-----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, TWn967n0N+dh0t8w7lL2bZRU+sDheshHuQUTNGYa65BJeOZgHIl/wPG1wxbJ+iLk vaaomGxTE7Zl2+VFJ1ZjCg== 0001209191-08-037183.txt : 20080616 0001209191-08-037183.hdr.sgml : 20080616 20080616114846 ACCESSION NUMBER: 0001209191-08-037183 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080613 FILED AS OF DATE: 20080616 DATE AS OF CHANGE: 20080616 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FINISH LINE INC /IN/ CENTRAL INDEX KEY: 0000886137 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-SHOE STORES [5661] IRS NUMBER: 351537210 STATE OF INCORPORATION: IN FISCAL YEAR END: 0228 BUSINESS ADDRESS: STREET 1: 3308 N MITTHOEFFER RD CITY: INDIANAPOLIS STATE: IN ZIP: 46235 BUSINESS PHONE: 3178991022 MAIL ADDRESS: STREET 1: 3308 N MITTHOEFFER ROAD CITY: INDIANAPOLIS STATE: IN ZIP: 46235 FORMER COMPANY: FORMER CONFORMED NAME: FINISH LINE INC /DE/ DATE OF NAME CHANGE: 19930328 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GENESCO INC CENTRAL INDEX KEY: 0000018498 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-SHOE STORES [5661] STATE OF INCORPORATION: TN FISCAL YEAR END: 0201 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20184 FILM NUMBER: 08899799 BUSINESS ADDRESS: STREET 1: GENESCO PK 1415 MURFREESBORO RD CITY: NASHVILLE STATE: TN ZIP: 37217 BUSINESS PHONE: 6153677000 MAIL ADDRESS: STREET 1: GENESCO PK 1415 MURFREESBORO RD CITY: NASHVILLE STATE: TN ZIP: 37217 4 1 bna13893_bna02.xml MAIN DOCUMENT DESCRIPTION X0202 4 2008-06-13 1 0000886137 FINISH LINE INC /IN/ FINL 0000018498 GENESCO INC 1415 MURFREESBORO ROAD NASHVILLE TN 37217-2895 0 0 1 0 Class A Common Stock 2008-06-13 4 J 0 6518971 D 0 D On March 3, 2008, Genesco Inc. ("Genesco"), The Finish Line, Inc. ("Finish Line"), Headwind, Inc. and UBS Securities LLC and UBS Loan Finance LLC (collectively, "UBS"), entered into a Settlement Agreement (the "Settlement Agreement") relating to the Agreement and Plan of Merger, dated as of June 17, 2007, by and among Genesco, Finish Line and Headwind, Inc. (the "Merger Agreement"). Pursuant to the Settlement Agreement, on March 7, 2008, Finish Line issued to Genesco 6,518,971 shares (the "Shares") of Finish Line Class A Common Stock, which was equal to 12.0% of the total post-issuance Finish Line outstanding shares of common stock (including Finish Line Class B Common Stock) as of such date. On April 30, 2008, the Board of Directors of Genesco declared a dividend on its common stock in order to distribute the Shares. On June 13, 2008, Genesco distributed the Shares, however, as required by the terms of the Genesco 2005 Equity Incentive Plan, the portion of the Shares (the "Restricted Shares") that holders of shares of Genesco restricted stock were entitled to receive pursuant to the dividend will be subject to the same restrictions (including with respect to vesting and transferability) as the underlying restricted shares. Accordingly, the Restricted Shares will be held by Genesco and transferred to the holders of the restricted stock only after the underlying restricted stock has vested. All voting rights associated with the Restricted Shares are held and exercisable by the holders of the underlying Genesco restricted stock. Genesco is required to sell any of the Restricted Shares that are forfeited by the holders. /s/ Roger G. Sisson, Senior Vice President, Secretary and General Counsel, on behalf of Genesco Inc. 2008-06-16 -----END PRIVACY-ENHANCED MESSAGE-----