH FLOOR NEW YORK, NY 10110 |
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| See Remarks |
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Signatures
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/s/ Akiko Okuma, by Power of Attorney | | 6/15/2023 |
**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). |
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 control number. |
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