G-III Apparel Group Ltd 2024年度报告

FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934For the fiscal year ended January 31, 2025ORTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934For the transition period fromtoCommission file number 0-18183 G-III APPAREL GROUP, LTD. (Exact name of registrant as specified in its charter) Delaware(State or other jurisdiction ofincorporation or organization)512 Seventh Avenue, New York, New York(Address of principal executive offices)41-1590959(I.R.S. EmployerIdentification No.)10018(Zip Code) Registrant’s telephone number, including area code:(212) 403-0500Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act:None. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes ☐ No ☐ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Actof 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subjectto such filing requirements for the past 90 days. Yes ☐ No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was requiredto submit such files). Yes ☐ No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See the definitions of“large accelerated filer,” “accelerated filer,” “smaller reporting company” and“emerging growth company” in Rule 12b-2 of the Exchange Act. Accelerated filer ☐Smaller reporting company ☐Emerging growth company ☐ Large accelerated filer ☐Non-accelerated filer ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying withany new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accountingfirm that prepared or issued its audit report. ☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant includedin the filing reflect the correction of an error to previously issued financial statements. ☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensationreceived by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act) Yes ☐ No ☐ As of July 31, 2024, the aggregate market value of the registrant’s voting stock held by non-affiliates of the registrant (based on the last sale pricefor such shares as quoted by the Nasdaq Global Select Market) was approximately $1,461,813,535. Documents incorporated by reference: Certain portions of the registrant’s definitive Proxy Statement relating to the registrant’s Annual Meetingof Stockholders to be held on or about June 12, 2025, to be filed pursuant to Regulation 14A of the Securities Exchange Act of 1934 with theSecurities and Exchange Commission, are incorporated by reference into Part III of this Report. FORWARD-LOOKING STATEMENTS Various statements contained in this Annual Report on Form 10-K or in future filings by us with the Securities andExchange Commission (the “SEC”), in our press releases and in oral statements made from time to time by us or onour behalf constitute “forward-looking statements” within the meaning of the Private Securities Litigation ReformAct of 1995. Forward-looking statements are based on current expectations and are indicated by words or phrasessuch as “anticipate,” “estimate,” “expect,” “will,” “project,” “believe,” “envision,” “forecast” and similar words orphrases and involve known and unknown risks, uncertainties and other factors that may cause actual results,performance or achievements to be materially different from the expected results, performance or achievementsexpressedin or implied by such forward-looking statements.Forward-looking statements also includerepresentations of our expectations or beliefs concerning future events t