INTERPARFUMS INC 10-K

Item 9A. Controls and Procedures. Evaluation of Disclosure Controls and Procedures Our Chief Executive Officer and Chief Financial Officer have reviewed and evaluated the effectiveness of our disclosure controls and procedures (as defined in the Securities Exchange Act of 1934 Rule 13a-15(e)) as of the end of the period covered by this annual report on Form 10-K (the “Evaluation Date”). Based on their review and evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of the Evaluation Date, our Company’s disclosure controls and procedures were effective. Management’s Annual Report on Internal Control over Financial Reporting The management of Inter Parfums, Inc. is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13(a)-15(f) under the Securities Exchange Act of 1934. With the participation of the Chief Executive Officer and the Chief Financial Officer, our management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework and criteria established in Internal Control – Integrated Framework (2013) , issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, our management has concluded that our internal control over financial reporting was effective as of December 31, 2022. 52 Our independent auditor, Mazars USA LLP, a registered public accounting firm, has issued its report on its audit of our internal control over financial reporting. This report appears on page F-2. Changes in Internal Control Over Financial Reporting There has been no change in our internal control over financial reporting (as defined in Rule 13a-15(f) of the Securities Exchange Act of 1934) that occurred during the fourth quarter of 2022 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. Item 9B. Other Information. None. 53 PART III Item 10. Directors, Executive Officers and Corporate Governance Executive Officers and Directors As of the date of this report, our executive officers and directors were as follows: Name Position Jean Madar Chairman of the Board, Chief Executive Officer of Inter Parfums, Inc. and Director General of Interparfums SA Philippe Benacin Vice Chairman of the Board, President of Inter Parfums, Inc. and Chief Executive Officer of Interparfums SA Michel Atwood Director and Chief Financial Officer Philippe Santi Director, Executive Vice President and Chief Financial Officer, Interparfums SA François Heilbronn Director Robert Bensoussan Director Patrick Choël Director Michel Dyens Director Veronique Gabai-Pinsky Director Gilbert Harrison Director Frederic Garcia-Pelayo Executive Vice President and Chief Operating Officer of Interparfums SA Our directors will serve until the next annual meeting of stockholders and thereafter until their successors shall have been elected and qualified. Messrs. Jean Madar and Philippe Benacin have a verbal agreement or understanding to vote their shares and the shares of their respective holding companies in a like manner. With the exception of Mr. Benacin, the officers are elected annually by the directors and serve at the discretion of the board of directors. There are no family relationships between executive officers or directors of our Company. Board of Directors Our board of directors has the responsibility for establishing broad corporate policies and for the overall performance of our Company. Although certain directors are not involved in day-to-day operating details, members of the board of directors are kept informed of our business by various reports and documents made available to them. Our board of directors held 18 meetings (or executed consents in lieu thereof), including meetings of committees of the full board of directors during 2022, and all of the directors attended at least 75% of the meetings (or executed consents in lieu thereof) of the full board of directors and committees of which they were a member. Our board of directors presently consists of ten (10) directors. We have adopted a Code of Business Conduct that applies to our principal executive officer, principal financial officer, principal accounting officer or controller, as well as other persons performing similar functions, and we agree to provide to any person without charge, upon request, a copy of our Code of Business Conduct. Any person who requests a copy of our Code of Business Conduct should provide their name and address in writing to: Inter Parfums, Inc., 551 Fifth Avenue, New York, NY 10176, Att.: Shareholder Relations. In addition, our Code of Conduct is also maintained on our website, at www.interparfumsinc.com. During 2022, our board of directors had the following standing committees: ● Audit Committee – The Audit Committee has the sole authority and is directly responsible for, the appointment, compensation and oversight of the work of the independent accountants employed by our company which prepare or issue audit reports for our company. During 2022, this committee consisted of Messrs. Heilbronn and Choël, and Ms. Gabai-Pinsky. The charter of the Audit Committee is posted on our Company’s website. 54 The Company does not have an “audit committee financial expert” within the definition of the applicable Securities and Exchange Commission rules. Finding qualified nominees to serve as a director of a public company without the comparable financial resources of other larger, more established companies has been challenging. In addition, despite the applicable Securities and Exchange Commission rule which states that being named as the audit committee financial expert does not impose any greater duty, obligation or liability, our company has been met with resistance from both present and former directors to being named as such, primarily due to potential additional personal liability. However, as the result of the background, education and experience of the members of the Audit Committee, our board of directors believes that such committee members are fully qualified to fulfill their obligations as members of the Audit Committee. The Chair of the Audit Committee, Mr. François Heilbronn, is a graduate of Harvard Business School with a Master of Business Administration degree and is currently the managing partner of the consulting firm of M.M. Friedrich, Heilbronn & Fiszer which is specialized in business strategy and complex financial operations and investments. ● Executive Compensation and Stock Option Committee – The Executive Compensation and Stock Option Committee oversees the compensation of our Company’s executives and administers our company’s stock option plans. During 2022, this committee consisted of Messrs. Heilbronn and Choël, and Ms. Gabai-Pinsky. The charter of the Executive Compensation and Stock Option Committee is posted on our company’s website. ● Nominating Committee – During 2022, this committee consisted of Messrs. Heilbronn and Choël, and Ms. Gabai-Pinsky. The purpose of the Nominating Committee is to determine and recommend qualified persons to the Board of Directors who will be put forth as management’s slate of directors for vote of the Corporation’s stockholders, as well as to fill vacancies in the Board of Directors. The charter of the Nominating Committee is posted on our Company’s website. We have adopted a board diversity policy, which provides that the selection of candidates for appointment to our board will be based on an overriding emphasis on merit, but the Nominating Committee will seek to fill board vacancies by considering candidates that bring a diversity of background and industry or related expertise to our board. The Nominating Committee is to consider an appropriate level of diversity having regard for factors such as skills, business and other experience, education, gender, age, ethnicity and geographic location. A copy of the board diversity policy is posted on our company’s website. In addition, Nasdaq has adopted a Board Diversity Rule, which requires Nasdaq listed companies to publicly disclose board-level diversity statistics using a standardized template during 2022. By the 2025 annual meeting, we will be required to disclose whether or not we have two directors that are diverse under the applicable Nasdaq rule, and if not, then why not. We do not foresee any issue in complying with Nasdaq Board Diversity Rule at this time. 55 Nasdaq Board Diversity As required by the the Nasdaq Diversity Rule, the board of directors of our company presently has one (1) member who self-identifies as a female and one (1) member who identifies as Hispanic, which is in compliance with the Nasdaq Board Diversity rule. Below is the Nasdaq Board Diversity Matrix, which shows the gender identity and demographic background of our board of directors as they have self-identified. Board Diversity Matrix for INTER PARFUMS INC. As of February 28, 2023 Total Number of Directors 10 Part I: Gender Identity Female Male Non-Binary Did Not Disclose Gender Directors 1 9 0 0 Part II: Demographic Background African American or Black 0 0 0 0 Alaskan Native or American Indian 0 0 0 0 Asian 0 0 0 0 Hispanic or Latinx 0 1 0 0 Native Hawaiian or Pacific Islander 0 0 0 0 White 1 8 0 0 Two or More Races or Ethnicities 0 0 0 0 LGBTQ+ 0 Did Not Disclose Demographic Background 0 Business Experience The following sets forth biographical information as to the business experience of each executive officer and director of our company for at least the past five years. Jean Madar Jean Madar, age 62, a Director, has been the Chairman of the Board since our Company’s inception, and is a co-founder of our Company with Mr. Philippe Benacin. From inception until December 1993 he was the President of our Company; in January 1994, he became Director General of Interparfums SA, our Company’s subsidiary; and in January 1997, he became Chief Executive Officer of our Company. Mr. Madar was previously the managing director of Interparfums SA, from September 1983 until June 1985. At such subsidiary, he had the responsibility of overseeing the marketing operations of its foreign distribution, including market research analysis and actual marketing campaigns. Mr. Madar graduated from The French University for Economic and Commercial Sciences (ESSEC) in 1983. We believe that Mr. Madar’s skills in guiding, leading and determining the strategic direction of our company since its inception together with Mr. Benacin, in addition to his contacts in the fragrance and cosmetic industry, render him qualified to serve as a member of our board of directors. Philippe Benacin Mr. Benacin, age 64, a Director, is President of our Company and the Chief Executive Officer of Interparfums SA, has been the Vice Chairman of the Board since September 1991, and is a co-founder of our Company with Mr. Madar. He was elected the Executive Vice President in September 1991, Senior Vice President in April 1993, and President of the Company in January 1994. In addition, he has been the President of our Company and Chief Executive Officer of Interparfums SA for more than the past five years. Mr. Benacin graduated from The French University for Economic and Commercial Sciences (ESSEC) in 1983. In June 2014 Mr. Benacin was elected as a member of the Supervisory Board of Vivendi, and Chairman of its Corporate Governance, Nominations and Remuneration Committee. We believe that Mr. Benacin’s skills in guiding, leading and determining the strategic direction of our company since its inception together with Mr. Madar, in addition to his contacts in the fragrance and cosmetic industry, render him qualified to serve as a member of our board of directors. 56 Michel Atwood Mr. Atwood, age 53, became our Chief Financial Officer on September 6, 2022, succeeding Mr. Russell Greenberg, the former Chief Financial Officer, who retired on that same date. Mr. Atwood was first elected to our Board of Directors at the 2022 Annual Meeting held in September 2022. From September 2018 through March 2022 while at Estée Lauder, Mr. Atwood had strategic oversight for the fragrance category across that company and operational accountability for several of its fragrance brands. He also had senior level merger and acquisition (“M&A”) duties, including acquisition integration and brand divestitures/discontinuations. Over his nearly four years at Estée Lauder, he also drove cross-brand synergies across research and development and supply chain for the fragrance category. From February 2017 to August 2018, he was an independent consultant as an M&A advisor on multiple fragrance license acquisitions and also acted as a private investor. From 1995 to 2017, Mr. Atwood has held several executive positions at Procter & Gamble (“P&G”) in France, Switzerland, Italy and Germany. His final title at P&G was Divisional CFO of Global Prestige Fragrances, leading a 90 member team, and ultimately spearheading the divestiture of that division to Coty. Earlier he was CFO Global Markets – Prestige Fragrances, a business generating over $2 billion in sales, where he headed a globally dispersed team of 60 people supporting the go-to-market organization (affiliates, Travel Retail and distributors) of the Prestige Division. Before that, he was Global Prestige Director of Strategic Planning, Licensing and Acquisition shaping and executing the overall business direction and licensing and acquisition strategy of P&G’s Global Fragrance and Premium skin and cosmetics businesses. Michel Atwood holds a Master’s degree in Software Engineering from the Institut National des Sciences Appliquées of Lyon, and a Master’s in International Finance from HEC Paris, the prestigious French business school. He also earned the designation of Certified Management Accountant from the Institute of Management Accountants. He has a truly international background, working/living in France, Switzerland, the U.S., Canada, Turkey and Italy. We believe that Mr. Atwood’s skills and experience in accounting, international tax, mergers and acquisitions, as well as his knowledge of the fragrance industry, render him qualified to serve as a member of our board of directors. Philippe Santi Philippe Santi, age 61, and a Director since December 1999, is the Executive Vice President and Chief Financial Officer of Interparfums SA. Mr. Santi, who is a Certified Accountant and Statutory Auditor in France, has been the Chief Financial Officer of Interparfums SA since February 1995. Prior to February 1995, Mr. Santi was the Chief Financial Officer for Stryker France and an Audit Manager for Ernst and Young. We believe that Mr. Santi’s skills in accounting and tax, as well as his knowledge of the fragrance industry and our Company’s European operations, render him qualified to serve as a member of our board of directors. Francois Heilbronn Mr. Heilbronn, age 61, a Director since 1988, an independent director and a member of the Audit Committee, Nominating Committee and the Executive Compensation and Stock Option Committee, is a graduate of Harvard Business School with a Master of Business Administration degree and is currently the managing partner of the consulting firm of M.M. Friedrich, Heilbronn & Fiszer. He was formerly employed by The Boston Consulting Group, Inc. from 1988 through 1992 as a manager. Mr. Heilbronn graduated from Institut d’ Etudes Politiques de Paris in June 1983. From 1984 to 1986, he worked as a financial analyst for Lazard Freres & Co. In addition, during 2009, Mr. Heilbronn became an Associate Professor in Business Strategy at Sciences Po, Paris, France. As the result of his business and financial acumen, as well as his experience as managing partner of a business consulting firm in the area of mergers and acquisitions of large international companies in retail, consumer goods and consumer services throughout the world, we believe Mr. Heilbronn is qualified to serve as a member of our board of directors. 57 Robert Bensoussan Robert Bensoussan, age 65, has been a Director since March 1997, and is also an independent director. Mr. Bensoussan is the founder of Sirius Equity Consultants, a retail and branded luxury goods investment company. To date, Mr. Bensoussan remains as an investor in Hapy Sweet Bee Ltd, natural health food products, He was previously Chairman of Camaïeu, the French retail conglomerate, a board member of Celio International, the French retail conglomerate and Vivarte representing the GLG hedge fund. In the latter part of 2019, Mr. Bensoussan resigned after 6 years as the only non-North American board member of lululemon athletica Inc. Following the successful sale in 2021, Mr. Bensoussan stepped down from the board of Feelunique.com, one of Europe’s largest online beauty retailers after serving 9 years. He is a member of the Advisory Board of Pictet Bank Premium Brands Fund and sits on the board of Pronovias, the worldwide leader of wedding dresses. Yonderland, Europe’s largest premium outdoor retailer and SNS, a prominent aspirational streetwear and entertainment hub. Previously Mr. Bensoussan was as director of, and had an indirect ownership interest in, J. Choo Limited until July 2011, and was CEO from 2001 to 2007, and was a member of the Board of Jimmy Choo Ltd, from 2001 to 2011, which had been a privately held luxury shoe wholesaler and retailer. We believe Mr. Bensoussan is qualified to serve as a member of our board of directors due to his business and financial acumen, as well as his experience in the retail and branded luxury goods market. Patrick Choël Mr. Choël, age 79, was appointed to the board of directors in June 2006 as an independent director, and is a member of the Audit Committee, Nominating Committee and the Executive Compensation and Stock Option Committee. Mr. Choël is a director of our majority-owned subsidiary, Interparfums SA, a publicly held company, and Christian Dior a privately held company. For approximately 10 years, through March 2004, Mr. Choël was the President and CEO of two divisions of LVMH Moet Hennessy Louis Vuitton S.A., first Parfums Christian Dior, a leading world-wide prestige beauty/fragrances business, and later, the LVMH Perfumes and Cosmetics Division, which included such well-known brands as Parfums Christian Dior, Guerlain, and Parfums Givenchy, among others. Prior to such time, for approximately 30 years, he held various executive positions at Unilever, including President and CEO of Elida Fabergé France and President and CEO of Chesebrough Pond’s USA. Because of this experience, especially in the prestige beauty business, we believe that Mr. Choël is qualified to serve as a member of our board of directors. Michel Dyens Michel Dyens, age 82 and an independent director, is the Founder, Chairman and Chief Executive Officer of Michel Dyens & Co., which he founded over 25 years ago. With headquarters in New York and Paris, Michel Dyens & Co. is a leading independent investment banking firm focused on mergers and acquisitions. Michel Dyens & Co. has vast experience in luxury goods, beauty, spirits and other premium branded consumer goods in which it has concluded numerous landmark deals. Michel Dyens & Co. has advised in such deals as the sale of the Grey Goose ultra-premium vodka brand to Bacardi, the acquisition of the luxury Swiss watchmaker Hublot by LVMH, the sale of the Harry Winston to Aber Diamond Corporation and Boucheron to Kering. Michel Dyens & Co. represented the owners of Liaigre, the luxury furniture brand, in the sale to Symphony International and Navis Capital, and Casa Dragones, the ultra-premium tequila, in the sale to BDT Partners (Byron Trott). In 2021, Michel Dyens & Co. represented the owners of Buly, the luxury French fragrance and beauty brand, in the sale to LVMH and the owners of Blissim, the French leader in beauty subscription e-commerce, and online beauty retail for an investment by Raise Investissement. In addition, he has just sold We11done, the Korean contemporary fashion and lifestyle brand, to Sequoia Capital. 58 Michel Dyens & Co. was the exclusive advisor to Creed in the sale of the ultra-luxury fragrance company Creed BlackRock Long Term Private Capital, and represented Mr. Chin Wook Lee, the founder and CEO of Dr. Jart+, in the sale of Have & Be Co. Ltd. to The Estée Lauder Companies. Michel Dyens & Co. also advised the owner of the ultra-luxury fragrance brand By Kilian, in the sale to Estée Lauder. Michel Dyens & Co. advised the shareholders of the largest independent hair color and hair care company in Brazil, Niely Cosmeticos in the sale of the company to L’Oréal, as well as the owner of the super-premium liqueur St-Germain in the sale of the brand to Bacardi, the Colomer Group (American Crew and CND/Shellac brands) in its sale to Revlon, and Sidney Frank Importing Company in the sale of the company to Jaegermeister. Other transactions include the sale of the Essie cosmetics business to L’Oréal, the sale of TIGI (BedHead and Catwalk brands) to Unilever, the luxury hair care brand Christophe Robin to The Hut Group, the thinning hair brand NIOXIN Research Laboratories to Procter & Gamble, John Frieda Professional Hair Care and Molton Brown to the Kao Corporation, the Svedka vodka brand to Constellation Brands and Chambord liqueur to Brown-Forman. In the mission-driven field, Michel Dyens & Co. recently represented ClimateCare, a prominent UK carbon-offset business, in the sale to Averna Capital and represented the founders of Caboo Paper Products a Vancouver, Canada-based tree-free household paper products brand, for an investment by sustainability-focused venture capital firm Renewal Funds. Among other recent transactions, Michel Dyens & Co. recently represented the Fairtrade and organic coffee brand Ethical Bean Coffee in the sale to Kraft Heinz, and as well as Alter Eco Americas, a leading organic chocolate brand, which we sold to NextWorld Evergreen. In healthy and premium food, Michel Dyens & Co. represented the Fairtrade and organic coffee brand Ethical Bean Coffee in the sale to Kraft Heinz, and as well as Alter Eco Americas, a leading organic chocolate brand, which it sold to NextWorld Evergreen. From April 2004 to September 2014, Mr. Dyens was an independent director of Interparfums SA. We believe Mr. Dyens is qualified to serve as a member of our board of directors thanks to his knowledge of our Company’s luxury business, his business and financial acumen, as well as his experience in the luxury goods market. Veronique Gabai-Pinsky Ms. Gabai-Pinsky, age 57, was elected for the first time to our board in September 2017. She became a director of Interparfums SA in April 2017. She is currently operating a startup specialty fragrance business, and a director of Lifetime Brands (Nasdaq: LCUT), which is in the home goods business. She was President of Vera Wang Group from January 2016 through June 2018, after a year of consulting with the company and she oversaw all product categories and markets. Prior to joining Vera Wang, from 2006 to December 2014, Ms. Gabai-Pinsky was the Global President for Aramis and Designers Fragrances as well as Beauty Bank and Idea Bank at The Estée Lauder Companies, reporting to the Chief Executive Officer of such company. During her tenure, Ms. Gabai-Pinsky developed and ensured the growth of several beauty and skin care brands, including Lab Series for Men. She was highly instrumental in the evolution of the fragrance category for such company, as she improved its overall business model, globally grew brands such as Donna Karan and Michael Kors, evolved and harmonized the portfolio, divested dilutive brands and brought in Tory Burch, Zegna and Marni under licenses. She ultimately actively participated in the acquisitions of Le Labo, Frederic Malle, and By Kilian and assisted in the transformation of the long-term strategic direction of such company. In the earlier years of her career, Ms. Gabai-Pinsky served as Vice President of Marketing and Communication for Guerlain, a division of LVMH Moet Hennessy Louis Vuitton S.A., where she led the successful re-launch of Shalimar, the introduction of Aqua Allegoria, and contributed to the re-focus of the beauty category around its pillars, Terracotta, Meteorites and Issima, while redesigning all communication strategies and content. She started her career at L’Oréal, and was also Vice President of Marketing for Giorgio Armani, where she was instrumental in the overall development of its fragrance business by developing the successful Acqua di Gio for men and introducing the Emporio Armani franchise. A graduate from ESSEC Business School in Paris, France, she has received several awards, including Marketer of the Year by Women’s Wear Daily in December 2013. 59 Ms. Gabai-Pinksy is an independent director, and is a member of the Audit Committee, Executive Compensation and Stock Option Committee and the Nominating Committee of our Company. We believe Ms. Gabi-Pinsky is qualified to serve as a member of our board of directors due to her more than 25 years of experience in the luxury, fashion, beauty and fragrance fields, success as a brand builder, creative thinker, business acumen, and a broad understanding of consumers, brands and business models. Gilbert Harrison Mr. Harrison, age 82, an independent director, was appointed to our board in April 2018. Mr. Harrison has more than 50 years of experience in corporate finance and strategic transactions, specializing in the consumer products space. He began his career in 1965 practicing corporate and securities law in New York and Philadelphia. In 1971 he founded Financo, which he grew to become one of the leading independent middle market transaction firms in the country. In 1985, Financo was acquired by Lehman Brothers, where the firm’s primary efforts were focused on increasing its expertise in retail, apparel and other merchandising transactions of all types. At Lehman, Mr. Harrison was Chairman of the Merchandising Group and on the firm’s Investment Banking Operating Committee while continuing as Chairman of Financo, which was renamed the Middle Market Group of Lehman. In 1989, he re-acquired Financo from Lehman, re-establishing Financo as one of the leading investment banking firms handling transactions and providing strategic advice in connection with merchandising companies. Mr. Harrison retired as Chairman of Financo in December of 2017, after which he formed the Harrison Group, a firm that provides consulting and financial advisory services to merchandising and products companies. Mr. Harrison’s other activities include his membership on the Advisory Council of the World Retail Congress, Shoptalk and the Financial Times Business of Luxury Summit. Additionally, he has created a course on mergers and acquisitions at The Wharton School and has published various articles and academic studies on the state of retailing and mergers and acquisitions, including a chapter in the book entitled, “The Mergers and Acquisitions Handbook.” Mr. Harrison lectures throughout the country, including chairing seminars for Retail Week as well as for the International Council of Shopping Centers, the National Retail Federation, Young President’s Center, The Wharton Aresty Institute of Executive Education and The President’s Association of the American Management Association. He also appears frequently on Bloomberg TV and CNBC as an expert on retail and apparel. Mr. Harrison received a Bachelor of Science in Economics from The Wharton School of The University of Pennsylvania in 1962 and his Juris Doctor from The University of Pennsylvania Law School in 1965. He is also Chairman of the Fashion Division of UJA, Treasurer and a Board member of the Southampton Hospital, Director of the Peggy Guggenheim Collection, and former Board member of the Wharton School of the University of Pennsylvania. We believe Mr. Harrison is qualified to serve as a member of our board of directors due to his tremendous depth and breadth of knowledge about the merchandising and consumer industry, and he has a long track record of facilitating value-creating transactions for companies in this sector. Mr. Harrison’s autobiography, Deal Junky , was published in January 2022. Frederic Garcia-Pelayo Frederic Garcia-Pelayo, age 61, has been with Interparfums SA for more than the past 20 years. He is currently the Executive Vice President and Chief Operating Officer of Interparfums SA, and was previously the Director of its Luxury and Fashion division beginning in March 2005. He was also previously the Director of Marketing and Distribution for Perfume and Cosmetics and was first named Executive Vice President in 2004. Section 16(a) Beneficial Ownership Reporting Compliance Based solely upon a review of Forms 3, 4 and 5 and any amendments to such forms furnished to us, and written representations from various reporting persons furnished to us, we are not aware of any reporting person who has failed to file the reports required to be filed under Section 16(a) of the Securities Exchange Act of 1934 on a timely basis. 60 Item 11. Executive Compensation Compensation Discussion and Analysis General The executive compensation and stock option committee of our board of directors is comprised entirely of independent directors and oversees all elements of compensation (base salary, annual bonus, long-term incentives and perquisites) of our company’s executive officers and administers our company’s stock option plans, other than the non-employee directors stock option plan, which is self-executing. The objectives of our compensation program are designed to strike a balance between offering sufficient compensation to either retain existing or attract new executives on the one hand, and maintaining compensation at reasonable levels on the other hand. We do not have the resources comparable to the cosmetic giants in our industry, and, accordingly, cannot afford to pay excessive executive compensation. In furtherance of these objectives, our executive compensation packages generally include a base salary, as well as annual incentives tied to individual performance and long-term incentives tied to our operating performance. During 2022 and prior years, Mr. Madar, the Chairman and Chief Executive Officer, took the initiative after discussions with Mr. Russell Greenberg, the former Executive Vice President, Chief Financial Officer and board member, and recommended executive compensation levels for executives for United States operations. Mr. Benacin, the Chief Executive Officer of Interparfums SA, took the initiative after discussions with Philippe Santi, the Chief Financial Officer of Interparfums SA, and recommended executive compensation levels for executives for European operations. The recommendations are presented to the compensation committee for its consideration, and the compensation committee makes a final determination regarding salary adjustments and annual award amounts to executives, including Jean Madar and Philippe Benacin. Messrs. Madar and Benacin are not present during deliberations or determination of their executive compensation by the compensation committee. Further, Messrs. Madar and Benacin, in addition to being executive officers and directors, are our largest beneficial shareholders, and therefore, their interests are aligned with our shareholder base in keeping executive compensation at a reasonable level. The compensation committee was pleased that the most recent shareholder advisory vote on executive compensation held at our last annual meeting of shareholders in September 2022 overwhelmingly approved the compensation policies and decisions of the compensation committee. The compensation committee has determined to continue its present compensation policies in order to determine similar future decisions. Our compensation committee believes that individual executive compensation is at a level comparable with executives in other companies of similar size and stage of development that operate in the fragrance industry, and takes into account our company’s performance as well as our own strategic goals. Further, the compensation committee believes that its present policies to date, with its emphasis on rewarding performance, has served to focus the efforts of our executives, which in turn has permitted our company to weather the COVID-19 pandemic, supply chain disruptions and geopolitical turmoil in certain parts of the world, which resulted in the Company’s record results for 2022. During 2022, the members of such committee consisted of Messrs. Heilbronn and Choël, and Ms. Gabai-Pinsky. Elements of Compensation General The compensation of our executive officers is generally comprised of base salaries, including a fee paid to the holding companies of each of Messrs. Madar and Benacin, annual cash bonuses and long-term equity incentive awards. In determining specific components of compensation, the compensation committee considers individual performance, level of responsibility, skills and experience, other compensation awards or arrangements and overall company performance. The compensation committee reviews and approves all elements of compensation for all of our executive officers taking into consideration recommendations from the Chief Executive Officer of our company and the Chief Executive Officer of Interparfums SA, as well as information regarding compensation levels at competitors in our industry. 61 Our named executive officers have all been with the Company for more than the past ten (10) years, other than Mr. Atwood who joined our Company in September 2022, with Messrs. Madar and Benacin being founders of the Company. As Messrs. Madar and Greenberg, the former Chief Financial Officer and Executive Vice President for United States operations, and Benacin and Santi for European operations, were most familiar with the individual performance, level of responsibility, skills and experience of each executive officer in their respective operating segments, the compensation committee relies upon the information provided by such executive officers in determining individual performance, level of responsibility, skills and experience of each executive officer. The compensation committee views the competitive marketplace very broadly, which would include executive officers from both public and privately held companies in general, including fashion and beauty companies, but not limited to the peer companies contained in the corporate performance graph contained in our annual report. Generally, rather than tie the compensation committee’s determination of compensation proposals to any specific peer companies, the members of our committee have used their business experience, judgment and knowledge to review the executive compensation proposals recommended to them by Mr. Madar for United States operations and Mr. Benacin for European operations. As such, as a general rule the compensation committee did not determine the need to benchmark of any material item of compensation or overall compensation. However, in connection with the salary increase to Mr. Madar that occurred in February 2020, surveys of both peer companies and companies with comparable market capitalizations were used by the compensation committee as one of the factors in reaching such determination. The members of the compensation committee have extensive experience and business acumen and are well qualified in determining the appropriateness of executive compensation levels. Mr. Heilbronn is a managing partner of a business consulting firm in the area of mergers and acquisitions of large international companies in retail, consumer goods and consumer services throughout the world. Mr. Choël previously worked as President and Chief Executive Officer of two divisions of LVMH Moet Hennessy Louis Vuitton S.A., which included such well-known brands as Parfums Christian Dior, Guerlain, and Parfums Givenchy. Mr. Choël has also been President and CEO of both Elida Fabergé France and Chesebrough Ponds USA. Ms. Gabai-Pinsky, the final committee member, has executive experience as the former President of Vera Wang Group, as well as the Global President for Aramis and Designers Fragrances in addition to Beauty Bank and Idea Bank at The Estée Lauder Companies. Base Salary Base salaries for executive officers are initially determined by evaluating the responsibilities of the position held and the experience of the individual, and by reference to the competitive marketplace for executive talent. Base salaries for executive officers are reviewed on an annual basis, and adjustments are determined by evaluating our operating performance, the performance of each executive officer, as well as whether the nature of the responsibilities of the executive has changed. As stated above, as Messrs. Madar and Greenberg for United States operations, and Messrs. Benacin and Santi for European operations, were most familiar with the individual performance, level of responsibility, skills and experience of each executive officer in their respective segments, the committee relied upon the information provided by such executive officers in determining individual performance, level of responsibility, skills and experience of each executive officer. For executive officers of United States operations, the bulk of their annual compensation is in base salary including a fee paid to the holding company for Mr. Madar for services rendered outside the United States. However, for executive officers of European operations base salary comprises a smaller percentage of overall compensation. We have paid a lower percentage of overall compensation in the form of base salary to executive officers of European operations for several years, principally because European operations historically have had higher profitability than United States operations, and European operations are run differently from United States operations by the Chief Executive Officer of European operations, Mr. Benacin. As the result of this historically higher profitability, European operations have had the ability to pay higher bonus compensation in addition to base salary. As bonus compensation is and has historically been discretionary, no targets were set in order to maintain flexibility. Further, if results of operations for European operations were not satisfactory (again, no target amounts were set to maintain flexibility), then bonus compensation, as well as overall compensation could be lowered without otherwise affecting base salary. Finally, by keeping annual bonus compensation at a higher percentage of overall compensation and base salary at a lower percentage, our company benefits because the base amount for annual salary adjustments would be smaller. 62 For the impact of COVID-19 on executive compensation in 2020 and 2021, please see our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, under Item 11, Item 11. Executive Compensation, Compensation Discussion and Analysis , Covid-19 Impact , which is incorporated by reference herein. For 2022, Mr. Benacin received a base salary of $756,000, (included an increase of €12,000 but due to the foreign currency conversion this is showing as a decrease when compared to 2021), and Mr. Benacin’s holding company received $250,000 paid by the Company’s United States operations, which is included the calculation of his base salary. This same consulting fee has been paid for more than each of the past three years, in accordance with the consulting agreement with Mr. Benacin’s holding company, which provides for review on an annual basis of the amount of compensation payable to such company. For 2021, although Mr. Benacin received the same base salary as he did in 2020, his salary was affected by foreign currency conversion rates and was $804,000 for 2021. For 2020, Mr. Benacin received a modest increase in base salary of $14,000 to $789,000. The compensation committee considered the following salient factors in authorizing payment to Mr. Benacin’s holding company— services rendered to United States operations for several years by Mr. Benacin in connection with licensing and distribution of international brands, as well as future services to be performed by Mr. Benacin internationally relating to licensing and distribution of international brands for United States operations. As Mr. Benacin values the services of two named executive officers of Interparfums SA, Mr. Philippe Santi, Executive Vice President and the Chief Financial Officer, and Mr. Frederic Garcia-Pelayo, Executive Vice President and Chief Operating Officer, equally, their base salaries, as well as their bonus compensation discussed below, have been in lockstep. For 2022, the base salary of each of Messrs. Santi and Garcia-Pelayo was €432,000, and increase of €24,000. For 2021, the base salary of each of Messrs. Santi and Garcia-Pelayo was €408,000, as no executive officer received any increase in base salary due the continuing impact of the COVID-19 pandemic. However, the base salaries of Messrs. Santi and Garcia-Pelayo in 2021 were affected by foreign currency conversion rates and were both $483,000 for 2021. For 2020, each of Messrs. Santi and Garcia-Pelayo received an increase in base salary of $14,000 to $470,000. Increases in prior years were awarded primarily to reward these two executive officers for their contributions in European Operations achieving increases in both the sales and earnings. The compensation committee considered the recommendations of Mr. Benacin, results of operations for the year, as well as the services performed for European operations by Messrs. Santi and Garcia-Pelayo in authorizing these salary levels. A different approach is taken for United States operations as that segment is smaller and less profitable. A more significant base salary is paid in order to attract and retain employees with the skills and talents needed to run the operation with a lesser emphasis placed on bonuses. Neither of the executive officers for United States operations have employment agreements (although Mr. Madar’s personal holding company has a consulting agreement that provides for review on an annual basis of the amount of compensation payable to such company), as we believe that having flexibility in structuring annual base salary is a benefit, which permits us to act quickly to meet a changing economic environment. As previously reported, from 2013 until 2019 the annual aggregate base salary paid to Mr. Madar individually and fees paid to his holding company remained unchanged at $630,000, which was substantially below the amounts indicated by two surveys of chief executive officer salaries for 2019 (collectively the “CEO Salary Surveys”). The CEO Salary Surveys indicated that the annual and median average CEO salaries for peer companies (excluding the Madar salary) were $2,854,656 and $1,540,000, respectively, and $2,604,346 and $1,750,000 for comparable market capitalization companies, respectively. In recognition of the efforts of Mr. Madar and his holding company as one of the prime causes for our substantial increase in net sales and net income, as well as market capitalization from 2014 through 2019, thus substantially increasing shareholder value, on February 4, 2020 the Committee jointly authorized the aggregate annual increase in Mr. Madar’s base salary by $600,000 to $1.23 million effective as of January 1, 2020. For 2022 and 2021, Mr. Madar did not receive any increase in base salary. 63 Russell Greenberg, the former Executive Vice President and Chief Financial Officer, received a $30,000 increase in base salary for 2022 to $750,000 on an annualized basis, also did not have any salary increase for 2021, when his base salary remained at $720,000. Previously, he had received the same $30,000 increase in base salary for 2020 and 2019. In connection with the previous increases in salary, the Compensation Committee considered the following material factors in granting Mr. Greenberg his salary increases: his individual performance, level of responsibility, skill and experience, as well as the recommendation of the Chief Executive Officer. Mr. Atwood, who became the Chief Financial Officer in September 2022 after the retirement of Mr. Greenberg, was granted a $500,000 annual base salary, as well as a signing bonus of $100,000 that was paid in September 2022. An additional bonus of $50,000 was also paid in December 2022 for the September-December period. The Compensation Committee considered the following material factors in approving the base salary and guaranteed annual bonus of Mr. Atwood for 2022: his individual performances, level of responsibilities, skill and experience with other companies in the fragrance and cosmetic industry, as well as the recommendation of the Chief Executive Officer. Bonus Compensation/Annual Incentives In recognition of the Company’s turnaround from the effects of the COVID-19 pandemic, supply chain disruptions and geopolitical turmoil in 2022 and record results in 2022, and after the recommendations of Messrs. Madar and Benacin, the compensation committee determined that Mr. Benacin receive a bonus of $211,000. Also, in recognition of record results in 2021 while dealing with the effects of the COVID-19 pandemic, supply chain disruptions and geopolitical turmoil, and after the recommendations of Messrs. Madar and Benacin, the compensation committee determined that Mr. Benacin receive a bonus of $166,000. For 2020 Mr. Benacin, the chief decision maker for European operations, proposed and the compensation committee concurred in the payment of discretionary bonus compensation of $131,000. Discretionary bonus compensation for Mr. Benacin has been approximately 28%, 30% and 17% of his base salary in 2022, 2021 and 2020, respectively. In addition, the Compensation Committee agreed with the recommendation of Mr. Benacin and the contributions made by Messrs. Santi and Garcia-Pelayo to the Company’s success and growth. Bonus compensation for Messrs. Santi and Garcia-Pelayo have remained in lockstep, and each was awarded a discretionary bonus of $437,000, $378,000 and $296,000 in 2022, 2021 and 2020, respectively, or 96%, 78% and 63%of their base salary for those years. A different approach is taken for United States operations as that segment is smaller and less profitable. As discussed above, a more significant base salary is paid in order to attract and retain employees with the skills and talents needed to run United States operations with a lesser emphasis placed on bonuses. In 2022, as Mr. Greenberg retired, he did not receive a discretionary bonus. In 2021, although Mr. Greenberg did not receive any increase in base salary due to the continuing impact of the COVID-19 pandemic, he did receive a discretionary bonus of $70,000 based upon the recommendation of the Chief Executive Officer. Mr. Greenberg was paid a discretionary bonus of $35,000 in 2020 and $50,000 for each of the several years prior thereto. The Compensation Committee considered the following material factors in granting Mr. Greenberg his bonuses: his individual performance, level of responsibility, skill and experience, as well as the recommendation of the Chief Executive Officer. Mr. Atwood, who became the Chief Financial Officer in September 2022 after the retirement of Mr. Greenberg, received a sign on bonus of $100,000. His compensation arrangement also entitles him to a guaranteed annual bonus of $100,000, as well as a $100,000 bonus based upon achieving certain milestones. For 2022, Mr. Atwood received his $100,000 sign on bonus and $50,000 pro-rated performance bonus related to the September-December period. The Compensation Committee considered the same factor in granting these two bonuses as in approving his initial annualized salary. Mr. Madar, the Chief Executive Officer has not received any cash bonus in the past three years. 64 As required by French law, Interparfums SA maintains its own profit sharing plan for all French employees who have completed three months of service, including executive officers of our European operations other than Mr. Benacin, the Chief Executive Officer of Interparfums SA. Benefits are calculated based upon a percentage of taxable income of Interparfums SA and allocated to employees based upon salary. The maximum amount payable per year per employee is approximately $32,485. Calculation of the total annual benefits contribution is made according to the following formula: 67% of (Interparfums SA net income, less 2.5% of shareholders’ equity without net income for the year) times a fraction, the numerator of which is wages, and the denominator of which is net income before tax + wages + taxes (other than income tax) + valuation allowances + amortization expenses + interest expenses. Contribution to individual employees is then made pro rata based upon their individual salaries for the year. Long-Term Incentives Stock Options . In prior years, we had linked long-term incentives with corporate performance through the grant of stock options. However, no options were granted in 2021 or 2020 to either employees of United States operations or European operations, as other compensation arrangements were being considered as part of a review of the executive compensation strategy. In December 2022, at the recommendation of the Chief Executive Officer, the Compensation Committee authorized the grant of a stock option to purchase 5,000 shares to Mr. Atwood at the fair market value on the date of grant as part of his long-term incentives. Unless the market price of our common stock increases, Mr. Atwood will have no tangible benefit from this option. Thus, the option holder is provided with the additional incentive to increase individual performance with the ultimate goal of increasing our overall performance. We believe that enhanced executive incentives that result in increased corporate performance tend to build company loyalty. No other stock option grants were made to other executive officers in 2022, including Messrs. Jean Madar and Philippe Benacin. Interparfums SA Stock Compensation Plans 2022 Free Share Plan – On March 16, 2022, the Board of Interparfums SA (“IPSA”) decided to grant 88,400 free shares of its capital stock to all of the IPSA’s employees and corporate officers having more than 6 months seniority at the grant date. The free shares are to be issued in June 2025. Issuance of those shares are based on satisfaction of performance conditions, relating to the 2024 IPSA sales for 50% of the shares and 2024 operating income for the balance. IPSA used the services of third party to assist them in the valuation of the plan, with the calculations and assumptions as follows: - Management expects the rate of staff turnover to be 12%, - Using the Monte Carlo method, management expects the performance rate to be 80% on the consolidated sales and 80.8% on the consolidated operating income. Based on the above assumptions, the total expenses related to this plan is valued at $3.3 million. As of December 31, 2022: - 63,281 shares of IPSA Capital Stock, representing $3.0 million were purchased in the open market and allocated to this plan. $1.0 million of expense was recorded (or $1.2 million including social contributions). 2019 Plan – In December 2018, Interparfums SA approved a plan to grant an aggregate of 26,600 shares of its stock to employees with no performance condition requirement, and an aggregate of 133,000 shares to officers and managers, subject to certain corporate performance conditions. The shares, subject to adjustment for stock splits, were distributed in June 2022. Under this plan in June 2022, Messrs. Benacin, Madar, Garcia Pelayo and Santi received 4,000 shares each (5,857 shares as adjusted for stock splits). In June 2020, the performance conditions were modified effecting 96 employees. As of December 31, 2021, the number of shares to be distributed, after forfeited shares and adjusted for stock splits, increased to 172,343. The increase in shares anticipated to be distributed were transferred from treasury shares at the Interparfums SA level. The modification resulted in a revised cost of the grant to approximately $4.6 million. 65 In connection with the 2019 Plan referred to above, an incentive plan was established by Interparfums SA for certain employees of Interparfums Luxury Brands, Inc. (“IPLB”), Interparfums Singapore (“IP Singapore”) and Inter Parfums, Inc. The proposed incentive plan would not provide shares but rather, would give a cash payment or bonus (“incentive” or “award”) that mirrors the shares that Interparfums SA employees will receive. An aggregate of 42,140 “phantom” shares have been awarded in 2022, with Mr. Greenberg being awarded 1,000 of such “phantom” shares, all subject to adjustment for stock splits, with a value of approximately $69,839. Stock Appreciation Rights Our stock option plans authorize us to grant stock appreciation rights, or SARs. A SAR represents a right to receive the appreciation in value, if any, of our common stock over the base value of the SAR. To date, we have not granted any SARs under our plans. While the compensation committee currently does not plan to grant any SARs under our plans, it may choose to do so in the future as part of a review of the executive compensation strategy. Restricted Stock We have not in the past, and we do not have any future plans to grant restricted stock to our executive officers. However, while the compensation committee currently does not plan to authorize any restricted stock plans, the compensation committee may choose to do so in the future as part of a review of the executive compensation strategy. Our French operating subsidiary, Interparfums, SA, however, has instituted its 2022 and 2019 Stock Compensation Plans as discussed above. Other Compensation For 2022, each of Messrs. Benacin and Garcia-Pelayo received an automobile allowance of $11,372. No Stock Ownership Guidelines We do not require any minimum level of stock ownership by any of our executive officers. As stated above, Messrs. Madar and Benacin, are our largest beneficial shareholders, which aligns their interests with our shareholder base in keeping executive compensation at a reasonable level. Retirement and Pension Plans We maintain a 401(k) plan for United States operations. Commencing in October 2021 we started matching the first $6,000 of contribution for each employee, as we have determined that base compensation together with annual bonuses, are sufficient incentives to retain talented employees. Our European operations maintain a pension plan for its employees as required by French law. For each of 2022, 2021and 2020, each of Messrs. Benacin, Santi and Garcia-Pelayo received an increase of $16,006, $17,773 and $17,500, respectively, in their value of deferred compensation earnings. Compensation Committee Report We have reviewed and discussed with management the Compensation Discussion and Analysis provisions to be included in this Annual Report on Form 10-K for fiscal year ended December 31, 2022 and the proxy statement for the upcoming annual meeting of shareholders. Based on this review and discussion, we recommend to the board of directors that the Compensation Discussion and Analysis referred to above be included in this Annual Report on Form 10-K as well as the proxy statement for the upcoming annual meeting of shareholders. Francois Heilbronn Patrick Choël and Veronique Gabai-Pinsky 66 The following table sets forth a summary of all compensation awarded to, earned by or paid to our “named executive officers,” who are our principal executive officer, our principal financial officer, and each of the three most highly compensated executive officers of our company. This table covers all such compensation during fiscal years ended December 31, 2022, December 31, 2021 and December 31, 2020. For all compensation related matters disclosed in the summary compensation table, and elsewhere where applicable, all amounts paid in euro have been converted to U.S. dollars at the average rate of exchange in each year. SUMMARY COMPENSATION TABLE Name and Principal Position Year Salary ($) Bonus ($) Stock Awards ($) Option Awards ($)(1) Non-Equity Incentive Plan Compensation ($)(2) Change in Pension Value and Nonqualified Deferred Compensation Earnings ($) All Other Compensation ($)(3) Total ($) Jean Madar, 2022 1,230,000 -0- -0- -0- -0- -0- -0- 1,230,000 Chairman and 2021 1,230,000 -0- -0- -0- -0- -0- -0- 1,230,000 Chief Executive Officer 2020 1,230,000 -0- -0- -0- -0- -0- -0- 1,230,000 Russell Greenberg, (4) 2022 750,000 -0- -0- -0- -0- -0- -0- 750,000 Chief Financial Officer and 2021 720,000 70,000 -0- -0- -0- -0- -0- 790,000 Executive Vice President 2020 720,000 35,000 -0- -0- -0- -0- -0- 755,000 Michel Atwood (5) 2022 161,218 150,000 -0- 101,814 -0- -0- -0- 413,032 Chief Financial Officer Philippe Benacin, President Inter 2022 755,440 210,600 -0- -0- -0- 16,006 11,372 993,418 Parfums, Inc., Chief Executive 2021 803,504 165,578 -0- -0- -0- 17,733 12,774 999,589 Officer of Interparfums SA 2020 788,808 130,673 -0- -0- -0- 17,500 12,434 949,415 Philippe Santi, Executive Vice 2022 454,896 436,995 -0- -0- -0- 16,006 -0- 907,897 President and Chief Financial 2021 482,542 378,464 -0- -0- -0- 17,733 -0- 878,739 Officer, Interparfums SA 2020 469,730 295,596 -0- -0- -0- 17,500 -0- 782,826 Frédéric Garcia-Pelayo, 2022 454,896 436,995 -0- -0- -0- 16,006 11,372 919,269 Executive Vice President and 2021 482,542 378,464 -0- -0- -0- 17,733 12,774 891,513 Chief Operating Officer Interparfums SA 2020 469,730 295,596 -0- -0- -0- 17,500 8,980 791,806 67 1 Amounts reflected under Option Awards represent the grant date fair values in 2022, 2021 and 2020 based on the fair value of stock option awards using a Black-Scholes option pricing model. The assumptions used in this model are detailed in Footnote 13 to the audited consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2022 and filed with the SEC. 2 As required by French law, Interparfums SA maintains its own profit sharing plan for all French employees who have completed three months of service, including executive officers of our European operations other than Mr. Benacin, the Chief Executive Officer of Interparfums SA. Benefits are calculated based upon a percentage of taxable income of Interparfums SA and are allocated to employees based upon salary. The maximum amount payable per year is approximately $32,485. Calculation of total annual benefits contribution is made according to the following formula: 67% of (Interparfums SA net income, less 2.5% of shareholders’ equity without net income for the year) times a fraction, the numerator of which is wages, and the denominator of which is net income before tax + wages + taxes (other than income tax) + valuation allowances + amortization expenses + interest expenses. Contribution to individual employees is then made pro rata based upon their individual salaries for the year. 3 The following table identifies (i) perquisites and other personal benefits provided to our named executive officers in fiscal 2022, and quantifies those required by SEC rules to be quantified and (ii) all other compensation that is required by SEC rules to be separately identified and quantified. 4 Mr. Greenberg retired in September 2022. 5 Mr. Atwood replaced Mr. Greenberg on September 6, 2022. His base salary was prorated from $500,000, annually. Name and Principal Position Perquisites and other Personal Benefits ($) Personal Automobile Expense ($) Lodging Expense ($) Total ($) Jean Madar, Chairman Chief Executive Officer -0- -0- -0- -0- Russell Greenberg, Chief Financial Officer and Executive Vice President -0- -0- -0- -0- Philippe Benacin, President of Inter Parfums, Inc. and Chief Executive Officer of Interparfums SA -0- 11,372 -0- 11,372 Philippe Santi, Executive Vice President and Chief Financial Officer, Interparfums SA -0- -0- -0- -0- Frédéric Garcia-Pelayo, Executive Vice President and Chief Operating Officer, Interparfums SA -0- 11,372 -0- 11,372 68 Plan Based Awards The following table sets certain information relating to each grant of an award made by our company to the executive officers of our company listed in the Summary Compensation Table during the past fiscal year. Grants of Plan-Based Awards Name Grant Date Estimated Future Payouts Under Non-Equity Incentive Plan Awards Estimated Future Payouts Under Equity Incentive Plan Awards All Other Stock Awards: Number of Shares of Stock or All Other Option Awards: Number of Securities Underlying Exercise or Base Price of Option Closing Threshold ($) Target ($) Maximum ($) Threshold (#) Target (#) Maximum (#) Units (#) Options (#) Awards ($/Sh) Price ($/Sh) Jean Madar NA -0- -0- -0- -0- -0- -0- -0- -0- NA NA Russell Greenberg NA -0- -0- -0- -0- -0- -0- -0- -0- NA NA Michel Atwood 07/22/2022 100,000 100,000 100,000 -0- -0- -0- - 0- -0- NA NA Michel Atwood 12/30/202 -0- -0- -0- -0- -0- -0- -0- 5,000 $97.84 $96.52 Philippe Benacin NA -0- -0- -0- -0- -0- -0- -0- -0- NA NA Philippe Santi NA -0- -0- -0- -0- -0- -0- -0- -0- NA NA Frédéric Garcia-Pelayo NA -0- -0- -0- -0- -0- -0- -0- -0- NA NA Interparfums SA Stock Compensation Plan 69 The following table sets certain information relating to each grant of an award made by Interparfums SA to the executive officers of our company listed in the Summary Compensation Table during the past fiscal year. Equity awards relate to the shares of Interparfums SA. Grants of Plan-Based Awards Name Grant Date Estimated Future Payouts Under Non-Equity Incentive Plan Awards Estimated Future Payouts Under Equity Incentive Plan Awards All Other Stock Awards: Number of Shares of Stock or All Other Option Awards: Number of Securities Underlying Exercise or Base Price of Option Closing Threshold ($) Target ($) Maximum ($) Threshold (#) Target (#) Maximum (#) Units (#) Options (#) Awards ($/Sh) Price ($/Sh) Jean Madar 3/16/22 NA NA NA -0- -0- -0- 3,000 -0- -0- 49,89 € Russell Greenberg NA -0- -0- -0- -0- -0- -0- -0- -0- NA NA Michel Atwood NA -0- -0- -0- -0- -0- -0- -0- -0- NA NA Philippe Benacin 3/16/22 NA NA NA -0- -0- -0- 3,000 -0- NA NA Philippe Santi 3/16/22 NA NA NA -0- -0- -0- 6,000 -0- -0- 49,89 € Philippe Santi 12/31/22 NA NA 32,485 -0- -0- -0- -0- -0- NA NA Frédéric Garcia-Pelayo 3/16/22 NA NA NA -0- -0- -0- 6,000 -0- 49,89 € Frédéric Garcia-Pelayo 12/31/22 NA NA 32,485 -0- -0- -0- -0- -0- NA NA NA means not applicable. Interparfums SA Profit Sharing Plan Also as discussed above and required by French law, Inter Parfums, SA maintains its own profit sharing plan for all French employees who have completed three months of service, including executive officers of our European operations other than Mr. Benacin, the Chief Executive Officer of Inter Parfums, SA. Benefits are calculated based upon a percentage of taxable income of Interparfums SA and allocated to employees based upon salary. The maximum amount payable per year per employee is approximately $32,485. Calculation of total annual benefits contribution is made according to the following formula: 67% of (Interparfums SA net income, less 2.5% of shareholders equity without net income for the year) times a fraction, the numerator of which is wages, and the denominator of which is net income before tax + wages + taxes (other than income tax) + valuation allowances + amortization expenses + interest expenses. The following table sets certain information relating to each grant of a non-equity award made by Interparfums SA to the executive officers of our company listed in the Summary Compensation Table during the past fiscal year. Equity awards relate to the shares of Interparfums SA. 70 Outstanding Equity Awards at Fiscal Year-End The following table sets forth certain information relating to outstanding equity awards of our Company held by the executive officers listed in the Summary Compensation Table as of December 31, 2022. Option Awards Name Number of Securities Underlying Unexercised Options (#) Exercisable (1) Number of Securities Underlying Unexercised Options (#) Unexercisable Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#) Option Exercise Price ($) Option Expiration Date Jean Madar 25,000 (2) 0 (2) 0 43.80 12/29/23 20,000 (2) 5,000 (2) 0 65.25 12/30/24 15,000 (2) 10,000 (2) 0 73.09 12/30/25 Russell Greenberg 15,000 0 0 43.80 12/29/23 5,000 5,000 0 65.25 12/30/24 5,000 10,000 0 73.09 12/30/25 Michel Atwood 0 5,000 0 97.84 12/30/28 Philippe Benacin 25,000 (2) 0 (2) 0 43.80 12/29/23 20,000 (2) 5,000 (2) 0 65.25 12/30/24 15,000 (2) 10,000 (2) 0 73.09 12/30/25 Philippe Santi 1,200 0 0 43.80 12/29/23 800 800 0 46.903 1/18/24 2,400 2,000 0 65.25 12/30/24 4,000 4,000 0 73.09 12/30/25 Frédéric Garcia-Pelayo 2,400 0 0 43.80 12/29/23 800 800 0 46.903 1/18/24 4,000 2,000 0 65.25 12/30/24 4,000 4,000 0 73.09 12/30/25 [ Footnotes from table above ] 1 All options expire 6 years from the date of grant, and vest 20% each year commencing one year after the date of grant. 2 Options are held in the name of personal holding company. 71 The following table sets certain information relating to outstanding equity awards granted by Interparfums SA, our majority-owned French subsidiary which has its shares traded on the NYSE Euronext, held by the executive officers of our company listed in the Summary Compensation Table as of the end of the past fiscal year. OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END OF INTERPARFUMS SA Option Awards Stock Awards Name Number of Securities Underlying Unexercised Options (#) Exercisable) Number of Securities Underlying Unexercised Options (#) Unexercisable Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#) Option Exercise Price ($) Option Expiration Date Number of Shares or Units of Stock that Have Not Vested (#)(1) Market Value of Shares or Units of Stock that Have Not Vested ($) Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights that Have Not Vested (#) Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights that Have Not Vested($) Jean Madar -0- 0 -0- NA NA 3,000 175,640 -0- -0- Russell Greenberg -0- 0 -0- NA NA -0- -0- -0- -0- Michel Atwood -0- 0 -0- NA NA -0- -0- -0- -0- Philippe Benacin -0- 0 -0- NA NA 3,000 175,640 -0- -0- Philippe Santi -0- 0 -0- NA NA 6,000 351,281 -0- -0- Frédéric Garcia-Pelayo -0- 0 -0- NA NA 6,000 175,640 -0- -0- 1 Estimated number of shares are to be issued only to the extent that the performance conditions have been met. 2 As of December 31, 2022, the closing price of Interparfums SA as reported by Euronext was 55.60 euros, and the exchange rate was 1.053 U.S. dollars to 1 euro. 72 Option Exercises and Stock Vested The following table sets forth certain information relating to each option exercise affected during the past fiscal year, and each vesting of stock, including restricted stock, restricted stock units and similar instruments of our company during the past fiscal year, for the executive officers of our company listed in the Summary Compensation Table. OPTION EXERCISES AND STOCK VESTED Option Awards Stock Awards Name Number of Shares Acquired on Exercise (#) Value Realized on Exercise ($) 1 Number of Shares Acquired on Vesting (#) Value Realized On Vesting ($) Jean Madar 19,000 1,230,315 -0- -0- Russell Greenberg 60,000 2,475,744 -0- -0- Michel Atwood -0- -0- -0- -0- Philippe Benacin 19,000 1,191,374 -0- -0- Philippe Santi 4,000 199,588 -0- -0- Frédéric Garcia-Pelayo 1,200 82,973 -0- -0- [Footnotes from table above] 1 Total value realized on exercise of options in dollars is based upon the difference between the fair market value of the common stock on the date of exercise, and the exercise price of the option. Regarding Interparfums SA, our majority-owned French subsidiary which has its shares traded on the Euronext, no options were exercised during the past fiscal year, and there was no vesting of stock, including restricted stock, restricted stock units and similar instruments during the past fiscal year, for the executive officers of our company listed in the Summary Compensation Table. Pension Benefits The following table sets forth certain information relating to payment of benefits in connection with retirement plans during the past fiscal year, for the executive officers of our company listed in the Summary Compensation Table. PENSION BENEFITS Name Plan Name Number of Years Credited Service (#) Present Value of Accumulated Benefit* ($) Payments During Last Fiscal Year ($) Jean Madar NA NA -0- -0- Russell Greenberg NA NA -0- -0- Michel Atwood NA NA -0- -0- Philippe Benacin Inter Parfums SA Pension Plan NA 331,239 16,006 Philippe Santi Inter Parfums SA Pension Plan NA 321,239 16,006 Frédéric Garcia-Pelayo Inter Parfums SA Pension Plan NA 321,239 16,006 * Does not include any contributions made by prior employers, or individually by the recipients as such information is confidential under French law. Interparfums SA maintains a pension plan for all of its employees, including all executive officers. The calculation of commitments for severance benefits involves estimating the probable present value of projected benefit obligations. This projected benefit obligations are then prorated to take into account seniority of the employees of Interparfums SA on the calculation date. In calculating benefits, the following assumptions were applied: - voluntary retirement at age 65; - a rate of 45% for employer payroll contributions for all employees; - a 3% average annual salary increase; - an annual rate of turnover for all employees under 55 years of age and nil above; - the TH 00-02 mortality table for men and the TF 00-02 mortality table for women; - a discount rate of 3.8%. 73 The normal retirement age is 65 years, but employees, including Messrs. Benacin, Santi and Garcia-Pelayo, can collect reduced benefits if they retire at age 62. Nonqualified Deferred Compensation We do not maintain any nonqualified deferred compensation plans. CEO Pay Ratio As required by Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(u) of Regulation S-K, we are providing the following information about the relationship of the annual total compensation of our mean employee and the annual total compensation of Mr. Jean Madar, Chief Executive Officer (the “CEO”): For 2022, our last completed fiscal year: ● Our median employee’s compensation was $66,402 ● Our Chief Executive Officer’s total 2022 compensation was $2,460,315 ● Accordingly, our 2022 CEO to Median Employee Pay Ratio was 37.05 to 1 This pay ratio is a reasonable estimate calculated in a manner consistent with SEC rules based on our payroll and employment records. We identified our median employee using our total employee population as of December 31, 2022 by applying a consistently applied compensation measure across our global employee population. For our consistently applied compensation measure, we used all compensation, including actual base salary, bonuses, commissions, and any overtime paid during the 12-month period ending December 31, 2022. We did not use any material estimates, assumptions, adjustments or statistical sampling to determine the worldwide median employee. The SEC rules for identifying the median compensated employee and calculating the pay ratio based on that employee’s annual total compensation allow companies to adopt a variety of methodologies, to apply certain exclusions, and to make reasonable estimates and assumptions that reflect their compensation practices. As such, the pay ratio reported by other companies may not be comparable to the pay ratio reported above, as other companies may have different employment and compensation practices and may utilize different methodologies, exclusions, estimates and assumptions in calculating their own pay ratios. Employment and Consulting Agreements Please see our Annual Report on Form 10-K for the year ended December 31, 2021, Item 11 under the heading “ Employment and Consulting Agreements ” for a material terms of the employment agreement with Philippe Benacin, individually, and the consulting agreements with, and fees and stock options previously granted to, Philippe Benacin Holding SAS and Jean Madar Holding SAS, which is incorporated by reference herein. 74 Compensation of Directors The following table sets forth certain information relating to the compensation for each of our directors who is not an executive officer of our Company named in the Summary Compensation Table for the past fiscal year. DIRECTOR COMPENSATION Name Fees Earned or Paid in Cash ($) Stock Awards ($) Option Awards ($) Non-Equity Incentive Plan Compensation ($) Change in Pension Value and Nonqualified Deferred Compensation Earnings All Other Compensation ($) 1 Total ($) Francois Heilbronn 2 15,000 -0- 30,544 -0- -0- -0- 45,544 Robert Bensoussan 3 18,000 -0- 30,544 -0- -0- 66,480 115,024 Patrick Choël 4 15,000 -0- 30,544 -0- -0- 13,246 58,790 Michel Dyens 5 21,000 -0- 30,544 -0- -0- -0- 51,544 Veronique Gabai-Pinsky 6 18,000 -0- 30,544 -0- -0- 84,308 132,852 Gilbert Harrison 7 18,000 -0- 30,544 -0- -0- 120,000 168,544 [Footnotes from table above] 1. Represents gain from exercise of stock options, except for Mr. Harrison, which consists of a $120,000 payment made in 2022 to the company controlled by Mr. Harrison in connection with the acquisition of the Donna Karan license. See “Fee for Director’s Company” in Item 13, Certain Relationships and Related Transactions, and Director Independence, in this annual report on Form 10-K. 2. As of the end of the last fiscal year, Mr. Heilbronn held options to purchase an aggregate of 6,500 shares of our common stock. 3. As of the end of the last fiscal year, Mr. Bensoussan held options to purchase an aggregate of 7,500 shares of our common stock. 4. As of the end of the last fiscal year, Mr. Choël held options to purchase an aggregate of 5,750 shares of our common stock. 5. As of the end of the last fiscal year, Mr. Dyens held options to purchase an aggregate of 6,500 shares of our common stock. 6. As of the end of the last fiscal year, Ms. Gabai-Pinsky held options to purchase an aggregate of 7,500 shares of our common stock. 7. As of the end of the last fiscal year, Mr. Harrison held options to purchase an aggregate of 7,500 shares of our common stock. All nonemployee directors receive $6,000 for each board meeting at which they participate in person, and $3,000 for each meeting held by conference telephone. In addition, the annual fee for each member of the audit committee is $8,000. The compensation for the nonemployee directors remained the same for 2021 and 2022, except for Mr. Harrison. During 2021, a company owned by Mr. Harrison received a fee equal to $300,000, in connection with the Donna Karan license agreement, which is effective on July 1, 2022. A payment of $120,000 was made in 2021 to Mr. Harrison’s company, $120,000 was paid one year later in 2022, and $60,000 will be paid one year thereafter in 2023. We maintain a stock option plan for our nonemployee or independent directors. The purpose of this plans is to assist us in attracting and retaining key directors who are responsible for continuing the growth and success of our company. Under such plan, until 2022 options to purchase 1,500 shares are granted on each February 1st to all nonemployee directors for as long as each is a nonemployee director on such date. However, if a nonemployee director does not attend certain of the board meetings, then such option grants are reduced according to a schedule. However, our board of directors cancelled the automatic grant of options to the nonemployee directors effective with the grant that had been scheduled for February 1, 2022. After discussions Mr. Atwood had with certain financial consultants relating to potential compensation plans in lieu of stock option grants to the Company’s independent directors, and consultation between Messrs. Madar and Atwood, it was determined that the most favorable way for the nonemployee directors to be compensated was to amend the 2016 Stock Option Plan to reinstate the automatic grant of stock options previously provided to nonemployee directors, commencing with a new automatic grant on the last business day of 2022, December 30, and continuing on the last business day of each year thereafter, subject to the approval of the shareholders of this Corporation at the 2023 annual meeting of shareholders. The automatic option grants to independent directors were approved by the Board of Directors with the following changes: Reinstatement of the automatic grant of nonqualified stock options to all nonemployee directors was made without any discretion on the part of the Executive Compensation and Stock Option Committee, with the right to purchase 1,500 shares of the our common stock under our 2016 Stock Option Plan, as amended (the “2016 Stock Option Plan”), at the purchase per share on the date of grant equal to the fair market value as determined in accordance with the 2016 Stock Option Plan, each exercisable for a six (6) year period; provided that, such options shall vest and become exercisable to purchase shares of Common Stock as follows: 20% one year after the date of grant, and then 20% on each of the second, third, fourth and fifth consecutive years from the date of grant on a cumulative basis, so that each option shall become fully vested and exercisable on the first day of the sixth year from the date of grant, with the automatic grant date to commence on the last business day of this year, December 30, 2022 and continuing on the last business day of each year thereafter, in lieu of the grant date on each February 1 st . 75 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters The following table sets forth information with respect to the beneficial ownership of our common stock by (a) each person we know to be the beneficial owner of more than 5% of our outstanding common stock, (b) our executive officers and directors and (c) all of our directors and officers as a group. Messrs. Madar and Benacin own 99.99% of their respective personal holding companies. As of February 28, 2023, we had 32,109,360 shares of common stock outstanding. Name and Address of Beneficial Owner Amount of Beneficial Ownership 1 Approximate Percent of Class Jean Madar c/o Interparfums SA 10 rue de Solférino 75007 Paris, France 7,116,741 2 22.2 % Philippe Benacin c/o Interparfums SA 10 rue de Solférino 75007 Paris, France 6,906,064 3 21.5 % Michel Atwood c/o Inter Parfums, Inc. 551 Fifth Avenue New York, NY 10176 0 NA Philippe Santi Interparfums SA 10 rue de Solférino 75008, Paris, France 800 4 Less than 1 % Francois Heilbronn 60 Avenue de Breteuil 75007 Paris, France 28,938 5 Less than 1 % Robert Bensoussan c/o Sirius Equity LLP 52 Brook Street W1K 5DS London, UK 10,375 6 Less than 1 % Patrick Choël 140 Rue de Grenelle 75007, Paris, France 7,125 7 Less than 1 % Michel Dyens Michel Dyens & Co. 17 Avenue Montaigne 75007 Paris, France 7,875 8 Less than 1 % Veronique Gabai-Pinsky 200 East End Avenue New York, NY 10128 2,875 9 Less than 1 % Gilbert Harrison Harrison Group 745 Fifth Avenue, Suite 514 New York, NY 10151 4,875 10 Less than 1 % Frederic Garcia-Pelayo Interparfums SA 10 rue de Solférino 75008, Paris, France 12,000 11 Less than 1 % Blackrock, Inc. 55 East 52 nd Street New York, NY 10055 2,789,318 12 8.8 % The Vanguard Group 100 Vanguard Blvd. Malvern, PA 19355 1,983,427 13 6.2 % All Directors and Officers (As a Group 10 Persons) 14,097,668 14 43.7 % 1 All shares of common stock are directly held with sole voting power and sole power to dispose, unless otherwise stated. Options which are exercisable within 60 days are included in beneficial ownership calculations. 2 Consists of 24,400 shares held directly, 7,032,341 shares held indirectly through Jean Madar Holding SAS, a personal holding company, and options to purchase 60,000 shares. 3 Consists of 6,846,064 shares held indirectly through Philippe Benacin Holding SAS, a personal holding company, and options to purchase 60,000 shares. 4 Consists of shares of common stock underlying options for Mr. Santi. 5 Consists of 26,063 shares held directly and options to purchase 2,875 shares for Mr. Heilbronn. 6 Consists of 7,500 shares held directly and options to purchase 2,875 shares for Mr. Bensoussan. 7 Consists of 4,250 shares held directly and options to purchase 2,825 shares for Mr. Choël. 8 Consists of 5,000 shares held directly and options to purchase 2,875 shares for Mr. Dyens. 9 Consists of shares of common stock underlying options for Ms. Gabai-Pinsky. 10 Consists of shares of common stock underlying options for Mr. Harrison. 11 Consists of shares of common stock underlying options for Mr. Garcia-Pelayo. 12 Information based upon Schedule 13G of Blackrock, Inc. dated January 25, 2023 as filed with the Securities and Exchange Commission. 13 Information based upon Schedule 13G Amendment 5 of The Vanguard Group, an investment advisor, dated February 9, 2023 as filed with the Securities and Exchange Commission. 14 Consists of 13,945,618 shares held directly or indirectly, and options to purchase 152,050 shares. 76 The following table sets forth certain information as of the end of our last fiscal year regarding all equity compensation plans that provide for the award of equity securities or the grant of options, warrants or rights to purchase our equity securities. Equity Compensation Plan Information Plan category Number of securities to be issued upon exercise of outstanding options, warrants and rights (a) Weighted-average exercise price of outstanding options, warrants and rights (b) Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (c) Equity compensation plans approved by security holders 441,580 $67.30 558,975 Equity compensation plans not approved by security holders -0- N/A -0- Total 441,580 $67.30 558,975 Item 13. Certain Relationships and Related Transactions, and Director Independence Transactions with European Subsidiaries We also provide (or had provided on our behalf) certain financial, accounting and legal services for Interparfums SA, and during 2022, 2021 and 2020 fees for such services were $491,300, $443,625 and $450,750, respectively. In September 2021, Interparfums Luxury Brands, Inc., an indirect majority-owned subsidiary of the Company, loaned the Company $24 million, which is repayable in 12 equal monthly payments with interest at 2% per annum commencing on January 31, 2022. In December 2021, Inter Parfums USA, LLC, a United States subsidiary, renewed a license agreement for five years that was initially signed in 2012 on the same terms with Interparfums Suisse (SARL), a Swiss subsidiary of Interparfums SA, for the right to sell amenities under the Lanvin brand name to luxury hotels, cruise lines and airlines in return for royalty payments as are customary in our industry. In September 2022, Interparfums Luxury Brands, Inc. loaned the Company $10 million, which is repayable in one lump sum on June 30, 2023 with interest at 3.5% per annum. In addition, the $2 million payment due on September 30, 2022 by the Company against the loan made in September 2021 was postponed to January 31, 2023 together with interest at 2% per annum. Fee for Director’s Company In connection with the acquisition of the Donna Karan license, which became effective on July 1, 2022 as discussed above, we agreed to pay to a company controlled by Mr. Gilbert Harrison, a director, the sum of $300,000, payable over time, with $120,000 paid in 2021, $120,000 paid one year later in 2022 and $60,000 due two years later in 2023. Consulting Agreements Please see our Annual Report on Form 10-K for the year ended December 31, 2021, Item 11 under the heading “ Employment and Consulting Agreements ” for a material terms of the employment agreement with Philippe Benacin, individually, and the consulting agreements with, and fees and stock options previously granted to, Philippe Benacin Holding SAS and Jean Madar Holding SAS, which is incorporated by reference herein. Procedures for Approval of Related Person Transactions Transactions between related persons, such as between an executive officer or director and our company, or any company or person controlled by such officer or director, are required to be approved by our Audit Committee of our board of directors. Our Audit Committee Charter contains such explicit authority, as required by the applicable rules of The Nasdaq Stock Market. 77 The following are our directors who are independent directors within the applicable rules of The Nasdaq Stock Market: Francois Heilbronn Robert Bensoussan Patrick Choël Michel Dyens Veronique Gabai-Pinsky Gilbert Harrison We follow and comply with the independent director definitions as provided by The Nasdaq Stock Market rules in determining the independence of our directors, which are posted on our company’s website. In addition, such rules are also available on The Nasdaq Stock Market’s website. In addition, The Nasdaq Stock Market maintains more stringent rules relating to director independence for the members of our Audit Committee, and the members of our Audit Committee, Messrs. Heilbronn and Choël, as well as Ms. Gabai-Pinsky, are independent within the meaning of those rules. Board Leadership Structure and Risk Management Please see our Annual Report on Form 10-K for the year ended December 31, 2021, Item 13. Certain Relationships and Related Transactions, and Director Independence, under the heading “ Board Leadership Structure and Risk Management ,” for prior disclosure on this topic, which is incorporated by reference herein. Item 14. Principal Accountant Fees and Services Fees The following sets forth the fees billed to us by Mazars USA LLP, as well as discusses the services provided for the past two fiscal years, fiscal years ended December 31, 2022 and December 31, 2021. Audit Fees Fees billed by Mazars USA LLP and its affiliate, Mazars S.A. for audit services and review of the financial statements contained in our Quarterly Reports on Form 10-Q were $1.4 million and $1.2 and million for 2022 and 2021, respectively. Audit-Related Fees Mazars USA LLP did not bill us for any audit-related services during 2022 and 2021. Tax Fees Mazars USA did not bill us in 2022 for any tax services. Tax services billed to us during 2021 was $49,300. All Other Fees Mazars S.A. billed us $6,000 and $3,000 for other services during 2022 and 2021, respectively. Audit Committee Pre-Approval Policies and Procedures The Audit Committee has the sole authority for the appointment, compensation and oversight of the work of our independent accountants, who prepare or issue an audit report for us. 78 During the first quarter of 2022, the audit committee authorized the following non-audit services to be performed by Mazars USA LLP. ● We authorized the engagement of Mazars USA LLP if deemed necessary to provide tax consultation in the ordinary course of business for fiscal year ended December 31, 2022. ● We authorized the engagement of Mazars USA LLP if deemed necessary to provide tax consultation as may be required on a project by project basis that would not be considered in the ordinary course of business, up to a $10,000 fee limit per project (or €10,000 in the case of Interparfums SA), subject to an aggregate fee limit of $50,000 for fiscal year ended December 31, 2022. If we require further tax services from Mazars USA LLP, then the approval of the audit committee must be obtained. ● We authorized the engagement of Mazars USA LLP if deemed necessary to provide attestation or other services as may be required on a project by project basis that would not be considered in the ordinary course of business, up to a $10,000 fee limit per project (or €10,000 in the case of Interparfums SA), subject to an aggregate fee limit of $50,000 for fiscal year ended December 31, 2022. If we require further tax services from Mazars USA LLP, then the approval of the audit committee must be obtained. ● If we require other services by Mazars USA LLP on an expedited basis such that obtaining pre-approval of the audit committee is not practicable, then the Chairman of the Committee has authority to grant the required pre-approvals for all such services. ● We imposed a cap of $100,000 on the fees that Mazars USA LLP can charge for services on an expedited basis that are approved by the Chairman without obtaining full audit committee approval. ● None of the non-audit services of either of the Company’s auditors had the pre-approval requirement waived in accordance with Rule 2-01(c)(7)(i)(C) of Regulation S-X. 79 PART IV Item 15. Exhibits, Financial Statement Schedules Page ( a)(1) Financial Statements annexed hereto Report of Independent Registered Public Accounting Firm F-2 Audited Financial Statements: Consolidated Balance Sheets as of December 31, 2022 and 2021 F-5 Consolidated Statements of Income for each of the years in the three-year period ended December 31, 2022 F-6 Consolidated Statements of Comprehensive Income for each of the years in the three-year period ended December 31, 2022 F-7 Consolidated Statements of Changes in Shareholders’ Equity for each of the years in the three-year period ended December 31, 2022 F-8 Consolidated Statements of Cash Flows for each of the years in the three-year period ended December 31, 2022 F-9 Notes to Consolidated Financial Statements F-10 (a)(2) Financial Statement Schedule: Schedule II – Valuation and Qualifying Accounts F-34 (a)(3) Exhibits – The list of exhibits is contained in the Exhibit Index, which follows the signature page of this report. Item 16. Form 10-K Summary None. 80 INTER PARFUMS, INC. AND SUBSIDIARIES Consolidated Financial Statements and Schedule Index Page Report of Independent Registered Public Accounting Firm F-2 ( Mazars USA LLP, New York, New York, PCAOB ID 339 ) Audited Financial Statements: Consolidated Balance Sheets as of December 31, 2022, and 2021 F-5 Consolidated Statements of Income for each of the years in the three-year period ended December 31, 2022, F-6 Consolidated Statements of Comprehensive Income for each of the years in the three-year period ended December 31, 2022, F-7 Consolidated Statements of Changes in Shareholders’ Equity for each of the years in the three-year period ended December 31, 2022, F-8 Consolidated Statements of Cash Flows for each of the years in the three-year period ended December 31, 2022, F-9 Notes to Consolidated Financial Statements F-10 Financial Statement Schedule: Schedule II – Valuation and Qualifying Accounts F-34 F- 1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To Shareholders and the Board of Directors of Inter Parfums, Inc. Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of Inter Parfums, Inc. (the “Company”) as of December 31, 2022 and 2021, and the related consolidated statements of income, comprehensive income, shareholders' equity, and cash flows for each of the years in the three-year period ended December 31, 2021, and the related notes and the schedule listed in the Index in Item 15(a)(2) (collectively referred to as the “financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control - Integrated Framework: (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2022, in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control - Integrated Framework: (2013) issued by COSO. Basis for Opinion The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects. F- 2 Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the consolidated financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved especially challenging, subjective, or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. As described in Notes 1 and 8 to the consolidated financial statements, the Company’s consolidated indefinite and finite - life intangible assets balance was $291 million at December 31, 2022. Indefinite lived intangible assets principally consist of trademarks and finite-lived intangible assets represent fees to acquire or enter into a license. Those intangible assets are tested for impairment as follows: - Indefinite - life intangible assets are tested for impairment at least annually at the reporting unit level or more frequently when events occur, or circumstances change. The evaluation requires a comparison of the estimated fair value of the asset to the carrying value of the asset. The fair value is estimated based upon discounted future cash flow projections. If the carrying value of an indefinite-lived intangible asset exceeds its fair value, an impairment charge is recorded. F- 3 - Finite - life intangible assets are tested for impairment testing whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. If impairment indicators exist, the undiscounted future cash flows associated with the expected service potential of the asset are compared to the carrying value of the asset. If the projection of undiscounted cash flows is less than the carrying value of a finite-lived intangible asset, an impairment charge would be recorded. The determination of the future cash flows of the intangible assets requires management to make significant estimates and assumptions related to forecasts of future revenues, operating margins, and discount rates. As disclosed by management, changes in these assumptions could have a significant impact on the future cash flows and therefore, on the amount of any impairment charge. The determination of an impairment indicator on the finite - life intangible assets requires management judgments and involves assumptions. We identified the impairment assessment of intangible assets as a critical audit matter as auditing management’s judgments regarding the evaluation of impairment indicators, forecasts of future revenue, operating margin, and the discount rate to be applied involve a high degree of subjectivity. The primary procedures we performed to address this critical audit matter included: ► Reviewing the analysis of the identification of impairment evidence for each indefinite and finite-life asset based on three indicators (sales analysis, new products launches, and payment of minimum guarantees), and then corroborating that analysis with external information and evidence obtained in other areas of the audit. ► Testing the effectiveness of controls relating to management’s impairment tests, including controls over the impairment indicators and determination of the future cash flows. ► In testing management’s process for determining the future cash flows we evaluated the reasonableness of management’s forecasts of future revenue and operating margin by performing a retrospective review in comparing these forecasts to historical operating results, evaluating whether the assumptions used were reasonable considering current information as well as future expectations, and using additional evidence obtained in other areas of the audit. ► Utilizing a valuation specialist to assist in auditing the discount rate. It includes evaluating whether the assumptions used were reasonable by comparing to third party market data. Mazars USA LLP /s/ Mazars USA LLP We have served as the Company's auditor since 2004. New York, New York February 28, 2023 F- 4 INTER PARFUMS, INC. AND SUBSIDIARIES Consolidated Balance Sheets December 31, 2022, and 2021 (In thousands except share and per share data) Assets 2022 2021 Current assets: Cash and cash equivalents $ 104,713 $ 159,613 Short-term investments 150,833 160,014 Accounts receivable, net 197,584 159,281 Inventories 289,984 198,914 Receivables, other 28,803 10,308 Other current assets 15,650 21,375 Income taxes receivable 157 210 Total current assets 787,724 709,715 Property, equipment and leasehold improvements, net 166,722 149,352 Right-of-use assets, net 27,964 33,728 Trademarks, licenses and other intangible assets, net 290,853 214,047 Deferred tax assets 11,159 7,936 Other assets 24,120 30,586 Total assets $ 1,308,542 $ 1,145,364 Liabilities and Equity Current liabilities: Current portion of long-term debt $ 28,547 $ 15,911 Current portion of lease liabilities 5,296 6,014 Accounts payable - trade 88,388 81,980 Accrued expenses 213,621 136,677 Income taxes payable 8,715 4,328 Total current liabilities 344,567 244,910 Long–term debt, less current portion 151,494 132,902 Lease liabilities, less current portion 24,335 29,220 Equity: Inter Parfums, Inc. shareholders’ equity: Preferred stock, $ 0.001 par value. Authorized 1,000,000 shares: none issued — — Common stock, $ 0.001 par value. Authorized 100,000,000 shares: outstanding, 31,967,300 and 31,830,420 shares on December 31, 2022, and 2021, respectively 32 32 Additional paid-in capital 90,186 87,132 Retained earnings 620,095 560,663 Accumulated other comprehensive loss ( 56,056 ) ( 38,432 ) Treasury stock, at cost, 9,864,805 common shares on December 31, 2022, and 2021 ( 37,475 ) ( 37,475 ) Total Inter Parfums, Inc. shareholders’ equity 616,782 571,920 Noncontrolling interest 171,364 166,412 Total equity 788,146 738,332 Total liabilities and equity $ 1,308,542 $ 1,145,364 See accompanying notes to consolidated financial statements. F- 5 INTER PARFUMS, INC. AND SUBSIDIARIES Consolidated Statements of Income Years ended December 31, 2022, 2021, and 2020 (In thousands except share and per share data) 2022 2021 2020 Net sales $ 1,086,653 $ 879,516 $ 539,009 Cost of sales 392,231 322,614 208,278 Gross margin 694,422 556,902 330,731 Selling, general, and administrative expenses 492,370 406,459 260,648 Impairment loss 7,749 2,393 — Income from operations 194,303 148,050 70,083 Other expenses (income): Interest expense 3,599 2,825 1,970 Loss (gain) on foreign currency 1,921 ( 2,338 ) 2,178 Interest and investment income ( 5,486 ) ( 3,403 ) ( 2,865 ) Other loss (income) 49 ( 53 ) ( 549 ) Nonoperating Income (Expense) 83 ( 2,969 ) 734 Income before income taxes 194,219 151,019 69,349 Income taxes 43,182 40,992 19,381 Net income 151,037 110,027 49,968 Less: Net income attributable to the noncontrolling interest 30,099 22,616 11,749 Net income attributable to Inter Parfums, Inc. $ 120,938 $ 87,411 $ 38,219 Net income attributable to Inter Parfums, Inc. common shareholders: Basic $ 3.80 $ 2.76 $ 1.21 Diluted $ 3.78 $ 2.75 $ 1.21 Weighted average number of shares outstanding: Basic 31,859,417 31,676,796 31,536,659 Diluted 31,988,753 31,835,408 31,654,544 Dividends declared per share $ 2.00 $ 1.00 $ 0.33 See accompanying notes to consolidated financial statements. F- 6 INTER PARFUMS, INC. AND SUBSIDIARIES Consolidated Statements of Comprehensive Income Years ended December 31, 2022, 2021, and 2020 (In thousands except share and per share data) 2022 2021 2020 Net income $ 151,037 $ 110,027 $ 49,968 Other comprehensive income: Net derivative instrument income (loss), net of tax 2,356 ( 1,367 ) ( 19 ) Transfer of OCI into earnings 992 — ( 52 ) Translation adjustments, net of tax ( 29,683 ) ( 42,967 ) 47,912 Other comprehensive income (loss), before tax ( 26,335 ) ( 44,334 ) 47,841 Comprehensive income 124,702 65,693 97,809 Comprehensive income attributable to noncontrolling interests: Net income 30,099 22,616 11,749 Net derivative instrument income (loss), net of tax 647 ( 375 ) ( 19 ) Translation adjustments, net of tax ( 9,358 ) ( 11,524 ) 14,004 Comprehensive income (loss), net of tax, atributable to noncontrolling interest 21,388 10,717 25,734 Comprehensive income attributable to Inter Parfums Inc. $ 103,314 $ 54,976 $ 72,075 See accompanying notes to consolidated financial statements. F- 7 INTER PARFUMS, INC. AND SUBSIDIARIES Consolidated Statements of Changes in Shareholders’ Equity Years ended December 31, 2022, 2021, and 2020 (In thousands except share and per share data) 2022 2021 2020 Common stock, beginning of year $ 32 $ 32 $ 31 Shares issued upon exercise of stock options — — 1 Common stock, end of year 32 32 32 Additional paid-in capital, beginning of year 87,132 75,708 70,664 Shares issued upon exercise of stock options 6,004 5,393 2,771 Share-based compensation 1,355 1,566 1,711 Purchase of subsidiary shares from noncontrolling interests — — — Shares issued for license acquisition — 5,000 — Transfer of subsidiary shares purchased ( 4,305 ) ( 535 ) 562 Additional paid-in capital, end of year 90,186 87,132 75,708 Retained earnings, beginning of year 560,663 503,567 474,637 Net income 120,938 87,411 38,219 Dividends ( 63,743 ) ( 31,690 ) ( 10,406 ) Share-based compensation 2,237 1,375 1,117 Retained earnings, end of year 620,095 560,663 503,567 Accumulated other comprehensive loss, beginning of year ( 38,432 ) ( 5,997 ) ( 39,853 ) Foreign currency translation adjustment, net of tax ( 20,325 ) ( 31,443 ) 33,908 Transfer from other comprehensive income into earnings 992 — ( 52 ) Net derivative instrument income (loss), net of tax 1,709 ( 992 ) — Accumulated other comprehensive loss, end of year ( 56,056 ) ( 38,432 ) ( 5,997 ) Treasury stock, beginning and end of year ( 37,475 ) ( 37,475 ) ( 37,475 ) Net income - - - Treasury stock, beginning and end of year ( 37,475 ) ( 37,475 ) ( 37,475 ) Noncontrolling interest, beginning of year 166,412 166,615 140,994 Net income 30,099 22,616 11,749 Foreign currency translation adjustment, net of tax ( 9,358 ) ( 11,524 ) 14,004 Net derivative instrument income (loss), net of tax 647 ( 375 ) ( 19 ) Dividends ( 16,056 ) ( 9,836 ) ( 324 ) Share-based compensation ( 282 ) ( 293 ) 350 Transfer of subsidiary shares purchased ( 98 ) ( 791 ) ( 139 ) Noncontrolling interest, end of year 171,364 166,412 166,615 738,332 702,450 608,998 151,037 110,027 49,968 Total equity $ 788,146 $ 738,332 $ 702,450 See accompanying notes to consolidated financial statements. F- 8 INTER PARFUMS, INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows Years ended December 31, 2022, 2021, and 2020 (In thousands) 2022 2021 2020 Cash flows from operating activities: Net income $ 151,037 $ 110,027 $ 49,968 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization including impairment loss 22,539 12,698 9,067 Provision for doubtful accounts 2,353 853 4,824 Noncash stock compensation 3,143 2,853 3,029 Share of income of equity investment 49 ( 53 ) ( 549 ) Lease expense 4,980 7,302 5,483 Deferred tax expense (benefit) ( 3,604 ) ( 465 ) 581 Change in fair value of derivatives 227 65 ( 137 ) Changes in: Accounts receivable ( 59,640 ) ( 45,395 ) 13,157 Inventories ( 98,297 ) ( 49,815 ) 19,333 Other assets ( 13,651 ) ( 16,725 ) 1,176 Operating lease liabilities ( 4,795 ) ( 7,503 ) ( 5,421 ) Accounts payable and accrued expenses 106,857 103,046 ( 32,239 ) Income taxes, net 3,952 2,698 ( 3,279 ) Net cash provided by operating activities 115,150 119,586 64,993 Cash flows from investing activities: Purchases of short-term investments ( 1,038 ) ( 55,691 ) ( 7,582 ) Proceeds from sale of short-term investments 896 10,644 11,513 Purchase of property, equipment and leasehold improvements ( 33,756 ) ( 141,274 ) ( 11,011 ) Payment for intangible assets acquired ( 98,865 ) ( 1,545 ) ( 1,251 ) Purchase of equity investment — — ( 13,998 ) Net cash used in investing activities ( 132,763 ) ( 187,866 ) ( 22,329 ) Cash flows from financing activities: Repayment of long-term debt ( 19,861 ) ( 43,056 ) ( 13,725 ) Proceeds from issuance of long-term debt 52,492 157,382 13,438 Proceeds from exercise of options 6,003 5,393 2,771 Dividends paid ( 63,743 ) ( 31,690 ) ( 20,805 ) Dividends paid to noncontrolling interests ( 16,056 ) ( 9,836 ) ( 324 ) Purchase of subsidiary shares from noncontrolling interests ( 4,403 ) — — Net cash provided by (used in) financing activities ( 45,568 ) 78,193 ( 18,645 ) Effect of exchange rate changes on cash ( 493 ) ( 11,207 ) 12,245 Net increase (decrease) in cash and cash equivalents ( 63,674 ) ( 1,294 ) 36,264 Cash and cash equivalents – beginning of year 168,387 169,681 133,417 Cash and cash equivalents – end of year $ 104,713 $ 168,387 $ 169,681 Supplemental disclosures of cash flow information: Cash paid for: Interest $ 2,987 $ 2,468 $ 1,105 Income taxes 38,492 40,497 21,772 See accompanying notes to consolidated financial statements. F- 9 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) (1) The Company and its Significant Accounting Policies Business of the Company Inter Parfums, Inc. and its subsidiaries (the “Company”) are in the fragrance business and manufacture and distribute a wide array of fragrances and fragrance related products. Substantially all of our prestige fragrance brands are licensed from unaffiliated third parties, and our business is dependent upon the continuation and renewal of such licenses. With respect to the Company’s largest brands, we license the Montblanc, Jimmy Choo, Coach and GUESS brand names. As a percentage of net sales, product sales for the Company’s largest brands were as follows: Schedule of lanvin brand name for our class Year Ended December 31, 2022 2021 2020 Montblanc 18 % 19 % 21 % Jimmy Choo 18 % 18 % 16 % Coach 15 % 16 % 17 % GUESS 12 % 12 % 11 % No other brand represented 10% or more of consolidated net sales. Basis of Preparation The consolidated financial statements include the accounts of the Company and its subsidiaries, including 72 % owned Interparfums SA, a subsidiary whose stock is publicly traded in France. All material intercompany balances and transactions have been eliminated . Management Estimates Management makes assumptions and estimates to prepare financial statements in conformity with accounting principles generally accepted in the United States of America. Those assumptions and estimates directly affect the amounts reported and disclosures included in the consolidated financial statements. Actual results could differ from those assumptions and estimates. Significant estimates for which changes in the near term are considered reasonably possible and that may have a material impact on the financial statements are disclosed in these notes to the consolidated financial statements. Foreign Currency Translation For foreign subsidiaries with operations denominated in a foreign currency, assets and liabilities are translated to U.S. dollars at year-end exchange rates. Income and expense items are translated at average rates of exchange prevailing during the year. Gains and losses from translation adjustments are accumulated in a separate component of shareholders’ equity. Cash and Cash Equivalents and Short-Term Investments All highly liquid investments purchased with a maturity of three months or less are considered to be cash equivalents. The Company also has short-term investments which consist of certificates of deposit and other contracts with maturities greater than three months and available for sale marketable equity securities. The Company monitors concentrations of credit risk associated with financial institutions with which the Company conducts significant business. The Company believes its credit risk is minimal, as the Company primarily conducts business with large, well-established financial institutions. Substantially all cash and cash equivalents are primarily held at financial institutions outside the United States and are readily convertible into U.S. dollars. F- 10 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) Accounts Receivable Accounts receivable represent payments due to the Company for previously recognized net sales, reduced by allowances for doubtful accounts or balances which are estimated to be uncollectible, which aggregated $ 4.7 million and $ 2.2 million as of December 31, 2022, and 2021, respectively. Accounts receivable balances are written-off against the allowance for doubtful accounts when they become uncollectible. Recoveries of accounts receivable previously recorded against the allowance are recorded in the consolidated statement of income when received. We generally grant credit based upon our analysis of the customer’s financial position, as well as previously established buying patterns. Inventories Inventories, including promotional merchandise, only include inventory considered saleable or usable in future periods, and are stated at the lower of cost and net realizable value, with cost being determined on the first-in, first-out method. Cost components include raw materials, direct labor and overhead (e.g., indirect labor, utilities, depreciation, purchasing, receiving, inspection and warehousing) as well as inbound freight. Promotional merchandise is charged to cost of sales at the time the merchandise is shipped to the Company’s customers. Derivatives All derivative instruments are recorded as either assets or liabilities and measured at fair value. The Company uses derivative instruments to principally manage a variety of market risks. For derivatives designated as hedges of the exposure to changes in fair value of the recognized asset or liability or a firm commitment (referred to as fair value hedges), the gain or loss is recognized in earnings in the period of change together with the offsetting loss or gain on the hedged item attributable to the risk being hedged. The effect of that accounting is to include in earnings the extent to which the hedge is not effective in achieving offsetting changes in fair value. For cash flow hedges, the effective portion of the derivative’s gain or loss is initially reported in equity (as a component of accumulated other comprehensive income) and is subsequently reclassified into earnings in the same period or periods during which the hedged forecasted transaction affects earnings. The ineffective portion of the gain or loss of a cash flow hedge is reported in earnings immediately. The Company also holds certain instruments for economic purposes that are not designated for hedge accounting treatment. For these derivative instruments, changes in their fair value are recorded in earnings immediately. Property, Equipment and Leasehold Improvements Property, equipment and leasehold improvements are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are provided using the straight-line method over the estimated useful lives for equipt, which range between three and ten years and the shorter of the lease term or estimated useful asset lives for leasehold improvements. Depreciation has not yet begun on property recently purchased, as it has not yet been put into service. Depreciation provided on equipment used to produce inventory, such as tools and molds, is included in cost of sales. F- 11 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) Long-Lived Assets Indefinite-lived intangible assets principally consist of trademarks which are not amortized. The Company evaluates indefinite-lived intangible assets for impairment at least annually during the fourth quarter, or more frequently when events occur or circumstances change, such as an unexpected decline in sales, that would more-likely-than-not indicate that the carrying value of an indefinite-lived intangible asset may not be recoverable. When testing indefinite-lived intangible assets for impairment, the evaluation requires a comparison of the estimated fair value of the asset to the carrying value of the asset. The fair values used in our evaluations are estimated based upon discounted future cash flow projections using a weighted average cost of capital of 9.8 % and 7.47 % in 2022 and 2021, respectively. The cash flow projections are based upon a number of assumptions, including future sales levels, future cost of goods and operating expense levels, as well as economic conditions, changes to our business model or changes in consumer acceptance of our products which are more subjective in nature. If the carrying value of an indefinite-lived intangible asset exceeds its fair value, an impairment charge is recorded. Intangible assets subject to amortization are evaluated for impairment testing whenever events or changes in circumstances indicate that the carrying amount of an amortizable intangible asset may not be recoverable. If impairment indicators exist for an amortizable intangible asset, the undiscounted future cash flows associated with the expected service potential of the asset are compared to the carrying value of the asset. If our projection of undiscounted future cash flows is in excess of the carrying value of the intangible asset, no impairment charge is recorded. If our projection of undiscounted future cash flows is less than the carrying value of the intangible asset, an impairment charge would be recorded to reduce the intangible asset to its fair value. Revenue Recognition The Company sells its products to department stores, perfumeries, specialty stores and domestic and international wholesalers and distributors. Our revenue contracts represent single performance obligations to sell our products to customers. Sales of such products by our domestic subsidiaries are denominated primarily in U.S. dollars, and sales of such products by our foreign subsidiaries are primarily denominated in either euro or U.S. dollars. The Company recognizes revenues when contract terms are met, the price is fixed and determinable, collectability is reasonably assured, and control of the assets has passed to the customer based on the agreed upon shipping terms. Net sales are comprised of gross revenues less returns, trade discounts and allowances. The Company does not bill its customers’ freight and handling charges. All shipping and handling costs, which aggregated $ 15.8 million , $1 0.0 million and $ 5.0 million in 2022, 2021 and 2020, respectively, are included in selling, general and administrative expenses in the consolidated statements of income. The Company grants credit to all qualified customers and does not believe it is exposed significantly to any undue concentration of credit risk. No one customer represented 10 % or more of net sales in 2022, 2021 or 2020. F- 12 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) Sales Returns Generally, the Company does not permit customers to return their unsold products. However, for U.S. based customers, we allow returns if properly requested, authorized and approved. The Company regularly reviews and revises, as deemed necessary, its estimate of reserves for future sales returns based primarily upon historic trends and relevant current data including information provided by retailers regarding their inventory levels. In addition, as necessary, specific accruals may be established for significant future known or anticipated events. The types of known or anticipated events that we consider include, but are not limited to, the financial condition of our customers, store closings by retailers, changes in the retail environment and our decision to continue to support new and existing products. The Company records its estimate of potential sales returns as a reduction of sales and cost of sales with corresponding entries to accrued expenses, to record the refund liability, and inventory, for the right to recover goods from the customer. The refund liability associated with estimated returns was $ 8.6 million and $ 5.1 million at December 31, 2022 and 2021, respectively, and the amounts recognized for the rights to recover products was $ 3.2 million and $ 1.9 million at December 31, 2022 and 2021, respectively. The physical condition and marketability of returned products are the major factors we consider in estimating realizable value. Actual returns, as well as estimated realizable values of returned products, may differ significantly, either favorably or unfavorably, from our estimates, if factors such as economic conditions, inventory levels or competitive conditions differ from our expectations. Payments to Customers The Company records revenues generated from purchase with purchase and gift with purchase promotions as sales and the costs of its purchase with purchase and gift with purchase promotions as cost of sales. Certain other incentive arrangements require the payment of a fee to customers based on their attainment of pre-established sales levels. These fees have been recorded as a reduction of net sales. Advertising and Promotion Advertising and promotional costs are expensed as incurred and recorded as a component of cost of goods sold (in the case of free goods given to customers) or selling, general and administrative expenses. Advertising and promotional costs included in selling, general and administrative expenses were $ 212.4 million , $ 171.1 million and $ 91.7 million for 2022, 2021 and 2020, respectively. Costs relating to purchase with purchase and gift with purchase promotions that are reflected in cost of sales aggregated $ 43.1 million , $ 36.9 million and $ 26.4 million in 2022, 2021 and 2020, respectively. Package Development Costs Package development costs associated with new products and redesigns of existing product packaging are expensed as incurred. Operating Leases The Company leases its offices and warehouses, vehicles, and certain office equipment, substantially all of which are classified as operating leases. The Company currently has no material financing leases. The Company determines if an arrangement is a lease at inception. Operating lease assets and obligations are recognized at the lease commencement date based on the present value of lease payments over the lease term. F- 13 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) License Agreements The Company’s license agreements generally provide the Company with worldwide rights to manufacture, market and sell fragrance and fragrance related products using the licensors’ trademarks. The licenses typically have an initial term of approximately 5 to 15 years, and are potentially renewable subject to the Company’s compliance with the license agreement provisions. The remaining terms, excluding potential renewal periods, range from approximately 1 to 12 years. Under each license, the Company is required to pay royalties in the range of 6 % to 10 % to the licensor, at least annually, based on net sales to third parties. In certain cases, the Company may pay an entry fee to acquire, or enter into, a license where the licensor or another licensee was operating a pre-existing fragrance business. In those cases, the entry fee is capitalized as an intangible asset and amortized over its useful life. Most license agreements require minimum royalty payments, incremental royalties based on net sales levels and minimum spending on advertising and promotional activities. Royalty expenses are accrued in the period in which net sales are recognized while advertising and promotional expenses are accrued at the time these costs are incurred. In addition, the Company is exposed to certain concentration risk. Most of our prestige fragrance brands are licensed from unaffiliated third parties, and our business is dependent upon the continuation and renewal of such licenses. Income Taxes The Company accounts for income taxes using an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in its financial statements or tax returns. The net deferred tax assets assume sufficient future earnings for their realization, as well as the continued application of currently enacted tax rates. Included in net deferred tax assets is a valuation allowance for deferred tax assets, where management believes it is more-likely-than-not that the deferred tax assets will not be realized in the relevant jurisdiction. If the Company determines that a deferred tax asset will not be realizable, an adjustment to the deferred tax asset will result in a reduction of net earnings at that time. Accrued interest and penalties are included within the related tax asset or liability in the accompanying financial statements. Issuance of Common Stock by Consolidated Subsidiary The difference between the Company’s share of the proceeds received by the subsidiary and the carrying amount of the portion of the Company’s investment deemed sold, is reflected as an equity adjustment in the consolidated balance sheets. Treasury Stock The Board of Directors may authorize share repurchases of the Company’s common stock (Share Repurchase Authorizations). Share repurchases under Share Repurchase Authorizations may be made through open market transactions, negotiated purchase or otherwise, at times and in such amounts within the parameters authorized by the Board. Shares repurchased under Share Repurchase Authorizations are held in treasury for general corporate purposes, including issuances under various employee stock option plans. Treasury shares are accounted for under the cost method and reported as a reduction of equity. Share Repurchase Authorizations may be suspended, limited or terminated at any time without notice. F- 14 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) (2) Impact of COVID-19 Pandemic A novel strain of coronavirus (“COVID-19”) surfaced in late 2019 and in March 2020, the World Health Organization declared COVID-19 a pandemic. In response, various national, state, and local governments issued decrees prohibiting certain businesses from operating and certain classes of workers from reporting to work. Retail store closings, event cancellations and a shutdown of international air travel brought our sales to a virtual standstill and caused a significant unfavorable impact on our results of operations in 2020. Business significantly improved in the second half of 2020 and continued to improve throughout 2021 and 2022, as retail stores reopened, and consumers increased online purchasing. While we expect this trend to continue, the introduction of variants of COVID-19 in various parts of the world has caused the temporary re-implementation of governmental restrictions to prevent further spread of the virus. In addition, international air travel remains curtailed in many jurisdictions due to both governmental restrictions and consumer health concerns. While COVID-19 has significantly restricted international travel, the travel retail business is beginning to pick up. Lastly, the improved economy has put significant strains on our supply chain causing disruptions affecting the procurement of components, the ability to transport goods, and related cost increases. These disruptions have come at a time when demand for our product lines has never been stronger or more sustained. We have been addressing this issue since the beginning of 2021, by ordering well in advance of need and in larger quantities. Since 2021, we have strived to carry more inventory overall, source the same components from multiple suppliers and when possible, manufacture products closer to where they are sold. We do not expect the supply chain bottlenecks to begin lifting until the second half of 2023. Therefore, despite recent business improvement, the impact of the COVID-19 pandemic might continue to have adverse effects on our results of our operations, financial position and cash flows through at least the first half of 2023. (3) Recent Agreements Lacoste In December 2022, we closed a transaction agreement with Lacoste, whereby an exclusive and worldwide license was granted for the production and distribution of Lacoste brand perfumes and cosmetics. Our rights under this license are subject to certain minimum advertising expenditures and royalty payments as are customary in our industry. The license becomes effective in January 2024 and will last for 15 years. Dunhill In April 2022, we announced that the Dunhill fragrance license will expire on September 30, 2023 and will not be renewed. The Company will continue to produce and sell Dunhill fragrances until the license expires and will maintain the right to sell-off remaining Dunhill fragrance inventory for a limited time as is customary in the fragrance industry. F- 15 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) Salvatore Ferragamo In October 2021, we closed on a transaction agreement with Salvatore Ferragamo S.p.A., whereby an exclusive and worldwide license was granted for the production and distribution of Ferragamo brand perfumes. Our rights under this license are subject to certain minimum advertising expenditures and royalty payments as are customary in our industry. The license became effective in October 2021 and will last for 10 years with a 5-year optional term, subject to certain conditions. With respect to the management and coordination of activities related to the license agreement, the Company operates through a wholly-owned Italian subsidiary based in Florence, that was acquired from Salvatore Ferragamo on October 1, 2021. The acquisition together with the license agreement was accounted for as an asset acquisition. Emanuel Ungaro In October 2021, we also entered into a 10-year exclusive global licensing agreement a with a 5-year optional term subject to certain conditions, with Emanuel Ungaro Italia S.r.l, for the creation, development and distribution of fragrances and fragrance-related products, under the Emanuel Ungaro brand. Our rights under this license are subject to certain minimum advertising expenditures and royalty payments as are customary in our industry. Donna Karan and DKNY In September 2021, we entered into a long-term global licensing agreement for the creation, development and distribution of fragrances and fragrance-related products under the Donna Karan and DKNY brands. Our rights under this license are subject to certain minimum advertising expenditures and royalty payments as are customary in our industry. With this agreement, we are gaining several well-established and valuable fragrance franchises, most notably Donna Karan Cashmere Mist and DKNY Be Delicious , as well as a significant loyal consumer base around the world. In connection with the grant of license, we issued 65,342 shares of Inter Parfums, Inc. common stock valued at $ 5 .0 million to the licensor. The exclusive license is effective July 1, 2022, and we are planning to launch new fragrances under these brands in 2024. Rochas Fashion Effective January 1, 2021, we entered into a new license agreement modifying our Rochas fashion business model. The new agreement calls for a reduction in royalties to be received. As a result, in the first quarter of 2021, we took a $ 2.4 million impairment charge on our Rochas fashion trademark. In the fourth quarter of 2022, we again took a $6.8 million impairment charge on the Rochas fashion trademark after an independent expert concluded that the valuation of the trademark was $11.3 million. The new license also contains an option for the licensee to buy-out the Rochas fashion trademarks in June 2025 at its then fair market value. Land and Building Acquisition - Future Headquarters in Paris In April 2021, Interparfums SA, our 73 % owned French subsidiary, completed the acquisition of its future headquarters at 10 rue de Solférino in the 7th arrondissement of Paris from the property developer. This is an office complex combining three buildings connected by two inner courtyards, and consists of approximately 40,000 total sq. ft. The purchase price includes the complete renovation of the site. As of December 31, 2022, $ 148.1 million of the purchase price, including approximately $ 4.4 million of acquisition costs, is included in property, equipment and leasehold improvements on the accompanying balance sheet as of December 31, 2022. The purchase price has been allocated approximately $ 61.1 million to land and $ 87.0 million to the building. The building, which was delivered on February 28, 2022, includes the building structure, development of the property, façade waterproofing, general and technical installations and interior fittings that will be depreciated over a range of 7 to 50 years. The Company has elected to depreciate the building cost based on the useful lives of its components. Approximately $ 3.4 million of cash held in escrow is also included in property, equipment and leasehold improvements on the accompanying balance sheet as of December 31, 2022. The acquisition was financed by a 10 -year € 120 million (approximately $ 128.0 million ) bank loan which bears interest at one-month Euribor plus 0.75% . Approximately € 80 million of the variable rate debt was swapped for variable interest rate debt with a maximum rate of 2% per annum. F- 16 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) (4) Inventories Schedule of inventories December 31, 2022 2021 Raw materials and component parts $ 146,772 $ 111,312 Finished goods 143,212 87,602 Inventories $ 289,984 $ 198,914 Overhead included in inventory aggregated $ 3.4 million and $ 3.7 million as of December 31, 2022 and 2021, respectively. Included in inventories is an inventory reserve, which represents the difference between the cost of the inventory and its estimated realizable value, based upon sales forecasts and the physical condition of the inventories. In addition, and as necessary, specific reserves for future known or anticipated events may be established. Inventory reserves aggregated $ 11.4 million and $ 15.8 million as of December 31, 2022 and 2021, respectively. (5) Fair Value of Financial Instruments The following tables present our financial assets and liabilities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value. Schedule of fair value, assets measured on recurring basis Fair Value Measurements at December 31, 2022 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Short-term investments $ 150,833 $ 19,861 $ 130,174 $ 798 Interest rate swaps 6,758 — 6,758 — Foreign currency forward exchange contracts accounted for using hedge accounting 1,189 — 1,189 — Total Assets $ 158,780 $ 19,861 $ 138,122 $ 798 Liabilities: Foreign currency forward exchange contracts not accounted for using hedge accounting 68 — 68 — Total liabilities $ 68 $ — $ 68 $ — F- 17 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) Fair Value Measurements at December 31, 2021 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Short-term investments $ 160,014 $ — $ 160,014 $ — Liabilities: Foreign currency forward exchange contracts accounted for using hedge accounting $ 1,982 $ — $ 1,982 $ — Foreign currency forward exchange contracts not accounted for using hedge accounting 63 — 63 $ — Interest rate swaps ( 234 ) — ( 234 ) — Total liabilities $ 1,811 $ — $ 1,811 $ — The carrying amount of cash and cash equivalents including money market funds, short-term investments including marketable equity securities, accounts receivable, other receivables, accounts payable and accrued expenses approximates fair value due to the short terms to maturity of these instruments. The carrying amount of loans payable approximates fair value as the variable interest rates on the Company’s indebtedness approximate current market rates. Foreign currency forward exchange contracts are valued based on quotations from financial institutions and the value of interest rate swaps are the discounted net present value of the swaps using third party quotes from financial institutions. (6) Derivative Financial Instruments The Company enters into foreign currency forward exchange contracts to hedge exposure related to receivables denominated in a foreign currency and occasionally to manage risks related to future sales expected to be denominated in a foreign currency. Before entering into a derivative transaction for hedging purposes, it is determined that a high degree of initial effectiveness exists between the change in value of the hedged item and the change in the value of the derivative instrument from movement in exchange rates. High effectiveness means that the change in the cash flows of the derivative instrument will effectively offset the change in the cash flows of the hedged item. The effectiveness of each hedged item is measured throughout the hedged period and is based on the dollar offset methodology and excludes the portion of the fair value of the foreign currency forward exchange contract attributable to the change in spot-forward difference which is reported in current period earnings. Any hedge ineffectiveness is also recognized as a gain or loss on foreign currency in the income statement. For hedge contracts that are no longer deemed highly effective, hedge accounting is discontinued, and gains and losses accumulated in other comprehensive income are reclassified to earnings. If it is probable that the forecasted transaction will no longer occur, then any gains or losses accumulated in other comprehensive income are reclassified to current-period earnings. F- 18 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) Gains and losses in derivatives designated as hedges are accumulated in other comprehensive income (loss) and gains and losses in derivatives not designated as hedges are included in (gain) loss on foreign currency on the accompanying income statements. Such gains and losses were immaterial in each of the years in the three-year period ended December 31, 2022. Interest expense includes a gain of $ 6.3 million and $ 0.2 million in 2022 and 2021, respectively, resulting from an interest rate swap. All derivative instruments are reported as either assets or liabilities on the balance sheet measured at fair value. The valuation of interest rate swap is included in other assets on the accompanying balance sheet for the period ended December 31, 2022 and was included in long-term debt on the accompanying balance sheet for the period ended December 31, 2021. The valuation of foreign currency forward exchange contracts at December 31, 2022 and December 31, 2021, resulted in an asset and is included in other current assets on the accompanying balance sheets. At December 31, 2022, the Company had foreign currency contracts in the form of forward exchange contracts with notional amounts of approximately U.S. $ 36.5 million , which all have maturities of less than one year. (7) Property, Equipment and Leasehold Improvements Schedule of equipment and leasehold improvements December 31, 2022 2021 Land and Building (construction in progress) $ 148,137 $ 136,131 Equipment 59,689 52,036 Leasehold improvements 2,293 2,082 210,119 190,249 Less accumulated depreciation and amortization 43,397 40,897 $ 166,722 $ 149,352 Depreciation and amortization expense was $ 7.5 million , $ 4.4 million and $ 3.8 million in 2022, 2021, and 2020, respectively. F- 19 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) (8) Trademarks, Licenses and Other Intangible Assets Schedule of trademarks, licenses and other intangible assets 2022 Gross Amount Accumulated Amortization Net Book Value Trademarks (indefinite lives) $ 105,022 $ — $ 105,022 Trademarks (finite lives) 41,267 64 41,203 Licenses (finite lives) 205,235 63,535 141,700 Other intangible assets (finite lives) 17,849 14,921 2,928 Subtotal 264,351 78,520 185,831 Total $ 369,373 $ 78,520 $ 290,853 2021 Gross Amount Accumulated Amortization Net Book Value Trademarks (indefinite lives) $ 119,712 $ — $ 119,712 Trademarks (finite lives) 43,820 68 43,752 Licenses (finite lives) 109,682 62,286 47,396 Other intangible assets (finite lives) 17,775 14,588 3,187 Subtotal 171,277 76,942 94,335 Total $ 290,989 $ 76,942 $ 214,047 Amortization expense was $ 6.8 million , $ 5.9 million and $ 5.3 million in 2022, 2021 and 2020, respectively. Amortization expense is expected to approximate $ 7.0 million in 2023, $ 13.3 million in 2024, $ 12.3 million in 2025, $ 10.5 million in 2026 and 2027. The weighted average amortization period for trademarks, licenses and other intangible assets with finite lives are 18 years, 14 years and 2 years, respectively, and 14 years on average. The Company reviews intangible assets with indefinite lives for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. There was an impairment charge for trademarks with indefinite useful lives of $ 6.8 million and $ 2.4 million in 2022 and 2021, respectively, relating to our Rochas fashion business and an impairment charge for trademarks with indefinite useful lives of $ 0.9 million in 2022 relating to our Intimate trademark. The fair values used in our evaluations are estimated based upon discounted future cash flow projections using a weighted average cost of capital of 9.80 %, 7.47 %, and 6.99 % as of December 31, 2022, 2021 and 2020, respectively. The cash flow projections are based upon a number of assumptions, including, future sales levels and future cost of goods and operating expense levels, as well as economic conditions, changes to our business model or changes in consumer acceptance of our products which are more subjective in nature. The Company believes that the assumptions it has made in projecting future cash flows for the evaluations described above are reasonable and currently no other impairment indicators exist for our indefinite-lived assets. However, if future actual results do not meet our expectations, the Company may be required to record an impairment charge, the amount of which could be material to our results of operations. F- 20 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) The cost of trademarks, licenses and other intangible assets with finite lives is being amortized by the straight-line method over the term of the respective license or the intangible assets estimated useful life which range from three to twenty years . If the residual value of a finite life intangible asset exceeds its carrying value, then the asset is not amortized. The Company reviews intangible assets with finite lives for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Trademarks (finite lives) primarily represent Lanvin brand names and trademarks and in connection with their purchase, Lanvin was granted the right to repurchase the brand names and trademarks on July 1, 2027 for €70 million (approximately $ 7 5 million) (residual value) in accordance with an amendment signed in 2021. Because the residual value of the intangible asset exceeds its carrying value, the asset is not being amortized. (9) Accrued Expenses Accrued expenses consist of the following: December 31, 2022 2021 Advertising liabilities $ 42,338 $ 31,215 Salary (including bonus and related taxes) 21,128 19,993 Royalties 26,532 19,154 Due vendors (not yet invoiced) 105,869 45,707 Retirement reserves 8,001 10,234 Refund (return) liability 8,604 5,128 Other 1,149 5,246 Total $ 213,621 $ 136,677 (10) Loans Payable – Banks Loans payable – banks consist of the following: The Company and its domestic subsidiaries have available a $ 20 million unsecured revolving line of credit due on demand, which bears interest at the daily Secured Overnight Financing Rate (“SOFR”) plus 2 % (the SOFR was 4.3 % as of December 31, 2022). The line of credit which has a maturity date of December 15, 2023 , is expected to be renewed on an annual basis. Borrowings outstanding pursuant to lines of credit were zero as of December 31, 2022 and 2021. The Company’s foreign subsidiaries have available credit lines, including several bank overdraft facilities totaling approximately $ 20 million. These credit lines bear interest at EURIBOR plus between 0.6 % and 0.9 % (EURIBOR was minus 0.576 % at December 31, 2022). Borrowings outstanding pursuant to these bank overdraft facilities were zero as of December 31, 2022 and 2021. As there were no borrowings outstanding as of December 31, 2022 and 2021, there is no weighted average interest rate on short-term borrowings as of December 31, 2022 and 2021. F- 21 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) (11) Long-Term Debt Long-term debt consists of the following: December 31, 2022 2021 $ 53.3 million payable in 48 equal monthly installments of $ 1.1 million beginning in December 2022, bearing interest at one-month Euribor plus 0.825 % $ 52,061 $ — $ 135.9 million payable in 120 equal monthly installments of $ 1.1 million beginning in April 2021, bearing interest at one-month Euribor plus 0.75 % 104,758 124,375 $ 15.0 million payable in 14 equal annual installments of $ 1.1 million beginning in January 2020 including interest imputed at 4.1 % per annum 9,890 10,569 $ 17 million payable in 10 equal annual installments of $ 1.7 million beginning in October 2021 including interest imputed at 2.0 % per annum 13,332 13,859 180,041 148,803 Less current maturities 28,547 15,911 Total $ 151,494 $ 132,892 In December 2022, to finance Interparfums SA’s acquisition of the Lacoste trademark, the Company entered into a $53.3 million (€ 50 million) four-year loan agreement. The loan agreement bears interest at EURIBOR-1 month rates plus a margin of 0.825%. This variable rate debt was swapped for variable interest rate debt with a maximum rate of 2% per annum. The swap is a hedged derivative instrument and is therefore recorded at fair value and changes in fair value are reflected in other comprehensive income. In April 2021, to finance the acquisition of Interparfums SA’s future corporate headquarters, the Company entered into a $ 128.0 million (€ 120 million) ten-year credit agreement. Approximately $85.3 million (€80.0 million) of the variable rate debt was swapped for variable interest rate debt with maximum rate of 2% per annum. The swap is a derivative instrument and is therefore recorded at fair value and changes in fair value are reflected in the accompanying consolidated statements of income. Maturities of long-term debt subsequent to December 31, 2022 are approximately $ 30.4 million in 2023 and $ 28.7 million per year thereafter through 2033. F- 22 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) (12) Commitments Leases The Company leases its offices, warehouses and vehicles, substantially all of which are classified as operating leases. The Company currently has no material financing leases. The Company determines if an arrangement is a lease at inception. Operating lease assets and obligations are recognized at the lease commencement date based on the present value of lease payments over the lease term. In determining lease asset value, the Company considers fixed or variable payment terms, prepayments, incentives, and options to extend or terminate, depending on the lease. Renewal, termination or purchase options affect the lease term used for determining lease asset value only if the option is reasonably certain to be exercised. The Company generally uses its incremental borrowing rate based on information available at the lease commencement date for the location in which the lease is held in determining the present value of lease payments. As of December 31, 2022, the weighted average remaining lease term was 5.8 years and the weighted average discount rate used to determine the operating lease liability was 2.6 %. Rental expense related to operating leases was $ 5.6 million , $ 8.2 million , and $ 6.2 million for the years ended December 31, 2022, 2021 and 2020, respectively. Operating lease payments included in operating cash flows totaled $ 4.9 million and noncash additions to operating lease assets totaled $ 0.3 million . Maturities of lease liabilities subsequent to December 31, 2022 are as follows: (In thousands) 2023 $ 5,723 2024 5,971 2025 4,847 2026 4,049 2027 4,060 Thereafter 6,913 31,563 Less imputed interest (based on 2.6% weighted-average discount rate) ( 1,932 ) $ 29,631 F- 23 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) License Agreements The Company is party to a number of license and other agreements for the use of trademarks and rights in connection with the manufacture and sale of its products expiring at various dates through 2033. In connection with certain of these license agreements, the Company is subject to minimum annual advertising commitments, minimum annual royalties and other commitments as follows: (In thousands) 2023 $ 217,852 2024 224,201 2025 218,047 2026 139,348 2027 132,502 Thereafter 986,434 $ 1,918,384 Future advertising commitments are estimated based on planned future sales for the license terms that were in effect at December 31, 2022, without consideration for potential renewal periods. The above figures do not reflect the fact that our distributors share our advertising obligations. Royalty expense included in selling, general, and administrative expenses, aggregated $ 87.0 million , $ 68.9 million and $ 41.1 million , in 2022, 2021 and 2020, respectively, and represented 8.0 %, 7.8 % and 7.6 % of net sales for the years ended December 31, 2022, 2021 and 2020, respectively. (13) Equity Share-Based Payments The Company maintains a stock option program for key employees, executives and directors. The plans, all of which have been approved by shareholder vote, provide for the granting of both nonqualified and incentive options. Options granted under the plans typically have a six-year term and vest over a four to five -year period. The fair value of shares vested aggregated $ 1.3 million , $ 1.4 million and $ 1.7 million in 2022, 2021 and 2020, respectively. Compensation cost, net of estimated forfeitures, is recognized on a straight-line basis over the requisite service period for the entire award. Forfeitures are estimated based on historic trends. It is generally the Company’s policy to issue new shares upon exercise of stock options. The following table sets forth information with respect to nonvested options for 2022: Number of Shares Weighted Average Grant Date Fair Value Nonvested options – beginning of year 209,510 $ 13.45 Nonvested options granted 62,000 $ 20.36 Nonvested options vested or forfeited ( 102,780 ) $ 12.93 Nonvested options – end of year 168,730 $ 16.31 F- 24 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) The effect of share-based payment expenses decreased income statement line items as follows: Year Ended December 31, 2022 2021 2020 Income before income taxes $ 3,143 $ 2,850 $ 3,030 Net income attributable to Inter Parfums, Inc. 2,036 1,880 2,040 Diluted earnings per share attributable to Inter Parfums, Inc. 0.06 0.06 0.06 The following table summarizes stock option activity and related information for the years ended December 31, 2022, 2021 and 2020: Year ended December 31, 2022 2021 2020 Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options Weighted Average Exercise Price Shares under option - beginning of year 524,900 $ 57.58 713,210 $ 52.74 815,800 $ 49.89 Options granted 62,000 97.84 9,000 62.18 9,000 69.11 Options exercised ( 136,880 ) 43.86 ( 156,490 ) 34.46 ( 95,570 ) 28.99 Options forfeited ( 8,440 ) 67.65 ( 40,820 ) 62.57 ( 16,020 ) 58.38 Shares under option - end of year 441,580 67.30 524,900 57.58 713,210 52.74 At December 31, 2022, options for 558,975 shares were available for future grant under the plans. The aggregate intrinsic value of options outstanding is $ 13.0 million as of December 31, 2022 and unrecognized compensation cost related to stock options outstanding aggregated $ 2.7 million , which will be recognized over the next five years. The weighted average fair values of options granted by Inter Parfums, Inc. during 2022, 2021 and 2020 were $ 20.36 , $ 11.35 and $ 12.16 per share, respectively, on the date of grant using the Black-Scholes option pricing model to calculate the fair value. The assumptions used in the Black-Scholes pricing model are set forth in the following table: Year Ended December 31, 2022 2021 2020 Weighted-average expected stock-price volatility 26 % 25 % 25 % Weighted-average expected option life 4.0 years 5.0 years 5.0 years Weighted-average risk-free interest rate 4.0 % 0.4 % 1.4 % Weighted-average dividend yield 2.4 % 1.6 % 2.5 % F- 25 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) Expected volatility is estimated based on historic volatility of the Company’s common stock. The expected term of the option is estimated based on historic data. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of the grant of the option and the dividend yield reflects the assumption that the dividend payout as authorized by the Board of Directors would maintain its current payout ratio as a percentage of earnings. Proceeds, tax benefits and intrinsic value related to stock options exercised were as follows: Year Ended December 31, 2022 2021 2020 Proceeds from stock options exercised $ 6,003 $ 5,393 $ 2,771 Tax benefits $ 800 $ 1,300 $ 400 Intrinsic value of stock options exercised $ 6,760 $ 7,800 $ 2,873 The following table summarizes additional stock option information as of December 31, 2022: Exercise prices Options outstanding Options outstanding weighted average remaining contractual life Options exercisable $ 40.15 - $ 46.90 103,460 0.96 years 101,860 $ 62.18 - $ 69.11 139,900 2.04 years 97,210 $ 73.09 136,220 3.00 years 73,780 $ 97.84 62,000 5.85 years — Totals 441,580 2.62 years 272,850 As of December 31, 2022, the weighted average exercise price of options exercisable was $ 59.46 and the weighted average remaining contractual life of options exercisable is 1.88 years. The aggregate intrinsic value of options exercisable at December 31, 2022 is $ 10.1 million . In December 2018, Interparfums SA approved a plan to grant an aggregate of 26,600 shares of its stock to employees with no performance condition requirement, and an aggregate of 133,000 shares to officers and managers, subject to certain corporate performance conditions. The corporate performance conditions were met and therefore in June 2022, 211,955 shares, adjusted for stock splits, were distributed. The aggregate cost of the grant of approximately $ 4.8 million was recognized as compensation cost on a straight-line basis over the requisite three -year service period. F- 26 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) In March 2022, Interparfums SA approved an additional plan to grant an aggregate of 88,400 shares to all Interparfums SA employees and corporate officers having more than six months of employment at grant date, subject to certain corporate performance conditions. The shares, subject to adjustment for stock splits, will be distributed in June 2025 and will follow the same guidelines as the December 2018 plan. The fair value of the grant had been determined based on the quoted stock price of Interparfums SA shares as reported by the Euronext on the date of grant. The estimated number of shares to be distributed of 85,062 has been determined taking into account employee turnover. The aggregate cost of the grant of approximately $ 4.1 million will be recognized as compensation cost on a straight-line basis over the requisite three and a quarter year service period. Similar to the December 2018 plan, in order to avoid dilution of the Company’s ownership of Interparfums SA, all shares distributed or to be distributed pursuant to these plans will be pre-existing shares of Interparfums SA, purchased in the open market by Interparfums SA. During the year ended December 31, 2022, the Company acquired 63,281 shares at an aggregate cost of $ 3.0 million. All share purchases and issuances have been classified as equity transactions on the accompanying balance sheet. Dividends In October 2019, our Board of Directors authorized a 20 % increase in the annual dividend to $ 1.32 per share on an annual basis. In April 2020, as a result of the uncertainties raised by the COVID-19 pandemic, the Board of Directors authorized a temporary suspension of the annual cash dividend. In February 2021, the Board of Directors authorized a reinstatement of an annual dividend of $1.00, payable quarterly. In February 2022, the Board of Directors authorized a 100% increase in the annual dividend to $2.00 per share and in February 2023, the Board of Directors further increased the annual dividend to $ 2.50 per share. The next quarterly cash dividend of $ 0.625 per share is payable on March 31, 2023 to shareholders of record on March 15, 2023. (14) Net Income Attributable to Inter Parfums, Inc. Common Shareholders Net income attributable to Inter Parfums, Inc. per common share (“basic EPS”) is computed by dividing net income attributable to Inter Parfums, Inc. by the weighted average number of shares outstanding. Net income attributable to Inter Parfums, Inc. per share assuming dilution (“diluted EPS”), is computed using the weighted average number of shares outstanding, plus the incremental shares outstanding assuming the exercise of dilutive stock options using the treasury stock method. F- 27 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) The reconciliation between the numerators and denominators of the basic and diluted EPS computations is as follows: Year ended December 31, 2022 2021 2020 Numerator for diluted earnings per share $ 120,938 $ 87,411 $ 38,219 Denominator: Weighted average shares 31,859,417 31,676,796 31,536,659 Effect of dilutive securities: Stock options 129,336 158,612 117,885 Denominator for diluted earnings per share 31,988,753 31,835,408 31,654,544 Earnings per share: Net income attributable to Inter Parfums, Inc. common shareholders: Basic $ 3.80 $ 2.76 $ 1.21 Diluted 3.78 2.75 1.21 Not included in the above computations is the effect of anti-dilutive potential common shares, which consist of outstanding options to purchase 38,000 , 175,000 , and 450,000 shares of common stock for 2022, 2021, and 2020, respectively. (15) Segments and Geographic Areas The Company manufactures and distributes one product line, fragrances and fragrance related products. The Company manages its business in two segments, European based operations and United States based operations. The European assets are located, and operations are primarily conducted, in France. Both European and United States operations primarily represent the sale of prestige brand name fragrances. Information on the Company’s operations by segments is as follows: Year ended December 31, 2022 2021 2020 Net sales: United States $ 342,644 $ 216,559 $ 117,489 Europe 744,075 663,290 422,947 Eliminations of intercompany sales ( 66 ) ( 333 ) ( 1,427 ) $ 1,086,653 $ 879,516 $ 539,009 Net income attributable to Inter Parfums, Inc.: United States $ 43,745 $ 29,359 $ 7,942 Europe 77,193 57,869 30,241 Eliminations — 183 36 $ 120,938 $ 87,411 $ 38,219 Depreciation and amortization expense including impairment loss: United States $ 6,355 $ 3,835 $ 3,354 Europe 16,184 8,863 5,713 $ 22,539 $ 12,698 $ 9,067 Interest and investment income: United States $ 66 $ 3 $ 24 Europe 5,769 3,526 2,971 Eliminations ( 349 ) ( 126 ) ( 130 ) $ 5,486 $ 3,403 $ 2,865 Interest expense: United States $ 1,100 $ 636 $ 604 Europe 2,848 2,315 1,496 Eliminations ( 349 ) ( 126 ) ( 130 ) $ 3,599 $ 2,825 $ 1,970 Income tax expense: United States $ 6,920 $ 5,336 $ 1,590 Europe 36,262 35,607 17,782 Eliminations — 49 9 $ 43,182 $ 40,992 $ 19,381 F- 28 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) December 31, 2022 2021 2020 Total assets: United States $ 278,090 $ 247,703 $ 141,316 Europe 1,052,004 931,735 758,812 Eliminations ( 21,552 ) ( 34,074 ) ( 9,983 ) $ 1,308,542 $ 1,145,364 $ 890,145 Additions to long-lived assets: United States $ 2,318 $ 2,711 $ 1,004 Europe 31,438 138,563 11,259 $ 33,756 $ 141,274 $ 12,263 Total long-lived assets: United States $ 61,539 $ 63,094 $ 40,656 Europe 423,999 334,033 217,766 $ 485,538 $ 397,127 $ 258,422 Deferred tax assets: United States $ 2,906 $ 870 $ 886 Europe 8,253 7,066 7,106 Eliminations — — 49 $ 11,159 $ 7,936 $ 8,041 United States export sales were approximately $ 169.1 million , $ 126.2 million and $ 71.5 million in 2022, 2021 and 2020, respectively. Consolidated net sales to customers by region are as follows: Consolidated net sales to customers by region are as follows: Year ended December 31, 2022 2021 2020 North America $ 431,900 $ 354,100 $ 193,500 Europe 333,400 271,600 180,200 Asia 152,700 128,000 79,700 Middle East 87,800 61,000 46,800 Central and South America 69,900 56,400 32,500 Other 11,000 8,400 6,300 $ 1,086,700 $ 879,500 $ 539,000 F- 29 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) Consolidated net sales to customers in major countries are as follows: Year Ended December 31, 2022 2021 2020 United States $ 420,900 $ 351,300 $ 187,300 France $ 44,800 $ 44,000 $ 37,600 Russia $ 33,964 $ 43,400 $ 14,100 United Kingdom $ 37,900 $ 38,500 $ 24,600 (16) Income Taxes The Company and its subsidiaries file income tax returns in the U.S. federal, and various states and foreign jurisdictions. The Company assessed its uncertain tax positions and determined that it has no material uncertain tax position at December 31, 2022. The components of income before income taxes consist of the following: Year ended December 31, 2022 2021 2020 U.S. operations $ 50,250 $ 34,742 $ 9,577 Foreign operations 143,969 116,277 59,772 $ 194,219 $ 151,019 $ 69,349 The provision for current and deferred income tax expense (benefit) consists of the following: Year ended December 31, 2022 2021 2020 Current: Federal $ 6,829 $ 4,825 $ 1,685 State and local 658 518 90 Foreign 39,458 36,164 17,024 46,945 41,507 18,799 Deferred: Federal ( 802 ) 4 ( 215 ) State and local ( 49 ) 11 44 Foreign ( 2,912 ) ( 530 ) 753 ( 3,763 ) ( 515 ) 582 Total income tax expense $ 43,182 $ 40,992 $ 19,381 F- 30 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are as follows: December 31, 2022 2021 Net deferred tax assets: Foreign net operating loss carry-forwards $ 554 $ 1,292 Inventory and accounts receivable 3,880 4,508 Profit sharing 2,871 3,787 Stock option compensation 716 732 Effect of inventory profit elimination 9,342 5,112 Other 266 407 Total gross deferred tax assets, net 17,629 15,838 Valuation allowance ( 554 ) ( 3,582 ) Net deferred tax assets 17,075 12,256 Deferred tax liabilities (long-term): Building expenses ( 1,356 ) ( 1,082 ) Trademarks and licenses ( 2,160 ) ( 2,551 ) Unrealized gain on marketable equity securities ( 1,745 ) ( 436 ) Other ( 655 ) ( 251 ) Total deferred tax liabilities ( 5,916 ) ( 4,320 ) Net deferred tax assets $ 11,159 $ 7,936 Valuation allowances have been provided for deferred tax assets relating to foreign net operating loss carry-forwards as future profitable operations from certain foreign subsidiaries might not be sufficient to realize the full amount of the deferred tax assets. No other valuation allowances have been provided as management believes that it is more likely than not that the asset will be realized in the reduction of future taxable income. The Company estimated of the effect of global intangible low-taxed income (“GILTI”) and has determined that it has no tax liability related to GILTI as of December 31, 2022, 2021 and 2020. The Company also estimated the effect of foreign derived intangible income (“FDII”) and recorded a tax benefit of approximately $ 1.5 million , $ 0.9 million and $ 0.3 million as of December 31, 2022, 2021 and 2020, respectively. The Company is no longer subject to U.S. federal, state, and local income tax examinations by tax authorities for years before 2019. F- 31 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) Differences between the United States federal statutory income tax rate and the effective income tax rate were as follows: Year ended December 31, 2022 2021 2020 Statutory rates 21.0 % 21.0 % 21.0 % State and local taxes, net of Federal benefit 0.2 0.3 0.2 Windfall benefit from exercise of stock options ( 0.4 ) ( 0.9 ) ( 0.6 ) Benefit of Foreign Derived Intangible Income ( 0.8 ) ( 0.6 ) ( 0.4 ) Effect of foreign taxes greater than U.S. statutory rates 3.1 7.4 7.5 Other ( 0.9 ) ( 0.1 ) 0.2 Effective rates 22.2 % 27.1 % 27.9 % (17) Accumulated Other Comprehensive Loss The components of accumulated other comprehensive loss consist of the following: Year ended December 31, 2022 2021 2020 Net derivative instruments, beginning of year $ ( 992 ) $ — $ 52 Net derivative instrument loss, net of tax 2,701 ( 992 ) ( 52 ) Net derivative instruments, end of year 1,709 ( 992 ) — Cumulative translation adjustments, beginning of year ( 37,440 ) ( 5,997 ) ( 39,905 ) Translation adjustments ( 20,325 ) ( 31,443 ) 33,908 Cumulative translation adjustments, end of year ( 57,765 ) ( 37,440 ) ( 5,997 ) Accumulated other comprehensive loss $ ( 56,056 ) $ ( 38,432 ) $ ( 5,997 ) F- 32 INTER PARFUMS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements December 31, 2022, 2021 and 2020 (In thousands except share and per share data) (18) Net Income Attributable to Inter Parfums, Inc. and Transfers from the Noncontrolling Interest Schedule of net income attributable to transfers from the noncontrolling interest Year ended December 31, 2022 2021 2020 Net income attributable to Inter Parfums, Inc. $ 120,938 $ 87,411 $ 38,219 Decrease in Inter Parfums, Inc.’s additional paid-in capital for subsidiary share transactions — — — Change from net income attributable to Inter Parfums, Inc. and transfers from noncontrolling interest $ 120,938 $ 87,411 $ 38,219 (19) Reconciliation of Cash and Cash Equivalents to the Statement of Cash Flows The following table summarizes cash and cash equivalents as of December 31, 2021: December 31, 2021 Cash and cash equivalents per balance sheet $ 159,613 Cash held in escrow included in other assets (see note 3) 8,774 Cash and cash equivalents per statement of cash flows $ 168,387 F- 33 Schedule II - Valuation and Qualifying Accounts Schedule II INTER PARFUMS, INC. AND SUBSIDIARIES Schedule of Valuation and Qualifying Accounts Valuation and Qualifying Accounts (In thousands) Column A Column B Column C Column D Column E Additions (1) (2) Description Balance at beginning of period Charged to costs and expenses Charged to other accounts – describe Deductions describe Balance at end of period Allowance for doubtful accounts: Year ended December 31, 2022 $ 2,247 2,353 1,134 (d) 1,044 (a) 4,690 Year ended December 31, 2021 $ 5,550 877 ( 843 )(d) 3,336 (a) 2,247 Year ended December 31, 2020 $ 2,452 4,824 381 (d) 2,107 (a) 5,550 Allowance for sales returns, net of inventory: Year ended December 31, 2022 $ 3,242 4,997 — 2,829 (b) 5,410 Year ended December 31, 2021 $ 2,242 3,042 — 2,042 (b) 3,242 Year ended December 31, 2020 $ 2,587 1,978 — 2,323 (b) 2,242 Inventory reserve: Year ended December 31, 2022 $ 15,777 8,742 ( 378 )(d) 12,710 (c) 11,431 Year ended December 31, 2021 $ 9,371 8,217 7,041 (d)(e) 8,852 (c) 15,777 Year ended December 31, 2020 $ 4,909 7,212 616 (d) 3,366 (c) 9,371 (a) Write-off of bad debts. (b) Write-off of sales returns. (c) Disposal of inventory (d) Foreign currency translation adjustment (e) Inventory reserves acquired of $7,639 See accompanying reports of independent registered public accounting firm. F- 34 SIGNATURES Pursuant to the requirements of Section 13 or 15 (d) 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. Inter Parfums, Inc. By: /s/ Jean Madar Jean Madar, Chief Executive Officer Date: February 28, 2023 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated: Signature Title Date /s/ Jean Madar Chairman of the Board of Directors Jean Madar and Chief Executive Officer February 28, 2023 /s/ Michel Atwood Michel Atwood Chief Financial Officer and Director February 28, 2023 /s/ Philippe Benacin Philippe Benacin Director February 24, 2023 /s/ Philippe Santi Philippe Santi Director February 24, 2023 /s/ François Heilbronn François Heilbronn Director February 24, 2023 /s/ Robert Bensoussan Robert Bensoussan Director February 24, 2023 /s/ Patrick Choël Patrick Choël Director February 24, 2023 Michel Dyens Director February __, 2023 /s/ Veronique Gabai-Pinsky Veronique Gabai-Pinsky Director February 24, 2023 /s/ Gilbert Harrison Gilbert Harrison Director February 24, 2023 Exhibit Index The following documents previously filed with the Commission are incorporated by reference to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017: Exhibit No. Description 10.166 Form of Option Agreement for Options Granted to Executive Officers on December 29, 2017 with Schedule of Option Holders and Options Granted 10.167 Form of Option Agreement for Options Granted to Executive Officers on January 19, 2018 with Schedule of Option Holders and Options Granted The following documents previously filed with the Commission are incorporated by reference to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018: Exhibit No. Description 10.156 Consulting Agreement with Jean Madar Holding SAS 10.168 Eighth Modification of Lease for portions of 551 5 th Avenue, New York, NY 10.168.1 Exhibits to Eighth Modification of Lease for portions of 551 5 th Avenue, New York, NY 10.169 Fourth Amendment to Lease for 60 Stults Road, South Brunswick, NJ 10.171 Form of Option Agreement for Options Granted to Executive Officers on December 31, 2018 with Schedule of Option Holders and Options Granted The following document previously filed with the Commission is incorporated by reference to the Company’s Current Report on Form 8-K as filed on February 7, 2020: Exhibit No. Description 10.171 Form of Amendment to Consulting Agreement for Jean Madar Holding SAS 81 The following documents previously filed with the Commission are incorporated by reference to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019: Exhibit No. Description 10.160 Consulting Agreement with Philippe Benacin Holding SAS 3.1.1 Restated Certificate of Incorporation dated September 3, 1987 3.1.2 Amendment to Restated Certificate of Incorporation dated July 31, 1992 3.1.3 Amendment to Restated Certificate of Incorporation dated July 9, 1993 3.1.4 Amendment to Restated Certificate of Incorporation, as amended, dated July 13, 1999 3.1.5 Amendment to Restated Certificate of Incorporation, as amended, dated July 12, 2000 3.1.6 Amendment to Restated Certificate of Incorporation dated August 6, 2004 3.3 Articles of Incorporation of Inter Parfums Holdings, S.A. 3.3.1 Articles of Incorporation of Inter Parfums Holdings, S.A. (English translation) 3.4 Articles of Incorporation of Interparfums SA 3.4.1 Articles of Incorporation of Interparfums SA (English translation) 10.25 Employment Agreement between the Company and Philippe Benacin dated July 29, 1991 10.26 Lease for portion of 15th Floor, 551 Fifth Avenue, New York, New York 10.61 Lease for 60 Stults Road, South Brunswick, NJ between Forsgate Industrial Complex, LP, and Jean Philippe Fragrances, Inc. dated July 10, 1995 10.61.1 Third Amendment to Lease for 60 Stults Road, South Brunswick, NJ 10.172 Form of Option Agreement for Options Granted to Executive Officers on December 31, 2019 with Schedule of Option Holders and Options Granted 10.173 Lease for Interparfums SA Distribution Center (confidential information in this exhibit was omitted) The following documents previously filed with the Commission are incorporated by reference to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020: Exhibit No. Description 23 Consent of Mazars USA LLP 31.1 Certification Required by Rule 13a-14 of Chief Executive Officer 31.2 Certification Required by Rule 13a-14 of Chief Financial Officer 32.1 Certification Required by Section 906 of the Sarbanes-Oxley Act by Chief Executive Officer 32.2 Certification Required by Section 906 of the Sarbanes-Oxley Act by Chief Executive Officer 101 Interactive data files 82 The following documents previously filed with the Commission are incorporated by reference to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021: Exhibit No. Description 4.33 2016 Stock Option Plan 21 List of Subsidiaries 23 Consent of Mazars USA LLP 31.1 Certification Required by Rule 13a-14 of Chief Executive Officer 31.2 Certification Required by Rule 13a-14 of Chief Financial Officer 32.1 Certification Required by Section 906 of the Sarbanes-Oxley Act by Chief Executive Officer 32.2 Certification Required by Section 906 of the Sarbanes-Oxley Act by Chief Executive Officer Exhibits Filed and Attached to this report: The following documents are filed with this report, the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022: Exhibit No. Description Page Nos. 21 List of Subsidiaries 23 Consent of Mazars USA LLP 31.1 Certification Required by Rule 13a-14 of Chief Executive Officer 31.2 Certification Required by Rule 13a-14 of Chief Financial Officer 32.1 Certification Required by Section 906 of the Sarbanes-Oxley Act by Chief Executive Officer 32.2 Certification Required by Section 906 of the Sarbanes-Oxley Act by Chief Executive Officer 83