Glazer Capital, LLC and Paul J. Glazer have filed a Schedule 13G regarding Guess?, Inc. showing they now report beneficial ownership of 0 shares, or 0.00% of the common stock. All lines for voting and dispositive power are listed as zero.
The filing notes that the reporting persons had previously been deemed to beneficially own more than 5% of the outstanding shares but, as of this filing, have ceased to be beneficial owners of more than five percent of the class. They also certify the shares were not acquired to change or influence control of Guess?, Inc.
Positive
None.
Negative
None.
Insights
Glazer Capital now reports a 0.00% passive stake in Guess?, exiting 5% holder status.
The Schedule 13G shows Glazer Capital, LLC and Paul J. Glazer now report 0 shares and 0.00% of Guess?, Inc. common stock. All categories of voting and dispositive power are listed as zero, indicating no current beneficial ownership under Section 13 standards.
The filing explains they had previously been deemed to own more than 5% of the class but have now fallen below that threshold. The included certification states the securities were not acquired or held for the purpose of changing or influencing control, reinforcing that this is characterized as passive ownership rather than an activist position.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
GUESS?, INC.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
401617105
(CUSIP Number)
01/22/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
401617105
1
Names of Reporting Persons
Glazer Capital, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.00 %
12
Type of Reporting Person (See Instructions)
IA, OO
SCHEDULE 13G
CUSIP No.
401617105
1
Names of Reporting Persons
Paul J. Glazer
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.00 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
GUESS?, INC.
(b)
Address of issuer's principal executive offices:
Strada Regina 44 Bioggio, Switzerland CH-6934
Item 2.
(a)
Name of person filing:
This statement is filed by:
(i) Glazer Capital, LLC, a Delaware limited liability company ("Glazer Capital"), with respect to the shares of Common Stock (as defined in Item 2(d)) held by certain funds and managed accounts to which Glazer Capital serves as investment manager (collectively, the "Glazer Funds"); and
(ii) Mr. Paul J. Glazer ("Mr. Glazer"), who serves as the Managing Member of Glazer Capital, with respect to the shares of Common Stock held by the Glazer Funds.
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons."
The filing of this statement should not be construed as an admission that any of the Reporting Persons is, for the purposes of Section 13 of the Act, the beneficial owner of the shares of Common Stock (as defined in Item 2(d)) reported herein.
(b)
Address or principal business office or, if none, residence:
The address of the business office of each of the Reporting Persons is 250 West 55th Street, Suite 30A, New York, New York 10019.
(c)
Citizenship:
Glazer Capital is a Delaware limited liability company. Mr. Glazer is a United States citizen.
(d)
Title of class of securities:
Common Stock, par value $0.01 per share
(e)
CUSIP No.:
401617105
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
0.00
(b)
Percent of class:
0.00 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
0.00
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
0.00
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The Reporting Persons may have been deemed to beneficially own more than 5% of the outstanding shares on the date of event that required the filing of the Schedule 13G. As of the date hereof, the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
What does the Guess? (GES) Schedule 13G filed by Glazer Capital report?
The Schedule 13G shows Glazer Capital, LLC and Paul J. Glazer now report beneficial ownership of 0 shares, or 0.00% of Guess?, Inc. common stock. They also state they have ceased to be beneficial owners of more than five percent of the class of securities.
How many Guess? (GES) shares does Glazer Capital currently beneficially own?
Glazer Capital, LLC and Paul J. Glazer report beneficial ownership of 0 shares of Guess?, Inc. common stock. The filing lists 0.00% of the class, with zero sole or shared voting power and zero sole or shared dispositive power over any Guess?, Inc. shares.
Why did Glazer Capital file this Schedule 13G for Guess? (GES)?
They filed because their beneficial ownership position changed relative to the 5% threshold. The filing states the reporting persons may previously have been deemed to own more than 5% of the outstanding shares but, as of this statement, have ceased to be beneficial owners of more than five percent.
Does Glazer Capital seek to influence control of Guess? (GES) through these securities?
No. The certification specifies that the securities referenced were not acquired and are not held for the purpose, or with the effect, of changing or influencing control of Guess?, Inc., and are not held in connection with any transaction having that purpose or effect.
Who are the reporting persons on the Guess? (GES) Schedule 13G?
The reporting persons are Glazer Capital, LLC, a Delaware limited liability company, and Paul J. Glazer, a United States citizen and Managing Member of Glazer Capital. They report on shares held by certain funds and managed accounts for which Glazer Capital serves as investment manager.
What percentage of Guess? (GES) common stock is reported in this Schedule 13G?
The Schedule 13G reports that Glazer Capital, LLC and Paul J. Glazer beneficially own 0.00% of Guess?, Inc. common stock. All beneficial ownership fields, including aggregate amount, voting power, and dispositive power, are reported as zero in the document.
