Paul Marciano - 22 Jan 2026 Form 4 Insider Report for GUESS INC (GES)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
26 Jan 2026, 20:29:15 UTC
Prior SEC filing
02 Apr 2025
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Anne C. Deedwania (attorney-in-fact)

Key filing fact

Paul Marciano filed Form 4 for GUESS INC (GES) on 26 Jan 2026.

Key facts

  • This page summarizes Paul Marciano's Form 4 filing for GUESS INC (GES).
  • 18 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 26 Jan 2026, 20:29.

Change

  • Previous filing in this sequence was filed on 02 Apr 2025.
  • Current net transaction value: -$7,194,612.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001173879 Primary reporting owner

MARCIANO PAUL

Relationship
Chief Creative Officer, Director, 10%+ Owner
Address
C/O GUESS?, INC., 1444 SOUTH ALAMEDA STREET, LOS ANGELES
Signature
/s/ Anne C. Deedwania (attorney-in-fact)
Signature date
26 Jan 2026

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

GES transaction

Common Stock

Options Exercise

Transaction value
$2,224,723
Shares
+348,157
Change %
Price
$6.39
Shares after
348,157
Date
22 Jan 2026
Ownership
Direct
GES transaction

Common Stock

Tax liability

Transaction value
$1,700,651
Shares
-101,169
Change %
-29%
Price
$16.81
Shares after
246,988
Date
22 Jan 2026
Ownership
Direct
GES transaction

Common Stock

Other

Transaction value
Shares
+869,118
Change %
+352%
Price
Shares after
1,116,106
Date
23 Jan 2026
Ownership
Direct
Footnotes
F1, F2
GES transaction

Common Stock

Tax liability

Transaction value
$6,770,367
Shares
-404,201
Change %
-36%
Price
$16.75
Shares after
711,905
Date
23 Jan 2026
Ownership
Direct
GES transaction

Common Stock

Award

Transaction value
$0
Shares
+114,242
Change %
+16%
Price
$0.000000
Shares after
826,147
Date
23 Jan 2026
Ownership
Direct
Footnotes
F3
GES transaction

Common Stock

Tax liability

Transaction value
$948,318
Shares
-56,616
Change %
-6.9%
Price
$16.75
Shares after
769,531
Date
23 Jan 2026
Ownership
Direct
GES transaction

Common Stock

Other

Transaction value
Shares
-769,531
Change %
-100%
Price
Shares after
0
Date
23 Jan 2026
Ownership
Direct
Footnotes
F1, F4
GES transaction

Common Stock

Other

Transaction value
Shares
-10,813,559
Change %
-100%
Price
Shares after
0
Date
23 Jan 2026
Ownership
By Paul Marciano Trust
Footnotes
F1, F4, F5, F6
GES transaction

Common Stock

Other

Transaction value
Shares
-4,025,109
Change %
-100%
Price
Shares after
0
Date
23 Jan 2026
Ownership
By Maurice Marciano Trust
Footnotes
F1, F4, F7
GES transaction

Common Stock

Other

Transaction value
Shares
-105,977
Change %
-100%
Price
Shares after
0
Date
23 Jan 2026
Ownership
By Exempt Gift Trust
Footnotes
F1, F4, F8
GES transaction

Common Stock

Other

Transaction value
Shares
-370,309
Change %
-100%
Price
Shares after
0
Date
23 Jan 2026
Ownership
By Nonexempt Gift Trust
Footnotes
F1, F4, F9
GES transaction

Common Stock

Other

Transaction value
Shares
-170,666
Change %
-100%
Price
Shares after
0
Date
23 Jan 2026
Ownership
By G Financial Holdings, LLC
Footnotes
F1, F4, F10
GES transaction

Common Stock

Other

Transaction value
Shares
-339,005
Change %
-100%
Price
Shares after
0
Date
23 Jan 2026
Ownership
By G Financial Holdings II, LLC
Footnotes
F1, F4, F11
GES transaction

Common Stock

Other

Transaction value
Shares
-1,081,700
Change %
-100%
Price
Shares after
0
Date
23 Jan 2026
Ownership
By ENRG Capital LLC
Footnotes
F1, F4, F12
GES transaction

Common Stock

Other

Transaction value
Shares
-103,801
Change %
-100%
Price
Shares after
0
Date
23 Jan 2026
Ownership
By Next Step Capital LLC
Footnotes
F1, F4, F13
GES transaction

Common Stock

Other

Transaction value
Shares
-554,940
Change %
-100%
Price
Shares after
0
Date
23 Jan 2026
Ownership
By Next Step Capital II LLC
Footnotes
F1, F4, F14
GES transaction

Common Stock

Other

Transaction value
Shares
-300,000
Change %
-100%
Price
Shares after
0
Date
23 Jan 2026
Ownership
By Carolem Capital LLC
Footnotes
F1, F4, F15

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

GES transaction Derivative

Employee Stock Option (right to buy)

Options Exercise

Transaction value
$0
Shares
-348,157
Change %
-100%
Price
$0.000000
Shares after
0
Date
22 Jan 2026
Ownership
Direct
Underlying class
Common Stock
Underlying amount
348,157
Exercise price
$6.39
Footnotes
F16
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Paul Marciano is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 16 footnotes

Footnote F1

On January 23, 2026, pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), 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 (the "Exchange Act").

Footnote F2

Represents outstanding unvested restricted stock units ("RSUs"), which, pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), vested and were converted into the number of shares of Common Stock underlying such RSUs immediately prior to the Effective Time.

Footnote F3

Represents the determination of the number of stock units, in accordance with the provisions of the applicable award agreement and the Merger Agreement, subject to an award of performance-based restricted stock units ("PSUs") previously granted by the Company, which, pursuant to the Merger Agreement, at the Effective Time vested and were converted into the number of shares of Common Stock underlying such PSUs immediately prior to the Effective Time.

Footnote F4

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, were contributed (or otherwise transferred), directly or indirectly, to a newly-formed affiliate of the Rolling Stockholders.

Footnote F5

Includes 158,693 shares of Common Stock previously held directly, 119,610 of which were transferred to Paul Marciano Trust on February 11, 2025 and 39,083 of which were transferred to Paul Marciano Trust on May 9, 2025 and are now owned indirectly.

Footnote F6

Held by Paul Marciano Trust, dated 2/20/86.

Footnote F7

Held by Maurice Marciano Trust. The Reporting Person disclaims any and all beneficial interest in these shares. The filing of this report shall not be deemed an admission that the Reporting Person is the beneficial owner of any of such shares for purposes of Section 16 of the Exchange Act or for any other purpose.

Footnote F8

Held by Exempt Gift Trust under the Next Step Trust. The Reporting Person disclaims beneficial ownership of these shares, except to the extent of the Reporting Person's pecuniary interest therein.

Footnote F9

Held by Nonexempt Gift Trust under the Next Step Trust. The Reporting Person disclaims beneficial ownership of these shares, except to the extent of the Reporting Person's pecuniary interest therein.

Footnote F10

Held by G Financial Holdings LLC.

Footnote F11

Held by G Financial Holdings II LLC.

Footnote F12

Held by ENRG Capital LLC.

Footnote F13

Held by Next Step Capital LLC. The Reporting Person disclaims beneficial ownership of these shares, except to the extent of the Reporting Person's pecuniary interest therein.

Footnote F14

Held by Next Step Capital II LLC. The Reporting Person disclaims beneficial ownership of these shares, except to the extent of the Reporting Person's pecuniary interest therein.

Footnote F15

Held by Carolem Capital LLC. The Reporting Person disclaims any and all beneficial interest in these shares. The filing of this report shall not be deemed an admission that the Reporting Person is the beneficial owner of any of such shares for purposes of Section 16 of the Exchange Act or for any other purpose.

Footnote F16

The option vested in three equal annual installments beginning on June 11, 2021.

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