-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, F80I3aCr+p8PkhiOQGapI9FOuPA2h3S5hRY/nm06s64V+a6clpFf3NFJrscwdfAV qQQ5Q9qn/nXHxrdT2NNcsQ== 0000014707-07-000021.txt : 20070221 0000014707-07-000021.hdr.sgml : 20070221 20070221160023 ACCESSION NUMBER: 0000014707-07-000021 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070221 ITEM INFORMATION: Temporary Suspension of Trading Under Registrant's Employee Benefit Plans FILED AS OF DATE: 20070221 DATE AS OF CHANGE: 20070221 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BROWN SHOE CO INC CENTRAL INDEX KEY: 0000014707 STANDARD INDUSTRIAL CLASSIFICATION: FOOTWEAR, (NO RUBBER) [3140] IRS NUMBER: 430197190 STATE OF INCORPORATION: NY FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-02191 FILM NUMBER: 07638928 BUSINESS ADDRESS: STREET 1: 8300 MARYLAND AVE STREET 2: P O BOX 29 CITY: ST LOUIS STATE: MO ZIP: 63105 BUSINESS PHONE: 3148544000 MAIL ADDRESS: STREET 1: P O BOX 29 CITY: ST LOUIS STATE: MO ZIP: 63166 FORMER COMPANY: FORMER CONFORMED NAME: BROWN SHOE CO INC/ DATE OF NAME CHANGE: 19990528 FORMER COMPANY: FORMER CONFORMED NAME: BROWN GROUP INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: BROWN SHOE CO INC DATE OF NAME CHANGE: 19720327 8-K 1 bws8k022107.htm BWS FORM 8-K BWS Form 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported)
February 21, 2007

Brown Shoe Company, Inc.
-------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)

New York
---------------------------
(State or Other
Jurisdiction of
Incorporation)
001-2191
-------------------
(Commission
File Number)
43-0197190
---------------------------
(IRS Employer
Identification No.)

 
8300 Maryland Avenue
St. Louis, Missouri
----------------------------------------------------
(Address of Principal Executive Offices)
 
63105
------------------
(Zip Code)

(314) 854-4000
------------------------------------------
(Registrant’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


 

 
 
 


Item 5.04. Temporary Suspension of Trading Under Registrant’s Employee Benefit Plans.
 
On February 21, 2007, Brown Shoe Company, Inc. (the “Company”) sent a notice to its directors and executive officers informing them of a blackout period under the Brown Shoe Company, Inc. 401(k) Savings Plan (the “Plan”). The blackout period is being implemented in connection with the transition of the administrative functions of the Plan to a new plan administrator. During the blackout period, participants under the Plan will be unable to direct or diversify their investments in the Plan and will not, among other things, be able to make a contribution change, obtain or payoff a loan, make a withdrawal or receive a distribution from the Plan.
 
The blackout period will be in effect beginning March 21, 2007 and is expected to end the week of April 22, 2007. During the week of April 22, 2007, directors and executive officers can determine whether the blackout period has ended free of charge by calling HR Shares Services at 866-279-4357. During the blackout period and for a period of two years following the end of the blackout period, the actual beginning and ending dates of the blackout period will be available free of charge by calling HR Shares Services at 866-279-4357.
 
During the blackout period, each director and executive officer is prohibited from, directly or indirectly, purchasing, selling or otherwise acquiring or transfering any equity security of the Company that was acquired in connection with the director’s or executive officer’s service or employment as a director or executive officer except pursuant to a limited number of exceptions. The term equity security includes, without limitation, the Company’s common stock, options to purchase the Company’s common stock and other derivative securities which derive their value from the Company’s common stock.
 
Please contact Tim Sutter by mail at Brown Shoe Company, Inc., 8300 Maryland Avenue, Clayton, MO 63105 or by telephone at (314) 854-4021 or by e-mail at tsutter@brownshoe.com for any questions regarding the blackout period.

 

 
 
 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BROWN SHOE COMPANY, INC.
(Registrant)




Date: February 21, 2007              By: /s/ Michael I. Oberlander  
Name: Michael I. Oberlander
Title: Senior Vice President, General Counsel and Corporate Secretary
 
 
 
 
 
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