PVH CORP. /DE/ — Director's Dealing 2011

Apr 12, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PHILLIPS VAN HEUSEN CORP /DE/ (PVH)
CIK: 0000078239
Period of Report: 2011-04-07

Reporting Person: MURRY PAUL THOMAS (President & CEO, Calvin Klein)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-04-07	Common Stock, $1 par value	A	3696	—	Acquired	19076	Direct
2011-04-08	Common Stock, $1 par value	S	672	$65.00	Disposed	18404	Direct
2011-04-09	Common Stock, $1 par value	F	492	$64.08	Disposed	17912	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-04-07	Option (Right to Buy)	$64.97	A	13900	Acquired	2021-04-07	Common Stock, $1 par value (13900)	Direct

Footnotes

F1: 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% (924 shares) on the second anniversary of grant, 25% (924 shares) on the third anniversary of grant and 50% (1,848 shares) on the fourth anniversary of grant. Vested shares are delivered as soon as practicable after they vest.

F2: Includes 18,384 shares of Common Stock subject to awards of restricted stock.

F3: Represents shares withheld to satisfy the Reporting Person's tax obligations in connection with the vesting of 1,063 restricted stock units. The restricted stock units were reported as directly owned shares at the time they were granted.

F4: Includes 17,321 shares of Common Stock subject to awards of restricted stock.

F5: All options exercisable for shares of Issuer's Common Stock, $1 par value.

F6: Options to acquire 3,475 shares become exercisable on each of 4/7/2012, 4/7/2013, 4/7/2014 and 4/7/2015.