Vera Bradley SEC Filings

Vera Bradley, Inc. (VRA) – Form 4 insider filing

Director Ian Bickley reported the award of 233,463 common shares on 07/03/2025, coded “A” for an acquisition. The filing notes the shares are restricted stock units (RSUs) subject to vesting and forfeiture; no cash consideration was paid (price $0). After the grant, Bickley’s direct beneficial ownership stands at 327,091 common shares. No derivative securities were involved and no sales were disclosed. The transaction was filed individually and does not alter any other insider’s position.

Vera Bradley CFO Martin Layding reported significant insider trading activity on June 12, 2025. Key details of the transaction include:

• Acquired 414,439 restricted stock units (RSUs) at a price of $1.87 per unit
• These RSUs are subject to vesting conditions and potential forfeiture
• Additionally owns 250 shares indirectly through the Layding Family Trust, benefiting the reporting person and his wife

The Form 4 filing, signed by attorney-in-fact Alyson Bohren on June 26, 2025, indicates a significant equity-based compensation grant to the CFO. This type of award typically serves as a long-term incentive and aligns executive interests with shareholders. The transaction was reported within the required SEC disclosure timeframe.

Vera Bradley has filed a Form 3 (Initial Statement of Beneficial Ownership) disclosing the appointment of Martin Layding as Chief Financial Officer, effective June 12, 2025. This regulatory filing represents Layding's first disclosure of securities ownership as an insider.

Key ownership details:

• Beneficially owns 250 shares of common stock indirectly through the Layding Family Trust, which benefits the reporting person and his spouse
• No derivative securities (options, warrants, etc.) reported
• Filing status: Individual filing (not joint)

The Form 3 was signed by Alyson Bohren as attorney-in-fact for Martin Layding on June 26, 2025. This filing fulfills the initial disclosure requirements under Section 16(a) of the Securities Exchange Act of 1934 for new corporate insiders.

Vera Bradley Chief Administrative Officer Mark C. Dely reported the acquisition of 128,755 restricted stock units (RSUs) on June 24, 2025. The RSUs were acquired at a price of $2.33 per unit and are subject to vesting and forfeiture conditions.

Following this transaction, Dely's direct beneficial ownership increased to 363,946 shares. The transaction was reported through Form 4 filed on June 28, 2025, and was executed in compliance with SEC regulations. The filing was signed by Alyson Bohren as attorney-in-fact for Dely.

This equity-based compensation grant suggests continued alignment between executive interests and shareholder value. The RSUs represent a significant addition to the executive's holdings, potentially indicating the company's commitment to retention and long-term performance incentives.

Vera Bradley (VRA) announced the departure of CFO Michael Schwindle, effective June 30, 2025, through a Release and Waiver Agreement dated June 19, 2025. The agreement outlines a comprehensive severance package including:

• Base salary through termination date
• Lump sum payment of $675,937.50
• COBRA premium reimbursement for up to 12 months
• Potential bonus payment of 1.25x FY2026 Cash Bonus Plan amount
• Accrued benefits and unreimbursed business expenses

In exchange, Schwindle agrees to release the company and specified affiliates from employment-related claims, subject to customary limitations. The agreement was signed by Chief Administrative Officer Mark C. Dely on June 25, 2025.

Form 4 filing reveals significant insider transactions by Joan B. Hall, a member of a 10% owner group at Vera Bradley. Over three consecutive days (June 16-18, 2025), Hall acquired a total of 92,513 shares through the Barbara B. Baekgaard 2009 Grantor Retained Annuity Trust: 37,846 shares at $2.07, 30,993 shares at $2.39, and 23,674 shares at $2.19. Following these transactions, Hall's indirect holdings include 2,369,380 shares through the Baekgaard Trust, 31,358 shares via the Barbara Bradley Baekgaard Family Foundation, 332,754 shares through the Joan Byrne Hall Revocable Trust, and 34,065 shares through the Joan Byrne Hall 2017 Grantor Retained Annuity Trust #1. The transactions demonstrate continued insider accumulation of shares at prices ranging from $1.89 to $2.40.

Vera Bradley director Robert J. Hall reported multiple acquisitions of common stock through the Barbara B. Baekgaard 2009 Grantor Retained Annuity Trust in June 2025:

• June 16: Acquired 37,846 shares at average price of $2.07
• June 17: Acquired 30,993 shares at average price of $2.39
• June 18: Acquired 23,674 shares at average price of $2.19

Following these transactions, Hall's beneficial ownership includes 2,369,380 shares through the Baekgaard Trust, 185,389 shares held directly, and additional indirect holdings through various trusts and foundations. Hall disclaims beneficial ownership of certain reported shares. The transactions were executed at price ranges between $1.89-$2.40 across multiple trades.