SEC Form 4 · accession 0000899243-15-006391

VINCE HOLDING CORP. · VNCE

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — See Remarks

Period of report

Oct 2, 2015

Accepted (ET)

Oct 6, 2015 · 4:31 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001579157

Table I — non-derivative securities

No Table I lines on this filing.

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (right to buy)^F1,F2	$20.00	Oct 2, 2015	D	28,518	D	—	Nov 21, 2023	Common Stock	28,518	86,636	D
Employee Stock Option (right to buy)^F1,F3	$33.95	Oct 2, 2015	D	34,214	D	—	Nov 21, 2024	Common Stock	34,214	52,422	D
Employee Stock Option (right to buy)^F1,F4	$3.60	Oct 2, 2015	A	62,732	A	—	Oct 2, 2025	Common Stock	62,732	115,154	D

F1On October 2, 2015, Vince Holding Corp. (the "Company") cancelled, pursuant to the terms of its option exchange program, an option to receive 28,518 shares of the Company's common stock (the "2013 Options") previously granted to the reporting person on November 21, 2013 (the "2013 Grant Date") and an option to receive 34,214 shares of the Company's common stock (the "2014 Options") previously granted to the reporting person on November 21, 2014 (the "2014 Grant Ddate"). In exchange, on the same date (the "New Grant Date"), the reporting person was granted a replacement option to receive 62,732 shares of the Company's common stock (the "Replacement Options") with an exercise price of $3.60 per share.
F2Prior to cancellation, 33.3% of the 2013 Options had vested on November 21, 2014 and remained unexercised and the remainder of the 2013 Options were scheduled to vest on the second and third anniversaries of the 2013 Grant Date in equal installments.
F3Prior to cancellation, the 2014 Options were scheduled to vest over the course of four years from the 2014 Grant Date, with 25% of the 2014 Options vesting on each of the first, second, third and fourth anniversaries of the 2014 Grant Date.
F4The Replacement Options vest over the course of four years from the New Grant Date, with 25% of the Replacement Options vesting on each of the first, second, third and fourth anniversaries of the New Grant Date.

Senior Vice President - Operations. Exhibit 24 - Power of Attorney