SCSF Cardinal, LLC - 22 Jan 2025 Form 4 Insider Report for VINCE HOLDING CORP. (VNCE)

Role
10%+ Owner
Signature
/s/ Marc Keirstead, for Sun Capital Securities Offshore Fund, Ltd.
Issuer symbol
VNCE
Transactions as of
22 Jan 2025
Net transactions value
-$4,131,540
Form type
4
Filing time
24 Jan 2025, 16:05:04 UTC
Next filing
09 May 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VNCE Common Stock, par value $0.01 Sale $4,131,540 -1,773,193 -85% $2.33 310,239 22 Jan 2025 See Footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the purchase by P180 Vince Acquisition Co. ("P180") of shares of Vince Holding Corp. ("Vince") common stock pursuant to that certain Stock and Loan Purchase Agreement by and among P180, Sun Cardinal, LLC, SCSF Cardinal, LLC ("SCSF Cardinal") and SK Financial Services, LLC. P180 purchased a total of 2,083,432 shares from SCSF Cardinal, a portion of which were held back by SCSF Cardinal.
F2 Represents shares held back by SCSF Cardinal. Such held back shares (or a portion thereof) may be transferred to P180 in the future subject to certain conditions set forth in the Stock and Loan Purchase Agreement.
F3 Represents common stock owned of record by SCSF Cardinal. SCSF Cardinal is jointly owned by Sun Capital Securities Offshore Fund, Ltd. ("SCSF Offshore") and Sun Capital Securities Fund, L.P. ("SCSF LP"). Sun Cardinal Securities, LLC ("SCSF LLC") is the general partner of Sun Capital Securities Advisors, L.P. ("SCSF Advisors"), which is in turn the general partner of SCSF LP. As a result, SCSF LLC, SCSF Advisors, SCSF LP and SCSF Offshore (collectively, the "Indirect Sun Owners") may be deemed to have indirect beneficial ownership of the securities owned of record by SCSF Cardinal. Each Indirect Sun Owner expressly disclaims beneficial ownership of any securities in which it does not have a pecuniary interest.