SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
BIRNBACH GERALD M

(Last) (First) (Middle)
THE ROWE COMPANIES
1650 TYSONS BLVD., SUITE 710

(Street)
MCLEAN VA 22102

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ROWE COMPANIES [ ROW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman of the Board/Pres.
3. Date of Earliest Transaction (Month/Day/Year)
12/11/2003
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 517,948 D
Common Stock 12/11/2003 12/11/2003 J(12) 186 D $3.4 7,106 I(1) see footnote
Common Stock 78,960 I(2)(3) see footnotes
Common Stock 438,537 I(2)(4) see footntotes
Common Stock 127,383 I(2)(5) see footnotes
Common Stock 308,107 I(2)(6) see footnotes
Common Stock 4,174 I(2)(7) see footnotes
Common Stock 57,470 I(2)(8) see footnotes
Common Stock 44,951 I(2)(9) see footnotes
Common Stock 38,853 I(2)(10) see footnotes
Common Stock 57,470 I(2)(11) see footnotes
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option to Purchase $2.15 12/03/2002 12/03/2012 commmon 5,000 5,000 D
Option to Purchase $2.15 06/06/2003 12/03/2012 common 5,000 10,000 D
Option to Purchase $2.15 12/03/2003 12/03/2012 common 5,000 15,000 D
Option to Purchase $2.15 06/06/2004 12/03/2012 common 5,000 20,000 D
Option to Purchase $2.15 12/03/2004 12/03/2012 common 5,000 25,000 D
Option to Purchase $2.15 06/06/2005 12/03/2012 common 5,000 30,000 D
Option to Purchase $1.25 01/01/2002 12/04/2011 common 20,000 50,000 D
Option to Purchase $3.1875 12/05/2000 12/05/2010 common 50,000 100,000 D
Option to Purchase $8.375 12/15/1999 12/15/2009 common 38,060 138,060 D
Option to Purchase $8.375 01/01/2001 12/15/2009 common 11,940 150,000 D
Option to Purchase $9.2045 12/03/1998 12/03/2008 common 55,137 205,137 D
Option to Purchase $9.2045 01/01/2000 12/03/2008 common 10,862 215,999 D
Option to Purchase $6.25 12/02/1997 12/02/2007 common 39,050 255,049 D
Option to Purchase $6.25 12/02/1997 12/02/2007 common 15,950 270,999 D
Option to Purchase $6.9318 11/26/1996 11/26/2006 common 40,700 311,699 D
Option to Purchase $6.9318 11/26/1996 11/26/2006 common 14,300 325,999 D
Option to Purchase $4.5455 12/07/1995 12/07/2005 commmon 22,000 347,999 D
Option to Purchase $4.5455 12/07/1995 12/07/2005 common 22,000 369,999 D
Option to Purchase $5 08/18/1994 08/18/2004 common 19,965 389,964 D
Option to purchase $3 12/01/2003 12/01/2013 common 25,000 414,964 D
Option to purchase $3 01/01/2004 12/01/2013 common 5,000 419,964 D
Explanation of Responses:
1. Represents as of May 31, 2003, the date of the Plan's last report, the number of shares allocated to the reporting person under The Rowe Companies Employee Stock Ownership Plan
2. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
3. Co-trustee under the Birnbach Family Foundation, Inc.
4. Co-trustee under the Irrevocable Trust Agreement for the Descendants of Gladys B. Rowe
5. Co-trustee under the Irrevocable Trust Agreement for the Wife and Descendants of D. E. Rowe, Jr.
6. Co-trustee under theTrust FBO Michael A. Rowe.
7. Owned by wife.
8. Co-trustee under the Irrevocable Trust Agreement FBO Jami Taff and the Descendants of Jami Taff.
9. Co-trustee under the Irrevocable Trust Agreement FBO Nina Patton and the Descendants of Nina Patton.
10. Co-trustee under the Irrevocable Trust Agreement FBO Thomas Birnbach and the Descendants of Thomas Birnbach.
11. Co-trustee under the Irrevocable Trust Agreement FBO Birnbach Birnbach and the Descendants of Birnbach Birnbach.
12. Minimum distribution of shares from The Rowe Companies Employee Stock Ownership Plan (Age 70 1/2)
Deborah C. Jacks, Attorney-In-Fact 12/11/2003
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.