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SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
DeFalco John T

(Last) (First) (Middle)
5 LANDS' END LN

(Street)
DODGEVILLE WI 53595

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/07/2026
3. Issuer Name and Ticker or Trading Symbol
LANDS' END, INC. [ LE ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President, LE Outfitters
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 13,657 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) (1) Common Stock 51,913(1) $0(1) D
Performance Rights (2) (3) Common Stock 7,493 (2) D
Explanation of Responses:
1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of issuer common stock upon satisfaction of the vesting conditions. These are time-based RSUs that vest as follows: 7,427 shares will vest on April 1, 2027; 3,747 shares will vest on March 24, 2027 and 7,493 shares will vest on March 24, 2028; 5,686 shares will vest on March 23, 2027, 5,687 shares will vest on March 23, 2028 and 11,373 shares will vest on March 23, 2029; and 5,250 shares will vest on April 1, 2027 and 5,250 shares will vest on December 31, 2027, subject in each case to the satisfaction of vesting conditions, including maintaining a continuous business relationship through the applicable vesting date.
2. Each performance right represents a contingent right to receive one share of issuer common stock subject to certification of performance following fiscal year 2027. The performance rights vest up to 100% of the listed target number of shares upon issuer common stock achieving a specified average per share closing stock price over a specified number of trading days, and subject to the satisfaction of other vesting conditions, including maintaining a continuous business relationship with the issuer through the payment date.
3. No later than 90 days following the completion of the audit for issuer's fiscal year ending January 28, 2028, the Compensation Committee of the Board of Directors of the issuer shall determine achievement of performance goals in its sole discretion and the date upon which the Compensation Committee determines such performance shall be the applicable vesting date.
/s/ Peter L. Gray as attorney-in-fact for John DeFalco 05/14/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.