Statement of Changes in Beneficial Ownership (4)
04 June 2013 - 8:34AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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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1. Name and Address of Reporting Person
*
WILDRICK ROBERT N
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2. Issuer Name
and
Ticker or Trading Symbol
BANK JOS A CLOTHIERS INC /DE/
[
JOSB
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
C/O JOS. A. BANK CLOTHIERS, INC., 251 ROYAL PALM WAY, SUITE 101
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3. Date of Earliest Transaction
(MM/DD/YYYY)
6/1/2013
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(Street)
PALM BEACH, FL 33480
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, $.01 par value
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6/1/2013
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D
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2250
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D
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(1)
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45702
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D
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Common Stock, $.01 par value
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6/3/2013
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A
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2250
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A
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(2)
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47952
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Phantom Stock
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(1)
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6/1/2013
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A
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2250
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(1)
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(1)
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Common Stock
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2250
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(1)
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8250
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D
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Explanation of Responses:
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(
1)
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This Form 4 reports the vesting of 2,250 restricted stock units previously granted to the Reporting Person and previously reported on a Form 4 as beneficially owned by the Reporting Person. No price was received or paid by the Reporting Person in connection with the vesting. Pursuant to the Reporting Person's previous election to defer the receipt of shares of the Issuer's Common Stock arising from the vested restricted stock units, phantom stock was acquired by the Reporting Person pursuant to the terms of the Issuer's Deferred Compensation Plan (the "Deferred Compensation Plan"). Each share of phantom stock is the economic equivalent of one share of the Issuer's Common Stock. Except as otherwise provided under the terms of the Deferred Compensation Plan, the shares of phantom stock will become payable in shares of the Issuer's Common Stock (or cash at the Issuer's election) upon the Reporting Person's separation from service as a director of the Issuer.
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(
2)
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This Form 4 reports the grant of 2,250 restricted stock units under the Issuer's 2010 Equity Incentive Plan. No price was received or paid by the Reporting Person in connection with the grant. Each restricted stock unit represents the right to receive one share of the Issuer's Common Stock. Provided the reporting person remains in service to the Issuer as a director through June 3, 2014, except as otherwise provided in the award agreement, the restricted stock units will vest on June 3, 2014.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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WILDRICK ROBERT N
C/O JOS. A. BANK CLOTHIERS, INC.
251 ROYAL PALM WAY, SUITE 101
PALM BEACH, FL 33480
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X
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Signatures
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Robert N. Wildrick
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6/3/2013
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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