Sec Form 4 Filing - MARCIANO MAURICE @ GUESS INC - 2022-04-22

Insider filing report for Changes in Beneficial Ownership
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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
MARCIANO MAURICE
2. Issuer Name and Ticker or Trading Symbol
GUESS INC [ GES]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O GUESS?, INC., 1444 SOUTH ALAMEDA ST
3. Date of Earliest Transaction (MM/DD/YY)
04/22/2022
(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 04/22/2022 A 7,846( 1 ) A $ 0 10,823( 2 ) D
Common Stock 4,614,286( 2 ) I By Maurice Marciano Trust( 3 )
Common Stock 1,500,000 I By CAROLEM CAPITAL LLC( 4 )
Common Stock 1,652,650 I By MM CRUT LLC( 5 )
Common Stock 712,400 I By MM CRUT II LLC( 6 )
Common Stock 70 I By MM Gift Trust( 7 )
Common Stock 349,491 I By MM 2020 Exempt Trust( 8 )
Common Stock 1,623,834 I By MM Charitable Remainder Unitrust II( 9 )
Common Stock 103,801 I By Next Step Capital, LLC( 10 )
Common Stock 554,940 I By Next Step Capital II, LLC( 11 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MARCIANO MAURICE
C/O GUESS?, INC.
1444 SOUTH ALAMEDA ST
LOS ANGELES, CA90021
X X
Signatures
Jason T. Miller (Attorney-in-fact) 04/26/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Acquired pursuant to Issuer's equity plan.
( 2 )Reflects changes in form of ownership that are exempt pursuant to Rule 16a-13 under the Securities Exchange Act of 1934 since there was no change in pecuniary interest.
( 3 )Shares are held by the Maurice Marciano Trust (2006 Restatement).
( 4 )Shares are held by CAROLEM Capital, LLC.
( 5 )Shares are held by MM CRUT, LLC.
( 6 )Shares are held by MM CRUT II, LLC.
( 7 )Shares are held by Maurice Marciano Gift Trust FBO Caroline Marciano.
( 8 )Shares are held by Maurice Marciano 2020 Exempt Trust.
( 9 )Shares are held by Maurice Marciano Charitable Remainder Unitrust II.
( 10 )Shares are held by Next Step Capital, LLC.
( 11 )Shares are held by Next Step Capital II, LLC.

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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