RALPH LAUREN CORPORATION |
(Exact Name of Registrant as Specified in Its Charter) |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
(Address of principal executive offices) | (Zip Code) |
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(Registrant’s telephone number, including area code)
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NOT APPLICABLE
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(Former name or former address, if changed since last report.)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
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Trading Symbol
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Name of each exchange
on which registered
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(a) |
The Annual Meeting of Stockholders of Ralph Lauren Corporation (the “Company”) was held on August 1, 2019.
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(b) |
The stockholders (i) elected all of the Company’s nominees for director to serve until the Company’s 2020 Annual Meeting of Stockholders; (ii) ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 28, 2020; (iii) approved, on an advisory basis, the compensation of the Company’s named executive officers and the Company’s compensation philosophy, policies and practices; and (iv) approved the adoption of the Company’s 2019 Long-Term Stock Incentive Plan.
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1. |
Election of Directors:
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Class A Directors
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Number of
Votes For
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Number of
Votes
Withheld
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Non-Votes
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Frank A. Bennack, Jr.
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35,305,553 | 5,369,006 |
3,060,581
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Joel L. Fleishman
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35,821,924 | 4,852,635 |
3,060,581
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Michael A. George
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22,586,699 | 18,087,860 |
3,060,581
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Hubert Joly
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39,569,587 | 1,104,972 |
3,060,581
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Class B Directors
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Number of
Votes For
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Number of
Votes
Withheld
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Non-Votes
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Ralph Lauren | 253,812,800 | 0 | 0 |
David Lauren
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253,812,800 | 0 | 0 |
Patrice Louvet
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253,812,800 | 0 | 0 |
Angela Ahrendts
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253,812,800 | 0 | 0 |
John R. Alchin
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253,812,800 | 0 | 0 |
Arnold H. Aronson
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253,812,800 | 0 | 0 |
Dr. Joyce F. Brown
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253,812,800 | 0 | 0 |
Linda Findley Kozlowski
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253,812,800 | 0 | 0 |
Judith A. McHale
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253,812,800 | 0 | 0 |
Robert C. Wright | 253,812,800 | 0 | 0 |
2. |
Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 28, 2020.
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Number of Votes For
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Number of Votes Against
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Abstentions
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296,459,490 | 1,077,863 | 10,587 |
3. |
Approval, on an advisory basis, of the compensation of the Company’s named executive officers and the Company’s compensation philosophy, policies and practices.
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Number of Votes For
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Number of Votes Against
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Abstentions
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Non-Votes
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284,204,328 | 10,230,391 | 52,640 |
3,060,581
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4. |
Approval of the 2019 Long-Term Stock Incentive Plan.
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Number of Votes For
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Number of Votes Against
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Abstentions
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Non-Votes |
292,093,635 | 2,380,020 | 13,704 |
3,060,581
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RALPH LAUREN CORPORATION | |||
Date: August 5, 2019
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By:
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/s/ Jane Hamilton Nielsen | |
Name: | Jane Hamilton Nielsen | ||
Title: |
Chief Operating Officer and Chief Financial Officer
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