PVH CORP. /DE/ — Director's Dealing 2012

Apr 9, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PVH CORP. /DE/ (PVH)
CIK: 0000078239
Period of Report: 2012-04-05

Reporting Person: GOLDSTEIN BRUCE (SVP, Corporate Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-04-05	Common Stock, Par value $1	A	1092	—	Acquired	10818	Direct
2012-04-06	Common Stock, Par value $1	F	92	$91.88	Disposed	10726	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-04-05	Option (Right to Buy)	$91.88	A	2800	Acquired	2022-04-05	Common Stock, $1 par value (2800)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, Par value $1	1.323	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% (273 shares) on the second anniversary of grant, 25% (273 shares) on the third anniversary of grant and 50% (546 shares) on the fourth anniversary of grant. Vested shares will are delivered as soon as practicable after they vest.

F2: Includes 6,672 shares of Common Stock subject to awards of restricted stock units.

F3: Represents shares withheld to satisfy the Reporting Person's tax obligations in connection with the vesting of 275 restricted stock units. The restricted stock units were reported as directly owned shares at the time they were granted.

F4: Includes 6,397 shares of Common Stock subject to awards of restricted stock units.

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

F6: Options to acquire 700 shares become exercisable on each of 4/5/2013, 4/5/2014, 4/5/2015 and 4/5/2016.