Iconix Acquisition LLC - Jun 15, 2021 Form 3 Insider Report for ICONIX BRAND GROUP, INC. (ICON)

Role: 10%+ Owner
Signature: Iconix Acquisition LLC, By: Avram Glazer Irrevocable Exempt Trust, its sole member, By: /s/ Avram Glazer, Trustee
Stock symbol: ICON
Transactions as of: Jun 15, 2021
Transactions value $: $0
Form type: 3
Date filed: 6/25/2021, 05:17 PM

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
holding	ICON	Convertible Notes							Jun 15, 2021	Common Stock	5.6M		By Iconix Acquisition LLC	F1, F2

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

Explanation of Responses:

Id	Content
F1	The Convertible Notes are currently exercisable and will mature on August 15, 2023. The principal amount of the Convertible Notes is presently convertible at a fixed conversion price of $19.16 per share plus a make-whole premium, presently $2.99 per share, which is calculated based upon a 10-day volume weighted average price measured prior to the date of conversion.
F2	Mr. Glazer is the sole trustee of the Avram Glazer Irrevocable Exempt Trust, which is the sole member of Iconix Acquisition LLC, which is the record owner of the Convertible Notes. As such, Mr. Glazer and the Avram Glazer Irrevocable Exempt Trust may be deemed to share beneficial ownership over the securities beneficially owned by Iconix Acquisition.