SEC Form 4 · accession 0001245937-15-000001
PVH CORP. /DE/ · PVH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Francis K Duane
Officer — CEO, Wholesale Apparel
Period of report
Apr 2, 2015
Accepted (ET)
Apr 6, 2015 · 5:00 pm EDT
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,F2 | Apr 2, 2015 | A | 4,188 | $0.00 | A | 30,558 | D | |
| Common Stock, $1 par valueF3,F2 | Apr 3, 2015 | A | 2,780 | $0.00 | A | 33,338 | D | |
| Common Stock, $1 par valueF4,F2 | Apr 3, 2015 | F | 1,171 | $107.47 | D | 32,167 | D | |
| Common Stock, $1 par valueF5,F6 | Apr 5, 2015 | F | 403 | $107.47 | D | 31,764 | D | |
| Common Stock, $1 par value | holding | — | — | — | 2,189 | 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)F7,F8 | $107.47 | Apr 2, 2015 | A | 15,200 | A | — | Apr 2, 2025 | Common Stock, $1 par value | 15,200 | 15,200 | D |
Explanation of responses
- F1Represents shares subject to an award of restricted stock units. Each unit represents a contingent right to receive one share of Issuer's Common Stock. The units vest 25% (1,047 shares) on the second anniversary of grant, 25% (1,047 shares) on the third anniversary of grant and 50% (2,094 shares) on the fourth anniversary of grant. Vested shares are delivered as soon as practicable after they vest.
- F2Includes 17,677 shares of Common Stock subject to awards of restricted stock units.
- F3Represents shares received upon settlement of a performance share award.
- F4Represents shares withheld to satisfy the Reporting Person's tax obligations with the settlement of the performance share award described in Note (3) above.
- F5Represents shares withheld to satisfy the Reporting Person's tax obligations in connection with the vesting of 1,089 restricted stock units. The restricted stock units were reported as directly owned shares at the time they were granted.
- F6Includes 16,558 shares of Common Stock subject to awards of restricted stock units.
- F7All options exercisable for shares of Issuer's Common Stock, $1 par value.
- F8Options to acquire 3,800 shares become exercisable on each of 4/2/2016, 4/2/2017, 4/2/2018 and 4/2/2019.