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Vera Bradley, Inc. Director's Dealing 2016

Aug 2, 2016

34514_dirs_2016-08-02_5b1d6106-4d6a-47ac-bf5c-21ec424ba67a.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Vera Bradley, Inc. (VRA)
CIK: 0001495320
Period of Report: 2016-07-27

Reporting Person: Ray Anne Marie (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-07-27 Common Stock G 800000 $0.00 Disposed 6610469 Indirect
2016-07-27 Common Stock G 200000 $0.00 Acquired 0 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 200000 Indirect
Common Stock 885996 Indirect
Common Stock 300000 Indirect

Footnotes

F1: Represents a distribution by the Barbara B. Baekgaard 2009 Grantor Retained Annuity Trust (the "Baekgaard Trust") of 200,000 shares of the Issuer's common stock to each of the four beneficiaries of the Baekgaard Trust, including the reporting person, in accordance with the terms of the documents governing the Baekgaard Trust.

F2: The reporting person disclaims beneficial ownership of these shares.

F3: On July 27, 2016, following the reporting person's receipt of the 200,000 share distribution from the Baekgaard Trust, the reporting person transferred the shares to the Anne-Marie Ray 2016 Grantor Retained Annuity Trust #1, of which the reporting person is the sole trustee and annuitant.