SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
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| ||||||
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o | Definitive Proxy Statement | |||||
x | Definitive Additional Materials | |||||
o | Soliciting Material Under Rule 14a-12 | |||||
| PHILLIPS-VAN HEUSEN CORPORATION | |||||
| (Name of Registrant as Specified in Its Charter) | |||||
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PHILLIPS-VAN HEUSEN CORPORATION
_______________
SUPPLEMENT TO
PROXY STATEMENT FOR ANNUAL MEETING OF STOCKHOLDERS
_______________
May 16, 2007
Dear Stockholder:
This document is a supplement to our Proxy Statement furnished to you in connection with the Annual Meeting of Stockholders of Phillips-Van Heusen Corporation, which will be held at The Graduate Center - City University of New York, 365 Fifth Avenue, Proshansky Auditorium, Concourse Level, New York, New York, on Tuesday, June 19, 2007, at 10:00 a.m.
EXPLANATORY STATEMENT
We are sending you this supplement because the “Director Compensation” table on page 40 of our definitive proxy statement, originally filed with the Securities and Exchange Commission on May 9, 2007, was inadvertently missing the line for Henry Nasella as a result of a word processing error. The corrected table, as well as the footnotes to the table (which have not changed), are set forth below (and continued on the reverse side).
MARK D. FISCHER
Secretary
DIRECTOR COMPENSATION
Name | Fees Earned or Paid in Cash ($) |
| Option Awards(1)(2)(3) ($) |
| All Other Compensation ($) |
| Total ($) |
|
|
|
|
|
|
| |
Edward H. Cohen | 86,500 |
| 142,600 |
| 0 |
| 229,100 |
Joseph B. Fuller | 55,500 | 74,049 |
| 0 |
| 129,549 | |
Joel H. Goldberg | 42,500 | 204,962 |
| 0 |
| 247,462 | |
Marc Grosman | 48,000 | 74,049 |
| 0 |
| 122,049 | |
Margaret L. Jenkins | 11,500 | 15,176 |
| 0 |
| 26,676 | |
Bruce J. Klatsky | 168,000 | 22,578 |
| 3,738(4) |
| 194,316 | |
Harry N.S. Lee(5) | 20,500 | — |
| 0 |
| 20,500 | |
Bruce Maggin | 94,000 | 142,600 |
| 0 |
| 236,600 | |
Henry Nasella | 57,000 | 59,097 |
| 0 |
| 116,097 | |
Christian Näther(6) | — | — |
| — |
| — | |
Rita M. Rodriguez | 86,500 | 176,840 |
| 0 |
| 263,340 | |
Craig Rydin | 13,500 | 15,176 |
| 0 |
| 28,676 |
1
2
The grant date fair value of options granted in 2006 to our directors was as follows:
Edward H. Cohen | $ | 142,600 |
Joseph B. Fuller | $ | 142,600 |
Joel H. Goldberg | $ | 142,600 |
Marc Grosman | $ | 142,600 |
Margaret L. Jenkins | $ | 168,100 |
Bruce J. Klatsky | $ | 142,600 |
Harry N.S. Lee(5) | $ | 142,600 |
Bruce Maggin | $ | 142,600 |
Henry Nasella | $ | 142,600 |
Rita M. Rodriguez | $ | 142,600 |
Craig Rydin | $ | 168,100 |
3
The number of options outstanding for each of our directors as of February 4, 2007 was as follows:
Edward H. Cohen |
| 48,000 |
Joseph B. Fuller |
| 72,000 |
Joel H. Goldberg |
| 34,500 |
Marc Grosman |
| 72,000 |
Margaret L. Jenkins |
| 10,000 |
Bruce J. Klatsky |
| 122,500 |
Harry N.S. Lee(5) |
| — |
Bruce Maggin |
| 68,000 |
Henry Nasella |
| 20,000 |
Rita M. Rodriguez |
| 20,000 |
Craig Rydin |
| 10,000 |
4
Consists of expenses for Mr. Klatsky’s spouse relating to her accompanying him to our annual off-site budget, planning and strategy meetings, including travel, hotel and recreational activities and additional discounts received by Mr. Klatsky at our Calvin Klein Collection store above the discount provided to all directors.
5
Retired as a director effective June 13, 2006.
6
Mr. Näther was elected as a director by the holders of our Series B Convertible Preferred Stock, who had the right to elect separately as a class up to three of our directors. Mr. Näther, who was the only such director during 2006, resigned in May 2006, and our Series B Convertible Preferred Stock was subsequently cancelled after the conversion of the then outstanding shares. The directors elected by the holders of our Series B Convertible Preferred Stock did not receive fees, option awards or any other compensation from us for their services as directors.
2