STOCK TITAN
  1. Home
  2. Sec-filings
  3. GIII
  4. [Form 4] G III APPAREL GROUP LTD /DE/ Insider Trading Activity

G-III (GIII) vice chairman updates holdings after PSU vesting and tax withholding

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

G-III Apparel Group director and executive Sammy Aaron reported equity compensation activity rather than open-market trading. On vesting of 130,224 performance stock units tied to three-year earnings and return-on-capital goals, the company withheld 120,024 shares at $34.63 per share to cover taxes. After these tax-withholding dispositions and the stock award, Aaron directly holds 455,495 common shares.

Positive

  • None.

Negative

  • None.
Insider Aaron Sammy
Role Vice Chairman and President
Type Security Shares Price Value
Grant/Award Common Stock, Par Value $.01 Per Share 130,224 $0.00 --
Tax Withholding Common Stock, Par Value $.01 Per Share 120,024 $34.63 $4.16M
Holdings After Transaction: Common Stock, Par Value $.01 Per Share — 455,495 shares (Direct, null)
Footnotes (1)
  1. Consists of the vesting of 130,224 Performance Stock Units ("PSUs"), each representing a contingent right to receive one share of common stock of G-III Apparel Group, Ltd., granted on April 27, 2023, subject to the satisfaction of two metrics: (i) three-year cumulative earnings before interest and taxes and (ii) three-year average return on invested capital during the three-year performance period of fiscal 2024 through fiscal 2026 (the "Performance Period"). The Company achieved 150% of both metrics during the Performance Period. Represents shares withheld to satisfy the Reporting Person's tax obligation in connection with the vesting of 130,224 PSUs and 86,816 restricted stock units ("RSUs"). The grant of the RSUs was reported on the Form 4 filed May 1, 2023.
Tax-withheld shares 120,024 shares Shares withheld at $34.63 to satisfy tax obligation
PSUs vested 130,224 units Performance stock units that vested based on FY 2024-2026 metrics
RSUs linked to withholding 86,816 units Restricted stock units whose vesting also triggered tax withholding
Share price for withholding $34.63 per share Value used for the 120,024 withheld shares
Post-transaction holdings 455,495 shares Direct common stock held after June 15, 2026 transactions
Performance achievement 150% of both metrics Three-year EBIT and ROIC targets for PSU vesting
Performance Stock Units ("PSUs") financial
"Consists of the vesting of 130,224 Performance Stock Units ("PSUs"), each representing a contingent right..."
restricted stock units ("RSUs") financial
"Represents shares withheld to satisfy the Reporting Person's tax obligation in connection with the vesting of 130,224 PSUs and 86,816 restricted stock units ("RSUs")."
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
three-year cumulative earnings before interest and taxes financial
"subject to the satisfaction of two metrics: (i) three-year cumulative earnings before interest and taxes..."
three-year average return on invested capital financial
"and (ii) three-year average return on invested capital during the three-year performance period..."
Performance Period financial
"during the three-year performance period of fiscal 2024 through fiscal 2026 (the "Performance Period")."
The performance period is the specific time span over which an investment’s results, an employee’s targets, or a fund’s returns are measured and judged. It matters to investors because the length and start/end of that window determine which gains or losses count toward performance fees, bonus payouts, or benchmark comparisons—much like timing a race decides who wins, the chosen period can change whether results look strong or weak.
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Form 4 Insider Transactions: What Each Field Means →
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*
Aaron Sammy
(Last)(First)(Middle)
C/O G-III APPAREL GROUP, LTD.
512 SEVENTH AVENUE
(Street)
NEW YORK NEW YORK 10018
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
G III APPAREL GROUP LTD /DE/ [ GIII ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Vice Chairman and President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026		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
Common Stock, Par Value $.01 Per Share06/15/2026A130,224(1)A$0455,495D
Common Stock, Par Value $.01 Per Share06/15/2026F120,024(2)D$34.63335,471D
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
Explanation of Responses:
1. Consists of the vesting of 130,224 Performance Stock Units ("PSUs"), each representing a contingent right to receive one share of common stock of G-III Apparel Group, Ltd., granted on April 27, 2023, subject to the satisfaction of two metrics: (i) three-year cumulative earnings before interest and taxes and (ii) three-year average return on invested capital during the three-year performance period of fiscal 2024 through fiscal 2026 (the "Performance Period"). The Company achieved 150% of both metrics during the Performance Period.
2. Represents shares withheld to satisfy the Reporting Person's tax obligation in connection with the vesting of 130,224 PSUs and 86,816 restricted stock units ("RSUs"). The grant of the RSUs was reported on the Form 4 filed May 1, 2023.
/s/ Sammy Aaron06/17/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did GIII executive Sammy Aaron report on this Form 4?

Sammy Aaron reported vesting of 130,224 performance stock units and related tax withholding of 120,024 shares. These are compensation and tax events, not open-market trades, and reflect equity awards for meeting specified performance goals.

Did Sammy Aaron buy or sell GIII stock in the open market in this filing?

No open-market purchases or sales occurred. The filing shows a stock award and shares withheld to satisfy tax obligations tied to vesting PSUs and RSUs, rather than discretionary buying or selling on the market.

How many GIII shares were withheld for Sammy Aaron’s taxes?

A total of 120,024 G-III common shares were withheld to cover Sammy Aaron’s tax obligations. This withholding related to vesting of 130,224 performance stock units and 86,816 restricted stock units previously granted as compensation.

What performance goals triggered Sammy Aaron’s GIII PSU vesting?

The 130,224 performance stock units vested after the company achieved 150% of two metrics: three-year cumulative earnings before interest and taxes and three-year average return on invested capital over fiscal 2024 through fiscal 2026.

How many GIII shares does Sammy Aaron own after these Form 4 transactions?

After the reported stock award and tax-withholding disposition, Sammy Aaron directly owns 455,495 shares of G-III Apparel Group common stock. This figure reflects his updated holdings following the June 15, 2026 compensation-related events.