0001127602-13-029069.txt : 20131008 0001127602-13-029069.hdr.sgml : 20131008 20131008164242 ACCESSION NUMBER: 0001127602-13-029069 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131004 FILED AS OF DATE: 20131008 DATE AS OF CHANGE: 20131008 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: G III APPAREL GROUP LTD /DE/ CENTRAL INDEX KEY: 0000821002 STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300] IRS NUMBER: 411590959 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 512 SEVENTH AVE CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: 2126298830 MAIL ADDRESS: STREET 1: 512 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10018 FORMER COMPANY: FORMER CONFORMED NAME: ANTE CORP DATE OF NAME CHANGE: 19891120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Goldfarb Jeffrey David CENTRAL INDEX KEY: 0001465338 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-18183 FILM NUMBER: 131141766 MAIL ADDRESS: STREET 1: G-III APPAREL STREET 2: 512 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10018 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2013-10-04 0000821002 G III APPAREL GROUP LTD /DE/ GIII 0001465338 Goldfarb Jeffrey David C/O G-III APPAREL GROUP, LTD. 512 SEVENTH AVENUE NEW YORK NY 10018 1 Common Stock, Par Value $.01 Per Share 2013-10-04 4 A 0 20000 0 A 201560 D Common Stock, Par Value $.01 Per Share 12448 I Amanda Julie Goldfarb 2007 Trust Common Stock, Par Value $.01 Per Share 1100 I Ryan Gabriel Goldfarb 2009 Trust The above-named person will be entitled to receive these shares of our common stock only if (a) the average closing price per share of our common stock on the Nasdaq Global Select Market over a twenty consecutive trading day period (i) during the two years after the date of grant is at least $59.95(which is 10% above the closing price on the date of grant) or (ii) during the following three years after the date of grant is at least $62.675 (which is 15% above the closing price on the date of grant) and (b) (i) the amount of our net income per share on a fully diluted basis as reported in our audited financial statements ("Net Income Per Share") for the fiscal year ending January 31, 2015 or January 31, 2016 is at least 10% greater than the amount of our Net Income Per Share for the fiscal year ending January 31, 2014 (the "2015/2016 Amount"), (ii) if the net income-based performance objective in clause (b)(i) is not satisfied, our Net Income Per Share for the fiscal year ending January 31, 2017 is at least 5% greater than the 2015/2016 Amount (the "2017 Amount"), or (iii) if the net income-based performance objective in clause (b)(i) or (ii) is not satisfied, our Net Income Per Share for the fiscal year ending January 31, 2018 is at least 5% greater than the 2017 Amount (clauses (a) and (b) together, the "Performance Conditions"). In addition, the right to receive these shares of common stock will become vested in four equal annual installments on each of October 5, 2015, 2016, 2017 and 2018 (the "Time Vesting Condition"). /s/ Jeffrey Goldfarb 2013-10-08