Maurice Marciano - 23 Jan 2026 Form 4 Insider Report for GUESS INC (GES)

Role
10%+ Owner
Signature
/s/ Jason T. Miller (attorney-in-fact)
Issuer symbol
GES
Transactions as of
23 Jan 2026
Net transactions value
$0
Form type
4
Filing time
26 Jan 2026, 20:26:25 UTC
Previous filing
22 May 2024
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
MARCIANO MAURICE 10%+ Owner C/O GUESS?, INC., 1444 SOUTH ALAMEDA STREET, LOS ANGELES /s/ Jason T. Miller (attorney-in-fact) 26 Jan 2026 0001167503

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GES Common Stock Other -4,025,109 -100% 0 23 Jan 2026 By Maurice Marciano Trust F1, F2, F3
transaction GES Common Stock Other -1,347,650 -100% 0 23 Jan 2026 By MM CRUT LLC F1, F2, F4
transaction GES Common Stock Other -1,470,668 -100% 0 23 Jan 2026 By Maurice Marciano Charitable Remainder Unitrust II F1, F2, F5
transaction GES Common Stock Other -1,181,124 -100% 0 23 Jan 2026 By MM CRUT II LLC F1, F2, F6
transaction GES Common Stock Other -1,200,000 -100% 0 23 Jan 2026 By Carolem Capital, LLC F1, F2, F7
transaction GES Common Stock Other -349,491 -100% 0 23 Jan 2026 By MM 2020 Exempt Trust F1, F2, F8
transaction GES Common Stock Other -103,801 -100% 0 23 Jan 2026 By Next Step Capital LLC F1, F2, F9
transaction GES Common Stock Other -554,940 -100% 0 23 Jan 2026 By Next Step Capital II LLC F1, F2, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Maurice Marciano is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On January 23, 2026, pursuant to the Agreement and Plan of Merger, dated as of August 20, 2025, by and among Guess?, Inc. (the "Company"), Authentic Brands Group LLC ("Authentic"), Glow Holdco 1, Inc. ("Parent"), and Glow Merger Sub 1, Inc. ("Merger Sub"), Merger Sub merged with and into the Company (the "Merger"), with the Company surviving as a wholly owned subsidiary of Parent. As a result of the consummation of the Merger, the common stock of the Company, par value $0.01 per share ("Common Stock") will be delisted from the New York Stock Exchange and deregistered under the Securities Exchange Act of 1934, as amended.
F2 Represents shares of Common Stock which, pursuant to the terms of the Interim Investors Agreement, dated as of August 20, 2025, by and among Authentic and the other parties appearing on the signature pages thereto ("Rolling Stockholders"), immediately prior to the effective time of the Merger, were contributed (or otherwise transferred), directly or indirectly, to a newly-formed affiliate of the Rolling Stockholders.
F3 Held by Maurice Marciano Trust (2006 Restatement).
F4 Held by MM CRUT LLC.
F5 Held by Maurice Marciano Charitable Remainder Unitrust II.
F6 Held by MM CRUT II LLC.
F7 Held by Carolem Capital, LLC.
F8 Held by MM 2020 Exempt Trust.
F9 Held by Next Step Capital LLC.
F10 Held by Next Step Capital II LLC.