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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Option (Right to Buy) | $ 156.73 | 04/06/2018 | A | 16,000 | (7) | 04/06/2028 | Common Stock, $1 par value. | 16,000 | $ 0 | 16,000 | D | ||||
Option (Right to Buy) | $ 115.05 | 04/09/2018 | M | 9,281 | (8) | 05/01/2023 | Common Stock, $1 par value. | 9,281 | $ 0 | 3,819 | D | ||||
Option (Right to Buy) | $ 115.05 | 04/10/2018 | M | 3,819 | (8) | 05/01/2023 | Common Stock, $1 par value. | 3,819 | $ 0 | 0 | D | ||||
Option (Right to Buy) | $ 124.53 | 04/10/2018 | M | 12,100 | (9) | 04/03/2024 | Common Stock, $1 par value. | 12,100 | $ 0 | 0 | D | ||||
Option (Right to Buy) | $ 107.47 | 04/10/2018 | M | 10,500 | (10) | 04/02/2025 | Common Stock, $1 par value. | 10,500 | $ 0 | 3,500 | D | ||||
Option (Right to Buy) | $ 103.35 | 04/10/2018 | M | 1,250 | (11) | 04/30/2025 | Common Stock, $1 par value. | 1,250 | $ 0 | 1,250 | D | ||||
Option (Right to Buy) | $ 99.39 | 04/10/2018 | M | 9,450 | (12) | 04/01/2026 | Common Stock, $1 par value. | 9,450 | $ 0 | 9,450 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Shaffer Michael A C/O PVH CORP. 200 MADISON AVENUE NEW YORK, NY 10016 |
EVP, COO and CFO |
Michael A. Shaffer | 04/10/2018 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Represents 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% (1,277 shares) on each anniversary of grant. Vested shares are delivered as soon as practicable after they vest. |
(2) | Includes 19,066 shares of Common Stock subject to awards of restricted stock units. |
(3) | Represents shares withheld to satisfy the Reporting Person's tax obligations in connection with the vesting of 1,841 restricted stock units. The restricted stock units were reported as directly owned shares at the time they were granted. |
(4) | Includes 17,225 shares of Common Stock subject to awards of restricted stock units. |
(5) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $157.00 to $157.14, 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. |
(6) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $157.00 to $157.86, 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. |
(7) | Options to acquire 4,000 shares become exercisable on each of 4/6/2019, 4/6/2020, 4/6/2021 and 4/6/2022. |
(8) | This was part of a grant of 13,100 options. Options to acquire 3,275 shares became exercisable on each of 5/1/14, 5/1/15, 5/1/16 and 5/1/17. |
(9) | Options to acquire 3,025 shares became exercisable on each of 4/3/15, 4/3/16, 4/3/17 and 4/3/18. |
(10) | This was part of a grant of 14,000 options. Options to acquire 3,500 shares became exercisable on each of 4/2/16, 4/2/17, and 4/2/18 and an additional 3,500 will be come exercisable on 4/2/19. |
(11) | This was part of a grant of 2,500 options. Options to acquire 625 shares became exercisable on each of 4/30/16 and 4/30/17 and an additional 625 will become exercisable on each of 4/30/18 and 4/30/19. |
(12) | This was part of a grant of 18,900 options. Options to acquire 4,725 shares became exercisable on each of 4/1/17 and 4/1/18 and an additional 4,725 will become exercisable on each of 4/1/19 and 4/1/20. |