| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 03/23/2015 |
3. Issuer Name and Ticker or Trading Symbol
VINCE HOLDING CORP. [ VNCE ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock, par value $0.001 | 89,879 | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Explanation of Responses: |
| Remarks: |
| The reporting person is a member of a "group" with the following persons: (i) SCSF Cardinal, LLC ("SCSF Cardinal"); (ii) Sun Capital Securities Offshore Fund, Ltd. ("SCSF Offshore"); (iii) Sun Capital Securities Fund, L.P. ("SCSF LP"); (iv) Sun Capital Securities, LLC ("SCSF LLC"); (v) Sun Capital Securities Advisors, L.P. ("SCSF Advisors"); (vi) Sun Cardinal, LLC ("Sun Cardinal"); (vii) Sun Capital Partners V, L.P. ("SCP V"); (viii) Sun Capital Partners V, Ltd. ("SCP V Ltd."); (ix) Sun Capital Advisors V, L.P. ("Sun Capital Advisors"); (x) Mr. Marc J. Leder; and (xi) Mr. Rodger R. Krause. The reporting person is jointly owned by SCSF Offshore, SCP V and SCSF LP. SCSF Cardinal is jointly owned by SCSF Offshore and SCSF LP. Sun Cardinal is owned by SCP V. SCSF LLC is the general partner of SCSF Advisors, which is in turn the general partner of SCSF LP. Each of Messrs. Leder and Krouse also controls, through his revocable trust, 50% of the membership interest in SCSF LLC. SCP V Ltd. is the general partner of Sun Capital Advisors, which is the general partner of SCP V. Through a revocable trust, each of Messrs. Marc J. Leder and Rodger R. Krouse owns fifty percent (50%) of SCP V Ltd. The Form 3's for such other entities are filed separately. Exhibit List Exhibit 24.1 - Power of Attorney - SK Financial Services, LLC |
| /s/ Michael J. McConvery, Vice President & Assistant Secretary for SK Financial Services, LLC | 03/25/2015 | |
| ** 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 5 (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. | ||