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

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Capri Holdings director Mahesh Madhavan reported equity changes on July 29, 2026. 8,426 restricted share units vested and converted into 8,426 ordinary shares, increasing his direct holdings to 19,204 shares. He also received a new grant of 11,055 RSUs that vest by the earlier of July 29, 2027 or the next annual shareholder meeting, with pro-rata or accelerated vesting on certain termination events.

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Insider Madhavan Mahesh
Role Director
Type Security Shares Price Value
Exercise Restricted share units F2, F3 8,426 $0.00 $0.00
Grant/Award Restricted share units F4, F2, F3 11,055 $0.00 $0.00
Exercise Ordinary shares, no par value F1 8,426 -- --
Holdings After Transaction: Restricted share units — 11,055 shares (Direct); Ordinary shares, no par value — 19,204 shares (Direct)
Footnotes (4)
  1. F1. Restricted share units ("RSUs") converted into ordinary shares of the Company on a one-for-one basis upon vesting.
  2. F2. The RSUs do not expire.
  3. F3. Settlement of this award will be satisfied through the issuance of one ordinary share for each vested RSU.
  4. F4. 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.
RSUs converted 8426.0000 RSUs Restricted share units converted into ordinary shares on July 29, 2026
Ordinary shares acquired 8426.0000 shares Ordinary shares received upon RSU vesting and conversion
Shares held after transaction 19204.0000 shares Direct ordinary share holdings following the RSU conversion
New RSUs granted 11055.0000 RSUs RSUs granted under the Fifth Amended and Restated Omnibus Incentive Plan
RSU vesting trigger date July 29, 2027 One-year anniversary of grant, an RSU vesting trigger
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.
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.
pro-rata financial
"the RSUs will vest pro-rata based on the number of days from the date of grant"
Pro-rata means an amount is allocated to each party in proportion to their existing share or stake — each person receives the same percentage of the total as they already hold. For investors this matters because pro-rata rules determine how much additional stock, dividends, or voting power someone gets during new issuances or distributions, helping protect an investor’s relative ownership; think of it as slicing a cake so everyone keeps the same-sized slice relative to others.
vesting financial
"RSUs vest on the earliest of the one year anniversary or the Company’s annual shareholder meeting"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

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

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FAQ

What equity transactions did Capri Holdings (CPRI) director Mahesh Madhavan report?

Mahesh Madhavan reported 8,426 RSUs vesting and converting into 8,426 ordinary shares and received a new grant of 11,055 RSUs. These RSUs are settled in one ordinary share for each vested unit.

How many Capri Holdings (CPRI) shares does Mahesh Madhavan hold after these transactions?

After the reported transactions, Mahesh Madhavan directly holds 19,204 ordinary shares of Capri Holdings. This reflects the issuance of 8,426 shares upon RSU vesting, as disclosed in the ownership table.

What are the vesting terms of the 11,055 RSUs granted at Capri Holdings (CPRI)?

The 11,055 RSUs vest on the earliest of the one-year anniversary of grant (July 29, 2027) or the next annual shareholder meeting. They vest pro-rata on earlier service termination and fully upon the reporting person’s death or disability.

How are Capri Holdings (CPRI) restricted share units settled for Mahesh Madhavan?

Each RSU is settled through the issuance of one ordinary share per vested RSU. A block of 8,426 RSUs converted into 8,426 ordinary shares on July 29, 2026, consistent with the one-for-one settlement terms disclosed.

Do the RSUs granted to Mahesh Madhavan at Capri Holdings (CPRI) expire?

The filing states that the RSUs do not expire. They vest based on time- and event-based conditions, including service duration, the next annual shareholder meeting, and full vesting on death or disability, rather than expiring on a fixed date.
SEC Form 4
FORM 4UNITED 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*
Madhavan Mahesh

(Last)(First)(Middle)
C/O CAPRI HOLDINGS LIMITED
90 WHITFIELD STREET, 2ND FLOOR

(Street)
LONDONW1T 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)
XDirector10% 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)
XForm 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)
CodeVAmount(A) or (D)Price
Ordinary shares, no par value07/29/2026M8,426A(1)19,204D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted share units$007/29/2026M8,42607/29/2026 (2)Ordinary shares, no par value8,426(3)$00D
Restricted share units$007/29/2026A11,055 (4) (2)Ordinary shares, no par value11,055(3)$011,055D
Explanation of Responses:
1. Restricted share units ("RSUs") converted into ordinary shares of the Company on a one-for-one basis upon vesting.
2. The RSUs do not expire.
3. Settlement of this award will be satisfied through the issuance of one ordinary share for each vested RSU.
4. 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 Mahesh Madhavan07/31/2026
** Signature of Reporting PersonDate
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)