Vera Bradley, Inc. — fact timeline

Vera Bradley, Inc. reported the first quarter of the fiscal year ending January 30, 2027 ("Fiscal 2027") results: revenue $55.7 million, net income net loss from continuing operations totaled ($4.8) million, or ($0.17) per diluted share, EPS ($0.17) per diluted share. Guidance raised.

“as Exhibit 99.1 to this report. --- EX-99.1 (EX-99.1) --- VERA BRADLEY ANNOUNCES FIRST QUARTER FISCAL YEAR 2027 RESULTS First quarter consolidated net revenues grew 7.8% to $55.7 million; represents the first quarter of growth since Fiscal 2022 Continued sequential progress with sales growth, margin expansion and significant profit improvement FORT WAYNE, Ind.,”

Vera Bradley, Inc. shareholders approved Approval to add an additional 3,000,000 shares of common stock to the 2020 Equity and Incentive Plan at the 2026-06-04 meeting.

“approved an amendment to the 2020 Equity and Incentive Plan to add an additional 3,000,000 shares of common stock to the plan”

Vera Bradley, Inc. shareholders approved Advisory Approval of the Company's Named Executive Officer Compensation at the 2026-06-04 meeting.

“approved, on an advisory basis, the compensation of the Company’s named executive officers”

Vera Bradley, Inc. shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2026-06-04 meeting.

“ratified the appointment of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending January 30, 2027”

Vera Bradley, Inc. shareholders approved Election of Directors at the 2026-06-04 meeting.

“elected Ian Bickley, Ivan Brockman, Kristina Cashman, Robert J. Hall, Andrew Meslow, and Jessica Rodriguez to serve as Directors of the Company’s Board of Directors for a one-year term”

Vera Bradley, Inc. issued common stock.

“Item 3.03 Material Modifications to Rights of Security Holders. The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 3.03 by reference.”

Vera Bradley, Inc.: Filed Articles of Amendment to the Amended and Restated Articles of Incorporation in connection with termination of the Rights Agreement (effective 2026-04-17).

“In connection with the termination of the Rights Agreement, the Company has filed Articles of Amendment to the Amended and Restated Articles of Incorporation of the Company (the “Articles of Amendment”). The Articles of Amendment were filed with the Secretary of State of Indiana on April 17, 2026.”

Vera Bradley, Inc. amended Rights Agreement with Equiniti Trust Company, LLC (effective 2026-04-17).

“On April 17, 2026, Vera Bradley, Inc. (the “Company”) and Equiniti Trust Company, LLC, as rights agent (the “Rights Agent”), executed Amendment No. 2 (the “Amendment”) to the Rights Agreement, dated as of October 11, 2024, by and between the Company and the Rights Agent, as amended by that certain Amendment No. 1 to the Rights Agreement, dated as of October 10, 2025 (as amended, the “Rights Agreement”).”

Vera Bradley, Inc. reported the fiscal year ended January 31, 2026 results: revenue $269.7 million, net income ($32.7) million, EPS ($1.17) per diluted share. Guidance initiated.

“Consolidated net revenues totaled $269.7 million, compared to $318.8 million for Fiscal 2025. Net loss from continuing operations totaled ($32.7) million, or ($1.17) per diluted share.”

Vera Bradley, Inc. reported the fourth quarter ended January 31, 2026 results: revenue $84.9 million, net income $2.7 million, EPS $0.09 per diluted share. Guidance initiated.

“Consolidated net revenues from continuing operations totaled $84.9 million compared to $86.4 million in the prior year fourth quarter ended February 1, 2025. Vera Bradley, Inc.’s net income from continuing operations totaled $2.7 million, or $0.09 per diluted share.”

Martin Layding was appointed as Chief Financial Officer at Vera Bradley, Inc..

“On June 11, 2025, the Company also announced that Martin Layding, 54, will join the Company as its CFO effective June 12, 2025.”

Ian Bickley was appointed as Executive Chairman at Vera Bradley, Inc..

“Ian Bickley, 61 and a current member of the Company’s Board of Directors, will assume the role of Executive Chairman effective July 7, 2025”

Michael Schwindle departed as Chief Financial Officer at Vera Bradley, Inc..

“Also on June 11, 2025, the Company announced that Michael Schwindle, the Company’s Chief Financial Officer (“CFO”), will be stepping down from his position as CFO, effective June 12, 2025.”

Jackie Ardrey departed as President and Chief Executive Officer at Vera Bradley, Inc..

“On June 11, 2025, Vera Bradley, Inc. (the "Company") announced that Jackie Ardrey has decided to step down from her position as President and Chief Executive Officer (“CEO”) of the Company.”

Frances P. Philip departed as Lead Independent Director at Vera Bradley, Inc..

“On April 18, 2025, Vera Bradley, Inc. (the “Company”) announced that long-time board member Frances P. Philip will not stand for re-election at the upcoming 2025 Shareholder Meeting.”

Mary Lou Kelley departed as Director at Vera Bradley, Inc..

“the Company announced that long-time board member Mary Lou Kelley is retiring from the Company’s board of Directors, effective February 7, 2025.”

Andrew Meslow was elected as Director at Vera Bradley, Inc..

“On February 10, 2025, Vera Bradley, Inc. (the “Company”) announced that Andrew Meslow has been elected to join its Board of Directors, effective February 7, 2025.”

Ian Bickley was elected as Director at Vera Bradley, Inc..

“On November 1, 2024, Vera Bradley, Inc. (the “Company”) announced that Ian Bickley has been elected to join its Board of Directors.”

Vera Bradley, Inc.: Filed Articles of Amendment to the Amended and Restated Articles of Incorporation in connection with adoption of Rights Agreement (Preferred Stock) (effective 2024-10-11).

“In connection with the adoption of the Rights Agreement, the Company has filed Articles of Amendment to the Amended and Restated Articles of Incorporation of the Company (the “Articles of Amendment”). The Articles of Amendment were filed with the Secretary of State of Indiana on October 11, 2024.”

Bradley Weston resigned as Director at Vera Bradley, Inc..

“On July 26, 2024, Bradley (“Brad”) Weston provided notice of his decision to resign from the Board of Directors (the “Board”) of Vera Bradley, Inc. (the “Company”) effective August 30, 2024.”

Vera Bradley, Inc. reported fiscal year ended February 3, 2024 results: revenue $470.8 million, net income $7.8 million, EPS $0.25 per diluted share. Guidance initiated.

“Consolidated net revenues totaled $470.8 million for the fiscal year, compared to $500.0 million last year Net income totaled $7.8 million, or $0.25 per diluted share, for the fiscal year, compared to a net loss of ($59.7) million, or ($1.90) per diluted share, last year”

Jessica Rodriguez was elected as Director at Vera Bradley, Inc..

“On January 26, 2024, Vera Bradley, Inc. (the "Company") announced that Jessica Rodriguez has been elected to join its Board of Directors.”

Bradley Weston was elected as Director at Vera Bradley, Inc..

“On January 16, 2024, Vera Bradley, Inc. (the “Company”) announced that Bradley (“Brad”) Weston has been elected to join its Board of Directors.”

Vera Bradley, Inc. reported the third quarter ended October 28, 2023 results: revenue $115.0 million, net income $5.1 million, or $0.16 per diluted share, EPS $0.16 per diluted share.

“is furnished as Exhibit 99.1 to this report. --- EX-99.1 (EX-99.1) --- VERA BRADLEY ANNOUNCES THIRD QUARTER FISCAL YEAR 2024 RESULTS Consolidated net revenues totaled $115.0 million Net income totaled $5.1 million, or $0.16 per diluted share; non-GAAP net income totaled $6.1 million, or $0.19 per diluted share Balance sheet strengthens, with cash and cash”

Vera Bradley, Inc. reported second quarter ended July 29, 2023 results: revenue $128.2 million, net income $9.3 million, or $0.30 per diluted share, EPS $0.30 per diluted share.

“is furnished as Exhibit 99.1 to this report. --- EX-99.1 (EX-99.1) --- VERA BRADLEY ANNOUNCES SECOND QUARTER FISCAL YEAR 2024 RESULTS Consolidated net revenues totaled $128.2 million Net income totaled $9.3 million, or $0.30 per diluted share; non-GAAP net income totaled $10.2 million, or $0.33 per diluted share Balance sheet strengthens, with cash and cash”

Vera Bradley, Inc. amended Third Amendment with JP Morgan Chase Bank, N.A., as the administrative agent, and lenders from time to time party thereto (effective 2023-08-03).

“On August 3, 2023, certain subsidiaries of Vera Bradley, Inc. (the “Company”), JP Morgan Chase Bank, N.A., as the administrative agent, and lenders from time to time party thereto, entered into a Third Amendment (the “Third Amendment”) to the asset based revolving Credit Agreement (as amended, the “Credit Agreement”) dated September 7, 2018.”

Vera Bradley, Inc. reported the quarterly period ended April 29, 2023 results: revenue $94.4 million, net income ($4.7) million, or ($0.15) per diluted share, EPS ($0.15) per diluted share. Guidance raised.

“Consolidated net revenues totaled $94.4 million compared to $98.5 million in the prior year first quarter ended April 30, 2022. For the current year first quarter, Vera Bradley, Inc.'s consolidated net loss totaled ($4.7) million, or ($0.15) per diluted share.”

Vera Bradley, Inc. shareholders approved Approval to add an additional 3,000,000 shares of common stock to the 2020 Equity and Incentive Plan at the 2023-05-25 meeting.

“(5) Approval to add an additional 3,000,000 shares of common stock to the 2020 Equity and Incentive Plan For Against Abstentions Broker Non-Votes 9,957,154 5,812,950 717,498 4,328,547”

Vera Bradley, Inc. shareholders approved Advisory Approval of the Frequency of Advisory Votes for the Company's Named Executive Officer Compensation at the 2023-05-25 meeting.

“(4) Advisory Approval of the Frequency of Advisory Votes for the Company's Named Executive Officer Compensation 1 Year 2 Years 3 Years Abstentions 15,130,611 58,264 1,296,651 2,076”

Vera Bradley, Inc. shareholders approved Advisory Approval of the Company's Named Executive Officer Compensation at the 2023-05-25 meeting.

“(3) Advisory Approval of the Company's Named Executive Officer Compensation For Against Abstentions Broker Non-Votes 14,044,538 2,386,624 56,440 4,328,547”

Vera Bradley, Inc. shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2023-05-25 meeting.

“(2) Ratification of Appointment of Independent Registered Public Accounting Firm For Against Abstentions Broker Non-Votes 20,786,037 4,738 25,374 —”

Vera Bradley, Inc. shareholders approved Election of Directors at the 2023-05-25 meeting.

“Jacqueline Ardrey 16,394,916 92,686 4,328,547 Barbara Bradley Baekgaard 15,058,972 1,428,630 4,328,547 Kristina Cashman 16,346,533 141,069 4,328,547 Robert J. Hall 14,002,471 2,485,131 4,328,547 Mary Lou Kelley 16,052,537 435,065 4,328,547 Frances P. Philip 15,995,108 492,494 4,328,547 Carrie M. Tharp 16,264,778 222,824 4,328,547”

John Enwright departed as Chief Financial Officer at Vera Bradley, Inc..

“John Enwright, the Company’s current CFO, will be stepping down as a result of Mr. Schwindle’s appointment.”

Michael Schwindle was appointed as Chief Financial Officer at Vera Bradley, Inc..

“On April 25, 2023, Vera Bradley, Inc. (the “Company”) announced that Michael Schwindle will join the Company as Chief Financial Officer (“CFO”) effective May 8, 2023.”

Vera Bradley, Inc. reported fourth quarter ended January 28, 2023 results: revenue $147.1 million.

“Consolidated net revenues totaled $147.1 million for the current year fourth quarter compared to $149.6 million in the prior year fourth quarter.”

Vera Bradley, Inc. reported fourth quarter and fiscal year ended January 28, 2023 results: revenue Net revenues totaled $500.0 million for the fiscal year, net income Net loss totaled ($59.7) million, EPS ($1.90) per diluted share. Guidance initiated.

“Net revenues totaled $500.0 million for the fiscal year Net loss totaled ($59.7) million, or ($1.90) per diluted share, for fiscal year”

Vera Bradley, Inc. terminated Put/Call Agreement with Creative Genius Holdings, Inc., Creative Genius Investments, Inc., Griffin Thall and Paul Goodman.

“On July 16, 2019, the Company purchased 75% of Pura Vida's outstanding equity interest and entered into a Put/Call Agreement with the Sellers (the “Put/Call Agreement”) providing for certain rights with respect to the purchase by the Company and sale by the Sellers of the Remaining Pura Vida Interests as described below.”

Vera Bradley, Inc. entered into Interest Purchase Agreement with Creative Genius Holdings, Inc., Creative Genius Investments, Inc., Griffin Thall and Paul Goodman valued at approximately $10 million payable at closing (effective 2022-01-23).

“On January 23, 2022, Vera Bradley, Inc. (the “Company”) and certain of its subsidiaries entered into an Interest Purchase Agreement (the “Interest Purchase Agreement”) with Creative Genius Holdings, Inc. a California corporation, Creative Genius Investments, Inc., a California corporation, Griffin Thall and Paul Goodman (collectively “Sellers”) to purchase the remaining 25% of the outstanding membership interests (the "Remaining Pura Vida Interests") of Creative Genius, LLC, a California limited liability company (“Pura Vida”) through which the Company designs, markets and distributes bracelets, jewelry and other related accessories under the brand name Pura Vida. On July 16, 2019, the Company purchased 75% of Pura Vida's outstanding equity interest and entered into a Put/Call Agreement with the Sellers (the “Put/Call Agreement”) providing for certain rights with respect to the purchase by the Company and sale by the Sellers of the Remaining Pura Vida Interests as described below. Purs”

Mary Beth Trypus departed as Chief Revenue Officer, Vera Bradley at Vera Bradley, Inc..

“Daren Hull, Brand President, Vera Bradley; Beatrice Mac Cabe, Chief Creative Officer, Vera Bradley; and, Mary Beth Trypus, Chief Revenue Officer, Vera Bradley are no longer with the Company effective January 23, 2023.”

Beatrice Mac Cabe departed as Chief Creative Officer, Vera Bradley at Vera Bradley, Inc..

“Daren Hull, Brand President, Vera Bradley; Beatrice Mac Cabe, Chief Creative Officer, Vera Bradley; and, Mary Beth Trypus, Chief Revenue Officer, Vera Bradley are no longer with the Company effective January 23, 2023.”

Daren Hull departed as Brand President, Vera Bradley at Vera Bradley, Inc..

“Daren Hull, Brand President, Vera Bradley; Beatrice Mac Cabe, Chief Creative Officer, Vera Bradley; and, Mary Beth Trypus, Chief Revenue Officer, Vera Bradley are no longer with the Company effective January 23, 2023.”

Nancy R. Twine resigned as Director at Vera Bradley, Inc..

“On January 12, 2023, Nancy R. Twine provided notice of her decision to resign from the Board of Directors (the “Board”) of Vera Bradley, Inc. (the “Company”) effective May 25, 2023.”

Vera Bradley, Inc. reported nine months ended October 29, 2022 results: revenue $352.9 million, net income ($31.6) million, EPS ($1.00) per diluted share.

“Consolidated net revenues totaled $352.9 million for the current year nine months ended October 29, 2022, compared to $390.9 million in the prior year nine month period ended October 30, 2021. For the current year nine months, Vera Bradley, Inc.’s consolidated net loss totaled ($31.6) million, or ($1.00) per diluted share.”

Vera Bradley, Inc. reported third quarter ended October 29, 2022 results: revenue $124.0 million, net income $5.2 million, EPS $0.17 per diluted share.

“Consolidated net revenues totaled $124.0 million compared to $134.7 million in the prior year third quarter ended October 30, 2021. For the current year third quarter, Vera Bradley, Inc.’s consolidated net income totaled $5.2 million, or $0.17 per diluted share.”

Jacqueline Ardrey was appointed as Director at Vera Bradley, Inc..

“Ms. Ardrey will also join the Company’s Board of Directors on November 1, 2022.”

Jacqueline Ardrey was appointed as President and Chief Executive Officer at Vera Bradley, Inc..

“Jacqueline Ardrey will join the Company as President and Chief Executive Officer (“CEO”) effective November 1, 2022, replacing retiring President and CEO Robert Wallstrom.”

Robert Wallstrom retired as President and Chief Executive Officer at Vera Bradley, Inc..

“Jacqueline Ardrey will join the Company as President and Chief Executive Officer (“CEO”) effective November 1, 2022, replacing retiring President and CEO Robert Wallstrom.”

Robert Wallstrom departed as President and Chief Executive Officer at Vera Bradley, Inc..

“On July 21, 2022, the Company announced the planned retirement of Robert Wallstrom, President and Chief Executive Officer of Vera Bradley, Inc. (the "Company").”