In connection with the IPO, the Company adopted the Vince 2013 Incentive Plan, which provides for grants of stock options, stock appreciation rights, restricted stock and other stock-based awards. In May 2018, the Company filed a Registration Statement on Form S-8 to register an additional 660,000 shares of common stock available for issuance under the Vince 2013 Incentive Plan. Additionally, in September 2020, the Company filed a Registration Statement on Form S-8 to register an additional 1,000,000 shares of common stock available for issuance under the Vince 2013 Incentive Plan. On June 4, 2026, the Company’s stockholders approved an amendment (the “Share Increase Amendment”) to the Vince 2013 Incentive Plan to increase the maximum aggregate number of shares of common stock with respect to which awards may be granted thereunder from 2,000,000 to 3,000,000 shares. The shares available for issuance under the Vince 2013 Incentive Plan may be, in whole or in part, either authorized and unissued shares of the Company's common stock or shares of common stock held in or acquired for the Company's treasury. In general, if awards under the Vince 2013 Incentive Plan are canceled for any reason, or expire or terminate unexercised, the shares covered by such award may again be available for the grant of awards under the Vince 2013 Incentive Plan. As of May 2, 2026, there were 252,107 shares under the Vince 2013 Incentive Plan available for future grants. Effective June 8, 2026, the Share Increase Amendment provides for an additional 1,000,000 shares to be issued by the Company. Options granted pursuant to the Vince 2013 Incentive Plan typically vest in equal installments over four years, subject to the employees' continued employment and expire on the earlier of the tenth anniversary of the grant date or upon termination as outlined in the Vince 2013 Incentive Plan. Restricted stock units ("RSUs") granted typically vest in equal installments over a three-year period or vest in equal installments over four years, subject to the employees' continued employment. In November 2023, the Vince 2013 Incentive Plan was amended to, among others, extend the plan expiration date to November 2033.


	Stock Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (years)		Aggregate Intrinsic Value (in thousands)
Outstanding at January 31, 2026		389,850		$	1.56		9.3	$	—
Granted		—		$	—
Exercised		—		$	—
Forfeited or expired		(11,100	)	$	1.47
Outstanding at May 2, 2026		378,750		$	1.56		9.1	$	—

Vested and exercisable at May 2, 2026		—		$	—		—	$	—

A summary of restricted stock unit activity for the three months ended May 2, 2026 is as follows:


	Restricted Stock Units			Weighted Average Grant Date Fair Value
Non-vested restricted stock units at January 31, 2026		203,974		$	2.01
Granted		—		$	—
Vested		(1,250	)	$	2.04
Forfeited		—		$	—
Non-vested restricted stock units at May 2, 2026		202,724		$	2.01

The Company recognized share-based compensation expense of $91 and $146, including expense of $62 and $87 related to non-employees, during the three months ended May 2, 2026 and May 3, 2025, respectively.