SEC Form 3
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*
Kaluzny Stefan L

(Last) (First) (Middle)
C/O SYCAMORE PARTNERS
9 WEST 57TH STREET

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/23/2014
3. Issuer Name and Ticker or Trading Symbol
AEROPOSTALE INC [ ARO ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
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 6,250,000 D(1)
Common Stock 3,932,018 D(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Convertible Series B Preferred Stock 05/23/2014 05/23/2024 Common Stock 3,932,018 7.25 D(3)
1. Name and Address of Reporting Person*
Kaluzny Stefan L

(Last) (First) (Middle)
C/O SYCAMORE PARTNERS
9 WEST 57TH STREET

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Sycamore Partners MM, L.L.C.

(Last) (First) (Middle)
C/O SYCAMORE PARTNERS
9 WEST 57TH STREET

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Sycamore Partners GP, L.L.C.

(Last) (First) (Middle)
C/O SYCAMORE PARTNERS
9 WEST 57TH STREET

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Lemur LLC

(Last) (First) (Middle)
C/O SYCAMORE PARTNERS
9 WEST 57TH STREET

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Aero Investors LLC

(Last) (First) (Middle)
C/O SYCAMORE PARTNERS
9 WEST 57TH STREET

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
Explanation of Responses:
1. These securities are owned by Lemur LLC, which is a member of a "group" with Aero Investors LLC, Sycamore Partners GP, L.L.C., Sycamore Partners MM, L.L.C. and Stefan Kaluzny for purposes of Section 13(d) of the Exchange Act.
2. These securities are beneficially owned by Aero Investors LLC, which is a member of a "group" with Lemur LLC, Sycamore Partners GP, L.L.C., Sycamore Partners MM, L.L.C. and Stefan Kaluzny for purposes of Section 13(d) of the Exchange Act. These securities represent the shares of common stock issuable upon the full conversion of the 1,000 shares of Series B convertible preferred stock of the Issuer set forth in Table II and payment of the $7.25 per share conversion price thereof.
3. This represents 1,000 shares of Convertible Series B Preferred Stock that are beneficially owned by Aero Investors LLC, which is a member of a "group" with Aero Investors LLC, Sycamore Partners GP, L.L.C., Sycamore Partners MM, L.L.C. and Stefan Kaluzny for purposes of Section 13(d) of the Exchange Act.
/s/ Stefan L. Kaluzny 05/30/2014
/s/ Stefan L. Kaluzny, Managing Member of Sycamore Partners MM, L.L.C. 05/30/2014
/s/ Stefan L. Kaluzny, Managing Member of Sycamore Partners MM, L.L.C., the General Partner of Sycamore Partners GP, L.L.C. 05/30/2014
/s/ Stefan L. Kaluzny, Managing Member of Sycamore Partners MM, L.L.C., the General Partner of Sycamore Partners GP, L.L.C., the Managing Member of SP Investment Holdings L.P., the Managing Member of Lemur LLC 05/30/2014
/s/ Stefan L. Kaluzny, President and Chief Executive Officer of Aero Investors LLC 05/30/2014
** 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 5 (b)(v).
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