Mahwah Bergen Retail (ASNA) Form 3 Ascena Retail / Kevin Michael Trolaro ownership change

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^*

Trolaro Kevin Michael

(Last) (First) (Middle)

C/O ASCENA RETAIL GROUP, INC.

933 MACARTHUR BOULEVARD

(Street)

MAHWAH NJ 07430

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/03/2020

3. Issuer Name and Ticker or Trading Symbol
Ascena Retail Group, Inc. [ ASNAQ ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
VP, Chief Accounting Officer

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	398.9	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
Option To Buy(1)(2)	(3)	09/25/2020	Common	100	398.2	D
Option To Buy(1)(2)	(4)	09/23/2021	Common	100	282.4	D
Option To Buy(1)(2)	(5)	09/29/2022	Common	185	269.6	D
Option To Buy(2)(6)	(7)	09/21/2023	Common	369	111.2	D
Option To Buy(2)(6)	(8)	09/27/2024	Common	643	47.4	D
Option To Buy(2)(6)	(9)	10/03/2025	Common	258	78.4	D
Option To Buy(2)(6)	(10)	10/02/2026	Common	1,250	5.2	D

Explanation of Responses:

1. Granted under the Company's 2010 Stock Incentive Plan.

2. Reflects Ascena Retail Group, Inc.'s Twenty-for-One Reverse Stock Split.

3. On September 25, 2013, the reporting person was granted 100 non-qualified stock options, vesting in three annual installments beginning on the first anniversary of the grant date.

4. On September 23, 2014, the reporting person was granted 100 non-qualified stock options, vesting in three annual installments beginning on the first anniversary of the grant date.

5. On September 29, 2015, the reporting person was granted 185 non-qualified stock options, vesting in three annual installments beginning on the first anniversary of the grant date.

6. Granted under the Company's 2016 Omnibus Incentive Plan, as amended.

7. On September 21, 2016, the reporting person was granted 369 non-qualified stock options, vesting in three annual installments beginning on the first anniversary of the grant date.

8. On September 27, 2017, the reporting person was granted 643 non-qualified stock options, vesting in two annual installments beginning on the first anniversary of the grant date.

9. On October 3, 2018, the reporting person was granted 258 non-qualified stock options, vesting in two annual installments beginning on the first anniversary of the grant date.

10. On October 2, 2019, the reporting person was granted 1,250 non-qualified stock options, vesting in two annual installments beginning on the first anniversary of the grant date.

Remarks:

EXHIBIT LIST: EX-24: Power of Attorney Kevin Michael Trolaro

	Gary Holland, Power of Attorney	08/12/2020
	** 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).
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