G-III APPAREL GROUP, LTD. (NASDAQ:GIII) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01

On March 13, 2017, the Compensation Committee of our Board of
Directors made a special one-time award to certain key executives
in connection with the acquisition of Donna Karan International
Inc. One-half of the amount of each award will be paid in cash
and the other half will be made in the form of performance-based
Restricted Stock Units (RSUs). The Compensation Committee
believes that the acquisition was a transformative event for
G-III and that it was appropriate to recognize the roles played
by the Companys key executives in consummating this acquisition.

The total value of the special award made to each key executive
officer (one-half as cash and one-half as RSUs) is as follows:
Morris Goldfarb, Chairman and Chief Executive Officer-$4,000,000;
Sammy Aaron, Vice Chairman and President-$2,500,000; Wayne S.
Miller, Chief Operating Officer-$550,000; Neal S. Nackman, Chief
Financial Officer-$200,000; and Jeffrey Goldfarb, Executive Vice
President-$350,000.

The RSUs will be issued to our 2015 Long-Term Incentive Plan, as
amended (the 2015 Plan). The number of shares covered by each RSU
will be determined by dividing the dollar amount of the RSU award
(one-half of each special award) by the closing price of our
common stock on the second trading day after release of our
earnings for the fiscal year ended January 31, 2017.

Each RSU award will be subject to performance-based and
time-based vesting conditions. The performance-based vesting
condition will be satisfied if (and only if) either the
performance goal in clause (a) or (b) (each, a Performance
Condition) is attained:

(a) the amount of the consolidated earnings before interest and
financing charges, net, depreciation, amortization and income tax
expense of the Donna Karan business is at least $25,000,000 in
either the fiscal year ending January 31, 2018, January 31, 2019
or January 31, 2020; or

(b) the average closing price per share of our common stock on
the Nasdaq Global Select Market over a twenty consecutive trading
day period (i) during the period beginning on the date of grant
and ending on or prior to March 28, 2019 is at least $30.00
(which is approximately 23% above the closing price on the
trading date prior to the date of the Compensation Committee
meeting at which the special awards were made) or (ii) if the
stock price performance condition in clause (b) is not satisfied,
during the period beginning subsequent to March 28, 2019 and
ending on or prior to March 28, 2020 is at least $31.50 (which is
approximately 29% above the closing price on the trading date
prior to the Compensation Committee meeting at which the special
awards were made).

If either of the Performance Conditions is met, then, the RSUs
will become vested as to one-third of the shares on each of March
28, 2018, March 28, 2019 and March 28, 2020 (the Time-Based
Vesting Condition), subject to each executives continuous
employment or service with us through the applicable Time-Based
Vesting Condition date.

If neither of the Performance Conditions is satisfied, we will
not issue any shares of common stock to the RSU awards. If one of
the Performance Conditions is satisfied

after the first Time-Based Vesting Condition date (March 28,
2018), then, at the time the Performance Condition is met, we
will issue the shares of common stock that would have been issued
on any prior Time-Based Vesting Condition date as if the
Performance Condition had been met on or prior to that date.

The number of shares of common stock to which any unvested RSUs
relate will be subject to appropriate adjustment in the event of
stock splits, stock dividends and other extraordinary corporate
events.

A copy of the form of Restricted Stock Unit Agreement for these
grants under the 2015 Plan is filed herewith as Exhibit 10.1.

Item 5.02Departure of Directors or
Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.

(e) See Item 1.01 Entry into a Material Definitive Agreement
above with respect to restricted stock unit grants to Morris
Goldfarb, Sammy Aaron, Wayne S. Miller, Neal S. Nackman and
Jeffrey Goldfarb.

About G-III APPAREL GROUP, LTD. (NASDAQ:GIII)

G-III Apparel Group, Ltd. designs, manufactures and markets a range of apparel products. The Company operates through two segments: wholesale operations and retail operations. Its apparel products include outerwear, dresses, sportswear, swimwear, women’s suits and women’s performance wear, as well as women’s handbags, footwear, small leather goods, cold weather accessories and luggage. The Company’s owned brands include Donna Karan, DKNY, DKNY Jeans, Vilebrequin, G-III Sports by Carl Banks, Eliza J, Black Rivet and Jessica Howard. It has fashion licenses under the Calvin Klein, Tommy Hilfiger, Karl Lagerfeld, Kenneth Cole, Cole Haan and Dockers brands. Through its team sports business, it has licenses with the National Football League, National Basketball Association, Major League Baseball and National Hockey League. It also operates retail stores under the Donna Karan, Wilsons Leather, Bass, G.H. Bass & Co., Vilebrequin and Calvin Klein Performance names.

G-III APPAREL GROUP, LTD. (NASDAQ:GIII) Recent Trading Information

G-III APPAREL GROUP, LTD. (NASDAQ:GIII) closed its last trading session down -0.49 at 24.42 with 491,128 shares trading hands.