SEC Filing | Ralph Lauren Corporation

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Lauren Ricky

(Last)

(First)

(Middle)

RALPH LAUREN CORPORATION,

650 MADISON AVENUE

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/07/2019

3. Issuer Name and Ticker or Trading Symbol
RALPH LAUREN CORP [ RL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	491,299.2	I	By Spouse⁽²⁾
Class A Common Stock	35,854	I	By Spouse's Trust⁽³⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Common Stock	⁽¹⁾	⁽¹⁾	Class A Common Stock	10,749,906	⁽¹⁾	I	By Spouse's Trust⁽³⁾
Class B Common Stock	⁽¹⁾	⁽¹⁾	Class A Common Stock	1,629,044	⁽¹⁾	I	By Trust⁽⁴⁾
Class B Common Stock	⁽¹⁾	⁽¹⁾	Class A Common Stock	4,289,028	⁽¹⁾	I	By Trust⁽⁵⁾
Stock Options (Right to Buy)	⁽⁶⁾	07/16/2019	Class A Common Stock	86,724	140.975	I	By Spouse⁽²⁾
Stock Options (Right to Buy)	⁽⁶⁾	07/15/2020	Class A Common Stock	71,199	181.935	I	By Spouse⁽²⁾
Stock Options (Right to Buy)	⁽⁶⁾	07/14/2021	Class A Common Stock	79,629	159.68	I	By Spouse⁽²⁾

Explanation of Responses:

1. The holder of the securities has the right, at the holder's option, at any time and from time to time, to convert shares of Class B Common Stock into Class A Common Stock on a one-for-one basis.

2. These securities are held directly by Ms. Lauren's spouse, Mr. Ralph Lauren, and are separately included on Mr. Lauren's Section 16 reports.

3. These securities are held by a revocable trust of which Mr. Lauren is the sole trustee and beneficiary, and are separately included on Mr. Lauren's Section 16 reports.

4. These securities are held by a revocable trust of which Ms. Lauren is the sole trustee and beneficiary.

5. These securities are held by trusts of which Ms. Lauren is a trustee established for the benefit of Mr. Lauren's issue.

6. These stock options are currently exercisable.

Remarks:

Solely as a result of repurchases of outstanding Class A Common Stock by Ralph Lauren Corporation, Ms. Lauren's beneficial ownership of shares of Class B Common Stock resulted in beneficial ownership of Class A Common Stock representing more than 10% of the outstanding shares of Class A Common Stock, calculated pursuant to Rule 13d-3 of the Securities Exchange Act of 1934, as amended, and as a result, Ms. Lauren is filing this Form 3. Ms. Lauren disclaims beneficial ownership of the securities reported herein, except to the extent of her pecuniary interest. Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Craig L. Smith, as Attorney-in-Fact	02/08/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

                                                                      Exhibit 24


                               POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that I, Ricky Lauren, hereby make, constitute
and appoint Craig L. Smith as my agent and attorney-in-fact for the purpose of
executing in my name, in my individual capacity and/or in my capacity as a
trustee of any trust, all documents, certificates, instruments, statements,
filings and agreements ("documents") to be filed with or delivered to any
foreign or domestic governmental or regulatory body or required or requested by
any other person or entity pursuant to any legal or regulatory requirement
relating to the acquisition, ownership, management or disposition of securities
or other investments, and any other documents relating or ancillary thereto,
including without limitation all documents relating to filings with the United
States Securities and Exchange Commission (the "SEC") pursuant to the Securities
Act of 1933 or the Securities Exchange Act of 1934 (the "Act") and the rules and
regulations promulgated thereunder, including all documents relating to the
beneficial ownership of securities required to be filed with the SEC pursuant to
Section 13(d), Section 13(g) or Section 16(a) of the Act and any information
statements on Form 13F required to be filed with the SEC pursuant to Section
13(f) of the Act and granting unto said attorney in fact and agent full power
and authority to do and perform each and every act and thing requisite and
necessary to be done in connection therewith, as fully to all intents and
purposes as he might or could do in person, hereby ratifying and confirming all
that said attorney in fact and agent or his substitute or substitutes, may
lawfully do or cause to be done by virtue hereof.

Except as otherwise specifically provided herein, this Power of Attorney shall
not in any manner revoke, in whole or in part, any Power of Attorney previously
executed.This Power of Attorney shall not be revoked by any subsequent Power of
Attorney executed in the future, unless such subsequent Power of Attorney
specifically refers to this Power of Attorney, or specifically states that the
instrument is intended to revoke this Power of Attorney, all prior general
Powers of Attorney or all prior Powers of Attorney.

IN WITNESS WHEREOF, I have executed this instrument as of the 10th day of
September, 2012.


/s/  RICKY LAUREN
------------------------------
Ricky Lauren