seightpos1997plan.htm
As filed with the Securities and Exchange Commission on September 3, 2105
Registration No. 333-29765
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Post-Effective Amendment No. 3
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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PVH CORP.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation or organization)
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13-1166910
(I.R.S. Employer Identification Number)
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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)
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Mark D. Fischer, Esq.
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)
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PVH CORP.
1997 STOCK OPTION PLAN
(Full title of the plan)
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With Copy to:
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MARTHA N. STEINMAN, ESQ.
HOGAN LOVELLS US LLP
875 THIRD AVENUE
NEW YORK, NY 10022
(212) 918-3000
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___________
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer x Accelerated filer □ Non-accelerated filer □ Smaller reporting company □
(do not check if a smaller
reporting company)
Explanatory Note
PVH Corp. (the “Registrant”) is filing this Post-Effective Amendment No. 3 to Registration Statement on Form S-8, Registration No. 333-41068, initially filed with the Securities and Exchange Commission (the “SEC”) on June 20, 1997 (the “1997 Form S-8”). Under the 1997 Form S-8, the Registrant registered 2,500,000 shares of its common stock, par value $1.00 per share (the “Common Stock”), for issuance, offer or sale pursuant to the Registrant’s 1997 Stock Option Plan (the “1997 Plan”).
The Registrant is making this filing to reflect that no shares of Common Stock remain available for issuance, offer or sale under the 1997 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 3rd day of September, 2015.
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 3rd day of September, 2015.
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/s/ Emanuel Chirico
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Emanuel Chirico
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Chairman and Chief Executive Officer; Director (Principal Executive Officer)
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/s/ Michael Shaffer
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Michael Shaffer
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Executive Vice President and Chief Operating & Financial Officer (Principal Financial Officer)
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/s/ Bruce Goldstein
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Bruce Goldstein
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Senior Vice President and Controller (Principal Accounting Officer)
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/s/ Mary Baglivo
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Mary Baglivo
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Director
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/s/ Brent Callinicos
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Brent Callinicos
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Director
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/s/ Juan Figuereo
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Juan Figuereo
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Director
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/s/ Joseph Fuller
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Joseph Fuller
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Director
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/s/ V. James Marino
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V. James Marino
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Director
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/s/ G. Penny McIntyre
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G. Penny McIntyre
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Director
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/s/ Henry Nasella
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Henry Nasella
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Director
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/s/ Edward Rosenfeld
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Edward Rosenfeld
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Director
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/s/ Craig Rydin
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Craig Rydin
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Director
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