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PVH (PVH) executive has shares withheld to cover RSU tax obligations

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

PVH CORP. Global Brand President, TH, Goldman Lea Rytz reported two share dispositions related to tax withholding rather than open-market sales. On the vesting of 1,709 restricted stock units, 846 shares of common stock were withheld at $90.74 per share to cover tax obligations, leaving 27,956 shares directly held, including 26,230 shares subject to unvested restricted stock units. On a separate vesting of 3,074 restricted stock units, 1,522 shares were withheld at $90.74 per share for taxes, leaving 26,434 shares directly held, including 23,156 shares subject to unvested restricted stock units. These transactions reflect routine tax withholding connected to equity compensation, with the executive retaining a substantial equity stake.

Positive

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Negative

  • None.
Insider Goldman Lea Rytz
Role Global Brand President, TH
Type Security Shares Price Value
Tax Withholding Common Stock, $1 par value 846 $90.74 $77K
Tax Withholding Common Stock, $1 par value 1,522 $90.74 $138K
Holdings After Transaction: Common Stock, $1 par value — 27,956 shares (Direct)
Footnotes (1)
  1. Represents shares withheld to satisfy the Reporting Person's tax obligations in connection with the vesting of 1,709 restricted stock units. The restricted stock units previously were reported as directly owned shares. Includes 26,230 shares of Common Stock subject to unvested awards of restricted stock units. Represents shares withheld to satisfy the Reporting Person's tax obligations in connection with the vesting of 3,074 restricted stock units. The restricted stock units previously were reported as directly owned shares. Includes 23,156 shares of Common Stock subject to unvested awards of restricted stock units.
Tax-withheld shares (first vesting) 846 shares Common stock withheld at $90.74 per share for taxes on 1,709 RSUs
Tax-withheld shares (second vesting) 1,522 shares Common stock withheld at $90.74 per share for taxes on 3,074 RSUs
Total tax-withheld shares 2,368 shares Aggregate shares withheld to satisfy tax obligations on RSU vesting
Withholding price $90.74 per share Value used to determine tax-withholding share count on both transactions
Shares after first transaction 27,956 shares Directly held common shares after first tax-withholding disposition
Shares after second transaction 26,434 shares Directly held common shares after second tax-withholding disposition
Unvested RSUs (earlier figure) 26,230 shares Common stock subject to unvested restricted stock unit awards in earlier footnote
Unvested RSUs (later figure) 23,156 shares Common stock subject to unvested restricted stock unit awards in later footnote
restricted stock units financial
"in connection with the vesting of 1,709 restricted stock units."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax obligations financial
"shares withheld to satisfy the Reporting Person's tax obligations in connection with the vesting"
unvested awards financial
"Includes 26,230 shares of Common Stock subject to unvested awards of restricted stock units."
Common Stock, $1 par value financial
"security_title": "Common Stock, $1 par value""
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Goldman Lea Rytz
(Last)(First)(Middle)
C/O PVH CORP.
285 MADISON AVENUE
(Street)
NEW YORK NEW YORK 10017
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
PVH CORP. /DE/ [ PVH ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Global Brand President, TH
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/10/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock, $1 par value04/10/2026F846(1)D$90.7427,956(2)D
Common Stock, $1 par value04/10/2026F1,522(3)D$90.7426,434(4)D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares withheld to satisfy the Reporting Person's tax obligations in connection with the vesting of 1,709 restricted stock units. The restricted stock units previously were reported as directly owned shares.
2. Includes 26,230 shares of Common Stock subject to unvested awards of restricted stock units.
3. Represents shares withheld to satisfy the Reporting Person's tax obligations in connection with the vesting of 3,074 restricted stock units. The restricted stock units previously were reported as directly owned shares.
4. Includes 23,156 shares of Common Stock subject to unvested awards of restricted stock units.
Remarks:
Lea Rytz Goldman04/14/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did PVH (PVH) report for Goldman Lea Rytz?

PVH reported two insider transactions where Goldman Lea Rytz had shares withheld to cover tax obligations on vesting restricted stock units. The events involved 846 and 1,522 common shares, both treated as routine tax-withholding dispositions rather than open-market stock sales.

Were PVH insider transactions by Goldman Lea Rytz open-market stock sales?

No, the reported transactions were not open-market sales. They were shares of PVH common stock withheld by the company at $90.74 per share to satisfy Goldman Lea Rytz’s tax obligations when restricted stock units vested, a standard equity compensation mechanism.

How many PVH shares were withheld for Goldman Lea Rytz’s tax obligations?

A total of 2,368 PVH common shares were withheld for taxes, split between 846 shares tied to 1,709 vested restricted stock units and 1,522 shares tied to 3,074 vested units. These dispositions settled tax liabilities arising from equity compensation vesting.

How many PVH shares does Goldman Lea Rytz hold after these transactions?

After the tax-withholding dispositions, Goldman Lea Rytz directly holds 26,434 PVH common shares. This figure includes shares underlying unvested restricted stock unit awards, reflecting a continued substantial equity interest aligned with company performance through future vesting.

What role do restricted stock units play in PVH executive compensation?

Restricted stock units give PVH executives the right to receive common shares as they vest over time. For Goldman Lea Rytz, the filing notes vestings of 1,709 and 3,074 units, with shares withheld for taxes and thousands of additional shares remaining subject to unvested RSU awards.