STEVEN MADDEN, LTD. — Director's Dealing 2014

Nov 12, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEVEN MADDEN, LTD. (SHOO)
CIK: 0000913241
Period of Report: 2014-11-10

Reporting Person: Rosenfeld Edward R. (Director, CEO and Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-11-10	Common Stock, par value $0.0001 per share	M	45000	$5.38	Acquired	329577	Direct
2014-11-10	Common Stock, par value $0.0001 per share	F	28390	$32.69	Disposed	301187	Direct
2014-11-10	Common Stock, par value $0.0001 per share	F	18839	$32.69	Disposed	282348	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-11-10	Stock Option (Right to Buy)	$5.38	M	45000	Disposed	2015-03-24	Common Stock (45000)	Direct

Footnotes

F1: Represents shares withheld to satisfy the reporting person's obligations to pay both the exercise price and withholding taxes incurred in connection with the exercise of a stock option.

F2: Represents shares withheld to satisfy the reporting person's tax obligations in connection with the vesting of 33,750 shares of restricted common stock.

F3: The number of shares previously reported as remaining under this option is 26,667 shares at an exercise price of $18.17 per share. Such amount was adjusted to reflect each of 3 three-for-two stock splits (each effected as a stock dividend) that occurred on April 30, 2010, May 31, 2011 and October 1, 2013, resulting in 90,000 shares exercisable.