SEC Form 4 · accession 0001243776-17-000004
PVH CORP. /DE/ · PVH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Emanuel Chirico
Officer — Chairman & CEO · Director
Period of report
Dec 13, 2017
Accepted (ET)
Dec 15, 2017 · 5:43 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000078239
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $1 par valueF1 | Dec 13, 2017 | M | 156,000 | $26.11 | A | 298,679 | D | |
| Common Stock, $1 par valueF1 | Dec 13, 2017 | M | 58,433 | $28.46 | A | 357,112 | D | |
| Common Stock, $1 par valueF2,F3,F1 | Dec 13, 2017 | S | 82,688 | $133.4486 | D | 274,444 | D | |
| Common Stock, $1 par valueF4,F1 | Dec 13, 2017 | S | 90,309 | $132.7656 | D | 184,135 | D | |
| Common Stock, $1 par valueF5,F1 | Dec 13, 2017 | G | 37,824 | $0.00 | D | 146,311 | D | |
| Common Stock, $1 par valueF1 | Dec 14, 2017 | M | 243,567 | $28.46 | A | 389,878 | D | |
| Common Stock, $1 par valueF6,F1 | Dec 14, 2017 | S | 76,457 | $132.7575 | D | 313,421 | D | |
| Common Stock, $1 par valueF7,F1 | Dec 14, 2017 | S | 72,619 | $131.9938 | D | 240,802 | D | |
| Common Stock, $1 par valueF8,F1 | Dec 14, 2017 | S | 48,254 | $131.2145 | D | 192,548 | D | |
| Common Stock, $1 par value | holding | — | — | — | 9,358 | I | By 401(k) plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option (Right to Buy)F9 | $26.11 | Dec 13, 2017 | M | 156,000 | D | — | Apr 16, 2019 | Common Stock, $1 par value. | 156,000 | 0 | D |
| Option (Right to Buy)F10 | $28.46 | Dec 13, 2017 | M | 58,433 | D | — | Jun 25, 2019 | Common Stock, $1 par value. | 58,433 | 243,567 | D |
| Option (Right to Buy)F10 | $28.46 | Dec 14, 2017 | M | 243,567 | D | — | Jun 25, 2019 | Common Stock, $1 par value. | 243,567 | 0 | D |
Explanation of responses
- F1Includes 48,886 shares of Common Stock subject to awards of restricted stock units.
- F10This was part of an option grant to acquire 302,000 shares. 37,750 shares became exercisable on each of 6/25/11 and 6/25/15, and an additional 75,500 shares became exercisable on each of 6/25/12, 6/25/13 and 6/25/14.
- F2A portion of the proceeds from the sales reported on this form were sold to pay the exercise price and related taxes for the options set forth on Table II.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $133.12 to $134.11, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $132.61 to $133.11, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F5Gift to charitable trust.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $132.40 to $133.39, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $131.41 to $132.3901, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $130.81 to $131.40, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F9Options to acquire 39,000 shares became exercisable on each of 4/16/10, 4/16/11, 4/16/12 and 4/16/13.