SD 1 vsco2021formsd.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 1 to December 31, 2021



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 and PINK brand names. We operate more than 890 Victoria’s Secret and PINK stores in the United States (“U.S.”), Canada and Greater China as well as online at www.VictoriasSecret.com and www.PINK.com and other online channels worldwide. Additionally, Victoria’s Secret and PINK have more than 450 stores in more than 70 countries operating under franchise, license and wholesale arrangements. The Company also includes the Victoria’s Secret and PINK 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.

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 31, 2021, 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 31, 2021. The Company’s Form SD and Conflict Minerals Report for the calendar year ended December 31, 2021 are available on the Company’s website at https://www.victoriassecretandco.com/investors/financial-information/sec-filings?field_nir_sec_cik_target_id=0001856437&items_per_page=10&page=0. 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 31, 2021 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 27, 2022By:/s/ Melinda McAfee
Name:Melinda McAfee
Title:Chief Legal Officer