Coach 2015 Annual Report Download - page 142

  . If you are a director, associate director or shadow director of a Singapore Affiliate of the
Company, you are subject to certain notification requirements under the Singapore Companies Act. Among these requirements is
an obligation to notify the Singaporean Affiliate in writing when you receive an interest (e.g., RSUs, Shares) in the Company or any
related companies. Please contact the Company to obtain a copy of the notification form. In addition, you must notify the Singapore
Affiliate when you sell Option Shares of Company or any related company (including when you sell Option Shares acquired through
exercise of your Option). These notifications must be made within two (2) days of acquiring or disposing of any interest in the
Company or any related company. In addition, a notification must be made of your interests in the Company or any related
company within two (2) days of becoming a director.
If you are a director, associate director or shadow director, you are advised to seek appropriate professional advice as to your
reporting obligations under the Singapore Companies Act.


The provisions set forth in Section 4 of this Agreement regarding continued vesting following termination of employment with the
Coach Companies due to Retirement do not apply to Participants in the United Kingdom. In the event of such termination, the
provisions set forth in Section 5(b) regarding voluntary termination of employment shall govern.
The following provisions supplement Section 3 of the Agreement:
   Regardless of any action the Company or any Affiliate employing you (the “Employer”) take with
respect to any or all federal, state, local or foreign income tax, social insurance, payroll tax, payment on account or other tax
related items (“Tax Related Items”), you acknowledge that the ultimate liability for all Tax Related Items associated with the RSUs
is and remains your responsibility and that the Company and/or the Employer (i) make no representations or undertakings
regarding the treatment of any Tax Related Items in connection with any aspect of the RSUs, including, but not limited to, the grant
or vesting of the RSUs, the delivery of the Shares, the subsequent sale of Shares acquired at vesting and the receipt of any
dividends or dividend equivalents; and (ii) do not commit to structure the terms of the grant or any aspect of the RSUs to reduce or
eliminate your liability for Tax Related Items. Further, if you have relocated to a different jurisdiction between the date of grant and
the date of any taxable event, you acknowledge that the Company and/or the Employer (or former employer, as applicable) may be
required to withhold or account for Tax-Related Items in more than one jurisdiction.
Prior to the relevant taxable event, you shall pay or make adequate arrangements satisfactory to the Company and/or the
Employer (in its sole discretion) to satisfy all Tax-Related Items. In this regard, you authorize the Company and/or the Employer, in
their sole discretion, to satisfy the obligations with regard to all Tax Related Items legally payable by you by one or a combination of
the following: (i) require you to pay Tax-Related Items in cash with a cashier’s check or certified check; (ii) withholding cash from
your wages or other compensation payable to you by the Company and/or the Employer; (iii) arranging for the sale of Shares
otherwise issuable to you upon vesting of the RSUs (on your behalf and at your direction pursuant to this authorization); (iv)
withholding from the proceeds of the sale of Shares acquired upon vesting of the RSUs; or (v) withholding in Shares otherwise
issuable to you, provided that the Company withholds only the amount of Shares
Page 20 of 21