UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________________

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

PVH CORP.
(Exact name of registrant as specified in its charter)

Registrant's telephone number, including area code  (212)-381-3500

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

     (17 CFR 240.14d-2(b))

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

     (17 CFR 240.13e-4(c))

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.02   Termination of a Material Definitive Agreement.

On January 5, 2018, PVH Corp. (the "Company") issued a press release to announce that it has redeemed all of its outstanding 4.500% senior notes due December 15, 2022 (the "Notes"), representing an aggregate principal amount of $700 million. The redemption price of the Notes was 102.250% of the outstanding aggregate principal amount, plus accrued and unpaid interest thereon to, but not including, the redemption date. The Notes were issued and the redemption was effected pursuant to the provisions of the Indenture, dated as of December 20, 2012, between the Company and U.S. National Bank Association, as trustee.

A copy of this press release is attached as Exhibit 99.1 to this report.

Item 9.01    Financial Statements and Exhibits.

(d)  Exhibits.

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: January 5, 2018

EXHIBIT INDEX

EXHIBIT 99.1

PVH CORP.

200 MADISON AVENUE

NEW YORK, NY 10016

Treasurer and Senior Vice President, Business Development and Investor Relations

(212) 381-3502

investorrelations@pvh.com

PVH CORP. ANNOUNCES THE
REDEMPTION OF ITS 4.500% SENIOR NOTES DUE 2022

New York, NY – PVH Corp. [NYSE: PVH] today announced that it has redeemed all of the $700 million of its 4.500% senior notes due 2022 (the "2022 Notes"), using the net proceeds from its offering of €600 million principal amount of 3.125% senior notes due 2027 (the "2027 Notes"), which closed on December 21, 2017, together with certain cash on hand, to fund the redemption. The Company had announced on December 6, 2017 that it had launched the offering of the 2027 Notes and delivered a Conditional Notice of Redemption for the 2022 Notes.

With a history going back over 135 years, PVH has excelled at growing brands and businesses with rich American heritages, becoming one of the largest apparel companies in the world. We have over 35,000 associates operating in over 40 countries and over $8 billion in annual revenues. We own the iconic CALVIN KLEIN, TOMMY HILFIGER, Van Heusen, IZOD, ARROW, Speedo*, Warner's and Olga brands, as well as the digital-centric True & Co. intimates brand, and market a variety of goods under these and other nationally and internationally known owned and licensed brands.

*The Speedo brand is licensed for North America and the Caribbean in perpetuity from Speedo International Limited.