10-Q/A 1 0001.txt FORM 10-Q/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (MARK ONE) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: FEBRUARY 26, 2000 ----------------- -OR- [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to________. COMMISSION FILE NUMBER 0-13099 TRISTAR CORPORATION -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 13-3129318 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 105 S. ST. MARY'S STREET, SUITE 1800, SAN ANTONIO, TEXAS 78205 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (210) 402-2200 -------------- (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No X ---------- ------------ Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. ON APRIL 11, 2000, THERE WERE OUTSTANDING 16,773,741 SHARES OF COMMON STOCK, $.01 PAR VALUE, OF THE REGISTRANT. This Form 10-Q/A is filed with respect to that certain Quarterly Report on Form 10-Q for the quarterly period ended February 26, 2000 of Tristar Corporation filed with the Securities and Exchange Commission on April 11, 2000 (the "Form 10-Q"). Part II, Item 4 of the Form 10-Q is hereby amended and restated in its entirety. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS (a) The Annual Meeting of Stockholders was held on February 3, 2000. (b) The following directors were elected to serve until the next Annual Meeting of Stockholders or until their successors have been elected and qualified: Richard P. Rifenburgh Jay J. Sheth Richard R. Howard Robert A. Lerman Viren S. Sheth (c) (1) The director's listed in item 4( b) above were elected by the following votes: NUMBER OF VOTES NAME NUMBER OF VOTES FOR WITHHELD Richard P. Rifenburgh 16,711,770 30,778 Richard R. Howard 16,711,770 30,778 Viren S. Sheth 16,711,770 30,778 Jay J. Sheth 16,711,770 30,778 Robert A. Lerman 16,711,770 30,778 (2) Of the 16,742,548 shares voting at the meeting, 16,718,106 voted for the ratification of the appointment of the firm PricewaterhouseCoopers LLP as the Company's independent public accountants for fiscal 2000. The number of shares that voted against such ratification was 2,442, and no holders abstained from voting on this matter. 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 thereunto duly authorized. TRISTAR CORPORATION (Registrant) Date: July 19, 2000 By: /s/ RICHARD R. HOWARD -------------------------------------- RICHARD R. HOWARD President and Chief Executive Officer (Principal Executive Officer) Date: July 19, 2000 By: /s/ ROBERT M. VIOLA ------------------------------------- ROBERT M. VIOLA Senior Executive Vice-President and Chief Financial Officer (Principal Financial and Accounting Officer)