G III APPAREL GROUP LTD /DE/ — Director's Dealing 2012

Oct 10, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: G III APPAREL GROUP LTD /DE/ (GIII)
CIK: 0000821002
Period of Report: 2012-10-05

Reporting Person: NACKMAN NEAL (Chief Financial Officer/Treas)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-10-05	Common Stock, Par Value $.01 Per Share	A	10000	—	Acquired	30807	Direct

Footnotes

F1: The above-named person will be entitled to receive these shares of our common stock only if (a) the average closing price per share of our common stock on the Nasdaq Global Select Market is $42.78 (which is 15% above the closing price of our common stock on the Nasdaq Global Select Market on the date of grant) or higher over a twenty consecutive trading day period during the five-year period commencing on October 6, 2012 and ending on October 5, 2017 and (b) our consolidated earnings after taxes, as adjusted for acquisition costs, exceeds $53 million in any of the fiscal years ending January 31, 2013, 2014, 2015, 2016 or 2017. In addition, the right to receive these shares of common stock will become vested at an annual rate of 25% beginning on the second anniversary of the date of grant.