X0306 4 2016-08-10 0 0001495320 Vera Bradley, Inc. VRA 0001503705 Ray Michael C. C/O VERA BRADLEY, INC. 12420 STONEBRIDGE ROAD ROANOKE IN 46783 0 0 1 0 Common Stock 2016-08-10 4 S 0 600 14.58 D 289662 D Common Stock 2016-08-11 4 S 0 2600 14.54 D 287062 D Common Stock 2016-08-10 4 S 0 1700 14.58 D 884296 I By Michael Ray 2009 Grantor Retained Annuity Trust Common Stock 2016-08-11 4 S 0 5900 14.52 D 878396 I By Michael Ray 2009 Grantor Retained Annuity Trust Common Stock 6610469 I By Barbara B. Baekgaard 2009 Grantor Retained Annuity Trust Common Stock 300000 I By Anne-Marie Ray 2015 Grantor Retained Annuity Trust Common Stock 200000 I By Anne-Marie Ray 2016 Grantor Retained Annuity Trust #1 The sales reported in this Form 4 were effected under a Rule 10b5-1 trading plan dated June 29, 2016. The prices reported in column 4 are weighted average prices. The shares sold on August 10, 2016 were sold in multiple transactions at prices ranging from $14.54 to $14.67, inclusive, and the shares sold on August 11, 2016 were sold in multiple transactions at prices ranging from $14.50 to $14.60, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. The prices reported in column 4 are weighted average prices. The shares sold on August 10, 2016 were sold in multiple transactions at prices ranging from $14.50 to $14.71, inclusive, and the shares sold on August 11, 2016 were sold in multiple transactions at prices ranging from $14.50 to $14.59, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. The reporting person disclaims beneficial ownership of these shares. /s/ Michael C. Ray 2016-08-12