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PVH (PVH) CEO has 1,980 shares withheld to cover RSU taxes

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

Rhea-AI Filing Summary

PVH Corp. executive Donald Kohler, CEO of PVH Americas, reported share dispositions related to tax withholding rather than market trading. A total of 1,980 shares of Common Stock were withheld at $90.74 per share to cover taxes on the vesting of 1,139 and 2,441 restricted stock units. These restricted stock units had previously been reported as directly owned shares. After these tax-withholding transactions, Kohler directly holds 26,713 shares of PVH Common Stock, including 19,147 shares subject to unvested restricted stock unit awards.

Positive

  • None.

Negative

  • None.
Insider Kohler Donald
Role CEO, PVH Americas
Type Security Shares Price Value
Tax Withholding Common Stock, $1 par value 630 $90.74 $57K
Tax Withholding Common Stock, $1 par value 1,350 $90.74 $122K
Holdings After Transaction: Common Stock, $1 par value — 28,063 shares (Direct)
Footnotes (1)
  1. Represents shares withheld to satisfy the Reporting Person's tax obligations in connection with the vesting of 1,139 restricted stock units. The restricted stock units previously were reported as directly owned shares. Includes 21,588 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 2,441 restricted stock units. The restricted stock units previously were reported as directly owned shares. Includes 19,147 shares of Common Stock subject to unvested awards of restricted stock units.
Tax-withheld shares (total) 1,980 shares Shares withheld to cover tax obligations on RSU vesting
First withholding lot 630 shares at $90.74 Tax-withholding disposition of Common Stock
Second withholding lot 1,350 shares at $90.74 Tax-withholding disposition of Common Stock
First RSU vesting 1,139 RSUs Restricted stock units vesting that triggered tax withholding
Second RSU vesting 2,441 RSUs Restricted stock units vesting that triggered tax withholding
Shares held after transactions 26,713 shares Direct PVH Common Stock holdings after tax-withholding events
Unvested RSU-related shares 19,147 shares Common Stock subject to unvested restricted stock unit awards
Share price used for withholding $90.74 per share Value applied to tax-withholding share dispositions
restricted stock units financial
"vesting of 1,139 restricted stock units. The restricted stock units previously were reported"
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
"Represents shares withheld to satisfy the Reporting Person's tax obligations in connection"
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.
unvested awards financial
"Includes 19,147 shares of Common Stock subject to unvested awards of restricted stock units"
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*
Kohler Donald
(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)
CEO, PVH Americas
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 value04/10/2026F630(1)D$90.7428,063(2)D
Common Stock, $1 par value04/10/2026F1,350(3)D$90.7426,713(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 1,139 restricted stock units. The restricted stock units previously were reported as directly owned shares.
2. Includes 21,588 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 2,441 restricted stock units. The restricted stock units previously were reported as directly owned shares.
4. Includes 19,147 shares of Common Stock subject to unvested awards of restricted stock units.
Remarks:
/s/ Donald Kohler04/14/2026
** 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 did PVH (PVH) executive Donald Kohler report in this Form 4?

Donald Kohler reported share dispositions tied to tax withholding, not market trading. PVH withheld 1,980 shares of Common Stock at $90.74 per share to satisfy his tax obligations upon vesting of restricted stock units.

Were any PVH (PVH) shares sold on the open market in this filing?

No open-market sales were reported in this Form 4. The filing shows an F-code tax-withholding disposition, meaning shares were withheld by PVH to cover tax obligations from vesting restricted stock units, rather than sold to public market buyers.

How many PVH shares were withheld for Donald Kohler’s tax obligations?

A total of 1,980 PVH Common Stock shares were withheld to cover taxes. This includes 630 shares and 1,350 shares, each withheld at a price of $90.74 per share, in connection with separate restricted stock unit vesting events.

What restricted stock unit vesting events triggered the PVH share withholding?

Two vesting events triggered the withholding. One involved 1,139 restricted stock units, and another involved 2,441 restricted stock units. The related shares were previously reported as directly owned and then partially withheld to satisfy Donald Kohler’s tax obligations.

How many PVH shares does Donald Kohler hold after these transactions?

After the reported tax-withholding dispositions, Donald Kohler directly holds 26,713 PVH Common Stock shares. This amount includes 19,147 shares subject to unvested restricted stock unit awards, which continue to represent equity-based compensation that vests over time.

What does an F-code tax-withholding transaction mean for PVH shareholders?

An F-code transaction reflects shares withheld by the company to pay taxes on equity awards. It is a mechanical event tied to compensation vesting, not a discretionary buy or sell decision, so it typically carries limited informational value about management’s view of PVH stock.