Capri Holdings Completes Versace Acquisition, Announces Executive Changes

Ticker: CPRI · Form: 8-K · Filed: 2025-12-02T00:00:00.000Z

Sentiment: neutral

Topics: acquisition, executive-changes, regulation-fd

Related Tickers: CPRI

TL;DR

Capri Holdings bought Versace, changed some execs, and filed the paperwork. Big luxury shakeup!

AI Summary

Capri Holdings Ltd. announced on December 2, 2025, the completion of its acquisition of Versace. The company also reported changes in its board of directors and executive officers, including the appointment of new officers and the establishment of new compensatory arrangements. Additionally, Capri Holdings provided a Regulation FD disclosure and filed financial statements and exhibits related to these events.

Why It Matters

This filing signifies a major strategic move for Capri Holdings, integrating the luxury brand Versace and potentially impacting its market position and financial performance. The executive changes suggest a restructuring or integration plan following the acquisition.

Risk Assessment

Risk Level: medium — The acquisition of a major brand like Versace introduces integration risks and potential financial complexities, while executive changes can signal internal shifts that may affect future strategy.

Key Players & Entities

FAQ

What was the effective date of the acquisition of Versace by Capri Holdings?

The filing indicates that the earliest event reported, which includes the completion of the acquisition, was on December 2, 2025.

What are the main items reported in this 8-K filing?

The filing covers the completion of an acquisition or disposition of assets, departure/election of directors and officers, compensatory arrangements, Regulation FD disclosure, and financial statements/exhibits.

What is Capri Holdings' principal executive office address?

Capri Holdings' principal executive offices are located at 90 Whitfield Street, 2nd Floor, London, United Kingdom, W1T 4EZ.

When was Capri Holdings incorporated and what is its fiscal year end?

Capri Holdings was incorporated in British Virgin Islands and its fiscal year ends on March 29.

What was Capri Holdings' former company name?

Capri Holdings' former company name was Michael Kors Holdings Ltd, with a date of name change on September 20, 2011.

Filing Stats: 777 words · 3 min read · ~3 pages · Grade level 11.4 · Accepted 2025-12-02 06:03:40

Key Financial Figures

Filing Documents

01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS

ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS. On December 2, 2025, Capri Holdings Limited ("the Company") completed the previously disclosed sale of certain subsidiaries of the Company which operated its Versace business to Prada S.p.A ("Prada") for an aggregate purchase price of $1.375 billion in cash, subject to certain adjustments, including for net indebtedness, working capital and transaction expenses. The transaction was consummated pursuant to the Stock Purchase Agreement, dated April 10, 2025, between the Company and Prada. ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. On December 2, 2025, the Company entered into a retention and performance bonus agreement (the "Retention Agreement") with Krista McDonough, Chief Legal and Sustainability Officer, in order to incentivize Ms. McDonough to remain employed with the Company and to recognize her substantial contributions in connection with the recent sale of Versace. Subject to the terms and conditions set forth in the Retention Agreement, the Company will provide Ms. McDonough with a retention bonus in the amount of $325,000 (the "Retention Bonus") payable in a lump sum in the earliest practicable pay period following the date of the Retention Agreement. Ms. McDonough will be obligated to repay to the Company the gross amount of the Retention Bonus if she terminates her employment (other than for good reason or due to death or disability) or the Company terminates her employment for cause prior to the date that is twelve (12) months following the date the Retention Bonus was paid to her. Ms. McDonough's repayment obligation will terminate upon a change in control of the Company.

01 REGULATION FD DISCLOSURE

ITEM 7.01 REGULATION FD DISCLOSURE. On December 2, 2025, the Company issued a press release with respect to the closing of the transaction. A copy of the press release is attached to this Current Report on Form 8-K under Exhibit 99.1.

01 FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (b) Pro Forma Financial Information. The following unaudited pro forma condensed consolidated financial statements of Capri Holdings, Ltd. reflecting the sale of the Versace business are filed as Exhibit 99.2 to this Current Report on Form 8-K: Unaudited Pro Forma Condensed Consolidated Balance Sheet as of September 27, 2025; Unaudited Pro Forma Condensed Consolidated Statements of Operations for the six months ended September 27, 2025 and for the fiscal years ended March 29, 2025, March 30, 2024 and April 1, 2023. (d) Exhibits. Exhibit No. 99.1 Press Release issued by Capri Holdings Limited, dated December 2, 2025 99. 2 Unaudited Pro Forma Condensed Consolidated Financial Information 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CAPRI HOLDINGS LIMITED Date: December 2, 2025 By: /s/ Rajal Mehta Name: Rajal Mehta Title: Interim Chief Financial Officer

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