Item 5.07 Submission of Matters to a Vote of Security Holders.

G-III Apparel Group, Ltd. (the "Company" or "G-III") held its Annual Meeting of Stockholders (the "2021 Annual Meeting") on June 10, 2021. A total of 45,364,763 shares were represented at the 2021 Annual Meeting and the Company's stockholders took the following actions:

Proposal No. 1: Election of Directors

The Company's stockholders elected each of the twelve nominees for director to serve until the next Annual Meeting of Stockholders and until their respective successors shall have been duly elected and qualified based on the following votes:

Name Votes For Votes Withheld Broker Non-Votes Morris Goldfarb 41,155,055 1,861,359 2,348,349 Sammy Aaron 40,731,684 2,284,730 2,348,349 Thomas J. Brosig 39,354,682 3,661,732 2,348,349 Alan Feller 40,411,912 2,604,502 2,348,349 Jeffrey Goldfarb 40,538,037 2,478,377 2,348,349 Victor Herrero 42,103,787 912,627 2,348,349 Robert L. Johnson 38,425,034 4,591,380 2,348,349 Jeanette Nostra 40,937,358 2,079,056 2,348,349 Laura Pomerantz 36,717,964 6,298,450 2,348,349 Willem van Bokhorst 35,200,094 7,816,320 2,348,349 Cheryl Vitali 42,559,654 456,760 2,348,349 Richard White 33,605,955 9,410,459 2,348,349

Proposal No. 2: Advisory Vote on Compensation of the Company's Named Executive Officers

The Company's stockholders cast an advisory (non-binding) vote on the compensation of the Company's named executive officers as follows:

Votes For Votes Against Abstentions Broker Non-Votes 16,589,063 26,372,219 55,132 2,348,349

G-III values the opinions of its stockholders and will continue to solicit their views on its executive compensation program. The Board of Directors and the Compensation Committee of the Board will consider the results of this advisory vote and its continuing stockholder outreach in making future decisions on named executive officer compensation.

Proposal No. 3: Vote to Approve the Amendment to the Company's 2015 Long-Term Incentive Plan

The Company's stockholders approved the amendment to the Company's 2015 Long-Term Incentive Plan, as amended (the "2015 Plan"), to increase the number of shares of common stock authorized for grant and issuance pursuant to awards under the 2015 Plan by 800,000 shares and increase the number of shares that may be issued to any Plan participant in any fiscal year from 400,000 to 800,000 based on the following votes:

Votes For Votes Against Abstentions Broker Non-Votes 31,892,384 11,074,471 49,559 2,348,349

A copy of the approved 2015 Plan, as amended, is attached to this Form 8-K as Exhibit 10.1.

Proposal No. 4: Ratification of Independent Registered Public Accounting Firm

The Company's stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2022 based on the following votes:




Votes For  Votes Against Abstentions Broker Non-Votes
44,437,035    922,305       5,423           -




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Item 9.01. Financial Statements and Exhibits.

(a)Financial Statements of Businesses Acquired.

None.

(b)Pro Forma Financial Information.

None.

(c)Shell Company Transactions

None.

(d)Exhibits.

10.1 2015 Long-Term Incentive Plan, as amended.

104Cover Page Interactive Data File (embedded within the Inline XBRL document).







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