Bath & Body Works, Inc. — Director's Dealing 2014

Feb 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: L Brands, Inc. (LTD)
CIK: 0000701985
Period of Report: 2014-01-30

Reporting Person: Wexner Leslie H. (Director, Chairman and CEO, 10% Owner)
Reporting Person: WEXNER ABIGAIL S (Director, Chairman and CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-01-30	Common Stock	M	503770	$13.3918	Acquired	17685055	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-01-30	Stock option (right to buy)	$13.3918	M	503770	Disposed	2014-02-02	Common Stock (503770)	Direct
2014-01-30	Stock option (right to buy)	$52.66	A	116459	Acquired	2024-01-30	Common Stock (116459)	Direct

Footnotes

F1: Owned by Leslie H. Wexner ("Mr. Wexner") directly. Owned by Abigail S. Wexner ("Mrs. Wexner") indirectly, through Mr. Wexner.

F2: Mr. Wexner and Mrs. Wexner disclaim beneficial ownership of all indirectly owned securities reported on this Form in excess of their respective pecuniary interests therein.

F3: See Exhibit 99.1 for a table of all non-derivative shares of the Issuer beneficially owned directly or indirectly by Mr. Wexner and Mrs. Wexner.

F4: Reflects adjustments from antidilution etc. pursuant to the Issuer's stock plan.

F5: The Issuer originally granted 360,000 stock options to Mr. Wexner with an exercise price of $18.74 per share pursuant to the Issuer's stock plan. The options vested in original installments as follows: 2/2/05 - 90,000 shares; 2/2/06 - 90,000 shares; 2/2/07 - 90,000 shares; and 2/2/08 - 90,000 shares.

F6: Not applicable.

F7: Stock option granted to Mr. Wexner.

F8: The option vests in installments as follows: 1/30/2016 - 23,292 shares; 1/30/2017 - 23,292 shares; 1/30/2018 - 34,938 shares; and 1/30/2019 - 34,937 shares, subject to earlier forfeiture or acceleration.