SEC Form 4 · accession 0001179110-18-004788
RTW Retailwinds, Inc. · RTW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gregory J Scott
Officer — Chief Executive Officer · Director
Period of report
Feb 8, 2018
Accepted (ET)
Mar 23, 2018 · 8:40 am 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 | Feb 8, 2018 | J | 176,340 | $0.00 | D | 22,422 | D | |
| Common StockF1,F2 | Feb 8, 2018 | J | 176,340 | $0.00 | A | 176,340 | I | The Gregory John Scott Living Trust |
| Common StockF3 | Mar 20, 2018 | A | 48,156 | $2.74 | A | 70,578 | D | |
| Common StockF4,F5 | Mar 20, 2018 | A | 48,156 | $0.00 | A | 118,734 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents common stock transferred to the reporting person's living revocable trust.
- F2Represents common stock indirectly beneficially owned by the reporting person.
- F3The reporting person voluntarily elected to defer a portion of their cash bonus earned under the New York & Company, Inc. Incentive Compensation Plan by acquiring deferred stock units (DSUs) at the fair market value of the Company's stock on the date of grant. The DSUs 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.
- F4The reporting person voluntarily elected to defer a portion of their cash bonus earned under the New York & Company, Inc. Incentive Compensation Plan by acquiring deferred stock units (DSUs) at the fair market value of the Company's stock on the date of grant. The DSUs 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 DSUs equal to the fair market value on the date of grant, which vest on the third anniversary of the date of grant.
- F5Includes 10,000 shares of common stock; 54,367 vested deferred stock units; 6,211 unvested deferred stock units that vest on August 31, 2020; and 48,156 unvested deferred stock units that vest on March 20, 2021.