SEC Form 4 · accession 0001179110-17-011697
RTW Retailwinds, Inc. · RTW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sheamus Toal
Officer — EVP and CFO
Period of report
Aug 14, 2017
Accepted (ET)
Aug 21, 2017 · 4:08 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001211351
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 14, 2017 | A | 2,492 | $1.63 | A | 214,911 | D | |
| Common StockF2,F3 | Aug 14, 2017 | A | 2,492 | $0.00 | A | 217,403 | D | |
| Common StockF4,F5 | holding | — | — | — | 10,000 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The securities consist of deferred stock units (DSU's) acquired under the New York & Company, Inc. Incentive Compensation Plan. The DSU's convert on a one-for-one basis into shares of the issuer's common stock subsequent to the earlier of the reporting person's previously elected payment date or termination of services as an employee. The currently issued DSU's were issued in payment of a portion of the reporting person's fiscal Spring 2017 cash bonus equal to the fair market value on the date of grant.
- F2The securities consist of deferred stock units (DSU's) acquired under the New York & Company, Inc. Incentive Compensation Plan. The DSU's convert on a one-for-one basis into shares of the issuer's common stock subsequent to the earlier of the reporting person's previously elected payment date or termination of services as an employee. In accordance with the Company's Management Stock Purchase Plan, the Company matches the amount of cash incentive compensation the reporting person deferred with additional unvested deferred stock units equal to the fair market value on the date of grant, which vest three years from the date of grant.
- F3Includes 144,385 shares of common stock; 4,896 vested deferred stock units; 2,404 deferred stock units which vest on August 31, 2018; 2,492 deferred stock units which vest on August 31, 2020; 21,613 shares of restricted stock which vest on August 25, 2017; 21,613 shares of restricted stock which vest on August 25, 2018; and 20,000 shares of restricted stock which vest on August 22, 2019.
- F4Represents common stock indirectly beneficially owned by the reporting person.
- F5The shares continue to be held of record by the reporting person as custodian for his daughter.