[Form 4] Ralph Lauren Corporation Insider Trading Activity

Rhea-AI Filing Summary

Form 4 highlights: On 07/30/2025, Executive Chair & 10% owner Ralph Lauren reported an indirect gift of 1,500,000 Class B shares (convertible 1-for-1 into Class A) from a family trust to a limited-liability company managed by his children (Transaction Code G).

Following the transfer:

• Trusts where Mrs. Lauren is trustee now hold 2,789,028 Class B shares.
• Mr. Lauren’s primary trust continues to own 12,282,954 Class B shares.
• An additional trust retains 51,365 Class B shares.

No open-market sales, purchases, or conversions occurred, and the exercise price remains $0 because Class B shares convert at the holder’s option. The transaction appears to be estate-planning related; it shifts voting power within the Lauren family but leaves the executive’s overall economic exposure to RL stock largely unchanged. Investors should view the filing as neutral from a liquidity or valuation standpoint.

Insights

Financial Analyst

TL;DR: Gifted 1.5 M Class B shares to family LLC; no cash sale, neutral impact.

The Code G transaction merely reallocates shares among family entities. Because Class B converts 1:1 to Class A, economic ownership is intact and no dilution occurs. Ralph Lauren still controls >15 M super-voting shares through various trusts, maintaining effective control. The absence of market sales means no supply overhang or pricing signal. Impact is therefore housekeeping rather than strategic.

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

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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^*

Lauren David R.

(Last) (First) (Middle)

RALPH LAUREN CORPORATION

650 MADISON AVENUE

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

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

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Vice Chair, Chief Innovation

3. Date of Earliest Transaction (Month/Day/Year)
07/30/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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
Class B Common Stock	(1)	07/30/2025		G(2)		1,500,000		(1)	(1)	Class A Common Stock	1,500,000	$0	1,500,000	I	By LLC(3)
Class B Common Stock	(1)							(1)	(1)	Class A Common Stock	2,842,342		2,842,342	I	By LLC(4)

Explanation of Responses:

1. The holder of the securities has the right, at the holder's option, at any time and from time to time, to convert shares of Class B Common Stock into Class A Common Stock on a one-for-one basis.

2. Reflects a gift of shares of Class B Common Stock from a trust of which Mr. Ralph Lauren's spouse is a trustee established for the benefit of the issue of Mr. Ralph Lauren to a limited liability company of which Mr. David Lauren is a manager and in which Mr. David Lauren has an indirect pecuniary interest. Mr. David Lauren disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

3. These securities are held by Lauren Consolidated LLC, a limited liability company of which Mr. David Lauren is a manager and in which Mr. David Lauren has an indirect pecuniary interest. Mr. David Lauren disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

4. These securities are held by Lauren Family, L.L.C., a limited liability company of which Mr. David Lauren is a manager and in which Mr. David Lauren has an indirect pecuniary interest. Mr. David Lauren disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

	/s/ Craig L. Smith, Attorney-in-Fact for David Lauren	08/01/2025
	** 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).
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FAQ

How many Ralph Lauren (RL) shares were transferred in the July 30 Form 4?

1,500,000 Class B shares were gifted to an LLC managed by Mr. Lauren’s children.

Was the insider transaction a sale that could pressure RL stock?

No. The filing records a gift (Code G); no shares were sold on the open market, so no direct selling pressure exists.

Does Ralph Lauren still hold voting control after the transaction?

Yes. Through several trusts he or his spouse controls, Mr. Lauren still beneficially owns ~15 M Class B shares, preserving voting power.

Can the gifted Class B shares be converted to Class A?

Yes. Class B shares are convertible 1-for-1 into Class A at the holder’s discretion.

Why is the share price listed as $0 in the derivative table?

Because the transaction was a gift; no consideration was paid, so the price field is zero.