STEVEN MADDEN, LTD. — Director's Dealing 2017

Mar 17, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEVEN MADDEN, LTD. (SHOO)
CIK: 0000913241
Period of Report: 2017-03-15

Reporting Person: VARELA AMELIA (Director, President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-15	Common Stock, par value $0.0001 per share	A	13298	—	Acquired	117599	Direct
2017-03-15	Common Stock, par value $0.0001 per share	F	1273	$37.60	Disposed	116326	Direct
2017-03-16	Common Stock, par value $0.0001 per share	F	1109	$38.00	Disposed	115217	Direct

Footnotes

F1: Reflects restricted stock grant made by Steven Madden, Ltd. to the reporting person on March 15, 2017 under the Steven Madden, Ltd. 2006 Stock Incentive Plan (the "Plan"), which stock will vest and cease to be restricted stock in five substantially equal annual installments as follows: 2,660 shares on March 5, 2018; 2,660 shares on March 5, 2019; 2,660 shares on March 5, 2020; 2,659 shares on March 5, 2021; and 2,659 shares on March 5, 2022. Until fully vested, the stock will be subject to forfeiture pursuant to the terms of the Plan.

F2: Represents shares withheld to satisfy the reporting person's tax obligations in connection with the vesting of 3,443 shares of restricted common stock.

F3: Represents shares withheld to satisfy the reporting person's tax obligations in connection with the vesting of 3,000 shares of restricted common stock.