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

Apr 11, 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: SIRKIN ALLEN E (President & COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-04-07	Common Stock, $1 par value	A	19240	—	Acquired	150309	Direct
2011-04-09	Common Stock, $1 par value	F	1664	$64.08	Disposed	148645	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $1 par value	18041.97	Indirect

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% (4,810 shares) on the second anniversary of grant, 25% (4,810 shares) on the third anniversary of grant and 50% (9,620 shares) on the fourth anniversary of grant. Vested shares are delivered as soon as practicable after they vest.

F2: Includes 138,298 shares of Common Stock subject to awards of restricted stock units.

F3: Represents shares withheld to satisfy the Reporting Person's tax obligation in connection with the vesting of 3,313 restricted stock units. The restricted stock units were reported as directly owned shares at the time they were granted.

F4: Includes 134,985 shares of Common Stock subject to awards of restricted stock units.