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Guess Form 4 Filings

GES NYSE

Every Form 4 that Guess (GES) has filed with the SEC in the last 12 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A Form 4 covers the transactions officers, directors and large holders report, so if you follow GES and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full GES filings page.

Rhea-AI Summary

Guess?, Inc. director Michael Elsa reported the cash-out of his equity in connection with the company’s merger. On January 23, 2026, Guess? merged with a subsidiary of Glow Holdco 1, Inc., becoming a wholly owned subsidiary.

At the merger’s effective time, 7,735 shares of Guess? common stock held directly by Elsa were cancelled and converted into the right to receive $16.75 per share in cash. In a separate entry, 14,446 unvested restricted stock units vested, were cancelled, and were converted into an equivalent cash payment based on $16.75 per underlying share, plus any accrued dividends. Following these transactions, Elsa no longer directly owned Guess? common stock, and the company’s common stock will be delisted from the New York Stock Exchange and deregistered under the Exchange Act.

Rhea-AI Summary

Guess?, Inc. director Anthony Chidoni’s equity was cashed out in the company’s merger. On January 23, 2026, a merger closed in which Glow Merger Sub 1, Inc. combined with Guess?, Inc., leaving Guess? as a wholly owned subsidiary of Glow Holdco 1, Inc.

As part of this merger, 217,160 shares of Guess? common stock held by the director were cancelled and converted into the right to receive $16.75 per share in cash, reducing his directly held shares to 14,446. On the same date, 14,446 unvested restricted stock awards vested, were cancelled, and were also converted into a cash payment based on $16.75 per underlying share plus related accrued dividends, leaving the director with no remaining shares. Following the transaction, Guess? common stock will be delisted from the New York Stock Exchange and deregistered under U.S. securities laws.

Rhea-AI Summary

Guess?, Inc. director transaction reflects company’s merger and delisting. Chairman of the Board Alex Yemenidjian’s holdings were converted to cash when Guess?, Inc. was acquired by a Parent entity controlled by Authentic Brands Group under an Agreement and Plan of Merger dated August 20, 2025.

On January 23, 2026, 181,060 shares of Guess? common stock were cancelled and converted into the right to receive $16.75 per share in cash. An additional 22,070 unvested restricted stock awards vested at the merger’s effective time and were cancelled for a cash payment based on $16.75 per underlying share plus accrued dividends, less tax withholdings, leaving Yemenidjian with no remaining reported common stock. The common stock will be delisted from the New York Stock Exchange and deregistered under the Securities Exchange Act of 1934.

Rhea-AI Summary

Guess?, Inc. director Christopher N. Lewis reported the cash-out of his equity as the company completed its merger with Glow Merger Sub 1, Inc. on January 23, 2026. In the merger, Guess? became a wholly owned subsidiary of Glow Holdco 1, Inc.

At the effective time of the merger, 4,914 shares of common stock held by Lewis were cancelled and converted into the right to receive $16.75 per share in cash, before taxes. In addition, 14,446 unvested restricted stock awards vested, were cancelled, and converted into cash based on $16.75 per share, plus any accrued but unpaid dividends, less tax withholdings. Following these transactions, Lewis no longer held Guess? common stock. The company’s common stock will be delisted from the New York Stock Exchange and deregistered under the Exchange Act.

Rhea-AI Summary

Guess?, Inc. director Deborah Weinswig’s equity was cashed out in connection with the company’s merger and go-private transaction. On January 23, 2026, Merger Sub combined with Guess?, Inc., which became a wholly owned subsidiary of Glow Holdco 1, Inc. The company’s common stock will be delisted from the New York Stock Exchange and deregistered under the Exchange Act.

At the merger’s effective time, 26,908 shares of common stock held by the director were cancelled and converted into the right to receive $16.75 per share in cash, before tax withholding. In addition, 14,446 unvested restricted stock awards vested, were cancelled, and converted into cash based on $16.75 per underlying share plus any accrued but unpaid related dividends, less required withholdings, leaving the director with no remaining common shares.

Rhea-AI Summary

Guess?, Inc. CFO Toni Alberto Michele Maria had 33,278 restricted stock units converted into a cash right at $16.75 per share in connection with a merger completed on January 23, 2026. The merger makes Guess?, Inc. a wholly owned subsidiary of Glow Holdco 1, Inc., and the company’s common stock will be delisted from the New York Stock Exchange and deregistered under the Securities Exchange Act.

Rhea-AI Summary

Guess?, Inc. completed its buyout, cashing out an executive’s equity at a fixed price. On January 23, 2026, a merger with Glow Merger Sub 1, Inc. closed under an agreement with Authentic Brands Group LLC, making Guess a wholly owned subsidiary of Glow Holdco 1, Inc.

As a result, Guess common stock will be delisted from the NYSE and deregistered under the Exchange Act. The SVP Finance and IR, CAO, reported that his common shares were cancelled and converted into the right to receive $16.75 per share in cash, with similar cash conversion for unvested RSAs, RSUs and PSUs, subject to taxes and dividend equivalents. Outstanding vested options were cashed out for the in-the-money value over $16.75, while certain higher-priced options were cancelled for no payment.

Rhea-AI Summary

Guess?, Inc. has completed its go-private merger with Glow Merger Sub 1, Inc., an affiliate of Authentic Brands Group, under an Agreement and Plan of Merger dated August 20, 2025. On January 23, 2026, Merger Sub merged into Guess?, with Guess? surviving as a wholly owned subsidiary of Glow Holdco 1, Inc.

As a result, Guess? common stock will be delisted from the New York Stock Exchange and deregistered under the Securities Exchange Act of 1934. The Form 4 shows various Marciano-related trusts, foundations and LLCs transferring their Guess? shares to a newly formed affiliate of the “Rolling Stockholders” immediately before the effective time of the merger, or having shares cancelled at the effective time in exchange for $16.75 per share in cash, without interest and less taxes. After these transactions, the reporting group indicates it no longer collectively owns more than 10% of the common stock.

Rhea-AI Summary

Guess?, Inc. entered a change-of-control transaction that will take the company private and remove its stock from public trading. On January 23, 2026, Glow Merger Sub 1, Inc. merged into Guess?, Inc. under a merger agreement with Authentic Brands Group LLC and Glow Holdco 1, Inc., leaving Guess? as a wholly owned subsidiary of Glow Holdco 1. As a result, the company’s common stock will be delisted from the New York Stock Exchange and deregistered under the Exchange Act.

Reporting person Paul Marciano, a director, Chief Creative Officer and 10% owner, reported several equity award and restructuring transactions around the merger. On January 22, 2026, an employee stock option to buy 348,157 shares at $6.39 was exercised into common stock, with shares withheld at prices around the merger cash value to cover obligations. At the merger’s effective time, unvested RSUs and performance-based RSUs vested and converted into common stock. Immediately before effectiveness, large blocks of directly and indirectly held shares, including those held by various trusts and LLCs associated with Marciano, were contributed or transferred to a newly formed affiliate of the “Rolling Stockholders” under an Interim Investors Agreement.

Rhea-AI Summary

Guess?, Inc. insider Nicolai D. Marciano reported multiple equity changes tied to the company’s take‑private merger. On January 22, 2026, he exercised 15,000 employee stock options at $12.07 per share, receiving the same number of common shares, and had 1,517 shares withheld at $16.81 for tax purposes. On January 23, 2026, outstanding unvested restricted stock awards vested into 7,500 common shares at $0, followed by an additional tax withholding of 2,043 shares at $16.75. Immediately before the merger’s effective time, 52,505 common shares were contributed to a newly formed affiliate of the rolling stockholders, leaving him with 0 shares directly owned. In connection with the same merger, 3,800 stock options were cancelled for no consideration. The filing notes that on January 23, 2026, Merger Sub combined with Guess?, which became a wholly owned subsidiary of Parent, and its common stock will be delisted from the NYSE and deregistered.

Rhea-AI Summary

Guess?, Inc. completed a merger in which Glow Merger Sub 1, Inc. combined with the company, leaving Guess? as a wholly owned subsidiary of Glow Holdco 1, Inc. As a result, the company’s common stock will be delisted from the New York Stock Exchange and deregistered under the Securities Exchange Act of 1934. In connection with this transaction, entities associated with 10% owner Maurice Marciano transferred blocks of Guess? common stock, including 4,025,109 shares held by the Maurice Marciano Trust and 1,347,650 shares held by MM CRUT LLC, at a reported price of $0.00 per share, to a newly formed affiliate of the rolling stockholders immediately before the merger became effective.

Rhea-AI Summary

Guess Inc. insiders filed a joint Form 4 to update their ownership status. The reporting persons state they may be deemed to be members of a Section 13(d) group that no longer collectively beneficially owns more than 10% of Guess Inc.'s outstanding common stock.

They expressly disclaim beneficial ownership of securities beneficially owned by the other group members and indicate that no securities are beneficially owned. No specific acquisitions, sales, or other transactions in Guess Inc. securities are reported in this filing.

Rhea-AI Summary

Guess?, Inc. CEO Carlos Alberini reported multiple equity transactions linked to the closing of the company’s merger with Authentic Brands Group. On January 22, 2026, he exercised an employee stock option for 348,157 shares of common stock at $6.39 per share and had shares withheld for taxes at prices including $16.81. On January 23, 2026, outstanding unvested RSUs and performance-based RSUs vested under the merger terms and converted into common stock, including an award of 485,520 shares at $0 price. That same day, options covering 600,000 shares were cancelled for no consideration and large blocks of common stock, including 208,410 shares held by Alberini Family LLC and 1,206,208 shares held by the Carlos and Andrea Alberini Trust, were transferred to a new affiliate of the rolling stockholders. The merger makes Guess? a wholly owned subsidiary of the buyer and the common stock will be delisted from the New York Stock Exchange and deregistered under the Exchange Act.