Jenna Hendricks - 18 Dec 2023 Form 4 Insider Report for Capri Holdings Ltd (CPRI)

Role: SVP, Chief People Officer
Signature: /s/ Krista A. McDonough, as Attorney-In-Fact for Jenna Hendricks
Issuer symbol: CPRI
Transactions as of: 18 Dec 2023
Net transactions value: $0
Form type: 4
Filing time: 20 Dec 2023, 18:00:57 UTC
Previous filing: 03 Aug 2023
Next filing: 20 Jun 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CPRI	Ordinary shares, no par value	Options Exercise	$0	+20,333	+47%	$0.000000	63,725	18 Dec 2023	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	CPRI	Restricted share units	Options Exercise	$0	-9,119	-100%	$0.000000^*	0	18 Dec 2023	Ordinary shares, no par value	9,119	$0.000000	Direct	F2, F3, F4
transaction	CPRI	Restricted share units	Options Exercise	$0	-5,273	-50%	$0.000000	5,273	18 Dec 2023	Ordinary shares, no par value	5,273	$0.000000	Direct	F2, F3, F4, F5
transaction	CPRI	Restricted share units	Options Exercise	$0	-5,941	-25%	$0.000000	17,823	18 Dec 2023	Ordinary shares, no par value	5,941	$0.000000	Direct	F2, F3, F4, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Respresents settlement of restricted share units ("RSUs") through the issuance of one ordinary share for each vested RSU.
F2	Reflects the accelerated vesting of time-based RSU awards that were otherwise scheduled to vest in 2024 for the purpose of reducing or eliminating the excise tax imposed under Sections 280G and 4999 of the Internal Revenue Code of 1986, as amended, that would be imposed on amounts payable to the Reporting Person in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of August 10, 2023, by and among Tapestry, Inc., Sunrise Merger Sub, Inc., and the Company.
F3	The RSUs do not expire.
F4	Settlement of this award will be satisfied through the issuance of one ordinary share for each vested RSU.
F5	Granted on June 15, 2022 pursuant to the Capri Holdings Limited Third Amended and Restated Incentive Plan (the "Incentive Plan"). The securities underlying the total number of RSUs originally granted will vest 1/3 each year on June 15, 2023, 2024 and 2025, 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.
F6	Granted on June 15, 2023 pursuant to the Incentive Plan. The securities underlying the total number of RSUs originally granted will 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.