Ralph Lauren (NYSE: RL) COO receives stock awards with shares withheld for taxes

Rhea-AI Filing Summary

Ralph Lauren Corp Chief Operating Officer equity award and tax withholding transactions were reported. On June 1, 2026, Robert P. Ranftl received two grants of Class A Common Stock totaling 6,254 shares and 4,650 shares, recorded as awards with no purchase price.

On the same date, 2,347 shares and 2,048 shares of Class A Common Stock were disposed of at $365.865 per share to cover tax obligations, a non‑market “F” code tax-withholding disposition. A footnote explains that the newly issued shares relate to the vesting of performance-based stock units under Ralph Lauren’s 2019 Long-Term Stock Incentive Plan, highlighting these as compensation-related and routine rather than open-market trades.

Insights

Equity compensation analyst

Routine equity awards vest with shares withheld for taxes; no open-market trading.

The Chief Operating Officer of Ralph Lauren Corp received Class A Common Stock through vesting of performance-based stock units under the 2019 Long-Term Stock Incentive Plan. Two award entries show grants of 6,254 shares and 4,650 shares at a stated price of $0.0000, indicating compensation rather than market purchases.

Two corresponding “F” code entries show 2,347 shares and 2,048 shares disposed of at $365.865 per share to pay tax liabilities by delivering shares. This pattern is typical for restricted or performance-based awards and does not represent discretionary buying or selling in the open market.

The filing’s summary confirms 4,395 shares treated as tax withholding dispositions. With no derivative positions reported and no open-market “P” or “S” codes, the activity appears as standard executive compensation administration rather than a directional signal on the stock.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Ranftl Robert P.

Role Chief Operating Officer

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	4,650	$0.00	--
Tax Withholding	Class A Common Stock	2,048	$365.865	$749K
Grant/Award	Class A Common Stock	6,254	$0.00	--
Tax Withholding	Class A Common Stock	2,347	$365.865	$859K

Holdings After Transaction: Class A Common Stock — 13,612 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Awarded shares lot 1: 6,254 shares Awarded shares lot 2: 4,650 shares Tax withholding lot 1: 2,347 shares +3 more

6 metrics

Awarded shares lot 1 6,254 shares Class A Common Stock grant/award acquisition on June 1, 2026

Awarded shares lot 2 4,650 shares Class A Common Stock grant/award acquisition on June 1, 2026

Tax withholding lot 1 2,347 shares Class A Common Stock tax-withholding disposition at $365.865/share

Tax withholding lot 2 2,048 shares Class A Common Stock tax-withholding disposition at $365.865/share

Tax withholding total 4,395 shares Total shares used for tax withholding dispositions in this filing

Implied tax price $365.865 per share Price used for Class A Common Stock tax-withholding dispositions

Key Terms

performance-based stock units, Long-Term Stock Incentive Plan, tax-withholding disposition, grant, award, or other acquisition

4 terms

performance-based stock units financial

"issued to the Reporting Person in respect of the vesting of performance-based stock units granted"

Performance-based stock units are company promises to deliver shares or cash to employees or executives only if the business hits specific financial or operational goals over a set period. Like a bonus that only pays out when certain milestones are reached, they link pay to company performance and matter to investors because they can dilute the share count, affect reported earnings when they vest, and signal how management is being incentivized.

Long-Term Stock Incentive Plan financial

"granted under the Issuer's 2019 Long-Term Stock Incentive Plan"

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

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.

grant, award, or other acquisition financial

"transaction code description is "Grant, award, or other acquisition""

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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^*

Ranftl Robert P.

(Last) (First) (Middle)

RALPH LAUREN CORPORATION

650 MADISON AVENUE

(Street)

NEW YORK NEW YORK 10022

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
RALPH LAUREN CORP [ RL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	06/01/2026		A		4,650	A	(1)	13,612	D
Class A Common Stock	06/01/2026		F		2,048	D	$365.865	11,564	D
Class A Common Stock	06/01/2026		A		6,254	A	(1)	17,818	D
Class A Common Stock	06/01/2026		F		2,347	D	$365.865	15,471	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares of the Issuer's Class A Common Stock issued to the Reporting Person in respect of the vesting of performance-based stock units granted under the Issuer's 2019 Long-Term Stock Incentive Plan.

	/s/ Avery S. Fischer, Attorney-in-Fact for Robert P. Ranftl	06/03/2026
	** Signature of Reporting Person	Date
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)

FAQ

What insider transactions did Ralph Lauren (RL) report for COO Robert P. Ranftl?

Ralph Lauren’s COO Robert P. Ranftl reported equity compensation activity, not open-market trades. He received Class A Common Stock from vesting performance-based stock units and had shares withheld to satisfy tax liabilities, a routine pattern for executive stock awards under long-term incentive plans.

How many Ralph Lauren (RL) shares were granted to the COO in this Form 4?

The filing shows two award entries granting 6,254 and 4,650 Class A Common Stock shares. These were recorded at zero dollar price, indicating stock delivered as compensation, tied to vesting of performance-based stock units under Ralph Lauren’s 2019 Long-Term Stock Incentive Plan.

Were any Ralph Lauren (RL) shares sold on the open market in this Form 4?

No open-market sales are shown. The filing reports two “F” code transactions where 2,347 and 2,048 shares were disposed at $365.865 per share solely to pay tax obligations, described as payment of tax liability by delivering securities, not discretionary market selling.

What does the tax withholding of Ralph Lauren (RL) shares mean in this insider filing?

The Form 4 indicates 4,395 shares were used for tax withholding. In “F” code transactions, the company withholds shares at a stated price to cover taxes due on vesting awards, so the executive does not sell shares into the market to raise cash for tax payments.

What plan governed the Ralph Lauren (RL) performance-based stock units that vested for the COO?

A footnote explains the vested shares relate to performance-based stock units under Ralph Lauren’s 2019 Long-Term Stock Incentive Plan. This plan grants long-term equity incentives, and the reported Class A Common Stock issuances reflect vesting of those awards according to the plan’s terms.