-----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, Umy6z1Sl3qbSOBSBNU1KbOpJ+q5wSqqz+5D8cSlFYcX0sQOJPa2the32FIjD93ZS j+Jt1PrkBQNpvCB4x4CggQ== 0000950172-97-000819.txt : 19970912 0000950172-97-000819.hdr.sgml : 19970912 ACCESSION NUMBER: 0000950172-97-000819 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970909 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SYMS CORP CENTRAL INDEX KEY: 0000724742 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FAMILY CLOTHING STORES [5651] IRS NUMBER: 222465228 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0301 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-39363 FILM NUMBER: 97677539 BUSINESS ADDRESS: STREET 1: SYMS WAY CITY: SECAUCUS STATE: NJ ZIP: 07094 BUSINESS PHONE: 2019029600 MAIL ADDRESS: STREET 1: SYMS WAY CITY: SECAUCUS STATE: NJ ZIP: 07094 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SYMS SY FOUNDATION CENTRAL INDEX KEY: 0001045663 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: NJ FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: SYMS WAY CITY: SECAUCUS STATE: NJ ZIP: 07094 MAIL ADDRESS: STREET 1: SYMS WAY CITY: SECAUCUS STATE: NJ ZIP: 07094 SC 13D 1 SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Syms Corp --------------------------------------------------------- (Name of Issuer) Common Stock, par value $.05 per share --------------------------------------------------------- (Title of Class and Securities) 871551 10 7 --------------------------------------------------------- (CUSIP Number of Class of Securities) Sy Syms Syms Way Secaucus, New Jersey 07094 --------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) Copy to: Matthew J. Mallow, Esq. Skadden, Arps, Slate, Meagher & Flom LLP 919 Third Avenue New York, New York 10022 (212) 735-3000 August 27, 1997 -------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Statement because of Rule 13d-1(b)(3) or (4), check the following: ( ) SCHEDULE 13D CUSIP No. 871551 10 7 ----------------------------------------------------------------- (1) NAMES OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS The Sy Syms Foundation ----------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) ( ) (b) (X) ----------------------------------------------------------------- (3) SEC USE ONLY ----------------------------------------------------------------- (4) SOURCE OF FUNDS* OO ----------------------------------------------------------------- (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ( ) ----------------------------------------------------------------- (6) CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey, USA ----------------------------------------------------------------- (7) SOLE VOTING POWER NUMBER OF SHARES 2,500,000 BENEFICIALLY ------------------------------ OWNED BY (8) SHARED VOTING POWER EACH REPORTING 0 PERSON ------------------------------ WITH (9) SOLE DISPOSITIVE POWER 2,500,000 ------------------------------ (10) SHARED DISPOSITIVE POWER 0 ----------------------------------------------------------------- (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,500,000 ----------------------------------------------------------------- (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES* ( ) ----------------------------------------------------------------- (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 14.1% ----------------------------------------------------------------- (14) TYPE OF REPORTING PERSON* OO ----------------------------------------------------------------- Item 1. Security and Issuer This Statement on Schedule 13D (the "Schedule 13D") relates to the common stock, par value $.05 per share (the "Common Stock"), of Syms Corp, a New Jersey corporation (the "Company"). The Reporting Person is deemed to beneficially own 2,500,000 shares (the "Shares") of Common Stock. The address of the Company's principal executive office is Syms Way, Secaucus, New Jersey 07094. Item 2. Identity and Background. This Schedule 13D is filed by Sy Syms, as Trustee, on behalf of the Sy Syms Foundation, a New Jersey non-profit corporation (the "Foundation"), located at Syms Way, Secaucus, New Jersey 07094. The Foundation has not (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. The Foundation acquired the Shares from the Sy Syms Revocable Living Trust, which contributed the Shares as a charitable contribution. Item 4. Purpose of Transaction. The Foundation has acquired the Shares for investment purposes only, and does not have any present plans or proposals that relate to or would result in any change in the business, policies, management, structure or capitalization of the Company. The Foundation reserves the right to dispose of the Shares or to acquire additional securities of the Company in the ordinary course of business, to the extent deemed advisable in light of its general investment and trading policies, market conditions or other factors. Except as set forth in this Item 4, the Foundation has no present plan or proposal that relates to or would result in any of the actions specified in clauses (a) through (j) of Item 4 of Schedule 13D. Item 5. Interest in Securities of the Issuer. (a) The 2,500,000 Shares owned by the Foundation represent as of the date hereof approximately 14.1% of the Common Stock outstanding on the date hereof, according to the Company. (b) The Foundation has the sole power to vote or to direct the voting of the Shares and the sole power to dispose or direct the disposition of such Shares. (c) Except as set forth in this Schedule 13D, the Foundation has not engaged in any transactions involving the Common Stock during the past 60 days. (d) Except for Sy Syms, in his capacity as Trustee of the Foundation, no person is known by the Foundation to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares beneficially owned by the Foundation. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Except as set forth in this Schedule 13D, there are no contracts, arrangements, understandings or relationships (legal or otherwise) between the Foundation and any person with respect to any securities of the Company, including but not limited to transfer or voting of any of such securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. Item 7. Material to be Filed as Exhibits. The Foundation has no agreements, contracts, arrangements or understandings, plans or proposals meeting the criteria set forth in Item 7 of Schedule 13D. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: September 9, 1997 By: /s/ Sy Syms --------------------------- Sy Syms, as Trustee of the Sy Syms Foundation -----END PRIVACY-ENHANCED MESSAGE-----