STOCK TITAN

G-III (GIII) CFO PSU awards vest as shares withheld for taxes

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

Rhea-AI Filing Summary

G-III Apparel Group Chief Financial Officer Neal Nackman reported routine equity compensation activity tied to prior performance awards. On June 15, 2026, 21,704 Performance Stock Units vested after the company achieved 150% of both its three-year cumulative earnings before interest and taxes and three-year average return on invested capital goals for the fiscal 2024–2026 performance period.

In connection with this vesting and a prior grant of 14,469 restricted stock units, 18,251 shares were withheld to cover tax obligations, which is recorded as a disposition but not an open-market sale. Following these transactions, Nackman directly holds 67,776 shares of G-III common stock.

Positive

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Negative

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Insider NACKMAN NEAL
Role Chief Financial Officer/Treas
Type Security Shares Price Value
Grant/Award Common Stock, Par Value $.01 Per Share 21,704 $0.00 --
Tax Withholding Common Stock, Par Value $.01 Per Share 18,251 $34.63 $632K
Holdings After Transaction: Common Stock, Par Value $.01 Per Share — 67,776 shares (Direct, null)
Footnotes (1)
  1. Consists of the vesting of 21,704 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 21,704 PSUs and 14,469 restricted stock units ("RSUs"). The grant of the RSUs was reported on the Form 4 filed May 1, 2023.
PSUs vested 21,704 shares Performance Stock Units vesting on June 15, 2026
Tax-withheld shares 18,251 shares Shares withheld to cover tax obligations
RSUs referenced 14,469 units Restricted stock units tied to the tax withholding
Shares held after transactions 67,776 shares Direct G-III common stock ownership by CFO after Form 4 events
Performance achievement level 150% of both metrics Three-year EBIT and ROIC goals for fiscal 2024–2026
Transaction price reference $34.63 per share Value used for tax-withholding disposition entry
Performance Stock Units financial
"Consists of the vesting of 21,704 Performance Stock Units ("PSUs"), each representing a contingent right..."
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
restricted stock units financial
"Represents shares withheld to satisfy the Reporting Person's tax obligation in connection with the vesting of 21,704 PSUs and 14,469 restricted stock units..."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
earnings before interest and taxes financial
"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..."
return on invested capital financial
"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..."
A percentage that shows how effectively a company turns the money invested in its business—both borrowed funds and shareholders’ equity—into operating profit after taxes. It tells investors whether a company earns more from its core operations than it costs to fund those operations; think of it like the annual return you’d expect from renovating a rental property—higher percentages mean the company uses capital more efficiently and is more likely to create value for shareholders.
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.
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Learn about SEC filing dates
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*
NACKMAN NEAL

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer/Treas
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 Share06/15/2026A21,704(1)A$067,776D
Common Stock, Par Value $.01 Per Share06/15/2026F18,251(2)D$34.6349,525D
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 21,704 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 21,704 PSUs and 14,469 restricted stock units ("RSUs"). The grant of the RSUs was reported on the Form 4 filed May 1, 2023.
/s/ Neal Nackman06/17/2026
** 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)