MM 2020 Exempt Trust 4

What Happened

• Multiple Marciano-related entities (e.g., MM 2020 Exempt Trust, PM 2021 Exempt Trust, Maurice Marciano Charitable Remainder Unitrust II, Maurice & Paul Marciano Art Foundation, etc.) reported "other" dispositions on Jan 23, 2026 tied to Guess?, Inc.'s merger with Authentic Brands.
• For each listed entity the filing shows dispositions totaling 5,432,767 shares. Per the footnotes, shares were cancelled and converted into the right to receive $16.75 per share in cash, i.e., roughly $90.999M per entity (5,432,767 × $16.75). These were not open-market sales but merger-related cash-outs.

Key Details

• Transaction date: January 23, 2026 (Effective time of the Merger).
• Transaction code: J (Other acquisition or disposition) — footnote F13: shares cancelled and converted to $16.75/share cash.
• Price / value: $16.75 per share; ~ $90.999M value per entity for 5,432,767 shares.
• Shares owned after transaction: Form 4 shows these holdings disposed in connection with the Merger; common stock will be delisted and deregistered (footnote F1).
• Timeliness: Form 4 filed Jan 26, 2026 — filed in connection with the Jan 23 transaction (filing appears timely).
• Group note: Reporting persons state they may be part of a Section 13(d) group that no longer beneficially owns >10% and expressly disclaim beneficial ownership of each others' securities. Multiple related filings were needed due to EDGAR filing limits.

Context

• This is a corporate merger cash-out, not a routine insider market sale; the listings reflect conversion/cancellation under the Merger Agreement rather than discretionary trading.
• The company’s common stock will be delisted/deregistered as a result of the merger, so these dispositions reflect the transaction mechanics (rollup/cash-out) rather than a judgment on stock value by the insiders.