Sec Form 4 Filing - FISCHER MARK D @ PVH CORP. /DE/ - 2022-04-05

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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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1. Name and Address of Reporting Person
FISCHER MARK D
2. Issuer Name and Ticker or Trading Symbol
PVH CORP. /DE/ [ PVH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP, General Counsel & Sec.
(Last) (First) (Middle)
C/O PVH CORP., 285 MADISON AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
04/05/2022
(Street)
NEW YORK, NY10017
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $1 par value 04/05/2022 F 472( 1 ) D $ 73.6 29,738( 2 ) D
Common Stock, $1 par value 04/05/2022 F 581( 3 ) D $ 73.6 29,157( 4 ) D
Common Stock, $1 par value 04/05/2022 F 581( 5 ) D $ 73.6 28,576( 6 ) D
Common Stock, $1 par value 04/06/2022 A 6,996( 7 ) A $ 0 35,572( 8 ) D
Common Stock, $1 par value 04/06/2022 F 310( 9 ) D $ 71.51 35,262( 10 ) D
Common Stock, $1 par value 705.0592 I By 401(k) Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conv ersion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
FISCHER MARK D
C/O PVH CORP.
285 MADISON AVENUE
NEW YORK, NY10017
EVP, General Counsel & Sec.
Signatures
/s/ Mark D. Fischer 04/07/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares withheld to satisfy the Reporting Person's tax obligations in connection with the vesting of 983 restricted stock units. The restricted stock units were reported as directly owned shares at the time they were granted.
( 2 )Includes 17,649 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 1,199 restricted stock units. These restricted stock units were part of the award that vests 25% on each anniversary of grant. The restricted stock units were reported as directly owned shares at the time they were granted.
( 4 )Includes 16,450 shares of Common Stock subject to awards of restricted stock units.
( 5 )Represents shares withheld to satisfy the Reporting Person's tax obligations in connection with the vesting of 1,199 restricted stock units. These restricted stock units were part of the award that vests 25% on the first and second anniversary of grant and 50% on the third anniversary of grant. The restricted stock units were reported as directly owned shares at the time they were granted.
( 6 )Includes 15,251 shares of Common Stock subject to awards of restricted stock units.
( 7 )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% (1,749 shares) on each anniversary of grant. Vested shares are delivered as soon as practicable after they vest.
( 8 )Includes 22,247 shares of Common Stock subject to awards of restricted stock units.
( 9 )Represents shares withheld to satisfy the Reporting Person's tax obligations in connection with the vesting of 639 restricted stock units. The restricted stock units were reported as directly owned shares at the time they were granted.
( 10 )Includes 21,608 shares of Common Stock subject to awards of restricted stock units.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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