Sec Form 3 Filing - Benarouche Fabrice @ GUESS INC - 2023-04-26

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED 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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Benarouche Fabrice
2. Issuer Name and Ticker or Trading Symbol
GUESS INC [ GES]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP Finance and IR, CAO
(Last) (First) (Middle)
C/O GUESS?, INC., 1444 SOUTH ALAMEDA ST
3. Date of Earliest Transaction (MM/DD/YY)
04/26/2023
(Street)
LOS ANGELES, CA90021
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Common Stock 103,427 D
Common Stock 158 I By spouse
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $ 21.83 ( 1 ) 11/05/2024 Common Stock 25,000 D
Employee Stock Option (right to buy) $ 18.2 ( 2 ) 04/02/2025 Common Stock 14,100 D
Employee Stock Option (right to buy) $ 18.82 ( 3 ) 03/30/2026 Common Stock 21,400 D
Employee Stock Option (right to buy) $ 11.22 ( 4 ) 03/29/2027 Common Stock 72,500 D
Employee Stock Option (right to buy) $ 20.74 ( 5 ) 03/30/2028 Common Stock 14,000 D
Employee Stock Option (right to buy) $ 14.32 ( 6 ) 06/10/2029 Common Stock 31,300 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Benarouche Fabrice
C/O GUESS?, INC.
1444 SOUTH ALAMEDA ST
LOS ANGELES, CA90021
SVP Finance and IR, CAO
Signatures
Fabrice Benarouche 05/05/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The option vested in four equal annual installments beginning on November 5, 2015.
( 2 )The option vested in four equal annual installments beginning on January 5, 2016.
( 3 )The option vested in four equal annual installments beginning on January 5, 2017.
( 4 )The option vested in four equal annual installments beginning on January 5, 2018.
( 5 )The option vested in four equal annual installments beginning on January 5, 2019.
( 6 )The option vests in four equal annual installments. The first three installment became exercisable on each June 10 of 2020, 2021, 2022 and the last installment will become exercisable on June 10, 2023.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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