POLO RALPH LAUREN CORPORATION 9,000,000 Shares of Class A Common Stock Underwriting AgreementUnderwriting Agreement • June 16th, 2010 • Polo Ralph Lauren Corp • Men's & boys' furnishgs, work clothg, & allied garments • New York
The stockholder named in Schedule 2 hereto (the “Selling Stockholder”) of Polo Ralph Lauren Corporation, a Delaware corporation (the “Company”), proposes to sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 9,000,000 shares of Class A Common Stock, par value $0.01 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,350,000 shares of Class A Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of Class A Common Stock and Class B Common Stock, par value $0.01 per share, of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein collectively as the “Stock.”
