SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* SCOTT GREGORY J (Last) (First) (Middle) 330 W. 34TH STREET 9TH FLOOR (Street) NEW YORK NY 10001 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol New York & Company, Inc. [ NWY ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) Chief Executive Officer
	3. Date of Earliest Transaction (Month/Day/Year) 06/29/2017
	4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Appreciation Rights(1)	$3.8	06/29/2017		D			700,000	(2)	06/01/2020	Common Stock	700,000	$0	0	D
Stock Appreciation Rights(1)	$1.36(3)	06/29/2017		A		294,000		(4)	06/01/2020	Common Stock	294,000	$0	294,000	D
Stock Appreciation Rights(1)	$6.17	06/29/2017		D			200,000	(5)	02/15/2021	Common Stock	200,000	$0	0	D
Stock Appreciation Rights(1)	$1.36(3)	06/29/2017		A		45,283		(6)	02/15/2021	Common Stock	45,283	$0	45,283	D
Stock Appreciation Rights(1)	$3.65	06/29/2017		D			200,000	(7)	04/16/2022	Common Stock	200,000	$0	0	D
Stock Appreciation Rights(1)	$1.36(3)	06/29/2017		A		101,754		(8)	04/16/2022	Common Stock	101,754	$0	101,754	D
Stock Appreciation Rights(1)	$5.32	06/29/2017		D			200,000	(9)	08/26/2023	Common Stock	200,000	$0	0	D
Stock Appreciation Rights(1)	$1.36(3)	06/29/2017		A		111,864		(10)	08/26/2023	Common Stock	111,864	$0	111,864	D
Stock Appreciation Rights(1)	$3.47	06/29/2017		D			100,000	(11)	08/25/2024	Common Stock	100,000	$0	0	D
Stock Appreciation Rights(1)	$1.36(3)	06/29/2017		A		44,999		(12)	08/25/2024	Common Stock	44,999	$0	44,999	D
Stock Appreciation Rights(1)	$2.6	06/29/2017		D			200,000	(13)	08/25/2025	Common Stock	200,000	$0	0	D
Stock Appreciation Rights(1)	$1.36(3)	06/29/2017		A		122,580		(14)	08/25/2025	Common Stock	122,580	$0	122,580	D

Explanation of Responses:

1. Each Stock Appreciation Right (SAR) represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the SAR to the date of exercise of the SAR. Upon exercise the SARs will be settled in stock.

2. Represents SARs cancelled pursuant to the Company's Stock Appreciation Right and Option Exchange Program as more fully described in the Schedule TO, filed with the Securities and Exchange Commission on June 1, 2017. The reporting person was previously awarded SARs which were exercisable as follows: 137,500 on June 1, 2011, 187,500 on June 1, 2012, 187,500 on June 1, 2013, and 187,500 on June 1, 2014.

3. In exchange for each cancelled award pursuant to the Company's Stock Appreciation Right and Option Exchange Program, the reporting person received a replacement award for a lesser number of SARs with an equal fair value and an exercise price equal to the closing price of the Company's common stock as reported on the New York Stock Exchange on June 29, 2017.

4. Represents Replacement SARs granted pursuant to the Company's Stock Appreciation Right and Option Exchange Program which all vest on June 29, 2018.

5. Represents SARs cancelled pursuant to the Company's Stock Appreciation Right and Option Exchange Program. The reporting person was previously awarded SARs which were exercisable as follows: 50,000 on February 15, 2012, 50,000 on February 15, 2013, 50,000 on February 15, 2014, and 50,000 on February 15, 2015.

6. Represents Replacement SARs granted pursuant to the Company's Stock Appreciation Right and Option Exchange Program which all vest on June 29, 2018.

7. Represents SARs cancelled pursuant to the Company's Stock Appreciation Right and Option Exchange Program. The reporting person was previously awarded SARs which were all exercisable on April 16, 2015.

8. Represents Replacement SARs granted pursuant to the Company's Stock Appreciation Right and Option Exchange Program which all vest on June 29, 2018.

9. Represents SARs cancelled pursuant to the Company's Stock Appreciation Right and Option Exchange Program. The reporting person was previously awarded SARs which were exercisable as follows: 50,000 on August 25, 2014, 50,000 on August 25, 2015 and 100,000 on August 25, 2016.

10. Represents Replacement SARs granted pursuant to the Company's Stock Appreciation Right and Option Exchange Program which all vest on June 29, 2018.

11. Represents SARs cancelled pursuant to the Company's Stock Appreciation Right and Option Exchange Program. The reporting person was previously awarded SARs which were exercisable as follows: 25,000 on August 25, 2015, 25,000 on August 25, 2016 and 50,000 on August 25, 2017.

12. Represents Replacement SARs granted pursuant to the Company's Stock Appreciation Right and Option Exchange Program which vest as follows: 22,501 on August 25, 2017 and 22,498 on June 29, 2018.

13. Represents SARs cancelled pursuant to the Company's Stock Appreciation Right and Option Exchange Program. The reporting person was previously awarded SARs which were exercisable as follows: 50,000 on August 25, 2016, 50,000 on August 25, 2017 and 100,000 on August 25, 2018.

14. Represents Replacement SARs granted pursuant to the Company's Stock Appreciation Right and Option Exchange Program which vest as follows: 30,645 on August 25, 2017, 30,645 on June 29, 2018 and 61,290 on August 25, 2018.

	Linda Gormezano, attorney-in-fact /s/ Linda Gormezano	07/14/2017
	** Signature of Reporting Person	Date
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