Robert Galvin - 04 Aug 2021 Form 4 Insider Report for ICONIX BRAND GROUP, INC.

Role: President and CEO, Director
Signature: /s/ John McClain, Attorney-in-Fact
Issuer symbol: N/A
Transactions as of: 04 Aug 2021
Net transactions value: -$1,545,831
Form type: 4
Filing time: 05 Aug 2021, 20:03:04 UTC
Previous filing: 03 Aug 2021
Next filing: 02 Nov 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ICON	Common Stock	Disposition pursuant to a tender of shares in a change of control transaction	$1,545,831	-490,740	-100%	$3.15	0	04 Aug 2021	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ICON	Restricted Stock Units	Disposition pursuant to a tender of shares in a change of control transaction	$0	-282,541	-100%	$0.000000^*	0	04 Aug 2021	Common Stock	282,541		Direct	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Disposed of pursuant to the closing, on August 4, 2021, of a cash tender offer by Iconix Merger Sub Inc. ("Merger Sub"), a wholly owned subsidiary of Iconix Acquisition LLC ("Parent").
F2	Each restricted stock unit represents a contingent right to receive one share of Common Stock of the Issuer.
F3	The reporting person's unvested restricted stock units became fully vested, were cancelled, and in exchange therefore, the reporting person received (without interest) $3.15 per restricted stock unit, less applicable taxes, as set forth in the Agreement and Plan of Merger, dated as of June 11, 2021, by and among the Issuer, Parent and Merger Sub.