Capri Holdings Ltd — Director's Dealing 2013

Apr 19, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Michael Kors Holdings Ltd (KORS)
CIK: 0001530721
Period of Report: 2013-04-18

Reporting Person: IDOL JOHN D (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-04-18	Ordinary shares, no par value	G	1500000	—	Disposed	343243	Direct
2013-04-18	Ordinary shares, no par value	G	750000	—	Acquired	750000	Indirect
2013-04-18	Ordinary shares, no par value	G	750000	—	Acquired	750000	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Ordinary shares, no par value	125000	Direct
Ordinary shares, no par value	95000	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee share option (right to buy)	$2.6316	2020-02-18	Ordinary shares, no par value (491426)	491426	Direct
Employee share option (right to buy)	$5.00	2021-03-25	Ordinary shares, no par value (456000)	456000	Direct
Employee share option (right to buy)	$20.00	2018-12-14	Ordinary shares, no par value (387597)	387597	Direct

Footnotes

F1: Reflects a bona fide gift by Mr. Idol for no consideration to certain grantor retained annuity trusts ("GRATS") for the benefit of Mr. Idol's children of which Mr. Idol is the grantor but is not the trustee. As the grantor, Mr. Idol retains a pecuniary interest in the GRATS and may be deemed to beneficially own the ordinary shares held by the GRATS.

F2: Represents restricted shares granted pursuant to the Michael Kors Holdings Limited Omnibus Incentive Plan (the "Incentive Plan). 1/3 of these restricted shares will vest annually on each of December 14, 2013, 2014 and 2015, respectively, subject to grantee's continued employment with the Company through the vesting date.

F3: Granted on February 18, 2010 pursuant to the Amended and Restated Michael Kors (USA), Inc. Stock Option Plan (the "Option Plan"). These share options vest in full 10-years from the date of grant if the Company's shareholder net equity has increased by at least 20% per annum during such 10-year period. These share options may also vest on an accelerated basis if the pre-established annual performance goal (tied to annual divisional pre-tax profit) for the year has been met, in each case, subject to the grantee's continued employment with the Company through the vesting date. As a result, if the annual performance goal is attained for Fiscal 2013 and/or Fiscal 2014, then 50% of these share options will vest on or about the date the audit of the financial statements of the Company for the fiscal years ended March 30, 2013 and March 29, 2014, respectively, is completed.

F4: Granted on March 25, 2011 pursuant to the Option Plan. These share options vest in full 10-years from the date of grant if the Company's shareholder net equity has increased by at least 20% per annum during such 10-year period. These share options may also vest on an accelerated basis if the pre-established annual performance goal (tied to annual divisional pre-tax profit) for the year has been met, in each case, subject to the grantee's continued employment with the Company through the vesting date. As a result, if the annual performance goal is attained for Fiscal 2013, Fiscal 2014 and/or Fiscal 2015, then 1/3 of these share options will vest on or about the date the audit of the financial statements of the Company for the fiscal years ended March 30, 2013, March 29, 2014, and March 28, 2015, respectively, is completed.

F5: Granted on December 14, 2011 pursuant to the Incentive Plan. 96,900 share options are immediately exercisable. 1/3 of the remaining unvested share options will vest annually on each of December 14, 2013, 2014 and 2015, respectively, subject to grantee's continued employment with the Company through the vesting date.