YEMENIDJIAN ALEX 4

What Happened
Alex Yemenidjian, Director and Chairman of the Board of Guess, Inc. (GES), had a total of 203,130 shares converted into cash on January 23, 2026 and received $3,402,428.00. The filing shows two dispositions: 181,060 shares at $16.75 each ($3,032,755) and 22,070 shares at $16.75 each ($369,673). These were not open-market sales but cash payments in connection with the company’s merger.

Key Details

• Transaction date: January 23, 2026; Report filed: January 27, 2026 (appears timely — within two business days).
• Price: $16.75 per share for both lots. Total proceeds: $3,402,428.00.
• Reporting code: "J" (other acquisition/disposition) — reported as a merger/cash-out conversion.
• Shares owned after the transaction: not specified in the filing.
• Footnotes:
  • F1: Transactions resulted from the closing of the Merger Agreement (Guess merged into a subsidiary of Authentic Brands Group); Guess common stock will be delisted and deregistered.
  • F2: Outstanding common shares were cancelled and converted into the right to receive $16.75 per share in cash (less tax withholdings).
  • F3: Unvested restricted stock awards vested at the Effective Time and were cancelled and converted into cash equal to vested shares × $16.75 plus any accrued dividends (less tax withholdings).

Context
These dispositions are merger-related cash-outs (shares cancelled and converted to cash) rather than voluntary open-market sales. The filing shows conversion of both outstanding shares and vested restricted stock awards under the merger terms. Such merger cash-outs reflect transaction terms, not necessarily insider sentiment about the company’s future.