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Sec Form 4 Filing - IDOL JOHN D @ Capri Holdings Ltd - 2021-03-01

  1. About Form 4 Filing: Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security. The initial filing is on Form 3 and changes are reported on Form 4. The Annual Statement of beneficial ownership of securities is on Form 5. The forms contain information on the reporting person's relationship to the company and on purchases and sales of such equity securities.
  2. Form 4 is stored in SEC's EDGAR database. EDGAR is Electronic Data Gathering, Analysis and Retrieval System. It is a registered trademark of the SEC.

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FORM 4
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 *
IDOL JOHN D
2. Issuer Name and Ticker or Trading Symbol
Capri Holdings Ltd [ CPRI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman & CEO
(Last)
(First)
(Middle)
33 KINGSWAY
3. Date of Earliest Transaction (MM/DD/YY)
03/01/2021
(Street)
LONDON, X0WC2B 6UF
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
Ordinary shares, no par value 03/01/2021 G( 1 ) V 246,854 D $ 0 0 I Held by John D. Idol 2018 GRAT
Ordinary shares, no par value 03/01/2021 G( 1 ) V 246,854 A $ 0 854,281 ( 2 ) D
Ordinary shares, no par value 2,000,000 I Held by John D. Idol 2020 GRAT
Ordinary shares, no par value 149,700 I Held by John D. Idol 2013 GRAT #1
Ordinary shares, no par value 149,700 I Held by John D. Idol 2013 GRAT #2
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
Restricted share units $ 0 ( 3 ) ( 4 ) Ordinary shares, no par value 83,062 ( 5 ) 83,062 D
Restricted share units $ 0 ( 6 ) ( 4 ) Ordinary shares, no par value 22,215 ( 5 ) 22,215 D
Restricted share units $ 0 ( 7 ) ( 4 ) Ordinary shares, no par value 352,734 ( 5 ) 352,734 D
Employee share option (right to buy) $ 49.88 ( 8 ) 06/15/2023 Ordinary shares, no par value 14,503 14,503 D
Employee share option, right to buy $ 67.52 ( 6 ) 06/15/2025 Ordinary shares, no par value 61,249 61,249 D
Employee share option (right to buy) $ 94.45 ( 8 ) 06/02/2021 Ordinary shares, no par value 89,316 89,316 D
Employee share option (right to buy) $ 47.1 ( 8 ) 06/15/2022 Ordinary shares, no par value 107,604 107,604 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
IDOL JOHN D
33 KINGSWAY
LONDON, X0WC2B 6UF
X Chairman & CEO
Signatures
/s/ Krista A. McDonough, as Attorney-in-Fact for John D. Idol 03/03/2021
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares were transfered from a grantor retained annuity trust ("GRAT") in which the reporting person has an indirect pecuniary interest to the reporting person as an annuity payment in accordance with the terms of the GRAT.
( 2 )This amount excludes 54,600 ordinary shares, no par value, held by the Idol Family Foundation. The reporting person may be deemed to have beneficial ownership of the shares held by the Idol Family Foundation but does not have a pecuinary interest in such shares.
( 3 )Granted on June 17, 2019 pursuant to the Capri Holdings Limited Second Amended and Restated Incentive Plan (the "Incentive Plan"). These securities vest 25% each year on June 15, 2020, 2021, 2022, and 2023, respectively, subject to grantee's continued employment with the Company through the vesting date unless the grantee is retirement eligible.
( 4 )The RSUs do not expire.
( 5 )Settlement of this award will be satisfied through the issuance of one ordinary share for each vested RSU.
( 6 )Granted on June 15, 2018 pursuant to the Incentive Plan. These securities vest 25% each year on June 15, 2019, 2020, 2021, and 2022, respectively, subject to grantee's continued employment with the Company through the vesting date unless the grantee is retirement eligible.
( 7 )Granted on June 15, 2020 pursuant to the Incentive Plan. These securities vest 1/3 each year on June 15, 2021, 2022, and 2023, respectively, subject to grantee's continued employment with the Company through the vesting date unless the grantee is retirement eligible.
( 8 )Immediately exercisable.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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