X0306 4 2017-12-21 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 2017-12-21 4 D 0 4108 12.33 D 116604 D Common Stock 2017-12-21 4 D 0 8185 12.33 D 523851 I By Michael Ray 2009 Grantor Retained Annuity Trust Common Stock 227267 I By Anne-Marie Ray Revocable Trust Common Stock 0 I By Anne-Marie Ray 2015 Grantor Retained Annuity Trust Common Stock 46252 I By Anne-Marie Ray 2016 Grantor Retained Annuity Trust #1 Common Stock 500000 I By Anne-Marie Ray 2017 Grantor Retained Annuity Trust #1 Common Stock 4610469 I By Barbara B. Baekgaard 2009 Grantor Retained Annuity Trust The price reported in column 4 is a weighted average price. The shares sold on December 21, 2017 were sold in multiple transactions at prices ranging from $12.30 to $12.50, 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 range set forth in this footnote. The reporting person disclaims beneficial ownership of these shares. /s/ Michael C. Ray 2017-12-26