Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 4, 2012, Vera Bradley, Inc. (the "Company") issued a press release announcing the unanimous election of Karen Kaplan as an independent, Class I director, effective October 3, 2012. Ms. Kaplan's term will expire with the terms of the other Class I directors at the 2014 annual meeting of shareholders. The board of directors has not determined the board committees, if any, to which Ms. Kaplan will be appointed. On October 1, 2012, Stephen J. Hackman tendered his resignation from the Board of Directors effective upon Ms. Kaplan's election.

As a director of the Company, Ms. Kaplan will receive compensation as a non-employee director in accordance with the Company's non-employee director compensation practices described in the Company's Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 23, 2012. This compensation generally consists of an annual retainer in the amount of $34,000, meeting attendance fees of $2,000 for each board or committee meeting ($500 for a telephonic meeting), and an annual equity grant with a value of $50,000.

A copy of the press release announcing the election of Ms. Kaplan is attached as Exhibit 99.1 to this Current Report on
Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit
No. Description

99.1 Press Release dated October 4, 2012.

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