SEC Form 4 · accession 0001530721-18-000121
Capri Holdings Ltd · CPRI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John D Idol
Officer — Chairman & CEO · Director
Period of report
Dec 14, 2018
Accepted (ET)
Dec 17, 2018 · 9:42 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001530721
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary shares, no par valueF2 | Dec 14, 2018 | G | 713,183 | $0.00 | D | 409,867 | D | |
| Ordinary shares, no par value | Dec 14, 2018 | G | 713,183 | $0.00 | A | 713,183 | I | Held by John D. Idol 2018 GRAT |
| Ordinary shares, no par value | holding | — | — | — | 586,817 | I | Held by John D. Idol 2017 GRAT | |
| Ordinary shares, no par value | holding | — | — | — | 149,700 | I | Held by John D. Idol 2013 GRAT #1 | |
| Ordinary shares, no par value | holding | — | — | — | 149,700 | I | Held by John D. Idol 2013 GRAT #2 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee share option (right to buy)F3 | $5.00 | holding | — | — | — | — | Mar 25, 2021 | Ordinary shares, no par value | 128,447 | 128,447 | D |
| Restricted share unitsF4,F5,F6 | $0.00 | holding | — | — | — | — | — | Ordinary shares, no par value | 15,923 | 15,923 | D |
| Restricted share unitsF7,F5,F6 | $0.00 | holding | — | — | — | — | — | Ordinary shares, no par value | 4,009 | 4,009 | D |
| Employee share option, right to buyF8 | $67.52 | holding | — | — | — | — | Jun 15, 2025 | Ordinary shares, no par value | 61,249 | 61,249 | D |
| Restricted share unitsF8,F5 | $0.00 | holding | — | — | — | — | — | Ordinary shares, no par value | 44,431 | 44,431 | D |
| Employee share option (right to buy)F3 | $62.24 | holding | — | — | — | — | Jun 3, 2020 | Ordinary shares, no par value | 84,219 | 84,219 | D |
| Employee share option (right to buy)F7 | $49.88 | holding | — | — | — | — | Jun 15, 2023 | Ordinary shares, no par value | 14,503 | 14,503 | D |
| Employee share option (right to buy)F4 | $47.10 | holding | — | — | — | — | Jun 15, 2022 | Ordinary shares, no par value | 107,604 | 107,604 | D |
| Employee share option (right to buy)F3 | $94.45 | holding | — | — | — | — | Jun 2, 2021 | Ordinary shares, no par value | 89,316 | 89,316 | D |
Explanation of responses
- F1Reflects a bona fide gift by Mr. Idol for no consideration to a grantor retained annuity trusts ("GRAT") for the benefit of Mr. Idol's spouse and children of which Mr. Idol is the grantor but is not the trustee. As the grantor, Mr. Idol retains a pecuniary interest in the GRAT and may be deemed to beneficially own the ordinary shares held by the GRAT.
- F2This 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.
- F3Immediately exercisable.
- F4Granted on June 15, 2015 pursuant to the Michael Kors Holdings Limited Amended and Restated Omnibus Incentive Plan (the "Incentive Plan"). These securities vest 25% each year on June 15, 2016, 2017, 2018, and 2019, respectively, subject to grantee's continued employment with the Company through the vesting date unless the grantee is retirement eligible.
- F5The RSUs do not expire.
- F6Settlement of this award will be satisfied through the issuance of one ordinary share for each vested RSU.
- F7Granted on June 15, 2016 pursuant to the Incentive Plan. These securities vest 25% each year on June 15, 2017, 2018, 2019, and 2020, respectively, subject to grantee's continued employment with the Company through the vesting date unless the grantee is retirement eligible.
- F8Granted 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.