PVH Corp美股招股说明书(2025-06-10版)

Subject to Completion, dated June10, 2025 PRELIMINARY PROSPECTUS SUPPLEMENT(To Prospectus dated April2, 2024)_________________________________________________________________________________ PVH CORP. $% Senior Notes due_________________________________________________________________________________ This is an offering (the “offering”) by PVH Corp. (the “Company,” “we,” “our” or “us”) of anaggregate $of% Senior Notes due, which we refer to as the “notes.” We will payinterest on the notessemi-annuallyin arrears onandof each year, beginningon, 2025. The notes will mature on, 20. We may redeem the notes, at our option, in whole or in part, at any time and from time to time,at the redemption prices set forth in this prospectus, plus accrued and unpaid interest, if any, to, butexcluding, the redemption date. See “Description of Notes—Optional Redemption.” If a “change ofcontrol repurchase event” (as defined herein) occurs, we may be required to repurchase the notesfrom holders. See “Description of Notes—Change of Control Repurchase Event.” The notes are to be issued in minimum denominations of $2,000 and integral multiples of$1,000 in excess thereof. The notes will be our unsecured unsubordinated obligations, and the payment of principal of,premium, if any, and interest will rank equally in right of payment with all of our existing and futureunsecured and unsubordinated indebtedness, liabilities and other obligations. Investing in the notes involves risks. See the section entitled “Risk Factors” beginningon pageS-9. Neither the U.S.Securities and Exchange Commission (“SEC”) nor any state securitiescommission has approved or disapproved of these securities or determined if this prospectussupplement or the accompanying prospectus is truthful or complete. Any representation to thecontrary is a criminal offense. The underwriters expect to deliver the notes to purchasers inbook-entryform only through TheDepository Trust Company for the accounts of its participants, including Euroclear Bank S.A./N.V.(“Euroclear”) and Clearstream Banking, S.A., Luxembourg (“Clearstream, Luxembourg”) on orabout, 2025._________________________________________________________________________________ JointBook-RunningManagers Table of Contents Youshould rely only on the information contained or incorporated byreferencein this prospectus supplement and the accompanying prospectus.Wehavenot,and the underwriters have not,authorized anyone to provide youwithdifferent information.We are not making an offer of these securitiesinany state where the offer or sale is not permitted.You should notassumethat the information we have included in this prospectus supplementorthe accompanying prospectus is accurate as of any date other than thedateof this prospectus supplement or the accompanying prospectus or thatanyinformation we have incorporated by reference is accurate as of anydateother than the date of the document incorporated by reference.If theinformationvaries between this prospectus supplement and the accompanyingprospectus,the information in this prospectus supplement supersedes theinformationin the accompanying prospectus.Neither this prospectussupplementnor the accompanying prospectus constitutes an offer,or aninvitationon our behalf or on behalf of the underwriters,to subscribe forandpurchase any of the securities and may not be used for or in connectionwithan offer or solicitation by anyone,in any jurisdiction in which suchanoffer or solicitation is not authorized or to any person to whom it isunlawfulto make such an offer or solicitation. The notes are being offered for sale only in jurisdictions where it is lawful tomake such offers. The distribution of this prospectus supplement and the accompanyingprospectus and this offering of the notes in certain jurisdictions may be restrictedby law. Persons outside the UnitedStates who receive this prospectus supplement andthe accompanying prospectus should inform themselves about and observe any suchrestrictions. This prospectus supplement and the accompanying prospectus do notconstitute, and may not be used in connection with, an offer or solicitation byanyone in any jurisdiction in which such offer or solicitation is not authorized orin which the person making such offer or solicitation is not authorized or in whichthe person making such offer or solicitation is not qualified to do so or to anyperson to whom it is unlawful to make such offer or solicitation. See“Underwriting.” TABLEOF CONTENTS ProspectusSupplement PageABOUT THIS PROSPECTUS SUPPLEMENTS-1INCORPORATION BY REFERENCES-2CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTSS-3SUMMARYS-5RISK FACTORSS-9USE OF PROCEEDSS-14CAPITALIZATIONS-15DESCRIPTION OF NOTESS-16BOOK-ENTRY, DELIVERY AND FORMS-33MATERIAL U.S.FEDERAL INCOME TAX CONSEQUENCESS-36UNDERWRITINGS-40LEGAL MATTERSS-45EXPERTSS-45 PageABOUT THIS PROSPECTUS1WHERE YOU CAN FIND MORE INFORMATION2INCORPORATION BY REFERENCE3CAUTIONARY STATEMENT CONCERNING FORWARD-