Ralph Lauren Form 4: Darren Walker Receives Minor Dividend-Equivalent RSUs

Rhea-AI Filing Summary

Ralph Lauren Corporation (RL) – Form 4 insider filing

Director Darren Walker reported the automatic acquisition of 3.16 restricted stock units (RSUs) of Class A common stock on 07/11/2025. The RSUs were issued in lieu of a cash dividend under the company’s 2019 Long-Term Stock Incentive Plan and will settle solely in shares. Following the transaction Mr. Walker’s directly held position increased to 7,455.84 shares.

No derivative securities were involved and the transaction carried a stated price of $0, reflecting its dividend-equivalent nature. The filing was signed on behalf of Mr. Walker by attorney-in-fact Avery S. Fischer on 07/15/2025.

The event represents a routine, non-cash adjustment to an existing equity award and is not expected to have a material impact on the company’s share float or governance structure.

Insights

Securities Analyst

TL;DR: Small dividend-equivalent RSU credit; neutral for valuation.

This Form 4 shows a de minimis increase (3.16 RSUs) in Director Darren Walker’s holdings, stemming from the company’s standard cash-dividend adjustment mechanism. Beneficial ownership rises to roughly 7.5 k shares, leaving board alignment unchanged. Because the transaction is non-cash, does not alter insider sentiment, and represents less than 0.01 % of RL’s 62 mn outstanding shares, I view the disclosure as non-impactful for investors.

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

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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).

1. Name and Address of Reporting Person^*

Walker Darren

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/11/2025

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
Class A Common Stock	07/11/2025		A		3.16(1)	A	$0(1)	7,455.84	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 restricted stock units of the Issuer's Class A Common Stock payable as a result of the payment of a cash dividend on the Issuer's Class A Common Stock. The restricted stock units are payable solely in shares of the Issuer's Class A Common Stock issued to the Reporting Person in respect of restricted stock units previously granted under the Issuer's 2019 Long-Term Stock Incentive Plan.

	/s/ Avery S. Fischer, Attorney-in-Fact for Darren Walker	07/15/2025
	** 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).
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.

FAQ

How many Ralph Lauren (RL) shares did Darren Walker acquire?

Mr. Walker acquired 3.16 restricted stock units of RL Class A common stock.

What was the transaction date in the Ralph Lauren Form 4?

The RSU acquisition was dated 07/11/2025.

Did the insider pay cash for the newly acquired RL shares?

No. The RSUs were dividend equivalents and carried a stated price of $0.

What is Darren Walker’s total direct ownership after the transaction?

His direct holding increased to 7,455.84 shares of RL Class A stock.

Does this Form 4 indicate a significant change in insider sentiment at Ralph Lauren?

The filing reflects a routine dividend-equivalent adjustment and is considered neutral in terms of insider sentiment.