2004 Stock Incentive Plan
Performance Restricted Stock Unit Award Grant Notice and Agreement
Coach, Inc. (the “ Company ”) is pleased to confirm that you have been granted a performance
restricted stock unit award (the “ Award ”), effective as of August 6, 2009 (the “ Award Date ”), as provided
in this Performance Restricted Stock Unit Award Grant Notice and Agreement (including all annexes attached
hereto, the “ Agreement ”) pursuant to the Coach, Inc. 2004 Stock Incentive Plan (as amended, the “ Plan
”). The Award is subject to all of the terms and conditions set forth in the Agreement.
1. Defined Terms . Capitalized terms used but not otherwise defined in the Agreement shall
have the meanings set forth in the Definition Annex attached hereto as Annex A .
2. Award. Subject to the restrictions, limitations and conditions described in the Agreement, the
Company hereby awards to you as of the Award Date performance restricted stock units (the “ PRSUs ”) in
accordance with the terms and conditions of the Agreement. PRSUs are considered Performance Stock Units
under the Plan. Each PRSU represents the right to receive one share of Common Stock upon the satisfaction of
the terms and conditions of the Agreement and the Plan (and in particular the terms and conditions set forth on
Annex B ) (the “ Restrictions ”). While the Restrictions are in effect, the PRSUs are not transferable by you by
means of sale, assignment, exchange, pledge, or otherwise. The number of PRSUs subject to the Award shall be
determined in accordance with the terms of Annex B .
3. Vesting . The PRSUs will remain restricted and may not be sold or transferred by you until
they have become vested pursuant to the terms of the Agreement and the vesting provisions set forth on Annex
4. Distribution of the Award. Except as otherwise provided by Section 5(d), on, or as soon
as reasonably practicable foll