STEVEN MADDEN, LTD. — Director's Dealing 2016

Aug 12, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEVEN MADDEN, LTD. (SHOO)
CIK: 0000913241
Period of Report: 2016-08-12

Reporting Person: SINHA AWADHESH K (Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-08-12	Common Stock, par value $0.0001 per share	J	5506	—	Disposed	66737	Direct
2016-08-12	Common Stock, par value $0.0001 per share	J	3101	—	Disposed	63636	Direct
2016-08-12	Common Stock, par value $0.0001 per share	A	5506	—	Acquired	69142	Direct
2016-08-12	Common Stock, par value $0.0001 per share	A	3101	—	Acquired	72243	Direct

Footnotes

F1: As previously reported, on March 11, 2015, the reporting person received from Steven Madden, Ltd. (the "Company") an award of 5,506 shares of restricted stock under the Steven Madden, Ltd. 2006 Stock Incentive Plan (the "Plan"). The March 11, 2015 restricted stock award was rescinded on August 12, 2016 pursuant to a Forfeiture and Rescission of Awards Agreement dated August 12, 2016 between the reporting person and the Company (the "Forfeiture and Rescission Agreement").

F2: As previously reported, on March 15, 2016, the reporting person received from the Company an award of 3,101 shares of restricted stock under the Plan. The March 15, 2016 restricted stock award was rescinded on August 12, 2016 pursuant to the Forfeiture and Rescission Agreement.

F3: Reflects a restricted stock grant made by the Company to the reporting person on August 12, 2016 under the Plan, which stock will vest and cease to be restricted stock in four substantially equal installments as follows: 1,376 shares on each of the grant date, August 12, 2016, and December 15, 2016; and 1,377 shares on each of December 15, 2017 and December 15, 2018. Until fully vested, the stock will be subject to forfeiture pursuant to the terms of the Plan.

F4: Reflects a restricted stock grant made by the Company to the reporting person on August 12, 2016 under the Plan, which stock will vest and cease to be restricted stock in four substantially equal installments of 775 shares on each of December 15, 2016, December 15, 2017 and December 15, 2018, and 776 shares on December 15, 2019, subject to forfeiture pursuant to the terms of the Plan.