SD 1 vsco2022formsd.htm SD Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 _________________________________
FORM SD

SPECIALIZED DISCLOSURE REPORT
 _________________________________
VICTORIA’S SECRET & CO.
(Exact name of registrant as specified in its charter)
 _________________________________
Delaware001-4051586-3167653
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)(IRS Employer Identification No.)
4 Limited Parkway East,
Reynoldsburg, Ohio 43068
(Address of principal executive offices) (Zip Code)
Melinda McAfee (614) 577-700
(Name and telephone number, including area code, of the person to contact in connection with this report.)
_______________


Check the appropriate box to indicate the rule pursuant to which this form is being filed, and provide the period to which the information in this form applies:

_X__ Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1st to December 31st, 2022.



Section 1 - CONFLICT MINERALS DISCLOSURE

Item 1.01     CONFLICT MINERALS DISCLOSURE AND REPORT

Conflict Minerals Disclosure

Victoria’s Secret & Co. (together with its subsidiaries unless the context otherwise requires, “we”, “us”, “our” or the “Company”) is a specialty retailer of women's intimate and other apparel and beauty products marketed under the Victoria’s Secret, PINK and Adore Me brand names. We have more than 910 stores in the United States (“U.S.”), Canada and China, as well as our own websites, www.VictoriasSecret.com, www.PINK.com and www.AdoreMe.com and other online channels worldwide. Additionally, we have approximately 450 stores in approximately 70 countries operating under franchise, license, and wholesale arrangements. The Company also includes the merchandise sourcing and production function serving us and our international partners. We operate as a single segment designed to seamlessly serve customers worldwide through stores and online channels. On November 1st, 2022, we announced that we had signed a definitive agreement (the “Merger Agreement”) to acquire 100% of AdoreMe, Inc. (“Adore Me”), a digitally-native intimate's brand. On December 30th, 2022, the acquisition was completed pursuant to the terms and conditions of the Merger Agreement.

The Securities and Exchange Commission (the “SEC”) adopted Rule 13p-1 under the Securities Exchange Act of 1934 (the “Rule”) to implement reporting and disclosure requirements related to conflict minerals (as defined in the Rule) mandated by Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010. After performing the steps required by the Rule, Victoria’s Secret & Co. has concluded in good faith that during the year ended December 31st, 2022, it contracted to manufacture products which contained conflict minerals that were necessary to the functionality or production of such products.

Accordingly, the Company has filed this Form SD and the attached Conflict Minerals Report for the calendar year ended December 31st, 2022. The Company’s Form SD and Conflict Minerals Report for the calendar year ended December 31st, 2022 are available on the Company’s website at https://www.victoriassecretandco.com/investors/financial-information/sec-filings. The information contained on Victoria’s Secret & Co.’s website is not a part of this Form SD and is not deemed incorporated by reference into this Form SD or any other public filing made with the SEC.

Item 1.02     EXHIBITS

The Company’s Conflict Minerals Report for the calendar year ended December 31st, 2022 is filed herewith as Exhibit 1.01.

Section 2 - EXHIBITS

Item 2.01     EXHIBITS










SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Victoria’s Secret & Co.
(Registrant)
Date:
May 31st, 2023
By:/s/ Melinda McAfee
Name:Melinda McAfee
Title:Chief Legal Officer