[Form 4] Vera Bradley, Inc. Insider Trading Activity

Rhea-AI Filing Summary

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.

Positive

• CFO Martin Layding acquired 414,439 restricted stock units at $1.87 per share, representing a significant equity stake and alignment with shareholder interests

Negative

• None.

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

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Layding Martin

(Last) (First) (Middle)

12420 STONEBRIDGE ROAD

(Street)

ROANOKE IN 46783

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vera Bradley, Inc. [ VRA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/12/2025

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	06/12/2025		A		414,439(1)	A	$1.87	414,439	D
Common Stock								250	I	See Note(2)

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

Explanation of Responses:

1. Represents restricted stock units subject to vesting and forfeiture.

2. These shares are held for the account of the Layding Family Trust for the benefit of the reporting person and his wife.

	/s/ Alyson Bohren, attorney-in-fact for Martin Layding	06/26/2025
	** 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 Number.

FAQ

How many VRA restricted stock units did CFO Martin Layding acquire on June 12, 2025?

According to the Form 4 filing, CFO Martin Layding acquired 414,439 restricted stock units on June 12, 2025 at a price of $1.87 per unit. These units are subject to vesting and forfeiture conditions.

What is the total VRA stock ownership of CFO Martin Layding after the June 2025 transaction?

Following the transaction, Martin Layding owns 414,439 shares directly and an additional 250 shares indirectly through the Layding Family Trust, for a total beneficial ownership of 414,689 VRA shares.

How does Martin Layding hold his indirect ownership of VRA stock?

Martin Layding's indirect ownership of 250 VRA shares is held through the Layding Family Trust, which benefits the reporting person (Layding) and his wife.

When was VRA's Form 4 for Martin Layding's stock acquisition filed?

The Form 4 was signed by Alyson Bohren (attorney-in-fact for Martin Layding) on June 26, 2025 and filed with the SEC on June 28, 2025.

What is Martin Layding's position at Vera Bradley (VRA)?

Martin Layding serves as the Chief Financial Officer (CFO) of Vera Bradley, Inc., as indicated in Section 5 of the Form 4 filing.