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As Of Filer Filing For·On·As Docs:Size 6/13/13 PVH Corp./DE 10-Q 5/05/13 88:16M |
Document/Exhibit Description Pages Size 1: 10-Q Quarterly Report HTML 633K 2: EX-4.11 Instrument Defining the Rights of Security Holders HTML 58K 3: EX-10.1 Material Contract HTML 1.69M 4: EX-10.2 Material Contract HTML 48K 5: EX-31.1 Certification -- §302 - SOA'02 HTML 31K 6: EX-31.2 Certification -- §302 - SOA'02 HTML 31K 7: EX-32.1 Certification -- §906 - SOA'02 HTML 26K 8: EX-32.2 Certification -- §906 - SOA'02 HTML 26K 85: R1 Document and Entity Information Document HTML 49K 57: R2 Consolidated Income Statements HTML 93K 53: R3 Consolidated Statements of Comprehensive Income HTML 51K 17: R4 Consolidated Statements of Comprehensive Income HTML 33K (Parenthetical) 55: R5 Consolidated Balance Sheets HTML 143K 38: R6 Consolidated Balance Sheets (Parenthetical) HTML 76K 74: R7 Consolidated Statements of Cash Flows HTML 152K 39: R8 General HTML 42K 41: R9 Inventories HTML 27K 18: R10 Acquisitions HTML 83K 40: R11 Investments in Unconsolidated Affiliates HTML 33K 73: R12 Redeemable Non-Controlling Interest HTML 34K 68: R13 Goodwill and Other Intangible Assets HTML 168K 54: R14 Retirement and Benefit Plans HTML 74K 81: R15 Debt HTML 111K 72: R16 Income Taxes HTML 32K 15: R17 Derivative Financial Instruments HTML 102K 22: R18 Fair Value Measurements HTML 154K 80: R19 Stock-Based Compensation HTML 107K 84: R20 Accumulated Other Comprehensive Income Accumulated HTML 60K Other Comprehensive Income 86: R21 Stockholders' Equity HTML 40K 83: R22 Activity Exit Costs HTML 57K 61: R23 Net Income Per Common Share HTML 63K 19: R24 Noncash Investing and Financing Transactions HTML 33K 37: R25 Segment Data HTML 164K 27: R26 Guarantees HTML 29K 26: R27 Recent Accounting Guidance HTML 33K 43: R28 General (Policies) HTML 41K 60: R29 Acquisitions (Tables) HTML 69K 70: R30 Goodwill and Other Intangible Assets (Tables) HTML 171K 32: R31 Retirement and Benefit Plans (Tables) HTML 57K 44: R32 Debt (Tables) HTML 67K 77: R33 Derivative Financial Instruments (Tables) HTML 91K 29: R34 Fair Value Measurements (Tables) HTML 155K 66: R35 Stock-Based Compensation (Tables) HTML 95K 67: R36 Accumulated Other Comprehensive Income Accumulated HTML 58K Other Comprehensive Income (Tables) 46: R37 Activity Exit Costs (Tables) HTML 55K 25: R38 Net Income Per Common Share (Tables) HTML 59K 65: R39 Segment Data (Tables) HTML 148K 30: R40 General (Details) HTML 28K 42: R41 Acquisitions (Details) HTML 65K 71: R42 Acquisitions Fair Value Of Acquisition HTML 37K Consideration (Details) 35: R43 ACQUISITIONS Pro Forma Results Of Operations HTML 28K (Details) 62: R44 ACQUISITIONS Allocation of Acquisition HTML 79K Consideration (Details) 52: R45 Investments in Unconsolidated Affiliates (Details) HTML 33K 28: R46 Redeemable Non-Controlling Interest (Details) HTML 44K 76: R47 GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill HTML 69K (Details) 23: R48 GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill AND HTML 85K OTHER INTANGIBLE ASSETS Intangible Assets (Details) 31: R49 Retirement and Benefit Plans (Details) HTML 78K 51: R50 DEBT DEBT Yen-Denominated Overdraft Facility HTML 32K (Details) 58: R51 DEBT DEBT Warnaco Notes Payable (Details) HTML 29K 75: R52 DEBT DEBT India Revolving Credit Facility HTML 34K (Details) 16: R53 DEBT DEBT Asia Revolving Credit Facility (Details) HTML 31K 63: R54 DEBT DEBT Korea Revolving Credit Facility HTML 27K (Details) 48: R55 DEBT DEBT Brazil Revolving Credit Facility HTML 27K (Details) 21: R56 DEBT Schedule of Mandatory Long-Term Debt HTML 80K Repayments (Details) 24: R57 DEBT Schedule of Long Term Debt Instruments HTML 112K (Details) 56: R58 Income Taxes (Details) HTML 27K 79: R59 Derivative Financial Instruments (Details) HTML 73K 88: R60 Fair Value Measurements (Details) HTML 103K 87: R61 Stock-Based Compensation - Stock Option Activity HTML 102K (Details) 69: R62 Stock-Based Compensation - Rsu, Restricted Stock HTML 103K and Performance Share Activity (Details) 34: R63 Accumulated Other Comprehensive Income Changes in HTML 93K Accumulated Other Comprehensive Income (Details) 33: R64 Accumulated Other Comprehensive Income HTML 54K Reclassifications Out of Accumulated Other Comprehensive Income (Details) 64: R65 Stockholders' Equity (Details) HTML 53K 78: R66 Activity Exit Costs (Details) HTML 55K 20: R67 Net Income Per Common Share (Details) HTML 72K 82: R68 Net Income Per Common Share - Diluted (Details) HTML 36K 36: R69 Noncash Investing and Financing Activities HTML 75K (Details) 47: R70 Segment Data (Details) HTML 91K 45: R71 Guarantees (Details) HTML 27K 50: XML IDEA XML File -- Filing Summary XML 125K 49: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 2.10M 9: EX-101.INS XBRL Instance -- pvh-20130505 XML 3.01M 11: EX-101.CAL XBRL Calculations -- pvh-20130505_cal XML 182K 12: EX-101.DEF XBRL Definitions -- pvh-20130505_def XML 1.00M 13: EX-101.LAB XBRL Labels -- pvh-20130505_lab XML 1.99M 14: EX-101.PRE XBRL Presentations -- pvh-20130505_pre XML 1.18M 10: EX-101.SCH XBRL Schema -- pvh-20130505 XSD 236K 59: ZIP XBRL Zipped Folder -- 0000078239-13-000028-xbrl Zip 299K
EX.10.2.2013.1Q.10Q |
GRANTEE | |
TARGET
NO. OF PERFORMANCE SHARE UNITS | |
PERFORMANCE PERIOD | |
DATE OF GRANT | |
SETTLEMENT SCHEDULE | Performance Share Units will be settled no later than the 15th day of the third month following the later of (i) the last day of the Company’s fiscal year in which the Performance Period ends, or (ii) the last day of the Grantee’s taxable year in which the Performance Period ends, subject to achievement and certification of performance goals
described in this Agreement and the Grantee being employed by the Company through such date, except as otherwise provided herein. |
1. | Grant of Award. The Company hereby grants to the Grantee the Performance Share Units, settlement of which is dependent upon the achievement of certain performance goals
more fully described in Section 2(d) of this Agreement. This Award is subject to the terms, definitions and provisions of the Plan and this Agreement. All terms, provisions, and conditions applicable to the Performance Share Units set forth in the Plan and not set forth herein are incorporated by reference. To the extent any provision hereof is inconsistent with a provision of the Plan, the provision of the Plan will govern. All capitalized terms that are used in this Agreement and not otherwise defined herein shall have the meanings ascribed to them in the Plan. |
2. | Settlement of Award. |
a. | Right
to Award. The Performance Share Units awarded pursuant to this Agreement represent the opportunity to receive Shares of the Company if performance goals outlined in Section 2(d) of this Agreement are satisfied. |
b. | Settlement of Award. Except as otherwise provided in Section 3(a) and Section 3(f), the Performance Share Units shall be settled as soon as reasonably practicable after it has been determined that the performance goals have been achieved and such settlement shall occur on a date chosen by the Committee, which date shall be no later than the 15th day of the third month following the later of (i) the last day of
the Company’s fiscal year in which the Performance Period ends or (ii) the last day of the Grantee’s taxable year in which the Performance Period ends. Settlement is contingent upon the Grantee remaining in the employment or service of the Company or its Subsidiaries through the settlement date, except as otherwise provided in Section 3. Notwithstanding the foregoing, in the event any settlement of the Performance Share Units hereunder constitutes “deferred compensation” within the meaning of Section 409A of the Code, and the Grantee is a “specified employee” (as determined under the Company’s policy for identifying specified
employees) on the date of his or her “separation from service” (within the meaning of Section 409A of the Code), the date for settlement shall be the earlier of (i) death or (ii) the later of (x) the date that settlement would otherwise be made hereunder or (y) the first business day following the end of the sixth-month period following the date of the Grantee’s separation from service. |
c. | Method of Settlement. The Company shall deliver to the Grantee one Share for each Performance Share Unit earned, less any Shares withheld in accordance with Section 2(e) of this Agreement. Share certificates shall be issued in the name of |
d. | Determination
of the Number of Performance Shares Earned. The number of Shares earned, if any, is based on the level of achievement of the performance goals, as measured at the end of the Performance Period and as determined in accordance with the schedule annexed hereto as Exhibit A. |
e. | Taxes. Pursuant to Section 14 of the Plan, the Company shall have the power and the right to deduct or withhold, or require the Grantee to remit to the Company, an amount sufficient to satisfy any applicable tax withholding requirements applicable to this Award. The
Company may condition the delivery of Shares upon the Grantee’s satisfaction of such withholding obligations. To the extent permitted by the Committee, the Grantee may elect to satisfy all or part of such withholding requirement by tendering previously-owned Shares or by having the Company withhold Shares having a Fair Market Value equal to the minimum statutory tax withholding rate that could be imposed on the transaction (or such other rate that will not result in a negative accounting impact). Such election shall be irrevocable, made in writing, signed by the Grantee, and shall be subject to any restrictions or limitations that the Committee, in its sole discretion, deems appropriate. |
3. | Termination
of Employment. |
a. | If the Grantee’s employment terminates during a Performance Period by reason of his or her death, his or her estate shall receive the Shares that would otherwise have been delivered to the Grantee for the Performance Period based on actual performance as of the date of the Grantee’s death, prorated to the portion of the Performance Period actually worked by the Grantee. Shares received pursuant to this Section 3(a) shall be settled within 30 days of the date of the Grantee’s death. |
b. | If
the Grantee’s employment terminates during a Performance Period by reason of his or her disability, the Grantee shall receive the Shares, if any, that would otherwise have been delivered to the Grantee for the Performance Period, prorated to the portion of the Performance Period actually worked by the Grantee. |
c. | If the Grantee’s employment terminates during a Performance Period by reason of his or her Retirement, the Grantee shall receive the Shares, if any, which would otherwise have been payable to the Grantee for the Performance Period, prorated to the portion of the Performance Period actually worked by the Grantee; provided, however, that if a Grantee
retires prior to 12 months following the commencement of a Performance Period, no Shares shall be delivered. |
d. | If the Grantee’s employment terminates during a Performance Period by reason of his or her discharge without Cause or for any reason which would constitute grounds for the Grantee to voluntarily terminate his or her employment for “good |
e. | If the Grantee’s employment terminates after the end of a Performance Period but prior to the date of settlement of the Shares due to his or her death, disability, Retirement or discharge without Cause or
voluntary termination for “good reason”, the Grantee shall receive the Shares, if any, which would otherwise have been delivered to the Grantee for the Performance Period. |
f. | Notwithstanding the foregoing, in the event that there shall be a Change in Control during a Performance Period, the Grantee shall be entitled to receive Shares equal to the Shares payable to the Grantee if the plan target level for the Performance Period had been achieved prorated to the portion of the Performance Period actually worked by the Grantee through the date of the Change in Control. Shares received pursuant to this Section 3(f) shall be settled within 30 days of the date of the Change in Control. |
4. | Transferability
of Award. The Award may not be transferred, pledged, assigned, or otherwise disposed of, except (i) by will or the laws of descent and distribution or (ii) for no consideration, subject to such rules and conditions as may be established by the Committee, to a member or members of the Grantee’s Immediate Family. For purposes of this Award Agreement, the Grantee’s “Immediate Family” means the Grantee’s children, stepchildren, grandchildren, parents, stepparents, grandparents, spouse, former spouse, siblings, nieces, nephews, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, including adoptive relationships or any person sharing the Grantee’s household (other than a tenant or employee). |
5. | Miscellaneous
Provisions. |
a. | Rights as a Stockholder. Neither the Grantee nor the Grantee’s representative shall have any rights as a stockholder with respect to any Shares subject to this Award until the Award has been settled and Share certificates, if any, have been issued to the Grantee, transferee or representative, as the case may be. |
b. | Regulatory Compliance and Listing. The issuance or delivery of any certificates representing
Shares issuable pursuant to this Agreement may be postponed by the Committee for such period as may be required to comply with any applicable requirements under the federal or state securities laws, any applicable listing requirements of the New York Stock Exchange, and any applicable requirements under any other Applicable Law, and the Company shall not be obligated to deliver any such Shares to the Grantee if either delivery thereof would constitute a |
c. | Choice of Law. This Agreement shall be governed by, and construed in accordance with, the laws of the State of New York, excluding any conflicts or choice of law rule or principle that might otherwise refer construction or interpretation of this Agreement to the substantive law of another jurisdiction. |
d. | Modification
or Amendment. This Agreement may only be modified or amended by written agreement executed by the parties hereto; provided, however, that the adjustments permitted pursuant to Section 16 and Section 18(b) of the Plan may be made without such written agreement. |
e. | Severability. In the event any provision of this Agreement shall be held illegal or invalid for any reason, the illegality or invalidity shall not affect the remaining provisions of this Agreement, and this Agreement shall be construed and enforced as if such illegal or invalid provision had not been included. |
f. | References
to Plan. All references to the Plan shall be deemed references to the Plan as may be amended. |
g. | Headings. The captions used in this Agreement are inserted for convenience and shall not be deemed a part of this Award for construction or interpretation. |
h. | Interpretation. Any dispute regarding the interpretation of this Agreement shall be submitted by the Grantee or by the Company
forthwith to the Board or the Committee, which shall review such dispute at its next regular meeting. The resolution of such dispute by the Board or the Committee shall be final and binding on all persons. |
i. | Section 409A of the Code. The provisions of this Agreement and any payments made herein are intended to comply with, and should be interpreted consistent with, the requirements of Section 409A of the Code, and any related regulations or other effective guidance promulgated thereunder by the U.S. Department of the Treasury or the Internal Revenue Service. |
j. | Signature
in Counterparts. This Agreement may be signed in counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument. |
This ‘10-Q’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 6/13/13 | None on these Dates | ||
For Period end: | 5/5/13 | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/02/24 PVH Corp./DE 10-K 2/04/24 124:20M 12/07/23 PVH Corp./DE 10-Q 10/29/23 86:11M 9/07/23 PVH Corp./DE 10-Q 7/30/23 84:10M 6/08/23 PVH Corp./DE 10-Q 4/30/23 81:9.9M 3/28/23 PVH Corp./DE 10-K 1/29/23 123:22M 12/08/22 PVH Corp./DE 10-Q 10/30/22 93:14M 9/08/22 PVH Corp./DE 10-Q 7/31/22 97:13M 6/09/22 PVH Corp./DE 10-Q 5/01/22 95:11M 3/30/22 PVH Corp./DE 10-K 1/30/22 128:23M 12/08/21 PVH Corp./DE 10-Q 10/31/21 94:14M 9/09/21 PVH Corp./DE 10-Q 8/01/21 96:13M 6/10/21 PVH Corp./DE 10-Q 5/02/21 96:13M 3/31/21 PVH Corp./DE 10-K 1/31/21 126:23M 12/10/20 PVH Corp./DE 10-Q 11/01/20 92:15M 9/10/20 PVH Corp./DE S-4 6:9.4M Toppan Merrill/FA 9/10/20 PVH Corp./DE 10-Q 8/02/20 93:18M |