SEC Form 4 · accession 0001173879-19-000003
GUESS INC · GES
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Paul Marciano
Officer — Chief Creative Officer · Director · 10% Owner
Period of report
Feb 8, 2019
Accepted (ET)
Feb 12, 2019 · 5:11 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000912463
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 8, 2019 | A | 91,404 | $0.00 | A | 187,614 | D | |
| Common StockF2,F3 | holding | — | — | — | 9,276,222 | I | by Paul Marciano Trust | |
| Common StockF4 | holding | — | — | — | 105,977 | I | by Exempt Gift Trust | |
| Common StockF5 | holding | — | — | — | 370,309 | I | by Nonexempt Gift Trust | |
| Common StockF6 | holding | — | — | — | 349,491 | I | by PM Special Exempt Trust | |
| Common StockF7 | holding | — | — | — | 170,666 | I | by G Financial Holdings, LLC | |
| Common StockF8 | holding | — | — | — | 339,005 | I | by G Financial Holdings II, LLC | |
| Common StockF9 | holding | — | — | — | 1,481,700 | I | by NRG Capital Holdings, LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Acquired pursuant to Issuer's employee equity plan upon achievement of previously established performance criteria.
- F2Reflects 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.
- F3Shares are held by the Paul Marciano Trust dated 2/20/86, a revocable trust of which the reporting person is the sole trustee and sole beneficiary and has the exclusive pecuniary interest.
- F4Shares are held by Exempt Gift Trust under the Next Step Trust, of which the reporting person is the sole trustee. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein.
- F5Shares are held by the Nonexempt Gift Trust under the Next Step Trust, of which the reporting person is the sole trustee. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein.
- F6Shares are held by Paul Marciano Special Exempt Trust, of which the reporting person has sole investment power.
- F7Shares are held by G Financial Holdings, LLC which is indirectly owned by the reporting person.
- F8Shares are held by G Financial Holdings II, LLC which is indirectly owned by the reporting person.
- F9Share are held by NRG Capital Holdings, LLC in accounts specifically allocated to trusts for the benefit of the reporting person and his minor children.