Capri Holdings Ltd — Director's Dealing 2014

Dec 17, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Michael Kors Holdings Ltd (KORS)
CIK: 0001530721
Period of Report: 2014-12-15

Reporting Person: Reitman Stephen F (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-15	Ordinary shares, no par value	M	8400	—	Acquired	9400	Direct
2014-12-15	Ordinary shares, no par value	D	5400	$76.97	Disposed	4000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-12-15	Restricted share units	$0	M	8400	Disposed		Ordinary shares, no par value (8400)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted share units	$0		Ordinary shares, no par value (1841)	1841	Direct
Restricted share units	$0		Ordinary shares, no par value (2185)	2185	Direct
Restricted share units	$0		Ordinary shares, no par value (3501)	3501	Direct

Footnotes

F1: Each restricted share unit ("RSU") was the economic equivalent of one ordinary share. On December 15, 2014, 5,400 of the RSUs were settled for cash, and the remaining 3,000 were settled for an equal number of ordinary shares.

F2: Granted pursuant to the Michael Kors Holdings Limited Omnibus Incentive Plan (the "Incentive Plan"). The RSUs vest on the earliest of: (1) the one year anniversary of the date of grant, or (2) the Company's annual shareholder meeting that occurs in the calendar year following the date of grant, and will be settled upon vesting unless the reporting person elects to defer settlement to a later date. If the reporting person's service with the Company terminates prior to the first anniversary of the date of grant, the RSUs will vest pro-rata based on the number of days from the date of grant through and including the date of the reporting person's termination of service. The RSUs will also vest in full in the event of the reporting person's death or disability.

F3: The RSUs do not expire.

F4: Settlement of this award was deferred in accordance with the terms of the Incentive Plan and the applicable award agreement.

F5: Settlement of this award may be satisfied through the issuance of one ordinary share or cash equal to the fair market value of one ordinary share for each vested RSU (as determined by the Compensation Committee of the Company in its sole discretion).