PVH (PVH) Proxy filing summary

Executive summary

• Achieved revenue growth of 3% to $9.0B in 2025, with Tommy Hilfiger up 4% and Calvin Klein up 3% compared to 2024; Americas revenue increased 6%, EMEA up 5%, while APAC declined 4%.

• Delivered a non-GAAP operating margin of 8.8% and over 200 basis points of annualized cost savings, ending the year with strong inventory and $561M in stock repurchases.

• Focused on product innovation, digital engagement, and operational efficiencies through the PVH+ Plan, with notable marketing partnerships and new store openings in key global cities.

• Maintained disciplined execution despite macroeconomic headwinds, with sequential improvements in Europe and Asia and strong digital performance in the Americas.

Voting matters and shareholder proposals

• Four proposals: election of ten directors for a one-year term, advisory vote on executive compensation, approval of amendments to the Stock Incentive Plan (adding 1,068,000 shares and changing share counting for full value awards), and ratification of Ernst & Young LLP as auditor.

• Board recommends voting FOR all proposals.

• By-Laws amended to lower the threshold for stockholders to call a special meeting from a majority to 25% of outstanding shares.

Board of directors and corporate governance

• Board consists of ten directors (nine independent, one CEO), with an average tenure of 6.2 years and average age of 58.4.

• Board leadership separated: independent Chair (Michael Calbert) and CEO roles.

• Four standing committees: Audit & Risk Management, Compensation, Nominating, Governance & Management Development, and Corporate Responsibility—all members independent.

• Annual board, committee, and director evaluations; ongoing board refreshment with four new directors in the last four years.

• Proxy access provision allows groups of up to 20 stockholders holding at least 3% for three years to nominate up to 20% of the board.