FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
PERRY ELLIS INTERNATIONAL INC [ PERY ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/26/2013 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 03/26/2013 | D | 375,000(1) | D | $0 | 0 | D | |||
Common Stock | 04/30/2013 | A | 52,647 | A | $0 | 52,647(2) | D | |||
Common Stock | 796,656(3) | I | See Footnote | |||||||
Common Stock | 50,000(4) | I | See Footnote | |||||||
Common Stock | 50,000(5) | I | See Footnote | |||||||
Common Stock | 50,000(6) | I | See Footnote |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Appreciation Right | $18.19 | 03/19/2013(7) | 03/18/2019 | Common Stock | 89,686 | 89,686 | D | ||||||||
Stock Appreciation Right | $28.38 | 04/11/2012(8) | 04/10/2018 | Common Stock | 57,894 | 57,894 | D | ||||||||
Stock Appreciation Right | $24.93 | 04/19/2011 | 04/18/2017 | Common Stock | 70,674 | 70,674 | D | ||||||||
Stock Options | $4.63 | 03/18/2010 | 03/17/2019 | Common Stock | 250,000 | 250,000 | D | ||||||||
Stock Options | $16.593 | 03/04/2004 | 03/03/2014 | Common Stock | 67,500 | 67,500 | D |
Explanation of Responses: |
1. Reflects the forfeiture of restricted stock awarded pursuant to a grant made in 2008, which was forfeited on March 26, 2013, because the Company did not meet the applicable performance goals. |
2. Represents 52,647 shares of restricted stock, which vest in three equal annual installments commencing on April 30, 2014. |
3. Owned by the Oscar Feldenkreis Revocable Trust UAD 05/06/11, of which the Reporting Person is Trustee. |
4. Owned by the Erica Feldenkreis 2012 Irrevocable Trust UAD 10/17/12, of which the Reporting Person's spouse is the Trustee. |
5. Owned by the Jennifer Feldenkreis 2012 Irrevocable Trust UAD 10/17/12, of which the Reporting Person's spouse is the Trustee. |
6. Owned by the Stephanie Feldenkreis 2012 Irrevocable Trust UAD 10/17/12, of which the Reporting Person's spouse is the Trustee. |
7. Of the shares subject to the stock appreciation right, 29,895 shares are fully vested. The remainder of the shares shall vest and become exercisable as follows: 29,895 shares on March 19, 2014; and 29,896 shares on March 19, 2015. |
8. Of the shares subject to the stock appreciation right, 38,596 shares are fully vested. The remaining 19,298 shares shall vest and become exercisable on April 11, 2014. |
/s/ Cory Shade by Power of Attorney | 05/02/2013 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |