CHEROKEE INC 4

4 · CHEROKEE INC · Filed Jul 18, 2013

Form 4

Period: 2013-07-16

DirectorChief Executive Officer

Transactions

Award
Performance Stock Unit
2013-07-16+30,000→ 213,750 total
Exp: 2016-01-30→ Common Stock (30,000 underlying)

Holdings

Common Stock Options
Exercise: $18.30From: 2016-01-31Exp: 2016-08-26→ Common Stock (18,750 underlying)
93,750
Common Stock
81,967
Common Stock
69,529
Common Stock Options
Exercise: $13.06From: 2013-06-18Exp: 2019-06-18→ Common Stock (30,000 underlying)
123,750
Common Stock Options
Exercise: $18.30From: 2014-01-31Exp: 2016-08-26→ Common Stock (18,750 underlying)
56,250
Common Stock
91,967
Common Stock
104,529
Common Stock Options
Exercise: $18.30From: 2012-01-31Exp: 2016-08-26→ Common Stock (18,750 underlying)
18,750
Common Stock Options
Exercise: $18.30From: 2013-01-31Exp: 2016-08-26→ Common Stock (18,750 underlying)
37,500
Common Stock Options
Exercise: $18.30From: 2015-01-31Exp: 2016-08-26→ Common Stock (18,750 underlying)
75,000
Common Stock Options
Exercise: $13.06From: 2014-06-18Exp: 2019-06-18→ Common Stock (30,000 underlying)
153,750
Common Stock Options
Exercise: $13.06From: 2015-06-18Exp: 2019-06-18→ Common Stock (30,000 underlying)
183,750

Footnotes (3)

[F1]Each performance stock unit represents a contingent right to receive one share of Common Stock of Cherokee Inc. (the "Company").
[F2]The performance units vest in up to three increments where the average closing price of the Company's common stock during the month preceding the end of the Company's fiscal year is (i) $15.35 for the Company's fiscal year ending February 1, 2014 ("Fiscal 2014"), (ii) $16.88 for the Company's fiscal year ending January 31, 2015 ("Fiscal 2015") and (iii) $18.57 for the Company's fiscal year ending January 30, 2016 ("Fiscal 2016"). If a price target is met, one-third of the shares subject to the award will vest. If such target is not met, one-third of the shares subject to the award will not vest and will roll over to the following fiscal year. For example, if at the end of Fiscal 2014 the Company's average closing share price for the month preceding the end of Fiscal 2014 is below $15.35, no portion of the performance stock award will vest and one-third of the total shares subject to the award will roll-forward for Fiscal 2015.
[F3]Similarly, if both of the targets for Fiscal 2014 and Fiscal 2015 are not met, all shares subject to the performance stock award may still vest in the event that the Company's average closing share price for the month preceding the end of Fiscal 2016 is at least $18.57.

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