G III APPAREL GROUP LTD DE
For the period ended Jan 31, 2024. Filed Mar 25, 2024.
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FY2024 · Filed Mar 25, 2024
GIII$32.20-0.6%Stored close · as of Nov 10, 2026
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Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
| 1. | Financial Statements. |
| 2. | Financial Statement Schedules. |
The Financial Statements and Financial Statement Schedules are listed in the accompanying index to consolidated financial statements beginning on page F-1 of this report. All other schedules, for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission are not required under the related instructions, are shown in the financial statements or are not applicable and therefore have been omitted.
Exhibits:
The following exhibits filed as part of this report or incorporated herein by reference are management contracts or compensatory plans or arrangements: Exhibits 10.1, 10.5, 10.6, 10.6(a), 10.6(b), 10.6(c), 10.6(d), 10.7, 10.7(a) 10.8, 10.9, 10.12, 10.13, 10.14, 10.15 and 10.16.
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| · · · · Incorporated by Reference | ||||||||
| Exhibit No. | | Document | | Form | | File No. | | Date Filed |
| 3.1 | | Certificate of Incorporation. | | 8-K | | 000-18183 | | 7/2/2008 |
| 3.1(a) | | Certificate of Amendment of Certificate of Incorporation, dated June 8, 2006. | | 10-Q (Q2 2007) | | 000-18183 | | 9/13/2006 |
| 3.1(b) | | Certificate of Amendment of Certificate of Incorporation, dated June 7, 2011. | | 8-K | | 000-18183 | | 6/9/2011 |
| 3.1(c) | | Certificate of Amendment of Certificate of Incorporation, dated June 30, 2015. | | 8-K | | 000-18183 | | 7/1/2015 |
| 3.2 | | By-Laws, as amended, of G-III. | | 8-K | | 000-18183 | | 3/15/2013 |
| 4.1(a) | | Indenture, dated as of August 7, 2020, among G-III Apparel Group, Ltd., the guarantors party thereto and U.S. Bank, National Association, as trustee and collateral agent, relating to the 7.875% Senior Secured Notes due 2025. | | 8-K | | 000-18183 | | 8/7/2020 |
| 4.2 | | Description of Securities | | 10-K (2020) | | 000-18183 | | 3/30/2020 |
| 10.1 | | Employment Agreement, dated August 9, 2023, between G-III Apparel Group, Ltd. and Morris Goldfarb | | 8-K | | 000-18183 | | 8/10/2023 |
| 10.2 | | Second Amended and Restated ABL Credit Agreement, dated as of August 7, 2020, among G-III Leather Fashions, Inc., Riviera Sun, Inc., CK Outerwear, LLC, AM Retail Group, Inc. and The Donna Karan Company Store LLC, as Borrowers, the other Borrowers party thereto, the Loan Guarantors party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as the Administrative Agent. | | 8-K | | 000-18183 | | 8/7/2020 |
| 10.2(a) | | Amendment No. 1, dated as of April 20, 2023, entered into among G-III Leather Fashions, Inc., JPMorgan Chase Bank, N.A. as administrative agent and as collateral agent and the other Lenders party thereto. | | 8-K | | 000-18183 | | 4/26/2023 |
| 10.3 | | Lease, dated June 1, 1993, between 512 Seventh Avenue Associates (“512”) and G-III Leather Fashions, Inc. (“G-III Leather”) (34th and 35th floors). | | 10-K/A (2006) | | 000-18183 | | 5/8/2006 |
| 10.3(a) | | Lease amendment, dated July 1, 2000, between 512 and G-III Leather (34th and 35th floors). | | 10-K/A (2006) | | 000-18183 | | 5/8/2006 |
| 10.3(b) | | Second Amendment of Lease, dated March 26, 2010, between 500-512 Seventh Avenue Limited Partnership, the successor to 512 (collectively, “512”) and G-III Leather (34th and 35th floors). | | 10-Q (Q3 2011) | | 000-18183 | | 12/10/2010 |
| 10.4 | | Lease, dated January 31, 1994, between 512 and G-III (33rd floor). | | 10-K/A (2006) | | 000-18183 | | 5/8/2006 |
| 10.4(a) | | Lease amendment, dated July 1, 2000, between 512 and G-III (33rd floor). | | 10-K/A (2006) | | 000-18183 | | 5/8/2006 |
| 10.4(b) | | Second Amendment of Lease, dated March 26, 2010, between 512 and G-III Leather (33rd floor). | | 10-Q (Q3 2011) | | 000-18183 | | 12/10/2010 |
| 10.4(c) | | Second Amendment of Lease, dated March 26, 2010, between 512 and G-III Leather (10th floor). | | 10-Q (Q3 2011) | | 000-18183 | | 12/10/2010 |
| 10.4(d) | | Third Amendment of Lease, dated March 26, 2010, between 512 and G-III Leather (21st, 22nd, 23rd, 24th and 36th floors). | | 10-Q (Q3 2011) | | 000-18183 | | 12/10/2010 |
| 10.4(e) | | Sixth Amendment of Lease, dated May 23, 2013, by and between G-III Leather Fashions, Inc. as Tenant and 500-512 Seventh Avenue Limited Partnership as Landlord, (2nd Floor (including mezzanine), 21st, 22nd, 23rd, 24th, 27th, 29th, 31st, 36th and 40th Floors). | | 10-Q (Q1 2014) | | 000-18183 | | 6/10/2013 |
| 10.4(f) | | Seventh Amendment of Lease dated April 25, 2014, by and between G-III Leather Fashions, Inc. as Tenant and 500-512 Seventh Avenue Limited Partnership as Landlord (2nd Floor (including mezzanine), 21st, 22nd, 23rd, 24th, 27th, 29th, 31st, 36th, 39th and 40th Floors). | | 10-Q (Q1 2015) | | 000-18183 | | 6/5/2014 |
| 10.4(g) | | Eighth Amendment Of Lease, dated June 16, 2016, by and between G-III Leather Fashions, Inc. as Tenant and 500-512 Seventh Avenue Limited Partnership as Landlord* (2nd Floor (including mezzanine), 3rd, 4th, 5th, 21st, 22nd, 23rd, 24th, 27th, 28th, 29th, 30th, 31st, 36th, 39th and 40th Floors) | | 10-K (2018) | | 000-18183 | | 4/2/2018 |
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| · · · · Incorporated by Reference | ||||||||
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| Exhibit No. | | Document | | Form | | File No. | | Date Filed |
| 10.4(h) | | Ninth Amendment of Lease, dated May 14, 2018, by and between G-III Leather Fashions, Inc. as Tenant and 500-512 Seventh Avenue Limited Partnership as Landlord, (2nd Floor (including mezzanine), 3rd, 4th, 5th, 21st, 22nd, 23rd, 24th, 26th, 27th, 28th, 29th, 30th, 31st, 36th, 39th and 40th Floors at 512 Seventh Avenue and 2nd and Part of 3rd at 500 Seventh Avenue). | | 10-Q (Q1 2019) | | 000-18183 | | 6/11/2018 |
| 10.5 | | G-III 2005 Amended and Restated Stock Incentive Plan, (the “2005 Plan”). | | 8-K | | 000-18183 | | 3/15/2013 |
| 10.6 | | G-III 2015 Long-Term Incentive Plan, as amended. | | 8-K | | 000-18183 | | 8/10/2023 |
| 10.6(a) | | Form of Amended and Restated Restricted Stock Unit Agreement, dated June 28, 2021, with respect to revised awards under the 2015 Plan. | | 8-K | | 000-18183 | | 6/30/2021 |
| 10.6(b) | | Form of Performance Share Unit Agreement for March 18, 2022 performance share unit awards. | | 8-K | | 000-18183 | | 3/24/2022 |
| 10.6(c) | | Form of Performance Share Unit Agreement for April 27, 2023 performance share unit awards. | | 8-K | | 000-18183 | | 5/1/2023 |
| 10.6(d) | | Performance Share Unit Agreement, dated August 9, 2023. | | 8-K | | 000-18183 | | 8/10/2023 |
| 10.7 | | G-III 2023 Long-Term Incentive Plan. | | DEF 14A | | 000-18183 | | 9/11/2023 |
| 10.7(a) | | Performance Share Unit Agreement, dated October 17, 2023 | | 10-Q (Q3 2024) | | 000-18183 | | 12/6/2023 |
| 10.8 | | Form of Executive Transition Agreement, as amended. | | 8-K | | 000-18183 | | 2/16/2011 |
| 10.9 | | Employment Agreement, dated as of August 29, 2023, by and between Sammy Aaron and G-III. | | 8-K | | 000-18183 | | 8/30/2023 |
| 10.10 (a) | | Lease agreement dated June 29, 2006 between The Realty Associates Fund VI, LP and G-III. | | 10-Q (Q2 2007) | | 000-18183 | | 9/13/2006 |
| 10.10 (b) | | First Amendment of Lease, dated July 31, 2012, by and between Centerpoint Herrod, LLC, as successor in interest to The Realty Associates Fund VI, LP, and G-III. | | 10-K (2019) | | 000-18183 | | 3/28/2019 |
| 10.10 | | Lease Agreement, dated December 21, 2009 and effective December 28, 2009, by and between G-III, as Tenant, and Granite South Brunswick LLC, as Landlord. | | 10-Q (Q3 2011) | | 000-18183 | | 12/10/2010 |
| 10.11(a) | | First Amendment of Lease, dated September 16, 2020, by and between G-III Apparel Group, Ltd. as Tenant and Granite South Brunswick LLC as Landlord. | | 10-Q (Q3 2021) | | 000-18183 | | 12/10/2020 |
| 10.12 | | Form of Indemnification Agreement. | | 10-Q (Q3 2011) | | 000-18183 | | 12/10/2010 |
| 10.13 | | Employment Agreement, dated as of December 4, 2023, between G-III and Jeffrey D. Goldfarb. | | 8-K | | 000-18183 | | 12/5/2023 |
| 10.14 | | Executive Transition Agreement, dated as of December 4, 2023, between G-III and Jeffrey D. Goldfarb. | | 8-K | | 000-18183 | | 12/5/2023 |
| 10.15 | | Severance Agreement, dated as of December 9, 2016, between G-III and Neal Nackman. | | 8-K | | 000-18183 | | 12/14/2016 |
| 10.16 | | Amended Employment Agreement, dated as of November 27, 2023, between G-III and Dana Perlman. | | 8-K | | 000-18183 | | 12/5/2023 |
| 10.17 | | Lease, dated December 7, 2011, between 400 Commerce Boulevard LLC. and G-III Leather Fashions, Inc. | | 10-K (2017) | | 000-18183 | | 4/3/2017 |
| 21* | | Subsidiaries of G-III. | | — | | — | | — |
| 23.1* | | Consent of Independent Registered Public Accounting Firm, Ernst & Young LLP. | | — | | — | | — |
| 31.1* | | Certification by Morris Goldfarb, Chief Executive Officer of G-III Apparel Group, Ltd., pursuant to Rule 13a – 14(a) or Rule 15d – 14(a) of the Securities Exchange Act of 1934, as amended, in connection with G-III Apparel Group, Ltd.’s Annual Report on Form 10-K for the fiscal year ended January 31, 2024. | | — | | — | | — |
| 31.2* | | Certification by Neal S. Nackman, Chief Financial Officer of G-III Apparel Group, Ltd., pursuant to Rule 13a – 14(a) or Rule 15d – 14(a) of the Securities Exchange Act of 1934, as amended, in connection with G-III Apparel Group, Ltd.’s Annual Report on Form 10-K for the fiscal year ended January 31, 2024. | | — | | — | | — |
| 32.1** | | Certification by Morris Goldfarb, Chief Executive Officer of G-III Apparel Group, Ltd., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, in connection with G-III Apparel Group, Ltd.’s Annual Report on Form 10-K for the fiscal year ended January 31, 2024. | | — | | — | | — |
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| · · · · Incorporated by Reference | ||||||||
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| Exhibit No. | | Document | | Form | | File No. | | Date Filed |
| 32.2** | | Certification by Neal S. Nackman, Chief Financial Officer of G-III Apparel Group, Ltd., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, in connection with G-III Apparel Group, Ltd.’s Annual Report on Form 10-K for the year ended January 31, 2024. | | — | | — | | — |
| 97.1* | | G-III Apparel Group, Ltd. Clawback Policy | | — | | — | | — |
| 101.INS* | | iXBRL Instance Document. | | — | | — | | — |
| 101.SCH* | | iXBRL Schema Document. | | — | | — | | — |
| 101.CAL* | | iXBRL Calculation Linkbase Document. | | — | | — | | — |
| 101.DEF* | | iXBRL Extension Definition. | | — | | — | | — |
| 101.LAB* | | iXBRL Label Linkbase Document. | | — | | — | | — |
| 101.PRE* | | iXBRL Presentation Linkbase Document. | | — | | — | | — |
| 104* | | Cover Page Interactive Data File (embedded within the Inline XBRL document) | | — | | — | | — |
- Filed herewith.
** Exhibits 32.1 and 32.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that Section. Such exhibits shall not be deemed incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.
Exhibits have been included in copies of this Report filed with the Securities and Exchange Commission. We will provide, without charge, a copy of these exhibits to each stockholder upon the written request of any such stockholder. All such requests should be directed to Investor Relations, G-III Apparel Group, Ltd., 512 Seventh Avenue, 31st floor, New York, New York 10018.
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