Capri Holdings Ltd — Director's Dealing 2023

Dec 21, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Capri Holdings Ltd (CPRI)
CIK: 0001530721
Period of Report: 2023-12-18

Reporting Person: Hendricks Jenna (SVP, Chief People Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-12-18	Ordinary shares, no par value	M	20333	—	Acquired	63725	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-12-18	Restricted share units	$0	M	9119	Disposed		Ordinary shares, no par value (9119)	Direct
2023-12-18	Restricted share units	$0	M	5273	Disposed		Ordinary shares, no par value (5273)	Direct
2023-12-18	Restricted share units	$0	M	5941	Disposed		Ordinary shares, no par value (5941)	Direct

Footnotes

F1: Respresents settlement of restricted share units ("RSUs") through the issuance of one ordinary share for each vested RSU.

F2: Reflects the accelerated vesting of time-based RSU awards that were otherwise scheduled to vest in 2024 for the purpose of reducing or eliminating the excise tax imposed under Sections 280G and 4999 of the Internal Revenue Code of 1986, as amended, that would be imposed on amounts payable to the Reporting Person in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of August 10, 2023, by and among Tapestry, Inc., Sunrise Merger Sub, Inc., and the Company.

F3: The RSUs do not expire.

F4: Settlement of this award will be satisfied through the issuance of one ordinary share for each vested RSU.

F5: Granted on June 15, 2022 pursuant to the Capri Holdings Limited Third Amended and Restated Incentive Plan (the "Incentive Plan"). The securities underlying the total number of RSUs originally granted will vest 1/3 each year on June 15, 2023, 2024 and 2025, respectively, subject to grantee's continued employment with the Company through the vesting date unless the grantee dies, becomes permanently disabled or is retirement eligible under the Incentive Plan.

F6: Granted on June 15, 2023 pursuant to the Incentive Plan. The securities underlying the total number of RSUs originally granted will vest 25% each year on June 15, 2024, 2025, 2026, and 2027, respectively, subject to grantee's continued employment with the Company through the vesting date unless the grantee dies, becomes permanently disabled or is retirement eligible under the Incentive Plan.