Victoria's Secret legal chief to leave March 31, 2027

McAfee will remain in her current role until a successor Chief Legal Officer is appointed, then serve in a non-executive capacity through March 31, 2027.

Rhea-AI Filing Summary

Victoria’s Secret & Co. (VSXY) announced that Chief Legal and Compliance Officer Melinda McAfee will leave the company effective March 31, 2027. She will retain her current role until a successor Chief Legal Officer is appointed, receiving her current compensation and benefits during that period, then remain employed in a non-executive capacity through March 31, 2027.

McAfee is entitled to severance benefits under her Executive Severance Agreement, subject to signing a full release of claims and continued compliance with confidentiality, non-solicitation and non-competition covenants. The company has started a search for her successor.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Departure effective date: March 31, 2027 Transition and Separation Agreement date: October 7, 2026 Time with the company: More than five years +1 more

4 metrics

Departure effective date March 31, 2027 Melinda McAfee’s planned departure

Transition and Separation Agreement date October 7, 2026 Agreement between McAfee and the company

Time with the company More than five years Company’s stated period of McAfee’s contributions

Executive Severance Agreement date June 29, 2021 Agreement governing severance benefits

Key Terms

severance benefits, restrictive covenants, non-solicitation, non-competition

4 terms

severance benefits financial

"entitled to receive the severance benefits"

restrictive covenants regulatory

"continued compliance with certain restrictive covenants"

Restrictive covenants are contract terms that limit what a company, its executives, or shareholders can do—like rules that prohibit selling stock, starting a rival business, or taking on certain debts. Think of them as house rules that protect one party’s interests by keeping risky or competitive actions off the table. For investors they matter because these limits affect a company’s flexibility, governance, potential future value and the ease of exiting an investment.

non-solicitation regulatory

"confidentiality, non-solicitation and non-competition"

A non-solicitation clause is a contractual promise that one party will not actively try to lure away another party’s employees, customers, or suppliers. For investors, it signals protection of a company’s workforce and client base after a deal or partnership—reducing the risk that key staff or revenue sources will be poached and therefore helping preserve the business’s value, predictability, and post-transaction earnings. Think of it as an agreement not to knock on a neighbor’s door to take their business or team.

non-competition regulatory

"confidentiality, non-solicitation and non-competition"

A non-competition is a contractual restriction that prevents a person or business from starting or working in a competing business within a specified time and geographic area after leaving a job or completing a transaction. It matters to investors because it acts like a temporary fence around customers, trade secrets and know‑how, helping protect future revenue and company value; weak or unenforceable restrictions can increase the risk of customer loss and competitive erosion.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

When will Victoria’s Secret (VSXY) Chief Legal and Compliance Officer Melinda McAfee leave?

Melinda McAfee will leave Victoria’s Secret & Co. effective March 31, 2027. She will retain her current role until a successor Chief Legal Officer is appointed, then remain employed in a non-executive capacity through that date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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0001856437false00018564372026-10-072026-10-07

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): October 9, 2026 (October 7, 2026)

						Victoria's Secret & Co.
						(Exact Name of Registrant as Specified in Its Charter)
						Delaware
						(State or other jurisdiction of incorporation)
001-40515									86-3167653
(Commission File Number)									(I.R.S. Employer Identification No.)
4 Limited Parkway East
Reynoldsburg,			OH						43068
(Address of principal executive offices)									(Zip Code)

(614) 577-7000

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, Par Value $0.01

VSXY

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 9, 2026, Victoria’s Secret & Co. (the “Company”) announced that Melinda McAfee, Chief Legal and Compliance Officer, will be leaving the Company, effective March 31, 2027. The Company has initiated a search for a successor. The Company and its Board of Directors thank Ms. McAfee for her many contributions to the Company over the past more than five years.

The Company has entered into a Transition and Separation Agreement dated October 7, 2026 with Ms. McAfee. Under the agreement, Ms. McAfee will retain her current role until a successor Chief Legal Officer has been appointed, and during such period, she will be entitled to receive the same compensation and benefits as are currently in effect. Thereafter, Ms. McAfee will remain employed by the Company in a non-executive capacity until March 31, 2027 to enable a smooth transition of responsibilities. Additionally, Ms. McAfee will be entitled to receive the severance benefits provided under Section 4 of the Executive Severance Agreement, dated June 29, 2021, between her and the Company, a copy of which is filed as Exhibit 10.12 to the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2026, subject to her execution of a full release of claims and continued compliance with certain restrictive covenants related to confidentiality, non-solicitation and non-competition.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.						Description
104						Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

									VICTORIA'S SECRET & CO.
Date:			October 9, 2026			By:			/s/ Scott Sekella
									Scott Sekella
									Chief Financial and Operating Officer

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 21.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.3 KB