-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JGMhxn1UuD1jV3nHt2jvyIjHKsEOSwdsReY395LpL8OmeyphahcsH8EtbaI/JMuz GXAcYIfHzp0BZjAo0jl2HA== 0000950142-98-000127.txt : 19980212 0000950142-98-000127.hdr.sgml : 19980212 ACCESSION NUMBER: 0000950142-98-000127 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980211 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: POLO RALPH LAUREN CORP CENTRAL INDEX KEY: 0001037038 STANDARD INDUSTRIAL CLASSIFICATION: MEN'S & BOYS' FURNISHINGS, WORK CLOTHING, AND ALLIED GARMENTS [2320] IRS NUMBER: 132622036 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-51241 FILM NUMBER: 98530130 BUSINESS ADDRESS: STREET 1: 650 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2123187000 MAIL ADDRESS: STREET 1: 1285 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10019-6064 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LAUREN RALPH CENTRAL INDEX KEY: 0001040545 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 650 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2123187000 MAIL ADDRESS: STREET 1: 650 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G 1 SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities and Exchange Act of 1934 Polo Ralph Lauren Corporation - -------------------------------------------------------------------------------- (Name of Issuer) Class A Common Stock, par value $.01 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 731572 10 3 ----------------------------------------------------------------------- (CUSIP Number) * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP NO. 731572 10 3 13G PAGE 2 OF 8 PAGES 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Ralph Lauren 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America NUMBER OF 5 SOLE VOTING POWER 28,839,036 (including 28,339,036 shares of Class SHARES B Common Stock, par value $.01 per share, immediately convertible into an equal number of BENEFICIALLY shares of Class A Common Stock, and options representing the right to acquire 500,000 shares OWNED BY of Class A Common Stock at $26 per share) EACH 6 SHARED VOTING POWER 14,940,985 (including 14,940,985 shares of Class B Common Stock, par value $.01 per share, REPORTING immediately convertible into an equal number of shares of Class A Common Stock) PERSON 7 SOLE DISPOSITIVE POWER 28,839,036 (including 28,339,036 shares of Class B Common Stock, par value $.01 per share, WITH immediately convertible into an equal number of shares of Class A Common Stock, and options representing the right to acquire 500,000 shares of Class A Common Stock at $26 per share) 8 SHARED DISPOSITIVE POWER 14,940,985 (including 14,940,985 shares of Class B Common Stock, par value $.01 per share, immediately convertible into an equal number of shares of Class A Common Stock) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 43,780,021(including 43,280,021 shares of Class B Common Stock, par value $.01 per share, immediately convertible into an equal number of shares of Class A Common Stock, and options representing the right to acquire 500,000 shares of Class A Common Stock at $26 per share) 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 56.1% 12 TYPE OF REPORTING PERSON* IN CUSIP NO. 731572 10 3 13G PAGE 3 OF 8 PAGES 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON RL Holding, L.P. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5 SOLE VOTING POWER 0 SHARES 6 SHARED VOTING POWER 13,383,482 (including 13,383,482 shares of Class B Common Stock, par value $.01 per share, BENEFICIALLY immediately convertible into an equal number of shares of Class A Common Stock) OWNED BY 7 SOLE DISPOSITIVE POWER 0 EACH REPORTING 8 SHARED DISPOSITIVE POWER 13,383,482 (including 13,383,482 shares of Class B Common Stock, par value $.01 per share, PERSON WITH immediately convertible into an equal number of shares of Class A Common Stock) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 13,383,482 (including 13,383,482 shares of Class B Common Stock, par value $.01 per share, immediately convertible into an equal number of shares of Class A Common Stock) 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 28.1% 12 TYPE OF REPORTING PERSON* PN CUSIP NO. 731572 10 3 13G PAGE 4 OF 8 PAGES 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON RL Holding Group, Inc. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5 SOLE VOTING POWER 0 SHARES 6 SHARED VOTING POWER 13,383,482 (including 13,383,482 shares of Class B Common Stock, par value $.01 per share, BENEFICIALLY immediately convertible into an equal number of shares of Class A Common Stock) OWNED BY 7 SOLE DISPOSITIVE POWER 0 EACH REPORTING 8 SHARED DISPOSITIVE POWER 13,383,482 (including 13,383,482 shares of Class B Common Stock, par value $.01 per share, PERSON WITH immediately convertible into an equal number of shares of Class A Common Stock) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 13,383,482 (including 13,383,482 shares of Class B Common Stock, par value $.01 per share, immediately convertible into an equal number of shares of Class A Common Stock) 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 28.1% 12 TYPE OF REPORTING PERSON* CO CUSIP NO. 731572 10 3 13G PAGE 5 OF 8 PAGES 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON RL Family, L.P. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 5 SOLE VOTING POWER 0 SHARES 6 SHARED VOTING POWER 1,557,503 (including 1,557,503 shares of Class B Common Stock, par value $.01 per share, BENEFICIALLY immediately convertible into an equal number of shares of Class A Common Stock) OWNED BY 7 SOLE DISPOSITIVE POWER 0 EACH REPORTING 8 SHARED DISPOSITIVE POWER 1,557,503 (including 1,557,503 shares of Class B Common Stock, par value $.01 per share, PERSON WITH immediately convertible into an equal number of shares of Class A Common Stock) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,557,503 (including 1,557,503 shares of Class B Common Stock, par value $.01 per share, immediately convertible into an equal number of shares of Class A Common Stock) 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 4.3% 12 TYPE OF REPORTING PERSON* PN ITEM 1 (A) NAME OF ISSUER Polo Ralph Lauren Corporation (B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES 650 Madison Avenue New York, New York 10022 ITEM 2 (A) NAME OF PERSON FILING (i) Ralph Lauren (ii) RL Holding, L.P. (iii) RL Holding Group, Inc. (iv) RL Family, L.P. (B) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE c/o Polo Ralph Lauren Corporation 650 Madison Avenue New York, New York 10022 (C) CITIZENSHIP (i) Ralph Lauren -- United States of America (ii) RL Holding, L.P. -- Delaware (iii) RL Holding Group, Inc. -- Delaware (iv) RL Family, L.P. -- Delaware (D) TITLE OF CLASS OF SECURITIES Class A Common Stock, par value $.01 per share (E) CUSIP NUMBER 731572 10 3 ITEM 3 IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B), CHECK WHETHER THE PERSON FILING IS A: (a)[ ] Broker or Dealer registered under Section 15 of the Act (b)[ ] Bank as defined in section 3(a)(6) of the Act (c)[ ] Insurance Company as defined in section 3(a)(19) of the Act (d)[ ] Investment Company registered under section 8 of the Investment Company Act Page 6 of 8 Pages (e)[ ] Investment Adviser registered under section 203 of the Investment Advisers Act of 1940 (f)[ ] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see ss. 240.13d-1(b)(1)(ii)(F) (g)[ ] Parent Holding Company, in accordance with ss. 240.13d-1(b)(ii)(G) (Note: See Item 7) (h)[ ] Group, in accordance with ss. 240.13d-1(b)(1)(ii)(H) ITEM 4 OWNERSHIP See responses to Items 5, 6, 7, 8, 9, and 11 of Cover Pages. ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS IF THIS STATEMENT IS BEING FILED TO REPORT THE FACT THAT AS OF THE DATE HEREOF THE REPORTING PERSON HAS CEASED TO BE THE BENEFICIAL OWNER OF MORE THAN FIVE PERCENT OF THE CLASS OF SECURITIES, CHECK THE FOLLOWING [ ] ITEM 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON Not applicable ITEM 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY Not applicable ITEM 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP Not applicable ITEM 9 NOTICE OF DISSOLUTION OF GROUP Not applicable ITEM 10 CERTIFICATION Not applicable Page 7 of 8 Pages SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: February 10, 1998 /s/ Ralph Lauren -------------------------------------- RALPH LAUREN RL HOLDING, L.P. By: RL Holding Group, Inc., its General Partner By: /s/ Ralph Lauren ------------------------------- Name: Ralph Lauren Title: Chairman RL HOLDING GROUP, INC. By: /s/ Ralph Lauren ------------------------------- Name: Ralph Lauren Title: Chairman RL FAMILY, L.P. By: /s/ Ralph Lauren ------------------------------- Name: Ralph Lauren Title: General Partner Page 8 of 8 Pages -----END PRIVACY-ENHANCED MESSAGE-----