What changed in this filing

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Item 1. Financial Statements

2025-09-05 compared with 2025-06-06 · 138 added, 78 removed, 428 unchanged (34% of the section changed)

31 unchanged sentences

Total liabilities

Redeemable noncontrolling interests

Stockholders' Equity

6 unchanged sentences

Additional paid-in capital

Accumulated other comprehensive loss

Accumulated other comprehensive income (loss)

Retained earnings

5 unchanged sentences

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (LOSS)

Three Months Ended April 30,

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

Three Months Ended July 31,

Six Months Ended July 31,

(In thousands, except per share amounts)

17 unchanged sentences

Other comprehensive income (loss)

Comprehensive income (loss)

Comprehensive loss attributable to noncontrolling interests:

Comprehensive income

Comprehensive income (loss) attributable to noncontrolling interests:

Foreign currency translation adjustments

Comprehensive loss attributable to noncontrolling interests

Comprehensive income (loss) attributable to G-III Apparel Group, Ltd.

Comprehensive income (loss) attributable to noncontrolling interests

Comprehensive income attributable to G-III Apparel Group, Ltd.

The accompanying notes are an integral part of these statements.

3 unchanged sentences

Comprehensive

Income (Loss)

(In thousands)

Balance as of April 30, 2025

Equity awards vested, net

Share-based compensation expense

Other comprehensive income, net

Repurchases of common stock

Excise tax on stock repurchases

Net income attributable to G-III Apparel Group, Ltd.

Balance as of July 31, 2025

Balance as of April 30, 2024

Equity awards vested, net

Share-based compensation expense

Other comprehensive loss, net

Repurchases of common stock

Excise tax on stock repurchases

Reduction of noncontrolling interest

Net income attributable to G-III Apparel Group, Ltd.

Balance as of July 31, 2024

Balance as of January 31, 2025

6 unchanged sentences

Net income attributable to G-III Apparel Group, Ltd.

Balance as of April 30, 2025

Balance as of July 31, 2025

Balance as of January 31, 2024

4 unchanged sentences

Repurchases of common stock

Excise tax on stock repurchases

Reduction of non-controlling interest

Net income attributable to G-III Apparel Group, Ltd.

Balance as of April 30, 2024

Balance as of July 31, 2024

The accompanying notes are an integral part of these statements.

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Three Months Ended April 30,

Six Months Ended July 31,

(Unaudited, in thousands)

5 unchanged sentences

Non-cash operating lease costs

Equity (gain) loss in unconsolidated affiliates

Equity loss in unconsolidated affiliates

Share-based compensation

12 unchanged sentences

Operating lease assets initial direct costs

Proceeds from sale of assets

Investment in equity interest of private company

6 unchanged sentences

Proceeds from borrowings - foreign facilities

Payment of financing costs

Purchase of treasury shares

2 unchanged sentences

Foreign currency translation adjustments

Net increase in cash and cash equivalents

Net increase (decrease) in cash and cash equivalents

Cash and cash equivalents at beginning of period

23 unchanged sentences

Karl Lagerfeld Holding B.V.

(“KLH”), a Dutch limited liability company that is wholly-owned by the Company, Vilebrequin International SA (“Vilebrequin”), a Swiss corporation that is wholly-owned by the Company, Sonia Rykiel, a Swiss corporation that is wholly-owned by the Company, Fabco and AWWG report results on a calendar year basis rather than on the January 31 fiscal year basis used by the Company.

Accordingly, the results of KLH, Vilebrequin, Sonia Rykiel, Fabco and AWWG are included in the financial statements for the quarter ended or ending closest to the Company’s fiscal quarter end.

For example, with respect to the Company’s results for the three-month period ended April 30, 2025, the results of KLH, Vilebrequin, Sonia Rykiel, Fabco and AWWG are included for the three-month period ended March 31, 2025.

(“KLH”), a Dutch limited liability company that is wholly-owned by the Company, Vilebrequin International SA (“Vilebrequin”), a Swiss corporation that is wholly-owned by the Company, Sonia Rykiel, a Swiss corporation that is wholly-owned by the Company, AWWG and certain other subsidiaries of the Company report results on a calendar year basis rather than on the January 31 fiscal year basis used by the Company.

Accordingly, the results of KLH, Vilebrequin, Sonia Rykiel, AWWG and certain other subsidiaries of the Company are included in the financial statements for the quarter ended or ending closest to the Company’s fiscal quarter end.

For example, with respect to the Company’s results for the six-month period ended July 31, 2025, the results of KLH, Vilebrequin, Sonia Rykiel, AWWG and certain other subsidiaries of the Company are included for the six-month period ended June 30, 2025.

The Company’s retail operations segment reports on a 52/53 week fiscal year.

For fiscal 2026 and 2025, the three-month periods for the retail operations segment were each 13-week periods, respectively, and ended on May 3, 2025 and May 4, 2024, respectively.

The results for the three months ended April 30, 2025 are not necessarily indicative of the results expected for the entire fiscal year, given the seasonal nature of the Company’s business.

For fiscal 2026 and 2025, the three and six-month periods for the retail operations segment were each 13-week and 26-week periods, respectively, and ended on August 2, 2025 and August 3, 2024, respectively.

The results for the three and six months ended July 31, 2025 are not necessarily indicative of the results expected for the entire fiscal year, given the seasonal nature of the Company’s business.

The accompanying financial statements included herein are unaudited.

4 unchanged sentences

dollars at period-end rates, while income and expenses are translated at the weighted-average exchange rates for the period.

The related translation adjustments are reflected as a foreign currency translation adjustment in accumulated other comprehensive loss within stockholders’ equity.

The related translation adjustments are reflected as a foreign currency translation adjustment in accumulated other comprehensive income (loss) within stockholders’ equity.

NOTE 2 – ALLOWANCE FOR DOUBTFUL ACCOUNTS

4 unchanged sentences

Retail trade receivables primarily relate to amounts due from third-party credit card processors for the settlement of debit and credit card transactions and are typically collected within 3 to 5 days.

The Company’s accounts receivable and allowance for doubtful accounts as of April 30, 2025, April 30, 2024 and January 31, 2025 were:

April 30, 2025

The Company’s accounts receivable and allowance for doubtful accounts as of July 31, 2025, July 31, 2024 and January 31, 2025 were:

July 31, 2025

(In thousands)

2 unchanged sentences

Accounts receivable, net

April 30, 2024

July 31, 2024

(In thousands)

13 unchanged sentences

In addition, the Company considers both current and forecasted future economic conditions in determining the adequacy of its allowance for doubtful accounts.

During the three months ended April 30, 2025, the Company recorded a $ 2.6 million increase in its allowance for doubtful accounts primarily due to the bankruptcy of certain customers within the Company’s wholesale operations segment, including Hudson’s Bay Company.

During the six months ended July 31, 2025, accounts receivable balances of $ 8.4 million were deemed uncollectable and written off against the allowance primarily due to the bankruptcy of certain customers within the Company’s wholesale operations segment, including Hudson’s Bay Company.

The Company had the following activity in its allowance for doubtful accounts:

3 unchanged sentences

Accounts written off as uncollectible

Balance as of April 30, 2025

Balance as of July 31, 2025

Balance as of January 31, 2024

1 unchanged sentence

Accounts written off as uncollectible

Balance as of April 30, 2024

Balance as of July 31, 2024

Balance as of January 31, 2024

6 unchanged sentences

Substantially all of the Company’s inventories consist of finished goods.

The inventory return asset, which consists of the amount of goods that are anticipated to be returned by customers, was $ 7.8 million, $ 11.3 million and $ 13.2 million as of April 30, 2025, April 30, 2024 and January 31, 2025, respectively.

The inventory return asset, which consists of the amount of goods that are anticipated to be returned by customers, was $ 7.2 million, $ 6.5 million and $ 13.2 million as of July 31, 2025, July 31, 2024 and January 31, 2025, respectively.

The inventory return asset is recorded within prepaid expenses and other current assets on the condensed consolidated balance sheets.

Inventory held on consignment by the Company’s customers totaled $ 5.6 million, $ 10.3 million and $ 5.9 million at April 30, 2025, April 30, 2024 and January 31, 2025, respectively.

Inventory held on consignment by the Company’s customers totaled $ 5.1 million, $ 4.7 million and $ 5.9 million at July 31, 2025, July 31, 2024 and January 31, 2025, respectively.

The Company reflects this inventory on its condensed consolidated balance sheets.

39 unchanged sentences

The Company’s leases do not contain any material residual value guarantees or material restrictive covenants.

The Company’s operating lease assets and liabilities as of April 30, 2025, April 30, 2024 and January 31, 2025 consist of the following:

The Company’s operating lease assets and liabilities as of July 31, 2025, July 31, 2024 and January 31, 2025 consist of the following:

Classification

April 30, 2025

April 30, 2024

July 31, 2025

July 31, 2024

January 31, 2025

6 unchanged sentences

Total lease liabilities

The Company recorded lease costs of $ 18.2 million during both the three months ended April 30, 2025 and 2024.

Lease costs are recorded within selling, general and administrative expenses in the Company’s condensed consolidated statements of income and comprehensive income (loss).

The Company recorded variable lease costs and short-term lease costs of $ 3.5 million and $ 5.3 million for the three months ended April 30, 2025 and 2024, respectively.

The Company recorded lease costs of $ 17.8 million and $ 36.0 million during the three and six months ended July 31, 2025.

The Company recorded lease costs of $ 18.0 million and $ 36.2 million during the three and six months ended July 31, 2024.

Lease costs are recorded within selling, general and administrative expenses in the Company’s condensed consolidated statements of income and comprehensive income.

The Company recorded variable lease costs and short-term lease costs of $ 4.4 million and $ 7.9 million for the three and six months ended July 31, 2025.

The Company recorded variable lease costs and short-term lease costs of $ 5.8 million and $ 11.1 million for the three and six months ended July 31, 2024.

Short-term lease costs are immaterial.

As of April 30, 2025, the Company’s maturity of operating lease liabilities in the years ending up to January 31, 2030 and thereafter are as follows:

As of July 31, 2025, the Company’s maturity of operating lease liabilities in the years ending up to January 31, 2030 and thereafter are as follows:

Year Ending January 31,

2 unchanged sentences

Present value of lease liabilities

As of April 30, 2025, there are no material leases that are legally binding but have not yet commenced.

As of April 30, 2025, the weighted average remaining lease term related to operating leases is 6.6 years.

As of July 31, 2025, there are no material leases that are legally binding but have not yet commenced.

As of July 31, 2025, the weighted average remaining lease term related to operating leases is 6.5 years.

The weighted average discount rate related to operating leases is 6.4 %.

Cash paid for amounts included in the measurement of operating lease liabilities was $ 19.3 million and $ 19.4 million during the three months ended April 30, 2025 and 2024, respectively.

Right-of-use assets obtained in exchange for lease obligations were $ 8.7 million and $ 6.8 million during the three months ended April 30, 2025 and 2024, respectively.

Cash paid for amounts included in the measurement of operating lease liabilities was $ 38.2 million and $ 38.0 million during the six months ended July 31, 2025 and 2024, respectively.

Right-of-use assets obtained in exchange for lease obligations were $ 26.8 million and $ 16.1 million during the six months ended July 31, 2025 and 2024, respectively.

NOTE 6 – NET INCOME PER COMMON SHARE

1 unchanged sentence

Diluted net income per share, when applicable, is computed using the weighted average number of common shares and potential dilutive common shares, consisting of unvested restricted stock unit awards outstanding during the period.

Approximately 5,400 and 9,500 shares of common stock have been excluded from the diluted net income per share calculation for the three months ended April 30, 2025 and 2024, respectively.

Approximately 43,000 and 34,500 shares of common stock have been excluded from the diluted net income per share calculation for the three and six months ended July 31, 2025.

A nominal amount of shares of common stock have been excluded from the diluted net income per share calculation for the three and six months ended July 31, 2024.

All share-based payments outstanding that vest based on the achievement of performance conditions, and for which the respective performance conditions have not been achieved, have been excluded from the diluted per share calculation.

The following table reconciles the numerators and denominators used in the calculation of basic and diluted net income per share:

Three Months Ended April 30,

Three Months Ended July 31,

Six Months Ended July 31,

(In thousands, except share and per share amounts)

10 unchanged sentences

Long-term debt consists of the following:

April 30, 2025

April 30, 2024

July 31, 2025

July 31, 2024

January 31, 2025

6 unchanged sentences

Current portion of long-term debt

(1) Does not include debt issuance costs, net of amortization, totaling $ 5.1 million, $ 2.0 million and $ 5.4 million as of April 30, 2025, April 30, 2024 and January 31, 2025, respectively, related to the revolving credit facility.

(1) Does not include debt issuance costs, net of amortization, totaling $ 4.8 million, $ 5.4 million and $ 5.4 million as of July 31, 2025, July 31, 2024 and January 31, 2025, respectively, related to the revolving credit facility.

The debt issuance costs have been deferred and are classified in assets in the accompanying condensed consolidated balance sheets in accordance with ASC 835.

8 unchanged sentences

The Third ABL Credit Agreement is a five-year senior secured asset-based revolving credit facility providing for borrowings in an aggregate principal amount of up to $ 700.0 million.

The Company and certain of its wholly-owned domestic subsidiaries, as well as G-III Apparel Canada ULC (collectively, the “Guarantors”), are guarantors under the Third ABL Credit Agreement.

The Company and certain of its wholly-

owned domestic subsidiaries, as well as G-III Apparel Canada ULC (collectively, the “Guarantors”), are guarantors under the Third ABL Credit Agreement.

The Third ABL Credit Agreement amends and restates the Second Amended Credit Agreement, dated as of August 7, 2020 (as amended, supplemented or otherwise modified from time to time prior to June 4, 2024, the “Second Credit Agreement”), by and among the Borrowers and the Guarantors, the lenders from time-to-time party thereto, and JPMorgan Chase Bank, N.A., in its capacity as the administrative agent thereunder.

4 unchanged sentences

from time to time, (ii) the federal funds rate plus 0.5 % and (iii) SOFR for a borrowing with an interest period of one month plus 1.00 %), with the applicable margin determined based on the Borrowers’ average daily availability under the Third ABL Credit Agreement.

As of April 30, 2025, interest under the Third ABL Credit Agreement was being paid at an average rate of 8.0 % per annum.

As of July 31, 2025, interest under the Third ABL Credit Agreement was being paid at an average rate of 8.0 % per annum.

The Third ABL Credit Agreement is secured by specified assets of the Borrowers and the Guarantors.

9 unchanged sentences

In certain circumstances, the revolving credit facility also requires the Company to maintain a fixed charge coverage ratio, as defined in the agreement, not less than 1.00 to 1.00 for each period of twelve consecutive fiscal months of the Company.

As of April 30, 2025, the Company was in compliance with these covenants.

As of April 30, 2025, the Company had no borrowings outstanding under the Third ABL Credit Agreement.

As of July 31, 2025, the Company was in compliance with these covenants.

As of July 31, 2025, the Company had no borrowings outstanding under the Third ABL Credit Agreement.

The Third ABL Credit Agreement also includes amounts available for letters of credit.

As of April 30, 2025, there were no outstanding trade letters of credit and $ 2.6 million of standby letters of credit.

As of July 31, 2025, there were $ 0.6 million outstanding trade letters of credit and $ 2.6 million of standby letters of credit.

At the date of the refinancing of the Second ABL Credit Agreement, the Company had $ 1.8 million of unamortized debt issuance costs remaining from the Second ABL Credit Agreement.

7 unchanged sentences

Interest on the outstanding principal amount of the loans accrues at a fixed rate equal to 0 % to 5.0 % per annum, payable on either a quarterly or monthly basis.

As of April 30, 2025, the Company had an aggregate outstanding balance of € 4.9 million ($ 5.3 million) under these unsecured loans.

As of July 31, 2025, the Company had an aggregate outstanding balance of € 4.4 million ($ 5.2 million) under these unsecured loans.

Overdraft Facilities

2 unchanged sentences

Interest on drawn balances accrues at a rate equal to the Euro Interbank Offered Rate (“EURIBOR”) plus a margin of 1.75 % per annum, payable quarterly.

The facility may be cancelled at any

time by the Company or HSBC Bank.

The facility may be cancelled at any time by the Company or HSBC Bank.

Additionally, certain of the Company’s foreign entities entered into overdraft facilities with UBS Bank in Switzerland for an aggregate of CHF 4.7 million at varying interest rates of 0 % to 0.5 %.

As of April 30, 2025, the Company had an aggregate of € 7.4 million ($ 8.0 million) drawn under these various facilities.

As of July 31, 2025, the Company had an aggregate of € 3.5 million ($ 4.1 million) drawn under these various facilities.

Foreign Credit Facilities

4 unchanged sentences

Borrowings bear interest at the Euro Short-Term Rate plus a margin of 1.75 %.

As of April 30, 2025, the Company had an aggregate of € 5.0 million ($ 5.4 million) drawn under these credit facilities.

As of July 31, 2025, the Company had an aggregate of € 5.3 million ($ 6.2 million) drawn under these credit facilities.

NOTE 8 – SUPPLY CHAIN FINANCE PROGRAM

6 unchanged sentences

The Company’s outstanding payment obligations under its SCF Program are recorded within accounts payable in the Company’s condensed consolidated balance sheets and the corresponding payments are reflected in cash flows from operating activities within the Company’s condensed consolidated statements of cash flows.

As of April 30, 2025, the Company had $ 45.0 million of payment obligations outstanding under the SCF Program.

During the three months ended April 30, 2025, the Company settled obligations of $ 41.8 million through the SCF Program.

The following supply chain finance program activity is presented for the three-month period indicated below:

April 30, 2025

As of July 31, 2025, the Company had $ 205.3 million of payment obligations outstanding under the SCF Program.

During the three and six months ended July 31, 2025, the Company settled obligations of $ 89.8 million and $ 131.6 million through the SCF Program, respectively.

The following supply chain finance program activity is presented for the six-month period indicated below:

July 31, 2025

(In thousands)

7 unchanged sentences

Each segment presents its own characteristics with respect to the timing of revenue recognition and the type of customer.

In addition, disaggregating revenues using a segment basis is consistent with how the Company’s Chief Operating Decision Maker manages the Company.

In addition, disaggregating revenues using a segment basis is consistent with how the Company’s Chief Operating Decision

Maker manages the Company.

The Company has identified the wholesale operations segment and the retail operations segment as distinct sources of revenue.

2 unchanged sentences

Wholesale revenues from sales of products are recognized when control transfers to the customer.

The Company considers control to have been transferred when the Company has

transferred physical possession of the product, the Company has a right to payment for the product, the customer has legal title to the product and the customer has the significant risks and rewards of the product.

The Company considers control to have been transferred when the Company has transferred physical possession of the product, the Company has a right to payment for the product, the customer has legal title to the product and the customer has the significant risks and rewards of the product.

Wholesale revenues are adjusted by variable consideration arising from implicit or explicit obligations.

Wholesale revenues also include revenues from license agreements related to trademarks associated with the Company’s owned brands.

As of April 30, 2025, revenues from license agreements related to trademarks associated with the Company’s owned brands represented an insignificant portion of wholesale revenues.

As of July 31, 2025, revenues from license agreements related to trademarks associated with the Company’s owned brands represented an insignificant portion of wholesale revenues.

Retail Operations Segment.

1 unchanged sentence

Bass and Wilsons Leather businesses.

Retail stores primarily consist of DKNY and Karl Lagerfeld Paris retail stores, substantially all of which are operated as outlet stores.

Retail stores primarily consist of DKNY and Karl Lagerfeld Paris retail stores, substantially all of which are operated as outlet stores in North America.

Retail operations segment revenues are recognized at the point of sale when the customer takes possession of the goods and tenders payment.

4 unchanged sentences

The Company’s contract liabilities, which are recorded within accrued expenses in the accompanying condensed consolidated balance sheets, primarily consist of gift card liabilities and advance payments from licensees.

Total contract liabilities were $ 4.8 million, $ 4.8 million and $ 5.9 million at April 30, 2025, April 30, 2024 and January 31, 2025, respectively.

The Company recognized $ 4.5 million in revenue for the three months ended April 30, 2025 related to contract liabilities that existed at January 31, 2025.

The Company recognized $ 3.6 million in revenue for the three months ended April 30, 2024 related to contract liabilities that existed at January 31, 2024.

There were no contract assets recorded as of April 30, 2025, April 30, 2024 and January 31, 2025.

Substantially all of the advance payments from licensees as of April 30, 2025 are expected to be recognized as revenue within the next twelve months.

Total contract liabilities were $ 5.8 million, $ 5.1 million and $ 5.9 million at July 31, 2025, July 31, 2024 and January 31, 2025, respectively.

The Company recognized $ 3.4 million in revenue for the three months ended July 31, 2025 related to contract liabilities that existed at April 30, 2025.

The Company recognized $ 4.5 million in revenue for the six months ended July 31, 2025 related to contract liabilities that existed at January 31, 2025.

There were no contract assets recorded as of July 31, 2025, July 31, 2024 and January 31, 2025.

Substantially all of the advance payments from licensees as of July 31, 2025 are expected to be recognized as revenue within the next twelve months.

NOTE 10 – SEGMENTS

6 unchanged sentences

Bass and Wilsons Leather.

Substantially all DKNY and Karl Lagerfeld Paris stores are operated as outlet stores.

Substantially all DKNY and Karl Lagerfeld Paris stores are operated as outlet stores in North America.

The Company determines its operating segments based on how the chief operating decision maker (“CODM”) views and analyzes each segment’s operations and performance.

5 unchanged sentences

The following segment information is presented for the three month periods indicated below:

Three Months Ended April 30, 2025

Three Months Ended July 31, 2025

Elimination (1)

7 unchanged sentences

Operating profit (loss)

Three Months Ended April 30, 2024

Three Months Ended July 31, 2024

Elimination (1)

7 unchanged sentences

Operating profit (loss)

Six Months Ended July 31, 2025

Elimination (1)

(In thousands)

Cost of goods sold

Selling, general and administrative expenses:

Facility fees

Other segment items (2)

Total selling, general and administrative expenses

Depreciation and amortization

Operating profit (loss)

Six Months Ended July 31, 2024

Elimination (1)

(In thousands)

Cost of goods sold

Selling, general and administrative expenses:

Facility fees

Other segment items (2)

Total selling, general and administrative expenses

Depreciation and amortization

Operating profit (loss)

(1) Represents intersegment sales to the Company’s retail operations segment.

2 unchanged sentences

Three Months Ended

April 30, 2025

April 30, 2024

Six Months Ended

July 31, 2025

July 31, 2024

July 31, 2025

July 31, 2024

(In thousands)

8 unchanged sentences

The total assets for each of the Company’s reportable segments, as well as assets not allocated to a segment, are as follows:

April 30, 2025

April 30, 2024

July 31, 2025

July 31, 2024

January 31, 2025

(In thousands)

Capital expenditures during the three months ended April 30, 2025 for the wholesale operations segment and retail operations segment were $ 2.3 million and $ 1.0 million, respectively.

Capital expenditures during the six months ended July 31, 2025 for the wholesale operations segment and retail operations segment were $ 17.2 million and $ 1.2 million, respectively.

NOTE 11 – STOCKHOLDERS’ EQUITY

For the three months ended April 30, 2025, the Company issued no shares of common stock and utilized 213,829 shares of treasury stock in connection with the vesting of equity awards.

For the three months ended April 30, 2024, the Company issued no shares of common stock and utilized 267,129 shares of treasury stock in connection with the vesting of equity awards.

For the three months ended July 31, 2025, the Company issued no shares of common stock and utilized 63,362 shares of treasury stock in connection with the vesting of equity awards.

For the three months ended July 31, 2024, the Company issued no shares of common stock and utilized 99,585 shares of treasury stock in connection with the vesting of equity awards.

For the six months ended July 31, 2025, the Company issued no shares of common stock and utilized 277,191 shares of treasury stock in connection with the vesting of equity awards.

For the six months ended July 31, 2024, the

Company issued no shares of common stock and utilized 366,714 shares of treasury stock in connection with the vesting of equity awards.

NOTE 12 – LITIGATION WITH PVH CORP.

On June 13, 2025, the Company filed a complaint against PVH Corp .

and two of its subsidiaries (“Defendants”) in the New York County Commercial Division of the Supreme Court of the State of New York for breach of contract, breach of the implied covenant of good faith and fair dealing, and tortious interference with contract arising out of the unreasonable denial of the Company’s request to extend the Calvin Klein and Tommy Hilfiger licenses for the women’s suits category for an additional three-year period and other actions taken by Defendants that undermined the Company’s ability to perform under Calvin Klein and Tommy Hilfiger license agreements and subjected the Company to contractual penalties.

On July 30, 2025, Calvin Klein, Inc.

and Tommy Hilfiger Licensing LLC filed their own complaint against G-III in the same court alleging breaches of the license agreements between the parties.

The Company believes that Calvin Klein, Inc.

and Tommy Hilfiger Licensing LLC’s complaint is without merit, and the Company intends to vigorously defend against these actions.

Due to the uncertainty inherent in any litigation, the Company is unable to estimate any reasonably possible loss, or range of loss, with respect to this matter.

NOTE 13 – RECENT ADOPTED AND ISSUED ACCOUNTING PRONOUNCEMENTS

Recently Adopted Accounting Guidance

There was no accounting guidance adopted during the three months ended April 30, 2025.

There was no accounting guidance adopted during the three months ended July 31, 2025.

Issued Accounting Guidance Being Evaluated for Adoption

15 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements