8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 8–K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): June 12, 2013 (June 10, 2013)THE WET SEAL, INC.
(Exact Name of Registrant as Specified in Charter)

Delaware	001-35634	33-0415940
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
	26972 Burbank Foothill Ranch, CA 92610
(Address of principal executive offices; zip code)

Registrant’s telephone number, including area code:

(949) 699-3900

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 14d-2(b))

[] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

On June 10, 2013, The Wet Seal, Inc. (the “Company”) announced that Lesli Gilbert has been appointed Executive Vice President, Stores and Operations, effective immediately reporting directly to the Company's Chief Executive Officer, Mr. John D. Goodman. Ms. Gilbert replaces Barbara Cook, former Senior Vice President, Store Operations, who resigned in February.

On June 10, 2013, Ms. Gilbert was designated a participant in the Company's Severance and Change in Control Plan (the “Plan”). A copy of the terms of the Plan was attached as Exhibit 10.1 to the Company's Current Report on Form 8-K dated April 11, 2013, and is incorporated herein by reference.

The Compensation Committee of the Board of Directors (the “Compensation Committee”) of the Company approved the following salary and awards of performance stock units (“PSUs”) and restricted stock units (“RSUs”) under the Company’s Amended and Restated 2005 Stock Incentive Plan (the “2005 Plan”) for Ms. Gilbert (the amount set forth in the Dollar Amount column was divided by $5.06, the closing trading price per share of the Company's Class A Common Stock (a “Share”) on the commencement of Ms. Gilbert's employment ("Grant Date"), to determine the number of PSUs or RSUs indicated in the adjacent “Aggregate Shares” column):

Named Executive Officer	Base Salary	Incentive Plan (1)
Lesli Gilbert Executive Vice President, Stores and Operations	$400,000	50%

(1) Ms. Gilbert is eligible to participate in the Company's Fiscal 2013 Corporate Incentive Plan with a target of 50% (pro-rated)of Ms. Gilbert's base salary. Terms and conditions that apply are referenced within such Corporate Incentive Plan.

Named Executive Officer	Awards
	Dollar Amount	Aggregate Shares
Lesli Gilbert Executive Vice President, Stores and Operations	$60,000 $90,000	11,858 PSUs 17,787 RSUs

Additional Benefits

Ms. Gilbert will be entitled to participate in all employee benefit plans or programs of the Company, generally available to any of its senior level executive employees. Ms. Gilbert will be eligible to receive a relocation allowance of sixty thousand dollars ($60,000) for expenses related to her relocation within thirty (30) miles of the Company’s principal offices in Foothill Ranch, California within ninety (90) days of the employment commencement date. In addition, the Company shall reimburse Ms. Gilbert for up to three months of temporary housing expenses in the Foothill Ranch, California area, with all receipts for reimbursement submitted no later than one hundred fifty (150) days after employment commencement date. During the first three months of employment, the Company will provide five roundtrip economy airfares for travel from corporate headquarters in Foothill Ranch, California to Ms. Gilbert's home.

* * *

The foregoing is a summary of the terms of employment and is qualified in its entirety by (i) the form of the Plan that was attached as Exhibit 10.1 to the Company's Current Report on Form 8-K dated April 11, 2013; (ii) the Offer Letter, filed herewith as Exhibit 10.2; (iii) the form of the PSU Agreement setting forth the terms of the PSUs that was attached as Exhibit 10.3 to the Company's Current Report on Form 8-K dated April 11, 2013; and (iv) the form of the RSU Agreement setting forth the terms of the RSUs that was attached as Exhibit 10.4 to the Company's Current Report on Form 8-K dated April 11, 2013. A copy of the press release filed herewith 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.

(a)    Financial Statements of Business Acquired.

Not Applicable.

(b)    Pro Forma Financial Information.

Not Applicable.

(c)    Shell Company Transactions.

Not Applicable.

(d)    Exhibits.

10.2 Offer Letter, dated as of May 31, 2013, entered into between the Company and Ms. Gilbert.

99.1 Press release, dated June 10, 2013, issued by the Company.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

		THE WET SEAL, INC. (Registrant)
Date: June 12, 2013	By:	/s/ Steven H. Benrubi
	Name:	Steven H. Benrubi
	Title:	Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

EXHIBIT
NUMBER	DESCRIPTION
10.2	Offer Letter, dated May 31, 2013, entered into between the Company and Ms. Gilbert.
99.1	Press release, dated June 10, 2013, issued by the Company.

EX-10.2

Exhibit 10.2

May 31, 2013

Lesli Gilbert

(Address)

Dear Lesli,

The Wet Seal, Inc. (the “Company”) is pleased to offer you employment as Executive Vice President, Stores and Operations, reporting to John Goodman, Chief Executive Officer. Your start date will be June 10^th 2013.

Should you accept employment with the Company, you will receive a starting bi-weekly base salary of $15,384 (26 pay periods per year), which is an annualized rate of $400,000.00. In addition, you will be eligible to participate in The Wet Seal, Inc. Fiscal 2013 Corporate Incentive Plan with a target of 50% (pro-rated) of your base salary. For additional details, terms and conditions that apply, please refer to the plan document. Please note that bonus eligibility criteria are within the plan document.

In addition to your salary, the Company will grant you equity awards in the form of restricted and performance stock units representing a target value of $150,000 that will vest over a 3-year period as outlined below:

Restricted Stock Units (60%)

On the commencement of your employment (“Grant Date”), you will be granted an award of $90,000 of restricted stock units (“Restricted Stock Units”). The total number of shares will be determined by dividing (i) $90,000 by (ii)the greater of (x) the average closing trading price of the Company's Class A Common Stock over the thirty (30) calendar days ending on the day prior to the Grant Date (the “30-Day Average Price”) and (y) the closing trading price of the Company's Class A Common Stock on the Grant Date. The Restricted Stock Units will vest and the risk of forfeiture thereon lapse with respect to one-third (1/3^rd) of the total number of shares of Restricted Stock Units initially subject to such award on each anniversary of the Grant Date, such that the Restricted Stock Units will be fully vested on the third (3^rd) anniversary of the Grant Date.

Performance Stock Units (40%)

On the Grant Date, you will also be granted an award of a target number of units of performance stock units (“Performance Stock Units”) determined by dividing (i) $60,000 by (ii) the greater of (x) the 30-Day Average Price and (y) the closing trading price of the Company's Class A Common Stock on the Grant Date. The number of Performance Stock Units eligible for time-based vesting will be determined based upon the achievement of performance goals established by the Board for fiscal 2013, which goals were established on April 8, 2013, and which are consistent with such goals established with respect to fiscal 2013 Performance Stock Unit grants made to other executives of the Company. Any Performance Stock Units that become eligible for time-based vesting will vest in three equal installments.

The first installment will vest on the date the achievement of performance goals is certified, and the second and third installments will vest on the second and third anniversaries of the Grant Date, respectively, subject to your continued employment through such vesting dates. Any Performance Stock Units that do not become eligible for vesting based on performance will automatically be forfeited on the date performance is certified by the Board or the Compensation Committee of the Board. The Performance Stock Units will otherwise be subject to the terms of the plan pursuant to which they are granted.

To assist you in your transition to Orange County, the Company is pleased to offer you relocation assistance up to $60,000 (gross amount), to cover moving-related expenses and incidentals. At your option, this may be paid to you as a reimbursement of actual approved relocation costs incurred and paid by you, or you may submit approved invoices for your relocation costs for direct payment by the Company to the relocation service providers. To the extent your approved relocation expenses are less than $60,000, the remaining amount is forfeited. Should you voluntarily leave the Company's employment in the first 12 months, you must repay any pro-rated amount based on number of days worked within the first 12 months before you voluntarily leave. By signing below, you agree that, in the event you are required to repay any portion of the relocation assistance amount, the Company may deduct this amount from any salary, bonus, vacation, expense reimbursements or other payments otherwise payable to you at that time. It is expected that you will relocate to within a 30 mile radius of the corporate headquarters in Foothill Ranch, California within ninety (90) days of your date of hire.

In addition to your relocation assistance, the Company will reimburse you for up to three months of temporary housing in a furnished apartment at a monthly cost not to exceed TBC after obtaining several comparative quotes. Requests for reimbursement must be submitted on a monthly basis, with all receipts for reimbursement submitted no later than 150 days after your date of hire. During the first three months of your employment, the Company will provide 5 roundtrip economy airfares for travel from our corporate headquarters in Foothill Ranch, California to your home.

You are eligible to participate in the Company's benefits effective the first day of the month following your start date. Vacation accrues at the annual rate of 4 weeks. The Wet Seal operates on a Focal Review cycle. Performance assessments are normally conducted in April of each year and may be pro-rated accordingly. You will be eligible for a merit increase in 2014. Please refer to the employee handbook for further information.

Employment with the Company is considered “employment at-will,” which means that either you or the Company may terminate your employment at any time for any reason or no reason, with or without cause or prior notice or warning. This policy of at-will employment may be changed only by a written employment agreement signed by the Chief Executive Officer of the Company that expressly revises, modifies, deletes, or supersedes the policy of at-will employment; it may not be modified by an oral or implied agreement. Unless employment is covered by a written employment agreement providing otherwise, this policy of at-will employment is the sole and entire agreement between you and the Company as to the duration of employment and the circumstances under which employment may end. With the exception of employment at-will, terms and conditions of employment with the Company may be modified at the sole discretion of the Company with or without cause or notice at any time.

In the event of a termination of your employment by the Company without cause you are offered participation in the Wet Seal, Inc. Severance and Change in Control Plan at the level of Executive Vice President.

This offer is contingent upon proper U.S. work authorization, successful completion of all reference checks, background investigation, and the completion of the Company's standard package of new hire forms (including Confidentiality / Non-Disclosure and Arbitration Agreements).

I look forward to you joining our team! Please sign your acceptance of this employment opportunity below and return to me via email or via facsimile at 949-699-4722.

Sincerely,

John D. Goodman

Chief Executive Officer

The Wet Seal, Inc.

I accept the terms and conditions of this offer letter.

Signature Date Start Date

EX-99.1

Exhibit 99.1

Contact:

Steven H. Benrubi

(949) 699-3947

The Wet Seal, Inc. Appoints Lesli Gilbert

EVP, Stores and Operations

FOOTHILL RANCH, CA, June 10, 2013 (BUSINESS WIRE) -- The Wet Seal, Inc. (Nasdaq:WTSL), a leading specialty retailer to young women, announced today that retail veteran Lesli Gilbert has been appointed Executive Vice President, Stores and Operations, effective immediately. Ms. Gilbert replaces Barbara Cook, former Senior Vice President, Store Operations, who resigned in February.

Commenting on the announcement, John Goodman, Chief Executive Officer, stated, “We are pleased to welcome Lesli and believe she is an ideal fit with Wet Seal's business, brand positioning and organizational culture. Lesli will take responsibility for leading our field organization and store teams, inspiring the vision and values of our Wet Seal and Arden B brands in stores and driving consistent execution. We look forward to her contributions as we continue to pursue our fast fashion strategies and position the business to achieve consistent, long-term growth.”

Most recently, Ms. Gilbert was Senior Vice President of Stores at The Talbots, Inc., where she was responsible for developing the stores strategy and framework to reposition the business. Prior to Talbots, Ms. Gilbert held various general management positions with responsibility for leading sales, marketing, training and customer service with T-Mobile US, Inc. and Gap Inc. Earlier in her career, she held regional and district sales manager positions with Charlotte Russe, Inc., Discovery Channel, Sunglass Hut International and The Limited.

About The Wet Seal, Inc.

Headquartered in Foothill Ranch, California, The Wet Seal, Inc. is a leading specialty retailer of fashionable and contemporary apparel and accessory items. As of May 4, 2013, the Company operated a total of 526 stores in 47 states and Puerto Rico, including 464 Wet Seal stores and 62 Arden B stores. The Company's products can also be purchased online at www.wetseal.com or www.ardenb.com. For more Company information, visit www.wetsealinc.com.

Safe Harbor

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: This news release contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements that relate to the intent, belief, plans or expectations of the Company or its management. All forward-looking statements made by the Company involve material risks and uncertainties and are subject to change based on factors beyond the Company's control. Accordingly, the Company's future performance and financial results may differ materially from those expressed or implied in any such forward-looking statements. Such factors include, but are not limited to, those described in the Company's filings with the Securities and Exchange Commission. The Company will not undertake to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized.