Vera Bradley, Inc. — Director's Dealing 2015

Mar 31, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Vera Bradley, Inc. (VRA)
CIK: 0001495320
Period of Report: 2015-03-27

Reporting Person: Mann Charles R. (EVP-Strategy/Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-27	Common Shares	A	4661	—	Acquired	27952	Direct
2015-03-27	Common Shares	F	570	$16.07	Disposed	27382	Direct
2015-03-27	Common Shares	D	3566	—	Disposed	23816	Direct
2015-03-28	Common Shares	F	352	$16.09	Disposed	23464	Direct
2015-03-29	Common Shares	F	398	$16.09	Disposed	23066	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	38321	Indirect

Footnotes

F1: Represents restricted stock units subject to vesting and forfeiture.

F2: Represents the cancellation of performance-based restricted stock units based upon actual performance during the relevant performance period versus target performance.

F3: Shares reported in column 5 represent shares beneficially held by Charles R. Mann in the Charles R. Mann Trust, of which he is the sole trustee.