Skip to main content

Victoria's Secret & Co.

For the period ended Jun 11, 2026. Filed Jun 15, 2026.

View on SEC.gov

About this filing

A notice of a major event between regular reports, such as results, a deal or a change of executives. It is often the first formal record of the news.

Jun 11, 2026 · Filed Jun 15, 2026

Use the contents to explore the available documents and sections.

VSXY$108.05+1.6%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, Par Value $0.01VSXYThe New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 11, 2026, Victoria’s Secret & Co. (the “Company”) held its 2026 annual meeting of stockholders (the “Annual Meeting”) by means of remote communication. At the Annual Meeting, the Company’s stockholders (i) elected nine directors to serve until the 2027 annual meeting of stockholders, (ii) approved, on an advisory basis, the compensation of the Company’s named executive officers, and (iii) ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2026.

The final voting results with respect to each of the three proposals are set forth below.

Proposal 1. To elect nine directors to serve until the 2027 annual meeting of stockholders.

NomineeForAgainstAbstainBroker Non-Votes
Irene Chang Britt53,480,29112,280,11843,1331,156,636
Sarah Davis53,673,43812,073,65656,4481,156,636
Jacqueline Hernández53,655,06412,093,84054,6381,156,636
Donna James54,925,75210,800,99376,7971,156,636
Rod Little53,666,92612,070,60966,0071,156,636
David McCreight55,339,71610,414,74649,0801,156,636
Lauren Peters53,622,03612,132,15449,3521,156,636
Anne Sheehan53,665,44512,093,04345,0541,156,636
Hillary Super64,009,3831,756,49237,6671,156,636

Proposal 2. To approve, on an advisory basis, the compensation of the Company’s named executive officers.

ForAgainstAbstainBroker Non-Votes
54,394,91311,238,067170,7681,156,430

Proposal 3. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2026.

ForAgainstAbstainBroker Non-Votes
66,826,96680,67752,535—

Item 9.01 Financial Statements and Exhibits.

Exhibit No.Description
104Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document).
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.