SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Christopher Martin D.

(Last) (First) (Middle)
5 LANDS' END LANE

(Street)
DODGEVILLE WI 53595

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
LANDS' END, INC. [ LE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, Chief Technology Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/24/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $0.00(1) 03/24/2025 A 20,606 (2) (2) Common Stock 20,606 $0 41,030(3) D
Performance Rights (4) 03/24/2025 A 10,303 (4) (5) Common Stock 10,303 $0.00 10,303 D
Explanation of Responses:
1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of common stock upon satisfaction of the vesting conditions.
2. These are time-based RSUs that will vest, subject to satisfaction of vesting conditions including a continuous business relationship, in three annual installments on March 24, 2026 (25%), March 24, 2027 (25%) and March 24, 2028 (50%).
3. Of the total number of RSUs, 5,106 RSUs will vest on April 1, 2025, 5,106 RSUs will vest on April 1, 2026, and 10,212 RSUs will vest on April 1, 2027; and 5,151 will vest on March 24, 2026, 5,152 will vest on March 24, 2027 and 10,303 will vest on March 24, 2028; subject in each case to the satisfaction of vesting conditions, including maintaining a continuous business relationship.
4. Each performance right represents a contingent right to receive one share of issuer common stock subject to certification of performance following fiscal year 2027. The performance rights vest up to 100% of the listed target number of shares upon issuer common stock achieving a specified average per share closing stock price over a specified number of trading days, and subject to the satisfaction of other vesting conditions, including maintaining a continuous business relationship with the issuer through the payment date.
5. No later than 90 days following the completion of the audit for issuer's fiscal year ending January 28, 2028, the Compensation Committee of the Board of Directors of the issuer shall determine achievement of performance goals in its sole discretion and the date upon which the Compensation Committee determines such performance shall be the applicable vesting date.
/s/ Peter L. Gray, as Attorney-in-Fact for Martin Christopher 03/26/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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