Designer Brands Inc. — Director's Dealing 2012

Feb 10, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DSW Inc. (DSW)
CIK: 0001319947
Period of Report: 2012-02-08

Reporting Person: McDermott Carrie S. (EVP, Stores and Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-08	Class A Common Shares	M	5940.0000	$12.3800	Acquired	11496.0000	Direct
2012-02-08	Class A Common Shares	M	672.0000	$9.5800	Acquired	12168.0000	Direct
2012-02-08	Class A Common Shares	S	6612.0000	$52.0250	Disposed	5556.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-08	Stock Option - Right to Buy	$9.5800	M	672.0000	Disposed	2019-04-01	Class A Common Shares (672.0000)	Direct
2012-02-08	Stock Option - Right to Buy	$12.3800	M	5940.0000	Disposed	2018-04-03	Class A Common Shares (5940.0000)	Direct

Footnotes

F1: The sales in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Ms. McDermott on November 23, 2011.

F2: Price represents a weighted average of the sale price. Shares were sold at prices ranging from $52.00 to $52.05. Upon the request by the SEC staff, the Issuer, or a security holder of the Issuer, the reporting person will provide the full information about the number of shares sold at each separate price.

F3: Previously reported stock option has been adjusted to reflect a special stock dividend declared by the Issuer and exempt pursuant to Rule 16a-9.

F4: Option vests 20% per year beginning on the first anniversary of the date of grant.