VSCO Schedule 13D/A shows 12.9% stake; board letter attached

Rhea-AI Filing Summary

Victoria’s Secret & Co. (VSCO): BBRC-related entities filed Amendment No. 4 to Schedule 13D, reporting beneficial ownership of 12.9% of the company’s common stock. The percentage is calculated based on 80,164,485 shares outstanding as of August 29, 2025, as disclosed in the company’s latest 10-Q.

The filing notes that on November 4, 2025, BBRC International Pte Limited issued a press release including a letter to Victoria’s Secret’s Board of Directors, which is attached as Exhibit 99.3. Other previously reported information remains in effect except as specifically amended.

Insights

Equity ownership & disclosure analyst

13D/A reports a 12.9% stake and an attached board letter.

The amendment states that BBRC-affiliated filers collectively report 12.9% beneficial ownership of Victoria’s Secret common stock. The percentage is tied to 80,164,485 shares outstanding as of August 29, 2025, matching the company’s 10-Q reference.

The filing also adds that on November 4, 2025 BBRC International Pte Limited issued a press release including a letter to the Board, filed as Exhibit 99.3. The document does not state transaction proceeds or changes to control; it supplements prior disclosures.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

Victoria's Secret & Co.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

926400102

(CUSIP Number)

BRETT BLUNDY
BBRC INTERNATIONAL PTE LIMITED, 3 Phillip St #09-05 Royal Group Building
Singapore, U0, 048693
61 2 9285 6700

Richard Brand
Michelle Rutta White & Case LLP, 1221 Avenue of the Americas
New York, NY, 10020
(212) 819-8200

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

11/04/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 926400102

1

Name of reporting person

BBFIT INVESTMENTS PTE LTD

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

SINGAPORE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,310,531.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,310,531.00

11

Aggregate amount beneficially owned by each reporting person

10,310,531.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.9 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP No. 926400102

1

Name of reporting person

THE BB FAMILY INTERNATIONAL TRUST

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF, WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

SINGAPORE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,310,631.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,310,631.00

11

Aggregate amount beneficially owned by each reporting person

10,310,631.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.9 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 926400102

1

Name of reporting person

BBRC INTERNATIONAL PTE LTD

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

SINGAPORE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,310,631.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,310,631.00

11

Aggregate amount beneficially owned by each reporting person

10,310,631.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.9 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP No. 926400102

1

Name of reporting person

BRETT BLUNDY

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

AUSTRALIA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,310,631.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,310,631.00

11

Aggregate amount beneficially owned by each reporting person

10,310,631.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.9 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.01 per share
(b)	Name of Issuer: Victoria's Secret & Co.
(c)	Address of Issuer's Principal Executive Offices: 4 Limited Parkway East, Reynoldsburg, OHIO , 43068.
Item 1 Comment: EXPLANATORY NOTE This Amendment No. 4 to Schedule 13D (this "Amendment No. 4") amends and supplements the Schedule 13D filed on February 1, 2024, as amended by Amendment No. 1 filed on March 12, 2025, Amendment No. 2 filed on April 1, 2025 and Amendment No. 3 filed on June 10, 2025 (collectively, the "Schedule 13D") relating to the common stock, par value $0.01 per share (the "Common Stock"), of Victoria's Secret & Co. (the "Issuer"), a Delaware corporation. Except as specifically provided herein, this Amendment No. 4 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings assigned to such terms in the Schedule 13D. The aggregate percentage of shares owned by each person named herein is based on 80,164,485 shares of Common Stock outstanding as of August 29, 2025, as reported in the Issuer's 10-Q for the quarter ending August 2, 2025, filed with the Securities and Exchange Commission on September 5, 2025.
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is hereby amended and supplemented as follows: On November 4, 2025, BBRC International PTE Limited issued a press release including a letter to the Board of Directors of the Issuer, which press release is attached as Exhibit 99.3 to this Schedule 13D filing.
Item 7.	Material to be Filed as Exhibits.
	Item 7 of the Schedule 13D is hereby amended and supplemented as follows: Exhibit 99.3 Press Release dated November 4, 2025

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

BBFIT INVESTMENTS PTE LTD

Signature:	/s/ Brett Blundy
Name/Title:	Brett Blundy, Director
Date:	11/04/2025

THE BB FAMILY INTERNATIONAL TRUST

Signature:	/s/ Brett Blundy
Name/Title:	Brett Blundy, Director
Date:	11/04/2025

BBRC INTERNATIONAL PTE LTD

Signature:	/s/ Brett Blundy
Name/Title:	Brett Blundy, Director
Date:	11/04/2025

BRETT BLUNDY

Signature:	/s/ Brett Blundy
Name/Title:	Brett Blundy
Date:	11/04/2025

FAQ

What stake in Victoria’s Secret (VSCO) is reported in this Schedule 13D/A?

The reporting persons disclose beneficial ownership of 12.9% of the common stock.

What share count was used to calculate the 12.9% for VSCO?

The percentage is based on 80,164,485 shares outstanding as of August 29, 2025, per the company’s 10-Q.

Who are the reporting persons in the VSCO 13D/A amendment?

Reporting persons include BBFIT Investments Pte Ltd, The BB Family International Trust, BBRC International Pte Ltd, and Brett Blundy.

What new information does Amendment No. 4 add for VSCO?

It notes a November 4, 2025 press release including a letter to the Board, attached as Exhibit 99.3.

Does the VSCO 13D/A indicate any change in control or transaction proceeds?

The amendment provides ownership and exhibit updates; it does not state proceeds or a change in control.

What is the class of securities covered in the VSCO 13D/A?

It covers Common Stock, par value $0.01 per share.