10-K405/A 1 y41789a1e10-k405a.txt PAINE WEBBER GROUP INC. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (AMENDMENT NO. 1) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999 COMMISSION FILE NUMBER 1-7367 PAINE WEBBER GROUP INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 13-2760086 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK 10019 (Address of principal executive offices) (Zip Code) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (212) 713-2000 SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
NAME OF EACH EXCHANGE ON TITLE OF EACH CLASS WHICH REGISTERED ------------------- ------------------------ Common Stock, $1 Par Value New York Stock Exchange, Inc. Pacific Stock Exchange, Inc. Stock Index Return Securities on the S&P MidCap 400 Index due June 2, 2000 American Stock Exchange, Inc. 8.30% Preferred Trust Securities* New York Stock Exchange, Inc. 8.08% Preferred Trust Securities* New York Stock Exchange, Inc.
*Issued by PWG Capital Trust I and PWG Capital Trust II, respectively. Fully and unconditionally guaranteed by Paine Webber Group Inc. SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: NONE 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 [X] No [ ] Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. (X) The aggregate market value of voting stock held by non-affiliates of the Registrant was approximately $5.6 billion as of March 9, 2000. (See Item 12.) On March 9, 2000, the Registrant had outstanding 145,479,208 shares of common stock of $1 par value, which is Registrant's only class of common stock. DOCUMENTS INCORPORATED BY REFERENCE: Parts I, II and IV incorporate information by reference from the Registrant's 1999 Annual Report to Stockholders. Part I and Part III incorporate information by reference from the Registrant's definitive proxy statement for the annual meeting to be held on May 4, 2000. 2 NOTE On March 30, 2000, Paine Webber Group Inc. filed its Annual Report on Form 10-K for the fiscal year ended December 31, 1999. The sole purpose of this amendment is to refile Exhibit 13 to include page 18 of the 1999 Annual Report to Stockholders which contains the "Financial Highlights" incorporated by reference into "Item 6. Selected Financial Data". 3 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. PAINE WEBBER GROUP INC. ------------------------------ (Registrant) Date: November 2, 2000 By: /s/ Jerome T. Fadden ---------------------- ------------------------------ Jerome T. Fadden Senior Vice President and Chief Financial Officer (principal financial and accounting officer) 4 EXHIBIT INDEX 13 - 1999 Annual Report to Stockholders of the Registrant