0001127602-14-030336.txt : 20141027
0001127602-14-030336.hdr.sgml : 20141027
20141027162247
ACCESSION NUMBER: 0001127602-14-030336
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20141023
FILED AS OF DATE: 20141027
DATE AS OF CHANGE: 20141027
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 MORRIS
CENTRAL INDEX KEY: 0001007772
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-18183
FILM NUMBER: 141174773
MAIL ADDRESS:
STREET 1: C/O G-III APPAREL GROUP
STREET 2: 345 W 37TH ST
CITY: NY
STATE: NY
ZIP: 10018
4
1
form4.xml
PRIMARY DOCUMENT
X0306
4
2014-10-23
0000821002
G III APPAREL GROUP LTD /DE/
GIII
0001007772
GOLDFARB MORRIS
C/O G-III APPAREL GROUP, LTD.
512 SEVENTH AVENUE
NEW YORK
NY
10018
1
1
1
Chief Executive Officer
Common Stock, Par Value $.01 Per Share
2014-10-23
4
A
0
67468
0
A
2298776
D
Common Stock, Par Value $.01 Per Share
100000
I
Arlene Goldfarb 2012 Delaware Trust
Common Stock, Par Value $.01 Per Share
108375
I
Goldfarb Family Partners, LLC
Common Stock, Par Value $.01 Per Share
100000
I
Morris Goldfarb 2012 Delaware Trust
Common Stock, Par Value $.01 Per Share
14833
I
Spouse
Common Stock, Par Value $.01 Per Share
56401
I
The Morris And Arlene Goldfarb Family Foundation
Common Stock, Par Value $.01 Per Share
65000
I
Trust For Daughter ( Spouse Is Trustee)
Common Stock, Par Value $.01 Per Share
65000
I
Trust For Son (spouse Is Trustee)
The above-named person will be entitled to receive these shares of our common stock only if the performance conditions in clauses (a) and either (b)(1) or (b)(2) set forth below are satisfied: (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 beginning on the date of grant is at least $82.00 (which is 10% above the closing price on October 22, 2014 (the "Reference Date"), the date prior to the date of the Compensation Committee meeting) or (ii) during the following three years after the date of grant is at least $85.72 (which is 15% above the closing price on the Reference Date) and either (b)(1) (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, 2016 or January 31, 2017 is at least 10% greater than the amount of our Net Income Per Share for the fiscal year ending January 31, 2015 (the "2016/2017 Amount"), (ii) if the net income-based performance objective in clause (b)(1) (i) is not satisfied, our Net Income Per Share for the fiscal year ending January 31, 2018 is at least 5% greater than the 2016/2017 Amount (the "2018 Amount"), or (iii) if the net income-based performance objective in clause (b)(1) (i) or (ii) is not satisfied, our Net Income Per Share for the fiscal year ending January 31, 2019 is at least 5% greater than the 2018 Amount, or (b)(2) 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 beginning on the date of grant is at least $89.45 (which is 20% above the closing price on the Reference Date) or (ii) during the following three years after the date of grant is at least $93.18 (which is 25% above the closing price on the Reference Date) (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, 2016, 2017, 2018 and 2019 (the "Time Vesting Condition").
/s/ Morris Goldfarb
2014-10-27