X0206 3 2014-12-16 0 0000884217 MENS WEARHOUSE INC MW 0001107310 EMINENCE CAPITAL, LP 65 EAST 55TH STREET 25TH FLOOR NEW YORK NY 10022 0 0 1 0 0001628803 Eminence GP, LLC C/O EMINENCE CAPITAL, LP 65 EAST 55TH STREET, 25TH FLOOR NEW YORK NY 10022 0 0 1 0 0001362459 Sandler Ricky C 65 EAST 55TH STREET 25TH FLOOR NEW YORK NY 10022 0 0 1 0 Common Stock, par value $0.01 per share ("Common Stock") 5719479 I See footnotes The shares of Common Stock reported on this line may be deemed to be indirectly beneficially owned by Eminence Capital, LP ("Eminence Capital"), which shares are directly held by Eminence Partners, L.P. ("Eminence I"), Eminence Partners II, L.P. ("Eminence II"), Eminence Partners Leveraged, L.P. ("Eminence Leveraged"), Eminence Eaglewood Master, L.P. ("Eminence Eaglewood"), Eminence Partners Long, L.P. (together with Eminence I, Eminence II, Eminence Leveraged and Eminence Eaglewood, the "Partnerships"), Eminence Fund Master, Ltd. ("Eminence Offshore Master Fund"), Eminence Fund Leveraged Master, Ltd. ("Eminence Offshore Leveraged Master Fund" and, together with Eminence Offshore Master Fund, the "Master Funds"), Eminence Fund Long, Ltd. ("Eminence Offshore Long" and, together with the Partnerships and the Master Funds, the "Eminence Funds"), a separately managed account (the "SMA") and the family accounts and other related accounts over which (Continuation of footnote 1) Ricky C. Sandler ("Mr. Sandler") has investment discretion (the "Family Accounts"). Eminence Capital may be deemed to be the indirect beneficial owner of such shares by virtue of its position as the investment manager to the Eminence Funds and the investment adviser to the SMA. In addition, Eminence GP, LLC ("Eminence GP") may be deemed to be the indirect beneficial owner of such securities held by the Partnerships and the Master Funds by virtue of its position as the general partner or manager of the Partnerships and the Master Funds. Mr. Sandler may be deemed to be the indirect beneficial owner of such shares held by the Eminence Funds, the SMA and the Family Accounts by virtue of his direct and indirect control of Eminence Capital, Eminence GP and the Family Accounts. For purposes of Rule 16a-1(a)(2) of the 1934 Act, each of the reporting persons disclaims beneficial ownership of the shares reported herein to the extent such beneficial ownership exceeds its pecuniary interest therein. EMINENCE CAPITAL, LP By: Eminence Capital GP, LLC /s/ Ricky C. Sandler, Managing Member 2014-12-29 EMINENCE GP, LLC /s/ Ricky C. Sandler, Managing Member 2014-12-29 Ricky C. Sandler, /s/ Ricky C. Sandler 2014-12-29