Goldfarb Jeffrey David 4

What Happened

• Jeffrey D. Goldfarb, Executive Vice President and Director of G-III Apparel Group (GIII), had 65,112 Performance Stock Units (PSUs) vest on June 15, 2026 (acquired at $0). To satisfy tax obligations, 55,400 shares were withheld/disposed at $34.63 each, totaling $1,918,502. The net result was a vesting award combined with share withholding for taxes rather than an open-market sale.

Key Details

• Transaction dates: Vesting and withholding occurred on 2026-06-15; Form 4 filed 2026-06-17 (timely).
• Acquired: 65,112 shares (code A) at $0.00 — PSUs vested.
• Disposed/Withheld: 55,400 shares (code F) at $34.63 — $1,918,502 withheld to cover tax liability.
• Shares owned after transaction: Not specified in the filing.
• Footnotes: The 65,112 PSUs were granted April 27, 2023 and vested after the company achieved 150% of both performance metrics (three-year cumulative EBIT and three-year average ROIC for fiscal 2024–2026). The 55,400 shares withheld cover taxes for the 65,112 PSUs and 43,408 RSUs (the RSUs were granted May 1, 2023).
• Transaction codes: A = Award/Grant (vesting); F = Tax withholding (share disposition to satisfy taxes).

Context

• This was a performance-based vesting event, not a discretionary open-market sale; the share disposition was a withholding to pay taxes. Such transactions are routine following vesting and generally reflect tax mechanics rather than insider sentiment.