Victoria's Secret Board Member Boosts Stake to 60,922 Shares Through Compensation

Rhea-AI Filing Summary

Victoria's Secret & Co (VSCO) director Donna James reported a significant acquisition of company shares on June 18, 2025. The Form 4 filing reveals that James acquired 12,739 shares at a price of $0.00 per share, likely representing a stock grant or award as part of director compensation.

Following this transaction, James now beneficially owns 60,922 shares directly. The acquisition represents a notable increase in the director's equity stake in the company. The transaction was reported through a power of attorney by Robert J. Tannous.

This insider transaction indicates continued alignment between board leadership and shareholder interests through equity-based compensation. The zero-dollar acquisition price suggests these shares were granted as part of the company's director compensation program rather than an open market purchase.

Positive

• Director Donna James received 12,739 shares as compensation grant, demonstrating alignment with shareholder interests through equity-based compensation

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

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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).

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^*

JAMES DONNA

(Last) (First) (Middle)

4 LIMITED PARKWAY EAST

(Street)

REYNOLDSBURG OH 43068

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Victoria's Secret & Co. [ VSCO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

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	06/18/2025		A		12,739	A	$0.0000	60,922	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

Explanation of Responses:

	Robert J. Tannous, by Power of Attorney for Donna A. James	06/23/2025
	** 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 shares of VSCO stock did Director Donna James acquire on June 18, 2025?

According to the Form 4 filing, Director Donna James acquired 12,739 shares of VSCO common stock on June 18, 2025 at a price of $0.00 per share.

What is Donna James's total VSCO stock ownership after the June 2025 transaction?

Following the reported transaction, Donna James beneficially owned 60,922 shares of VSCO common stock directly (indicated by 'D' in the ownership form column).

What type of acquisition was VSCO Director Donna James's June 18, 2025 transaction?

The transaction was reported with code 'A' and a $0.00 price, which typically indicates a stock grant or award to the director, rather than an open market purchase.

Did VSCO Director Donna James make any derivative securities transactions in June 2025?

No, the Form 4 filing shows no transactions in derivative securities (such as options or warrants) in Table II of the filing. The only reported transaction was the common stock acquisition.