Capri Holdings (NYSE: CPRI) director granted 11,055 RSUs, converts 8,426

Rhea-AI Filing Summary

Capri Holdings director Robin Freestone on July 29, 2026 converted 8,426 restricted share units into ordinary shares, then had 3,961 shares withheld at $15.83 per share to cover taxes. He also received a grant of 11,055 new RSUs that vest on the earlier of July 29, 2027 or the next annual shareholder meeting, with pro-rata or accelerated vesting on certain termination events.

Insider Trade Summary

Net Buyer: 4,465 shares

Net Buy 4 txns

Insider Freestone Robin Anthony David

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted share units F3, F4	8,426	$0.00	$0.00
Grant/Award	Restricted share units F5, F3, F4	11,055	$0.00	$0.00
Exercise	Ordinary shares, no par value F1	8,426	--	--
Tax Withholding	Ordinary shares, no par value F2	3,961	$15.83	$63K

Holdings After Transaction: Restricted share units — 11,055 shares (Direct); Ordinary shares, no par value — 25,858 shares (Direct)

Footnotes (5)

1. F1. Restricted share units ("RSUs") converted into ordinary shares of the Company on a one-for-one basis upon vesting.
2. F2. Represents shares withheld by the Company to cover tax withholding obligations upon vesting.
3. F3. The RSUs do not expire.
4. F4. Settlement of this award will be satisfied through the issuance of one ordinary share for each vested RSU.
5. F5. Granted pursuant to the Capri Holdings Limited Fifth Amended and Restated Omnibus Incentive Plan. The RSUs vest on the earliest of: (1) the one year anniversary of the date of grant (July 29, 2027), or (2) the Company's annual shareholder meeting that occurs in the calendar year following the date of grant, and will be settled upon vesting unless the reporting person elects to defer settlement to a later date. If the reporting person's service with the Company terminates prior to the first anniversary of the date of grant, the RSUs will vest pro-rata based on the number of days from the date of grant through and including the date of the reporting person's termination of service. The RSUs will also vest in full in the event of the reporting person's death or disability.

Key Figures

RSUs converted: 8426.0000 units Shares withheld for taxes: 3961.0000 shares Tax withholding price: $15.8300 per share +2 more

5 metrics

RSUs converted 8426.0000 units Restricted share units converted into ordinary shares on July 29, 2026

Shares withheld for taxes 3961.0000 shares Ordinary shares withheld to cover tax withholding obligations upon RSU vesting

Tax withholding price $15.8300 per share Per-share value used for the 3,961 shares withheld for tax obligations

New RSUs granted 11055.0000 units Restricted share units granted to Robin Freestone on July 29, 2026

RSU vesting date July 29, 2027 One-year anniversary of grant, one of the vesting triggers for the new RSUs

Key Terms

Restricted share units, tax withholding obligations, Omnibus Incentive Plan

3 terms

Restricted share units financial

"Restricted share units ("RSUs") converted into ordinary shares of the Company"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

tax withholding obligations financial

"Represents shares withheld by the Company to cover tax withholding obligations"

Omnibus Incentive Plan financial

"Granted pursuant to the Capri Holdings Limited Fifth Amended and Restated Omnibus Incentive Plan"

An omnibus incentive plan is a single, flexible program a company uses to give employees and executives different types of pay tied to performance — for example stock options, restricted shares, cash bonuses and other awards — all governed by one set of rules. It matters to investors because it determines how many new shares may be created, how leaders are motivated and how much the company will spend on compensation over time; think of it as a master toolbox that affects both costs and the total share supply.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/31/2026 - 09:13 AM Accepted by SEC EDGAR 07/31/2026 - 09:13 AM Learn about SEC filing dates

FAQ

What insider transactions did Capri Holdings (CPRI) director Robin Freestone report?

Robin Freestone reported converting 8,426 RSUs into ordinary shares, with 3,961 shares withheld for taxes, and received a grant of 11,055 new RSUs on July 29, 2026 under Capri Holdings’ incentive plan.

How many restricted share units did Robin Freestone acquire in the latest Capri Holdings (CPRI) Form 4?

He acquired 11,055 restricted share units (RSUs). These RSUs were granted under Capri Holdings’ Fifth Amended and Restated Omnibus Incentive Plan and will convert into one ordinary share for each vested RSU when settlement occurs.

At what price were Capri Holdings (CPRI) shares withheld for Robin Freestone’s tax obligations?

Capri Holdings withheld 3,961 shares at $15.83 per share to cover Robin Freestone’s tax withholding obligations. The shares were withheld upon vesting of his RSUs rather than being sold in an open-market transaction.

When do Robin Freestone’s newly granted Capri Holdings (CPRI) RSUs vest?

The 11,055 new RSUs vest on the earliest of July 29, 2027, or Capri Holdings’ next annual shareholder meeting in the following calendar year, with pro-rata vesting on earlier service termination and full vesting on death or disability.

How were Robin Freestone’s existing RSUs settled into Capri Holdings (CPRI) ordinary shares?

On July 29, 2026, 8,426 RSUs were settled into 8,426 ordinary shares of Capri Holdings on a one-for-one basis upon vesting, consistent with the plan terms that provide one ordinary share for each vested RSU.

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Freestone Robin Anthony David

(Last) (First) (Middle)

C/O CAPRI HOLDINGS LIMITED

90 WHITFIELD STREET, 2ND FLOOR

(Street)

LONDON W1T 4EZ

(City) (State) (Zip)

UNITED KINGDOM

(Country)

2. Issuer Name and Ticker or Trading Symbol
Capri Holdings Ltd [ CPRI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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
Ordinary shares, no par value	07/29/2026		M		8,426	A	(1)	29,819	D
Ordinary shares, no par value	07/29/2026		F(2)		3,961	D	$15.83	25,858	D

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
Restricted share units	$0	07/29/2026		M			8,426	07/29/2026	(3)	Ordinary shares, no par value	8,426(4)	$0	0	D
Restricted share units	$0	07/29/2026		A		11,055		(5)	(3)	Ordinary shares, no par value	11,055(4)	$0	11,055	D

Explanation of Responses:

1. Restricted share units ("RSUs") converted into ordinary shares of the Company on a one-for-one basis upon vesting.

2. Represents shares withheld by the Company to cover tax withholding obligations upon vesting.

3. The RSUs do not expire.

4. Settlement of this award will be satisfied through the issuance of one ordinary share for each vested RSU.

5. Granted pursuant to the Capri Holdings Limited Fifth Amended and Restated Omnibus Incentive Plan. The RSUs vest on the earliest of: (1) the one year anniversary of the date of grant (July 29, 2027), or (2) the Company's annual shareholder meeting that occurs in the calendar year following the date of grant, and will be settled upon vesting unless the reporting person elects to defer settlement to a later date. If the reporting person's service with the Company terminates prior to the first anniversary of the date of grant, the RSUs will vest pro-rata based on the number of days from the date of grant through and including the date of the reporting person's termination of service. The RSUs will also vest in full in the event of the reporting person's death or disability.

	/s/ Tyler Reddien, as Attorney-in-Fact for Robin Freestone	07/31/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)