Capri Holdings Ltd — Director's Dealing 2023

Jun 20, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Capri Holdings Ltd (CPRI)
CIK: 0001530721
Period of Report: 2023-06-15

Reporting Person: Edwards Thomas Jr. (EVP, CFO & COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-06-15	Ordinary shares, no par value	M	29394	—	Acquired	156713	Direct
2023-06-15	Ordinary shares, no par value	F	15036	$36.82	Disposed	141677	Direct
2023-06-15	Ordinary shares, no par value	M	18238	—	Acquired	159915	Direct
2023-06-15	Ordinary shares, no par value	F	9329	$36.82	Disposed	150586	Direct
2023-06-15	Ordinary shares, no par value	M	10547	—	Acquired	161133	Direct
2023-06-15	Ordinary shares, no par value	F	5395	$36.82	Disposed	155738	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-06-15	Restricted share units	$0	M	29394	Disposed		Ordinary shares, no par value (29394)	Direct
2023-06-15	Restricted share units	$0	M	18238	Disposed		Ordinary shares, no par value (18238)	Direct
2023-06-15	Restricted share units	$0	M	10547	Disposed		Ordinary shares, no par value (10547)	Direct
2023-06-15	Restricted share units	$0	A	40739	Acquired		Ordinary shares, no par value (40739)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted share units	$0		Ordinary shares, no par value (5537)	5537	Direct
Employee share option (right to buy)	$67.52	2025-06-15	Ordinary shares, no par value (12250)	12250	Direct

Footnotes

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

F2: Represents shares withheld by the Company to cover tax withholding obligations upon vesting.

F3: Immediately exercisable.

F4: The RSUs do not expire.

F5: Settlement of this award will be satisfied through the issuance of one ordinary share for each vested RSU.

F6: Granted on June 15, 2021 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, 2022, 2023, and 2024, 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.

F7: Granted on June 15, 2022 pursuant to 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.

F8: 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.

F9: Granted on June 17, 2019 pursuant to the Incentive Plan. The securities underlying the total number of RSUs originally granted will vest 25% each year on June 17, 2020, 2021, 2022 and 2023, 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.