0000078239-17-000034.txt : 20170830 0000078239-17-000034.hdr.sgml : 20170830 20170830150151 ACCESSION NUMBER: 0000078239-17-000034 CONFORMED SUBMISSION TYPE: S-8 POS PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20170830 DATE AS OF CHANGE: 20170830 EFFECTIVENESS DATE: 20170830 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PVH CORP. /DE/ CENTRAL INDEX KEY: 0000078239 STANDARD INDUSTRIAL CLASSIFICATION: MEN'S & BOYS' FURNISHINGS, WORK CLOTHING, AND ALLIED GARMENTS [2320] IRS NUMBER: 131166910 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: S-8 POS SEC ACT: 1933 Act SEC FILE NUMBER: 333-109000 FILM NUMBER: 171060408 BUSINESS ADDRESS: STREET 1: 200 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 2123813500 MAIL ADDRESS: STREET 1: 200 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10016 FORMER COMPANY: FORMER CONFORMED NAME: PHILLIPS VAN HEUSEN CORP /DE/ DATE OF NAME CHANGE: 19920703 S-8 POS 1 s8pos2003plan.htm S-8 POS 2003 PLAN
As filed with the Securities and Exchange Commission on August 30, 2017
Registration No. 333-109000
UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________
 Post-Effective Amendment No. 7
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
 ___________
PVH CORP.
 (Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
 incorporation or organization)
13-1166910
 (I.R.S. Employer Identification Number)
200 Madison Avenue
New York, New York 10016
(212) 381-3500
 (Address, including zip code, and telephone number, including area code, of Registrant's principal executive offices)
Mark D. Fischer
Executive Vice President,
General Counsel and Secretary
200 Madison Avenue
New York, New York 10016
(212) 381-3500
 (Name, address, including zip code, and telephone number, including area code, of agent for service)

PVH CORP.
2003 STOCK OPTION PLAN
(Full title of the plan)
___________
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒                                                                                                                                              Accelerated filer □
Non-accelerated filer □  (do not check if a smaller reporting company)                                                                                                                                                                          Smaller reporting company □
Emerging growth company □
Explanatory Note
PVH Corp. (the "Registrant") is filing this Post-Effective Amendment No. 7 to its Registration Statement on Form S-8, Registration No. 333-109000, initially filed with the Securities and Exchange Commission (the "SEC") on September 22, 2003 (the "2003 Form S-8"). The Registrant is making this filing to deregister shares of its common stock, par value $1.00 per share (the "Common Stock"), registered under the 2003 Form S-8 for issuance, offer or sale pursuant to the Registrant's 2003 Stock Option Plan (the "2003 Plan"). A total of 5,400,000 shares of Common Stock were registered for issuance, offer or sale under the 2003 Form S-8.
On June 13, 2006, the Registrant's stockholders approved the Registrant's 2006 Stock Incentive Plan (the "2006 Plan") and, on June 23, 2011, the Registrant's stockholders approved the material terms of the 2006 Plan. Pursuant to the 2006 Plan, any shares of the Common Stock that became available under the 2003 Plan because of expirations, cancellations and terminations of outstanding options without exercise were to be assigned to, and made available for issuance under, the 2006 Plan. Since August 29, 2015, 1,300 shares of Common Stock underlying outstanding options under the 2003 Plan were forfeited because of expirations, cancellations and terminations of such options. Accordingly, these 1,300 shares of Common Stock are hereby deregistered and, as a result, no shares of Common Stock remain available for issuance, offer or sale under the 2003 Plan.

SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, PVH Corp. certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8/A and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, State of New York, on the 30th day of August, 2017.
PVH CORP.


By:            /s/ Emanuel Chirico
            Emanuel Chirico
            Chairman and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities indicated on the 30th day of August, 2017.
Signature
  
Title
 
/s/ Emanuel Chirico
    
Emanuel Chirico
  
Chairman and Chief Executive Officer; Director (Principal Executive Officer)
 
/s/ Michael Shaffer
    
Michael Shaffer
  
Executive Vice President and Chief Operating & Financial Officer (Principal Financial Officer)
 
/s/ James W. Holmes
    
James W. Holmes
  
Senior Vice President and Controller (Principal Accounting Officer)
 
/s/ Mary Baglivo
    
Mary Baglivo
  
Director
 
/s/ Brent Callinicos
    
Brent Callinicos
  
Director
 
/s/ Juan Figuereo
    
Juan Figuereo
  
Director
 
/s/ Joseph Fuller
    
Joseph Fuller
  
Director
 
/s/ V. James Marino
    
V. James Marino
  
Director
/s/ Geraldine (Penny) McIntyre
    
Geraldine (Penny) McIntyre
  
Director
 
/s/ Amy McPherson
    
Amy McPherson
  
Director
 
/s/ Henry Nasella
    
Henry Nasella
  
Director
 
/s/ Edward Rosenfeld
    
Edward Rosenfeld
  
Director
 
/s/ Craig Rydin
    
Craig Rydin
  
Director
 
/s/ Judith Amanda Sourry Knox
    
Judith Amanda Sourry Knox
  
Director