RALPH LAUREN CORP — Director's Dealing 2014

Dec 4, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RALPH LAUREN CORP (RL)
CIK: 0001037038
Period of Report: 2014-12-02

Reporting Person: Lauren Family, L.L.C. (10% Owner)
Reporting Person: Lauren David R. (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-02	Class A Common Stock	C	200000	—	Disposed	200000	Direct
2014-12-03	Class A Common Stock	S	1100	$180.66	Disposed	198900	Direct
2014-12-03	Class A Common Stock	S	3605	$181.62	Disposed	195295	Direct
2014-12-03	Class A Common Stock	S	17149	$182.72	Disposed	178146	Direct
2014-12-03	Class A Common Stock	S	3146	$183.30	Disposed	175000	Direct
2014-12-04	Class A Common Stock	S	15863	$182.98	Disposed	159137	Direct
2014-12-04	Class A Common Stock	S	6218	$183.48	Disposed	152919	Direct
2014-12-04	Class A Common Stock	S	2919	$183.92	Disposed	150000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-12-02	Class B
Common Stock	$	C	200000	Disposed		Class A Common Stock (200000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	7970	Direct

Footnotes

F1: The holder of securities has the right, at the holder's option, at any time and from time to time, to convert shares of Class B Common Stock into Class A Common Stock on a one-for-one basis.

F2: These securities are held by Lauren Family, L.L.C., a limited liability company of which Mr. David Lauren is a manager and in which Mr. David Lauren has an indirect pecuniary interest. Mr. David Lauren disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

F3: These sales were made pursuant to a Rule 10b5-1 sales plan in connection with a long-term strategy for estate planning.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $180.13 to $181.11, inclusive. The reporting persons undertake 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 footnotes (4) through (10) to this Form 4.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $181.18 to $182.17, inclusive.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $182.23 to $183.22, inclusive.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $183.23 to $183.38, inclusive.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $182.32 to $183.31, inclusive.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $183.32 to $183.70, inclusive.

F10: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $183.73 to $184.36, inclusive.

F11: These securities are held individually by Mr. David Lauren.