Form SCHEDULE 13G LANDS' END, INC. Filed by: LEWHP, LLC
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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LANDS' END, INC. (Name of Issuer) |
Common Stock, par value $0.01 per share (Title of Class of Securities) |
(CUSIP Number) |
04/01/2026 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
| Rule 13d-1(b) |
| Rule 13d-1(c) |
| Rule 13d-1(d) |
SCHEDULE 13G
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| CUSIP No. |
| 1 | Names of Reporting Persons
LEWHP, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,222,222.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
7.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Item 11 is calculated based upon a total of 30,751,337 outstanding shares of Common Stock as of March 23, 2026, as reported on the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 26, 2026.
SCHEDULE 13G
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| CUSIP No. |
| 1 | Names of Reporting Persons
WH Topco, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,222,222.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
7.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Item 11 is calculated based upon a total of 30,751,337 outstanding shares of Common Stock as of March 23, 2026, as reported on the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 26, 2026.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
LANDS' END, INC. | |
| (b) | Address of issuer's principal executive offices:
5 Lands' End Lane, Dodgeville, WI 53595 | |
| Item 2. | ||
| (a) | Name of person filing:
LEWHP, LLC ("LEWHP") and WH Topco, L.P. ("Topco" and, together with LEWHP, the "Reporting Persons") | |
| (b) | Address or principal business office or, if none, residence:
For each of the Reporting Persons, 530 Fifth Avenue, 12th Floor, New York, NY 10036 | |
| (c) | Citizenship:
LEWHP is a Delaware limited liability company. Topco is a Delaware limited partnership. | |
| (d) | Title of class of securities:
Common Stock, par value $0.01 per share | |
| (e) | CUSIP No.:
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| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); | |
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | |
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | |
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); | |
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); | |
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | |
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
See responses to Row 9 on each cover page.
The reported securities are directly held by LEWHP. As the indirect parent entity of LEWHP, Topco may be deemed to share voting and dispositive power over, and therefore beneficial ownership of, the Common Stock directly held by LEWHP. | |
| (b) | Percent of class:
See responses to Row 11 on each cover page.
Such percentage is calculated based upon a total of 30,751,337 outstanding shares of Common Stock as of March 23, 2026, as reported on the Issuer's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 26, 2026. %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
See responses to Row 5 on each cover page. | ||
| (ii) Shared power to vote or to direct the vote:
See responses to Item 4(a) and Row 6 on each cover page. | ||
| (iii) Sole power to dispose or to direct the disposition of:
See responses to Row 7 on each cover page. | ||
| (iv) Shared power to dispose or to direct the disposition of:
See responses to Item 4(a) and Row 8 on each cover page. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Exhibit Information
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Exhibit 99.1 JOINT FILING AGREEMENT |
ATTACHMENTS / EXHIBITS