- Amended Statement of Ownership (SC 13G/A)
February 13 2012 - 4:32PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 14)*
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G-III Apparel Group, Ltd.
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(Name of issuer)
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Common stock, $0.01 par value per share
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(Title of class of securities)
(CUSIP number)
(Date of event which requires filing of this statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨
Rule 13d-1(b)
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Rule 13d-1(c)
x
Rule 13d-1(d)
*
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The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for
any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
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The
information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see the Notes).
SCHEDULE 13G/A
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CUSIP No. 36237 H 101
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Page 2 of 6 Pages
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(1)
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Names of reporting persons
Morris Goldfarb
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(2)
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Check the appropriate box if a
member of a group (see instructions)
(a)
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(b)
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(3)
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SEC use only
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(4)
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Citizenship or place of
organization
United States
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Number of
shares
beneficially
owned by
each
reporting
person
with:
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(5)
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Sole voting power
2,812,936
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(6)
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Shared voting power
456,133
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(7)
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Sole dispositive power
2,812,936
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(8)
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Shared dispositive power
456,133
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(9)
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Aggregate amount beneficially
owned by each reporting person
3,269,069 shares, which includes (i)
108,375 shares owned by Goldfarb Family Partners L.L.C., of which the reporting person is the sole Manager, (ii) 40,000 shares owned by The Morris and Arlene Goldfarb Family Foundation, Inc., of which the reporting person is the President and
Treasurer, (iii) 441,300 shares owned jointly with the reporting persons spouse and (iv) 14,833 shares owned by the reporting persons spouse.
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(10)
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Check if the aggregate amount in
Row (9) excludes certain shares (see instructions)
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(11)
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Percent of class represented by
amount in Row (9)
16.5%
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(12)
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Type of reporting person (see
instructions)
IN
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SCHEDULE 13G/A
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CUSIP No. 36237 H 101
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Page 3 of 6 Pages
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Note:
This Schedule 13G/A reflects a statement of beneficial ownership of securities of the reporting person as of
December 31, 2011.
Item 1(a)
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Name of Issuer
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G-III Apparel Group, Ltd.
Item 1(b)
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Address of Issuers Principal Executive Offices
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512 Seventh Avenue
New York, New York 10018
Item 2(a)
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Name of Person Filing
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See Item 1 of the cover page attached hereto
Item 2(b)
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Address of Principal Business Office, or if none, Residence:
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c/o G-III Apparel Group, Ltd.
512 Seventh Avenue
New York, New York 10018
See Item 4 of the cover page attached hereto
Item 2(d)
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Title of Class of Securities
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Common stock, par value $0.01 (Common Stock)
36237 H 101
Item 3
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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Broker or dealer registered under Section 15 of the Act;
(b)
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Bank as defined in Section 3(a)(6) of the Act;
(c)
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Insurance company as defined in Section 3(a)(19) of the Act;
(d)
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Investment company registered under Section 8 of the Investment Company Act of
1940;
(e)
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An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f)
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An employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F);
(g)
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A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G);
SCHEDULE 13G/A
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CUSIP No. 36237 H 101
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Page 4 of 6 Pages
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(h)
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A savings association as defined in
Section 3(b) of the Federal Deposit Insurance Act;
(i)
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A church plan
that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940;
(j)
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Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Not Applicable
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(a)
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Amount beneficially owned:
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See Item 9 of the cover page attached hereto.
See
Item 11 of the cover page attached hereto. All calculations are based upon 19,768,297 shares of Common Stock outstanding on December 31, 2011 (excluding treasury shares). The foregoing information was provided by the Issuer.
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote: 2,812,936
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(ii)
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Shared power to vote or to direct the vote: 456,133
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(iii)
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Sole power to dispose or to direct the disposition of: 2,812,936
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(iv)
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Shared power to dispose or to direct the disposition of: 456,133
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Item 5
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Ownership of Five Percent or Less of a Class
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the
following
¨
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Item 6
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Ownership of More than Five Percent on Behalf of Another Person
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Not Applicable
SCHEDULE 13G/A
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CUSIP No. 36237 H 101
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Page 5 of 6 Pages
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Item 7
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company:
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Not Applicable
Item 8
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Identification and Classification of Members of the Group
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Not Applicable
Item 9
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Notice of Dissolution of Group
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Not Applicable
Not
Applicable
SCHEDULE 13G/A
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CUSIP No. 36237 H 101
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Page 6 of 6 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
February 13, 2012
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/s/ MORRIS GOLDFARB
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Morris Goldfarb
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