PVH Corp. Files 8-K: Bylaws & Financials Updated
Ticker: PVH · Form: 8-K · Filed: Dec 20, 2024 · CIK: 78239
Sentiment: neutral
Topics: corporate-governance, filing, financials
Related Tickers: PVH
TL;DR
PVH filed an 8-K for bylaws and financials - nothing major yet, but keep an eye out.
AI Summary
On December 20, 2024, PVH Corp. filed an 8-K report detailing amendments to its articles of incorporation and bylaws, along with financial statements and exhibits. The company, formerly known as Phillips Van Heusen Corp., is incorporated in Delaware and operates in the men's and boys' furnishings industry. This filing does not appear to contain specific financial transaction details or material events beyond procedural updates.
Why It Matters
This 8-K filing indicates procedural updates to PVH Corp.'s governing documents and the submission of financial exhibits, which are standard for public companies but may signal upcoming strategic or financial disclosures.
Risk Assessment
Risk Level: low — The filing appears to be procedural, with no immediate indication of significant financial distress or major strategic shifts that would pose a high risk.
Key Players & Entities
- PVH CORP. /DE/ (company) — Registrant
- Phillips Van Heusen Corp /DE/ (company) — Former company name
- Delaware (jurisdiction) — State of incorporation
- 285 Madison Avenue, New York, New York 10017 (address) — Principal executive offices
- 212-381-3500 (phone_number) — Registrant's telephone number
- December 20, 2024 (date) — Date of report
FAQ
What specific amendments were made to PVH Corp.'s articles of incorporation or bylaws?
The filing indicates that amendments were made, but the specific details of these amendments are not provided in the summary information of the 8-K.
What is the significance of filing financial statements and exhibits on this date?
Filing financial statements and exhibits is a standard requirement for 8-K reports, often accompanying material events or procedural updates, but the specific content of these exhibits is not detailed here.
When was PVH Corp. formerly known as Phillips Van Heusen Corp?
The date of the name change from Phillips Van Heusen Corp. to PVH Corp. was July 3, 1992.
What is PVH Corp.'s primary business industry?
PVH Corp. operates in the Men's & Boys' Furnishings, Work Clothing, and Allied Garments industry, classified under SIC code 2320.
What is the fiscal year end for PVH Corp.?
PVH Corp.'s fiscal year ends on February 2nd (0202).
Filing Stats: 797 words · 3 min read · ~3 pages · Grade level 13 · Accepted 2024-12-20 09:01:07
Key Financial Figures
- $1 — ange on which registered Common Stock, $1 par value PVH New York Stock Exchange
Filing Documents
- pvh-20241220.htm (8-K) — 31KB
- exhibit31pvhby-laws12x19x2.htm (EX-3.1) — 196KB
- 0000078239-24-000094.txt ( ) — 436KB
- pvh-20241220.xsd (EX-101.SCH) — 3KB
- pvh-20241220_def.xml (EX-101.DEF) — 15KB
- pvh-20241220_lab.xml (EX-101.LAB) — 29KB
- pvh-20241220_pre.xml (EX-101.PRE) — 17KB
- pvh-20241220_htm.xml (XML) — 4KB
03. Amendments to Articles of Incorporation or Bylaws Change in Fiscal Year
Item 5.03. Amendments to Articles of Incorporation or Bylaws Change in Fiscal Year. On December 19, 2024, in connection with a periodic review of corporate governance matters and the universal proxy rules adopted by the U.S. Securities and Exchange Commission (the "Universal Proxy Rules"), the Board of Directors (the "Board") of PVH Corp. (the "Company") amended the Company's By-Laws, effective immediately. The amendments, among other things: (1) make certain limited updates to the procedures and disclosure requirements for director nominations made and business proposals submitted by stockholders under the Company's "advance notice" provisions and director nominations included in the Company's proxy materials pursuant to the Company's "proxy access" provisions; (2) address the adoption of the Universal Proxy Rules, including to require certification of compliance with the Universal Proxy Rules, provide that a stockholder nomination will be deemed null and void if the nominating stockholder fails to comply with the Universal Proxy Rules, and address the color of proxy cards reserved for use by the Company; (3) provide that the state courts of the State of Delaware (or if no such court has jurisdiction, then the federal court for the District of Delaware) is the exclusive forum for certain state corporate law or stockholder derivative claims, unless the Company consents in writing to the selection of an alternative forum; (4) make certain limited updates to the procedural mechanics for meetings of stockholders and specify the powers of the Board and the chair of a stockholder meeting to regulate conduct at such a meeting and to adjourn a meeting; and (5) update for various general "housekeeping" items, including to change the specified date of the annual meeting of stockholders to reflect the timing of recent annual meetings, decrease the minimum size of the Board from nine to eight directors, expressly permit the Board and its committees to convene virtually and
01. Financial Statements And Exhibits
Item 9.01. Financial Statements And Exhibits. (d) Exhibits . Exhibit No. Description of Exhibit 3.1 By-Laws of PVH Corp., as amended through December 19, 2024 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
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. By: /s/ Mark D. Fischer Mark D. Fischer Executive Vice President, General Counsel and Secretary Date: December 20, 2024