Zachary Coughlin
PVH CORP. /DE/About Zachary Coughlin
Executive Vice President and Chief Financial Officer of PVH from April 4, 2022 through his announced departure effective December 31, 2025; previously Group CFO/COO of DFS (LVMH), CFO of Converse (Nike), and multiple international finance leadership roles at Ford. Education: MBA (Harvard Business School) and BSBA in Finance & Supply Chain Logistics (Ohio State) . Age at appointment: 46 (as of Feb 2022) . During his tenure, PVH executed the PVH+ Plan, with 2023 revenue +2% to $9.2B, EBIT $929M, EPS $10.76, and 2024 revenue $8.7B, EBIT $772M ($865M non-GAAP), EPS $10.56 ($11.74 non-GAAP); TSR value of a $100 investment measured for 2024 was $103.49 versus peer group $84.99, reflecting mixed macro but continued cost efficiencies and brand-building initiatives . PVH announced a CFO transition on November 18, 2025, reaffirming FY2025 guidance and noting his contributions to PVH+ cost efficiency execution .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| DFS Group (LVMH) | Group CFO & COO; Acting Head of Global Digital | CFO/COO tenure prior to Oct 2021; Acting Head of Global Digital Jan 2019–Oct 2021 | Led finance/operations and digital initiatives for global luxury travel retail |
| Converse (Nike) | Chief Financial Officer | Apr 2015–Mar 2018 | Supported global business across wholesale, retail, and eCommerce |
| Ford Motor Company | CFO Ford Sollers; CFO/Director Ford Lio Ho; Interim CEO Mazda Taiwan; earlier finance roles | 2012–2015; earlier roles prior | International P&L leadership; finance, supply chain, manufacturing, and internal control responsibilities across Asia/Europe |
External Roles
No public company directorships disclosed .
Fixed Compensation
Multi-year compensation (as reported in PVH Summary Compensation Table):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Salary ($) | $705,114 | $844,561 | $890,385 |
| Bonus (Sign-on/Other) ($) | $0 | $200,000 | $0 |
| Non-Equity Incentive Plan Compensation ($) | $596,854 | $910,180 | $1,089,675 |
| Stock Awards (Grant-Date Fair Value) ($) | $2,140,275 | $2,640,553 | $3,130,223 |
| Option Awards (Grant-Date Fair Value) ($) | $750,513 | $660,744 | $725,424 |
| All Other Compensation ($) | $280,447 | $85,482 | $124,047 |
| Total ($) | $4,473,203 | $5,341,520 | $5,959,754 |
Base salary changes:
| Name | 2023 Base Salary | 2024 Base Salary | % Increase |
|---|---|---|---|
| Zachary J. Coughlin | $850,000 | $900,000 | 5.88% |
Annual bonus (target opportunity and corporate weighting):
| Year | Target Bonus (% of Salary) | Corporate Metric Weights | Actual Payout ($) |
|---|---|---|---|
| FY 2022 | Target 100%; Threshold 50%; Max 200% (pro-rated) | Corporate EBIT/Revenue (weights not specified) | $596,854 |
| FY 2023 | Target 100% | Corporate: EBIT 75% + Revenue 25% | $910,180 |
| FY 2024 | Target 125% | Corporate EBIT/Revenue (company-wide weights; CFO 100% corporate) | $1,089,675 |
Performance Compensation
Annual bonus performance metrics (FY 2024 – corporate results; CFO awards 100% corporate):
| Metric | Weight | Threshold | Target | Maximum | Actual FY2024 | Payout as % of Target |
|---|---|---|---|---|---|---|
| Revenue ($B) | 25% | $8.125 | $8.733 | $9.175 | $8.696 | 95.53% |
| EBIT ($M) | 75% | $710 | $883 | $1,015 | $876 | 97.30% |
| Weighted payout | — | — | — | — | — | 96.86% (applied to CFO) |
Equity awards (FY 2024 grants; vesting schedules and performance metrics):
- RSUs: 11,900 units; vest 25% annually over 4 years; grant-date fair value $1,080,379 .
- Stock Options: 11,900 options; strike $109.75; vest 25% annually; 10-year term; grant-date fair value $725,424 .
- PSUs: Target 16,404 shares; ROIC (50%) and Relative TSR vs custom comparator (50%); 3-year cycles (FY2024–FY2026 ROIC; Q2’24–Q1’27 TSR); max 32,808 shares; grant-date fair value $2,049,844 .
| Equity Type | Grant Date | Units/Shares | Vesting/Performance | Grant-Date Fair Value ($) |
|---|---|---|---|---|
| RSUs | 4/10/2024 | 11,900 | 25% per year over 4 years | $1,080,379 |
| Options | 4/10/2024 | 11,900 | 25% per year; 10-year term; strike $109.75 | $725,424 |
| PSUs (Target) | 4/10/2024 | 16,404 | 3-year; 50% ROIC / 50% Relative TSR | $2,049,844 |
| PSUs (Maximum) | 4/10/2024 | 32,808 | Same as above | $3,600,678 |
Prior PSU payouts realized for 2022–2025 cycle (paid May 2, 2025):
- Shares received: 4,236; payout on straight-line interpolation between target and maximum (Company EBIT below threshold; TSR 62nd percentile) .
Equity Ownership & Alignment
- Beneficial ownership (record date basis):
- FY 2023: 13,803 shares; less than 1% of class .
- FY 2024: 28,000 shares; less than 1% of class .
| Ownership Metric | FY 2023 | FY 2024 |
|---|---|---|
| Beneficially Owned Shares | 13,803 | 28,000 |
| Options exercisable within 60 days | Included in right-to-acquire data; 14,750 shares (aggregate across group detail shows CFO 14,750) | 27,000 shares within 60 days |
| 401(k) PVH Stock Fund committee role | Member (committee may be deemed beneficial owner; shares in trust excluded from table) | Member; 224,174 shares in trust (0.5%) as of record date |
Outstanding equity at fiscal year-end (as of Jan 31, 2025; closing price $89.60 for market values):
- Options: 10,950 (exercisable) + 10,950 (unexercisable) @ $71.51; 3,800 (exercisable) + 11,400 (unexercisable) @ $83.80; 11,900 (unexercisable) @ $109.75 .
- RSUs unvested: 5,246 (2022 grant; MV $470,042), 8,862 (2023 grant; MV $794,035), 9,844 (2024 grant; MV $882,022) .
- PSUs unearned (subject to ROIC/TSR): 8,215 (2022 cycle; MV $736,064), 31,712 (2023 cycle; MV $2,841,395), 20,505 (2024 cycle; MV $1,837,248) .
| Category | Detail | Units | Market/Strike |
|---|---|---|---|
| Options | 4/6/2022 (exercisable/unexercisable) | 10,950 / 10,950 | $71.51 |
| Options | 4/6/2023 (exercisable/unexercisable) | 3,800 / 11,400 | $83.80 |
| Options | 4/10/2024 (unexercisable) | 11,900 | $109.75 |
| RSUs (Unvested) | 2022 grant | 5,246; MV $470,042 | Valued at $89.60 |
| RSUs (Unvested) | 2023 grant | 8,862; MV $794,035 | Valued at $89.60 |
| RSUs (Unvested) | 2024 grant | 9,844; MV $882,022 | Valued at $89.60 |
| PSUs (Unearned) | 2022 cycle | 8,215; MV $736,064 | Valued at $89.60 |
| PSUs (Unearned) | 2023 cycle | 31,712; MV $2,841,395 | Valued at $89.60 |
| PSUs (Unearned) | 2024 cycle | 20,505; MV $1,837,248 | Valued at $89.60 |
Stock ownership guidelines and alignment levers:
- Executives subject to robust ownership guidelines: CFO required to hold 3x base salary; limits on stock disposition before meeting guideline; clawback policy applies to incentive pay .
- Hedging and pledging of PVH stock prohibited for officers and directors .
Deferred compensation:
- Supplemental Savings Plan (SSP) contributions (FY 2024): Executive contributions $88,534; company contributions $99,628; aggregate balance $424,140 .
Employment Terms
Key terms from Employment Agreement (Feb 7, 2022):
| Provision | Summary |
|---|---|
| At-will employment; Effective Date | Effective April 4, 2022; at-will; EVP & CFO role . |
| Base salary | Initial $850,000; annual review, only upward adjustments . |
| Annual bonus plan | Eligible under Performance Incentive Bonus Plan; FY2022 threshold 50%, target 100%, max 200% (pro-rated) . |
| FY2022 equity | PSUs: threshold ~$300k, target ~$600k, max ~$1.2M; Options ~$750k; RSUs ~$750k . |
| Make-whole | $200k deferred cash vesting 12/31/2023 (repay if voluntary departure before 12/31/2024); make-whole RSUs: 532 + RSUs worth ~$750k, vest 50% on each of first two anniversaries . |
| Severance (no CIC) | If terminated without Cause or for Good Reason: 2×(Base Salary + target annual bonus), paid in 48 semi-monthly installments; 2 years of medical/dental/life continuation (employee contribution applies) . |
| Severance (within 2 years post-CIC) | Same 2× multiple; lump sum if CIC meets 409A “change in control,” otherwise paid in installments; 2 years of medical/dental/life/disability continuation; make-whole awards vest . |
| Excise tax | Cutback to avoid 4999 excise tax if beneficial; no gross-up . |
| Restrictive covenants | Confidentiality (indefinite); Non-interference, Non-compete, Non-solicit for 18 months post-termination; injunctive relief; blue-penciling; whistleblower carve-out . |
| Voluntary resignation notice | 90 days’ prior notice; Company may waive; salary paid during notice unless waived . |
Corporate policies enhancing alignment:
- Clawback policy on incentive awards; hedging/pledging prohibited .
Investment Implications
- Pay-for-performance design: CFO’s cash bonus and equity awards are explicitly tied to EBIT/revenue (short-term) and three-year ROIC/relative TSR (long-term), aligning upside with operating efficiency and capital stewardship; FY2024 payout at 96.86% reflects near-target performance in a challenging environment .
- Retention and selling pressure: Significant unvested RSUs/PSUs with staggered vesting and existing options (several strikes near/above $89.60 at FY-end) moderate near-term selling incentives; hedging/pledging prohibitions reduce misalignment risk .
- Ownership alignment: Beneficial ownership increased from 13,803 (2023) to 28,000 (2024), and executive ownership guidelines (3× salary) plus clawback policy strengthen alignment; SSP participation further ties deferred comp to company performance .
- Transition risk: Announced CFO departure effective Dec 31, 2025, with Interim CFO appointed and guidance reaffirmed, suggests planned transition; monitor successor profile, any severance triggers, and continuity of PVH+ cost-efficiency execution .
- Governance support: Strong say‑on‑pay outcomes (98% in 2024; 93% in 2023) indicate investor support for compensation structure and alignment .