MARCIANO MAURICE → GUESS INC

Item 4 is hereby amended and supplemented by the addition of the following: On March 13, 2025, WHP Global through its affiliate WHP Investments, LLC submitted a non-binding proposal (the "Proposal") to the Board concerning a potential transaction (the "Proposed Transaction"), pursuant to which, among other things, all outstanding shares of Common Stock (except shares held by the Reporting Person, Paul Marciano and Carlos Alberini) would be acquired in a "take private" transaction for $13.00 per share in cash. The Proposal also indicated that WHP Global would require, as a condition to the Proposed Transaction, that certain of the Issuer's existing shareholders, including the Reporting Person, Paul Marciano and Carlos Alberini, each rollover all of their shares of Common Stock (or reinvest all of their cash proceeds from the Proposed Transaction). WHP Global indicated that its Proposal is conditioned upon a special committee comprised of fully independent and disinterested directors of the Board (the "Special Committee") being formed to consider the Proposed Transaction and the Special Committee, advised by independent legal and financial advisors, being fully empowered to objectively and independently consider the Proposed Transaction (including to negotiate with WHP Global and each of the Reporting Person, Paul Marciano and Carlos Alberini at arm's length and to accept or reject the proposed terms) and ultimately make a recommendation regarding the Proposal to the Board. WHP Global indicated that it would not move forward with the Proposed Transaction unless it is negotiated at arm's-length with, and recommended to the Board by, the Special Committee. WHP Global also stated that the Proposed Transaction is subject to various assumptions regarding the Issuer's shares, financial position and operations, but that it would not be subject to a financing condition of any kind. The Reporting Person has engaged in preliminary, high-level discussions with WHP Global regarding the Proposed Transaction. In the preliminary, high-level discussions, the Reporting Person conveyed to WHP Global that the Reporting Person currently would not support any Proposed Transaction unless the Reporting Person is permitted to rollover or reinvest all of his shares of Common Stock in the Proposed Transaction, the Proposed Transaction is not subject to the approval of a "majority of the minority" of the Common Stock and the Proposed Transaction is negotiated at arm's-length with, and recommended to the Board by, a Special Committee. The Reporting Person has not entered into any agreement with WHP Global or any other person with respect to the Proposal. Following formation of, and consultation with, the Special Committee, the Reporting Person intends to engage in discussions with WHP Global and the Special Committee regarding the transactions contemplated by the Proposal, including the participation by the Reporting Person therein. The Reporting Person does not intend to engage in discussions concerning potential transactions involving the Issuer with persons other than WHP Global at this time. The Reporting Person intends to remain as a long-term stockholder, regardless of the outcome of the Proposal. The Proposal does not create any legal obligations on the Reporting Person, and no such obligations will arise unless and until definitive transaction documentation with the Issuer and/or WHP Global has been executed and delivered. This Schedule 13D is not an offer to purchase or a solicitation of an offer to sell any securities. The Reporting Person does not intend to provide additional disclosures regarding the Proposal or his potential participation therein until a definitive agreement has been reached or unless disclosure is otherwise required under applicable U.S. securities laws. The Reporting Person believes that the Proposal may result in one or more of the transactions, events or actions specified in clauses (a) through (j) of Item 4 of Schedule 13D, including, without limitation, an acquisition of additional securities of the Issuer, an extraordinary corporate transaction (such as a merger) involving the Issuer, delisting of the Common Stock from the New York Stock Exchange and other material changes in the Issuer's business or corporate structure. There can be no assurance that the foregoing, or anything related to the Proposal, will result in any definitive agreement, transaction or any other strategic alternative, or whether or when any of the foregoing may occur. Notwithstanding the foregoing, the Reporting Person may determine to accelerate or terminate discussions with WHP Global and/or the Special Committee with respect to the Proposal, take any action to facilitate or increase the likelihood of consummation of the Proposal, or change his intentions with respect to any such matters, in each case, at any time. The Reporting Person will, directly or indirectly, take such additional steps as he may deem appropriate with res