RALPH LAUREN CORP — Director's Dealing 2016

May 17, 2016

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: RALPH LAUREN CORP (RL)
CIK: 0001037038
Period of Report: 2016-04-02

Reporting Person: Madore Robert L (Corp. SVP and CFO)

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	2505	Direct

Footnotes

F1: Reflects the disposal of 1,392 shares on May 19, 2015 and 347 shares on August 6, 2015, each in a transaction exempted from Section 16. The amended amount also includes 594 unvested performance-based restricted stock units ("Pro-Rata RPSUs") granted under the Issuer's Amended and Restated 2010 Long-Term Stock Incentive Plan. Of these 594 Pro-Rata RPSUs, 246 and 348 have been deemed to be earned based on the Issuer's achievement of certain applicable performance conditions in its fiscal 2014 and fiscal 2015, respectively. These 594 Pro-Rata RPSUs now vest based only on the reporting person's continued service. Shares acquired by the reporting person in respect of the vesting of these Pro-Rata RPSUs have already been reflected in the previous reports timely filed by the reporting person.