~~UNITED STATESSECURITIES AND EXCHANGE COMMISSION~~

~~WASHINGTON,~~UNITED ~~D.C. 20549~~STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT ~~REPORTPURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934~~REPORT

~~Date~~Pursuant ofto ~~Report~~Section 13 ~~(Date~~or 15(d) of ~~earliest event reported): June 6, 2025~~the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): June 16, 2025 (June 12, 2025)

G-III APPAREL GROUP, LTD.

(Exact Name of Registrant as Specified in ~~its~~ Charter)


Delaware	0-18183	41-1590959
Delaware(State or Other Jurisdictionof Incorporation)	0-18183(Commission File Number)		41-1590959(IRS EmployerIdentification No.)
(State or Other Jurisdictionof Incorporation)	(CommissionFile Number)	(I.R.S. EmployerIdentification No.)
(Address of principal executive offices)
512 Seventh AvenueNew York, New York(Address of Principal Executive Offices)		10018(Zip Code)

512 Seventh Avenue

New York, New York, 10018

(Address of Principal Executive Offices, and Zip Code)

(212) 403-0500

(Registrant’s ~~telephone~~Telephone ~~number~~Number, ~~including~~Including ~~area~~Area ~~code)Not Applicable(Former name or former address, if changed since last report)~~Code

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

~~Check~~◻ ~~the~~Written ~~appropriate~~communication ~~box~~pursuant ~~below if the Form 8-K filing is intended~~ to ~~simultaneously~~Rule ~~satisfy~~425 ~~the filing obligation of the registrant~~ under ~~any of~~ the ~~following~~Securities ~~provisions~~Act (~~see~~17 ~~General~~CFR ~~Instruction A~~230.~~2 below~~425):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value per share	GIII	The Nasdaq Stock Market

~~Indicate~~◻ bySoliciting ~~check~~material ~~mark~~pursuant ~~whether~~to ~~the registrant is an emerging growth company as defined in~~ Rule ~~405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b~~14a-212 ofunder the ~~Securities~~ Exchange Act of(17 ~~1934~~CFR (§240.~~12b~~14a-~~2 of this chapter~~12)~~. Emerging growth company ☐~~

◻

Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

◻

Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

~~Item~~Securities ~~2.02~~registered ~~RESULTS~~pursuant OFto ~~OPERATIONS~~Section 12(b) of ~~AND~~the ~~FINANCIAL CONDITION.~~Act:

On June 6, 2025, G-III Apparel Group, Ltd. (the “Company”) announced its results of operations for the first fiscal quarter ended April 30, 2025. A copy of the press release issued by the Company relating thereto is furnished herewith as Exhibit 99.1.


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value per share	GIII	The Nasdaq Stock Market

~~Item 9.01 Financial Statements and Exhibits.~~

~~None~~Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 12, 2025, G-III Apparel Group, Ltd. (bthe “Company” or “G-III”)~~Pro~~ ~~Forma~~held ~~Financial~~its ~~Information~~Annual Meeting of Stockholders (the “2025 Annual Meeting”). A total of 39,435,553 shares were represented at the 2025 Annual Meeting and the Company’s stockholders took the following actions:

~~None.~~

~~(c)Shell~~Proposal ~~Company~~No. 1: ~~Transactions~~Election of Directors

~~None.~~The Company’s stockholders elected each of the thirteen nominees for director to serve until the next Annual Meeting of Stockholders and until their respective successors shall have been duly elected and qualified based on the following votes:

~~(d)Exhibits.~~


Name	Votes For	Votes Withheld	Broker Non-Votes
Morris Goldfarb	32,051,434	5,167,579	2,216,540
Sammy Aaron	31,611,295	5,607,718	2,216,540
Thomas J. Brosig	29,746,704	7,472,309	2,216,540
Joyce F. Brown	34,043,606	3,175,407	2,216,540
Jeffrey Goldfarb	31,877,180	5,341,833	2,216,540
Victor Herrero	34,187,429	3,031,584	2,216,540
Robert L. Johnson	34,021,761	3,197,252	2,216,540
Patti H. Ongman	33,266,304	3,952,709	2,216,540
Laura Pomerantz	30,433,034	6,785,979	2,216,540
Michael Shaffer	34,064,212	3,154,801	2,216,540
Cheryl Vitali	32,916,981	4,302,032	2,216,540
Richard White	30,063,143	7,155,870	2,216,540
Andrew Yaeger	34,206,098	3,012,915	2,216,540

~~99.1 Press release of G-III Apparel Group, Ltd. issued on June 6, 2025 relating to its first quarter fiscal 2026 results.~~

~~104~~Proposal ~~Cover~~No. 2: ~~Page~~Advisory ~~Interactive~~Vote ~~Data~~on ~~File~~Compensation ~~(embedded~~of ~~within~~ the ~~Inline~~Company’s ~~XBRL~~Named ~~document).~~Executive Officers

The Company’s stockholders approved, on an advisory (non-binding) basis, the compensation of the Company’s named executive officers as follows:

Limitation on Incorporation by Reference


Votes For	Votes Against	Abstentions	Broker Non-Votes
33,254,854	3,622,644	341,515	2,216,540

InThe ~~accordance~~Board ~~with~~and ~~General Instruction B.2 of Form 8-K,~~ the ~~information~~Compensation ~~reported~~Committee ~~under Item 2.02 and in Exhibit 99.1 shall not be deemed "filed" for purposes~~ of ~~Section 18 of~~ the ~~Securities~~Board ~~Exchange~~will ~~Act~~consider ~~of 1934, as amended, is not subject to~~ the ~~liabilities~~results of ~~that~~this ~~section~~advisory ~~nor~~vote ~~shall~~and itits becontinuing ~~deemed~~stockholder ~~incorporated~~outreach ~~by reference~~ in ~~any~~making ~~filing~~future ~~under~~decisions ~~the~~on ~~Securities~~named ~~Act~~executive ofofficer ~~1933, as amended or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such a filing~~compensation.

Proposal No. 3: Ratification of Independent Registered Public Accounting Firm

The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2026 based on the following votes:

~~EXHIBIT INDEX~~


ExhibitNo.	Description
Votes For	Votes Against	Abstentions	Broker Non-Votes
99.1	Press release of G-III Apparel Group, Ltd. issued on June 6, 2025 relating to its first quarter fiscal 2026 results.
37,768,864	1,328,218	338,471	-
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

~~SIGNATURE~~Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

~~Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~


	G-III APPAREL GROUP, LTD.

Date: June 16, 2025

Date: June 6, 2025	By:	/s/ Neal S. Nackman
	By:	/s/ Neal S. Nackman
	Name:	Neal S. Nackman
	Title:	Chief Financial Officer

Filing Compare · G III APPAREL GROUP LTD /DE/