G III APPAREL GROUP LTD /DE/ 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds ​ The following table provides information with respect to the Company’s common stock that the Company repurchased during the three months ended July 31, 2021. Included in this table are shares withheld during June and July 2021 in connection with the settlement of vested restricted stock units to satisfy tax withholding requirements. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Date Purchased ​ Total Number of Shares Purchased (1) ​ Average Price Paid Per Share (1) ​ Total Number of Share Purchased as Part of Publicly Announced Program (2) ​ Maximum Number of Shares that may yet be Purchased Under the Program (2) May 1 - May 31, 2021 ​ — ​ $ — ​ — ​ ​ 2,949,362 June 1 - June 30, 2021 ​ 131,111 ​ ​ 32.86 ​ — ​ ​ 2,949,362 July 1 - July 31, 2021 ​ 850 ​ ​ 30.12 ​ — ​ ​ 2,949,362 ​ ​ 131,961 ​ $ 32.84 ​ — ​ ​ 2,949,362 ​ ​ ​ (1) ​ Included in this table are 131,961 shares withheld during June and July 2021 in connection with the settlement of vested restricted stock units to satisfy tax withholding requirements. Our 2015 Long-Term Incentive Plan provides that shares withheld are valued at the closing price per share on the date withheld. (2) ​ In December 2015, our Board of Directors reapproved and increased a previously authorized share repurchase program from the 3,750,000 shares remaining under that plan to 5,000,000 shares. This program has no expiration date. Repurchases under the program may be made from time to time over the period through open market purchases, accelerated share repurchase programs, privately negotiated transactions or other methods, as we deem appropriate. ​ ​ ​ 31 Table of Contents Item 6. Exhibits. 31.1 Certification by Morris Goldfarb, Chief Executive Officer of G-III Apparel Group, Ltd., pursuant to Rule 13a - 14(a) or Rule 15d - 14(a) of the Securities Exchange Act of 1934, as amended, in connection with G-III Apparel Group, Ltd.’s Quarterly Report on Form 10-Q for the fiscal quarter ended July 31, 2021. 31.2 Certification by Neal S. Nackman, Chief Financial Officer of G-III Apparel Group, Ltd., pursuant to Rule 13a - 14(a) or Rule 15d - 14(a) of the Securities Exchange Act of 1934, as amended, in connection with G-III Apparel Group, Ltd.’s Quarterly Report on Form 10-Q for the fiscal quarter ended July 31, 2021. 32.1 Certification by Morris Goldfarb, Chief Executive Officer of G-III Apparel Group, Ltd., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, in connection with G-III Apparel Group, Ltd.’s Quarterly Report on Form 10-Q for the fiscal quarter ended July 31, 2021. 32.2 Certification by Neal S. Nackman, Chief Financial Officer of G-III Apparel Group, Ltd., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, in connection with G-III Apparel Group, Ltd.’s Quarterly Report on Form 10-Q for the fiscal quarter ended July 31, 2021. 101.INS iXBRL Instance Document. 101.SCH iXBRL Schema Document. 101.CAL iXBRL Calculation Linkbase Document. 101.DEF iXBRL Extension Definition. 101.LAB iXBRL Label Linkbase Document. 101.PRE iXBRL Presentation Linkbase Document. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) ​ ​ 32 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ​ G-III APPAREL GROUP, LTD. (Registrant) ​ Date: September 8, 2021 By: /s/ Morris Goldfarb Morris Goldfarb Chief Executive Officer ​ Date: September 8, 2021 By: /s/ Neal S. Nackman Neal S. Nackman Chief Financial Officer ​ ​ 33