-----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, EiFSZQMZNBnWgQqw8gRby6jnj7BD09zhFwWSAjg3TgJ/VGY2rTsVhK6ghM2yy0dr Tb5dbF/8XytNdc4cqvAylw== 0001209191-08-025298.txt : 20080423 0001209191-08-025298.hdr.sgml : 20080423 20080423164501 ACCESSION NUMBER: 0001209191-08-025298 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080414 FILED AS OF DATE: 20080423 DATE AS OF CHANGE: 20080423 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ZIMMER GEORGE CENTRAL INDEX KEY: 0001033168 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-16097 FILM NUMBER: 08772211 MAIL ADDRESS: STREET 1: C/O THE MEN'S WEARHOUSE INC STREET 2: 40650 ENCYCLOPEDIA CIRCLE CITY: FREMONT STATE: CA ZIP: 94538 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MENS WEARHOUSE INC CENTRAL INDEX KEY: 0000884217 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-APPAREL & ACCESSORY STORES [5600] IRS NUMBER: 741790172 STATE OF INCORPORATION: TX FISCAL YEAR END: 0201 BUSINESS ADDRESS: STREET 1: 5803 GLENMONT DR CITY: HOUSTON STATE: TX ZIP: 77081 BUSINESS PHONE: 7135927200 MAIL ADDRESS: STREET 1: 5803 GLENMONT DR CITY: HOUSTON STATE: TX ZIP: 77081 4/A 1 doc4a.xml FORM 4/A SUBMISSION X0202 4/A 2008-04-14 2008-04-21 0 0000884217 MENS WEARHOUSE INC MW 0001033168 ZIMMER GEORGE 6380 ROGERDALE RD. HOUSTON TX 77072 1 1 0 0 Chairman of the Board, CEO Common Stock 2008-04-14 4 J 0 155268 0.00 D 3371957 I George Zimmer 1988 Living Trust Common Stock 66719 I Employee Stock Ownership Plan Variable Pre-Paid Forward Contract (ROTS) 0.00 2008-04-14 4 J 0 155268 0.00 D 2008-05-01 2008-05-01 Common Stock 0 350000 I Trust See remarks. The Form 4 was amended to reflect a correct Transaction Date on Table II, column 3 of 04/14/2008 instead of 01/14/2008. (A) On April 14, 2003, Mr. Zimmer and Bear, Stearns & Co. Inc. entered into an agreement pursuant to which Bear Stearns agreed to pay Mr. Zimmer an amount equal to 86.6% of the amount received by Bear Stearns on average for the sale of up to 350,000 shares of The Men's Wearhouse, Inc. common stock ("Common Stock") during a period of up to 90 days but subject to a floor price of $16.00 per share. In return, Mr. Zimmer agreed to deliver to Bear Stearns in three tranches on or around the fifth anniversary date of the last of the sales by Bear Stearns the lesser of 350,000 shares of Common Stock or a number of share which at the time of delivery has a market value equal to 100% of the amount received by Bear Stearns referred to above but not less than 280,000 shares of Common Stock; provided, however, that Mr. Zimmer has the right to elect to settle the transaction in cash in lieu of delivering shares. Mr. Zimmer pledged 350,000 shares of Common Stock to Bear Stearns to secure his o bligation. On May 7, 2003, Bear Stearns provided to Mr. Zimmer the Final Transaction Supplement confirming the execution and pricing of the transaction. The number of shares set forth in this footnote are before giving effect to a three-for-two stock split effected as a 50% stock dividend in June 2005. (B) On April 14, 2008, the first of the three tranches were settled based on the closing stock price for the Company's common stock on that date as reported on the New York Stock Exchange which resulted in Mr. Zimmer delivering 155,268 shares of Common Stock to Bear Stearns. Claudia A. Pruitt, Attorney in Fact for Mr. Zimmer 2008-04-23 -----END PRIVACY-ENHANCED MESSAGE-----