Capri Holdings Ltd·4

Mar 16, 9:06 AM ET

IDOL JOHN D 4

4 · Capri Holdings Ltd · Filed Mar 16, 2026

Research Summary

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Capri Holdings (CPRI) Chairman John D. Idol Gifts 2,000,000 Shares

What Happened

  • John D. Idol, Chairman & CEO and a director of Capri Holdings (CPRI), reported two gift transactions on 2026-03-13: a disposition of 1,000,000 ordinary shares and an acquisition of 1,000,000 ordinary shares, both at $0.00 (total value $0) — effectively reflecting gifts to a grantor retained annuity trust (GRAT) for the benefit of his children.
  • Because Mr. Idol is the grantor (but not the trustee) of the GRAT, he retains a pecuniary interest and may still be deemed to beneficially own the shares held by the GRAT; the filing therefore reports both the transfer and the continued beneficial interest.

Key Details

  • Transaction date: March 13, 2026; Report filed: March 16, 2026.
  • Reported amounts: 1,000,000 shares disposed and 1,000,000 shares acquired; reported dollar price $0.00 (gift).
  • Shares owned after transaction: the filing does not list a specific post-transaction direct holding total; footnote F1 states he may be deemed to beneficially own the shares in the GRAT. Footnote F2 notes exclusion of 54,600 shares held by the Idol Family Foundation (which he may be deemed to beneficially own but has no pecuniary interest in).
  • Other notes from the filing: several outstanding RSU grants with multi-year vesting schedules are detailed (see footnotes F3–F7); RSUs settle one-for-one into ordinary shares when vested.
  • Filing timeliness: filing dated March 16, 2026, reporting transactions of March 13, 2026; the filing itself does not state it was late.

Context

  • Gifts to family trusts (like GRATs) are estate-planning transactions and generally do not signal an insider’s bullish or bearish view of the company’s stock price.
  • Because Mr. Idol is the grantor of the GRAT and retains a pecuniary interest, the filing reports both the transfer and continued beneficial interest — a technical reporting outcome rather than a straightforward sale or purchase.

Insider Transaction Report

Form 4
Period: 2026-03-13
IDOL JOHN D
DirectorChairman & CEO
Transactions
  • Gift

    Ordinary shares, no par value

    [F1][F2]
    2026-03-131,000,0001,257,645 total
  • Gift

    Ordinary shares, no par value

    [F1]
    2026-03-13+1,000,0001,000,000 total(indirect: Held by John D. Idol 2026 GRAT)
Holdings
  • Restricted share units

    [F3][F4][F5]
    Exercise: $0.00Ordinary shares, no par value (274,192 underlying)
    274,192
  • Restricted share units

    [F6][F4][F5]
    Exercise: $0.00Ordinary shares, no par value (156,646 underlying)
    156,546
  • Restricted share units

    [F7][F4][F5]
    Exercise: $0.00Ordinary shares, no par value (55,068 underlying)
    55,068
Footnotes (7)
  • [F1]Reflects a bona fide gift by Mr. Idol for no consideration to a grantor retained annuity trusts ("GRAT") for the benefit of Mr. Idol's 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.
  • [F2]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.
  • [F3]Granted on June 16, 2025 pursuant to the Capri Holdings Limited Amended and Restated Incentive Plan (the "Incentive Plan"). The securities underlying the total number of RSUs originally granted vest 1/3 each year on June 16, 2026, 2027 and 2028, respectively, subject to grantee's continued employment with the Company through the vesting date unless the grantee dies, becomes permanently disabled or is retirement eligible under the Incentive Plan.
  • [F4]The RSUs do not expire.
  • [F5]Settlement of this award will be satisfied through the issuance of one ordinary share for each vested RSU.
  • [F6]Granted on June 17, 2024 pursuant to the Incentive Plan. The securities underlying the total number of RSUs originally granted vest 25% each year on June 17, 2025, 2026, 2027 and 2028, respectively, subject to grantee's continued employment with the Company through the vesting date unless the grantee dies, becomes permanently disabled or is retirement eligible under the Incentive Plan.
  • [F7]Granted on June 15, 2023 pursuant to the Incentive Plan. The securities underlying the total number of RSUs originally granted vest 25% each year on June 15, 2024, 2025, 2026 and 2027, respectively, subject to grantee's continued employment with the Company through the vesting date unless the grantee dies, becomes permanently disabled or is retirement eligible under the Incentive Plan.
Signature
/s/ Krista A. McDonough, as Attorney-in-Fact for John D. Idol|2026-03-16

Documents

1 file
  • 4
    ownershipdocument.xmlPrimary