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). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
New York & Company, Inc. [ NWY ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/13/2014 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | ||||||
Common Stock | 03/13/2014 | D | 200,000(1) | D | $0 | 200,000(2) | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Stock Appreciation Rights | $5.32 | 03/13/2014 | D | 200,000 | (3) | 08/26/2023 | Common Stock | 200,000 | $0 | 200,000(4) | D | ||||
Performance Units | $0 | 03/13/2014 | D | 100,000 | (5) | 08/26/2023 | Common Stock | 100,000 | $0 | 0 | D |
Explanation of Responses: |
1. Represents the cancellation of 200,000 shares of performance-based restricted stock. On March 13, 2014, it was determined that based on the Company's fiscal year 2013 operating results that were publicly announced on March 20, 2014, no performance-based restricted stock would vest and all 200,000 shares would be cancelled. |
2. Includes 100,000 shares of restricted stock which vest on August 26, 2016 and 100,000 shares of restricted stock which vest on April 16, 2015. |
3. Represents the cancellation of 200,000 performance-based stock appreciation rights (SARs). On March 13, 2014, it was determined that based on the Company's fiscal year 2013 operating results that were pubicly announced on March 20, 2014, no performance-based SARs would vest and all 200,000 SARs would be cancelled. |
4. Includes 200,000 SARs which vest ratably over a three-year period from the grant date of August 26, 2013. |
5. Represents the cancellation of 100,000 performance units. On March 13, 2014, it was determined that based on the Company's fiscal year 2013 operating results that were announced on March 20, 2014, no performance units would vest and all 100,000 performance units would be cancelled. |
Linda Gormezano, attorney-in-fact /s/ Linda Gormezano | 03/24/2014 | |
** 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |