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8-KThe WireRoutine

Shareholder Vote

Filed Jun 24, 2025 · 1y ago · Accession 0001213900-25-057242

Plain English

Material event — a significant development the company must disclose promptly.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549     FORM  8-K   CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934   Date of Report (Date of earliest event reported)   June 18, 2025   PVH CORP. (Exact name of registrant as specified in its charter)   Delaware   001-07572   13-1166910 (State or other jurisdiction of incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.)   285 Madison Avenue , New York , New York   10017 (Address of principal executive offices)   (Zip Code)   Registrant’s telephone number, including area code  ( 212 )- 381-3500   Not Applicable (Former name or former address, if changed since last report)   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))   Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol   Name of each exchange on which registered Common Stock, $1.00 par value   PVH   New York Stock Exchange 4.125% Senior Notes due 2029   PVH29   New York Stock Exchange   Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).   Emerging growth company  ☐   If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  o           Item 5.07. Submission of Matters to a Vote of Security Holders.   The Annual Meeting of Stockholders of PVH Corp. (the “Company”) was held on June 18, 2025 (the “2025 Annual Meeting”). There were present in person or by proxy at the 2025 Annual Meeting holders of 45,226,213 shares of the Company’s common stock. These shares present represented approximately 94% of the shares of common stock eligible to be voted at the meeting. The holders of the common stock voted on the matters reported below.   The following directors were elected to serve for a term of one year:       For     Against     Abstain     Broker Non-Votes   Jesper Andersen     42,656,535       79,225       58,569       2,431,884   Ajay Bhalla     42,647,952       89,791       56,586       2,431,884   Michael M. Calbert     42,433,013       298,044       63,272       2,431,884   Brent Callinicos     42,136,725       594,447       63,157       2,431,884   George Cheeks     42,632,986       103,573       57,770       2,431,884   Kate Gulliver     42,652,792       86,178       55,359       2,431,884   Stefan Larsson     42,630,781       109,350       54,198       2,431,884   G. Penny McIntyre     42,644,099       94,078       56,152       2,431,884   Amy McPherson     39,736,083       2,946,029       112,217       2,431,884   Amanda Sourry     42,389,790       334,337       70,202       2,431,884     The proposal to approve, in a non-binding, advisory vote, the compensation paid to the Company’s named executive officers was approved. The vote was: FOR – 41,339,242; AGAINST – 1,388,259; ABSTAIN – 66,828; and there were 2,431,884 broker non-votes.   The proposal for Ernst & Young LLP to serve as the Company’s independent auditors for its current fiscal year was ratified. The vote was: FOR – 43,413,863; AGAINST – 1,726,197; and ABSTAIN – 86,153. There were no broker non-votes for this proposal.   1     SIGNATURES   Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.          PVH Corp.   (Registrant)       Date:  June 24, 2025 By:  /s/ Mark D. Fischer     Name: Mark D. Fischer     Title: Executive Vice President and Secretary     2
Filing details
Ticker
PVH
CIK
78239
Form type
8-K
Filing date
Jun 24, 2025
Report date
Jun 18, 2025
Document
ea024662401-8k_pvhcorp.htm
Size
236 KB