0000950123-11-078887.txt : 20110819 0000950123-11-078887.hdr.sgml : 20110819 20110819165333 ACCESSION NUMBER: 0000950123-11-078887 CONFORMED SUBMISSION TYPE: 8-A12B/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110819 DATE AS OF CHANGE: 20110819 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BARRY R G CORP /OH/ CENTRAL INDEX KEY: 0000749872 STANDARD INDUSTRIAL CLASSIFICATION: FOOTWEAR, (NO RUBBER) [3140] IRS NUMBER: 314362899 STATE OF INCORPORATION: OH FISCAL YEAR END: 0703 FILING VALUES: FORM TYPE: 8-A12B/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-08769 FILM NUMBER: 111047960 BUSINESS ADDRESS: STREET 1: 13405 YARMOUTH RD NW CITY: PICKERINGTON STATE: OH ZIP: 43147 BUSINESS PHONE: 6148646400 MAIL ADDRESS: STREET 1: 13405 YARMOUTH RD NW CITY: PICKERINGTON STATE: OH ZIP: 43147 8-A12B/A 1 c21742e8va12bza.htm FORM 8-A12B/A e8va12bza
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A/A
(Amendment No. 1 to the Form 8-A filed on May 4, 2009)
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
R. G. BARRY CORPORATION
(Exact name of registrant as specified in its charter)
     
Ohio   31-4362899
     
(State of incorporation or organization)   (I.R.S Employer Identification No.)
     
13405 Yarmouth Road, N.W. Pickerington, Ohio   43147
     
(Address of principal executive offices)   (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
     
Title of each class   Name of each exchange on which each
to be so registered   class is to be registered
     
Series II Junior Participating   The NASDAQ Stock Market LLC
Class A Preferred Shares,    
Par Value $1.00 per share    
If this Form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box:þ
If this Form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box:o
Securities Act registration statement file number to which this Form relates: Not Applicable
Securities to be registered pursuant to Section 12(g) of the Act: None
 
 

 

 

 

EXPLANATORY NOTE
R. G. Barry Corporation (the “Company”) hereby amends and supplements its registration statement on Form 8-A filed with the Securities and Exchange Commission (the “SEC”) on May 4, 2009 (the “Registration Statement”) as follows:
Item 1. Description of Registrant’s Securities to be Registered
Item 1 of the Registration Statement is hereby amended by incorporating by reference into this registration statement on Form 8-A/A the content of Item 1.01 of the Company’s Current Report on Form 8-K filed with the SEC on August 19, 2011. The content under Item 1.01 of the Current Report on Form 8-K describes an amendment to the Rights Agreement, dated as of May 1, 2009, which removes The Bank of New York Mellon Corporation as rights agent and appoints Broadridge Corporate Issuer Solutions, Inc. as the successor rights agent. A copy of such amendment is attached hereto as Exhibit 4.2 and is hereby incorporated by reference herein.
Item 2. Exhibits
             
Exhibit No.   Description   Location
       
 
    
  3.1    
Articles of Incorporation of Company (reflecting all amendments filed with the Ohio Secretary of State) [for purposes of SEC reporting compliance only — not filed in this form with the Ohio Secretary of State]
  Incorporated herein by reference to Exhibit 3.2 to Company’s Quarterly Report on Form 10-Q for the quarterly period ended October 2, 2010 (File No. 001-08769)
       
 
    
  3.2    
Code of Regulations of Company
  Incorporated herein by reference to Exhibit 3.2 to Company’s Quarterly Report on Form 10-Q for the quarterly period ended July 3, 2004 (File No. 001-08769)
       
 
    
  4.1    
Rights Agreement dated as of May 1, 2009, between Company and The Bank of New York Mellon Corporation, as Rights Agent, including the Form of Rights Certificate and the Summary of Rights to Purchase Preferred Shares
  Incorporated herein by reference to Exhibit 4.1 to Company’s Current Report on Form 8-K dated May 1, 2009 and filed May 4, 2009 (File No. 001-08769)
       
 
    
  4.2    
First Amendment to the Rights Agreement, dated as of August 15, 2011, among Company, The Bank of New York Mellon Corporation, as the former rights agent, and Broadridge Corporate Issuer Solutions, Inc., as the successor rights agent, relating to the Rights Agreement, dated May 1, 2009
  Incorporated herein by reference to Exhibit 4.1 to Company’s Current Report on Form 8-K dated August 15, 2011 and filed August 19, 2011 (File No. 001-08769)

 

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SIGNATURE
Pursuant to the requirements of Section 12 the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
         
  R. G. BARRY CORPORATION
 		  
  By:   /s/ José G. Ibarra    
Date: August 19, 2011    José G. Ibarra   
    Senior Vice President — Finance,
Chief Financial Officer 		  

 

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