-----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, I+A5E9rzXV05uC/Ym0rSgTtwOEw4BR9Hc8IZpul7WHAsidhDXhsz70BFHWWWR48S wMXx7oRFGsMaquhhh2IvRw== 0000950124-96-001685.txt : 19960423 0000950124-96-001685.hdr.sgml : 19960423 ACCESSION NUMBER: 0000950124-96-001685 CONFORMED SUBMISSION TYPE: 10-K405/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960422 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: WEYCO GROUP INC CENTRAL INDEX KEY: 0000106532 STANDARD INDUSTRIAL CLASSIFICATION: FOOTWEAR, (NO RUBBER) [3140] IRS NUMBER: 390702200 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K405/A SEC ACT: SEC FILE NUMBER: 000-09068 FILM NUMBER: 96549050 BUSINESS ADDRESS: STREET 1: 234 E RESERVOIR AVE STREET 2: PO BOX 1188 CITY: MILWAUKEE STATE: WI ZIP: 53201 BUSINESS PHONE: 4142638800 MAIL ADDRESS: STREET 1: 234 EAST RESERVOIR AVENUE STREET 2: 234 EAST RESERVOIR AVENUE CITY: MILWAUKEE STATE: WI ZIP: 53212 FORMER COMPANY: FORMER CONFORMED NAME: WEYENBERG SHOE MANUFACTURING CO DATE OF NAME CHANGE: 19900514 10-K405/A 1 10-K405/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A - AMENDMENT #1 (Mark One) X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE - --- ACT OF 1934 (FEE REQUIRED) For the fiscal year ended December 31, 1995. OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES - --- EXCHANGE ACT OF 1934 (NO FEE REQUIRED) For transition period from to ---------------- ------------- Commission file number 0-9068 Weyco Group, Inc. - ------------------------------------------------------------------------------ (Exact name of registrant as specified in its charter) Wisconsin 39-0702200 - ------------------------------- --------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 234 E. Reservoir Avenue, P.O. Box 1188, Milwaukee, WI 53201 - ------------------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, include area code (414) 263-8800 ------------------------- Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on Title of each class which registered None - ------------------------------------------- ---------------------------------- - ------------------------------------------- ---------------------------------- Securities registered pursuant to Section 12(g) of the Act: Common Stock - $1.00 per value per share - ------------------------------------------------------------------------------- (Title of Class) - ------------------------------------------------------------------------------- (Title of Class) 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 Regulations S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in any definitive proxy of information statements incorporated by reference or in any amendment to this Form 10-K. (X) As of March 5, 1996, there were outstanding 1,296,313 shares of Common Stock and 334,482 shares of Class B Common Stock. At the same date, the aggregate market value (based upon the average of the high and low trades for that day) of all common stock held by non-affiliates was approximately $41,534,700. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Corporation's Annual Report to Shareholders for the year ended December 31, 1995, are incorporated by reference in Parts I, II and IV of this report. Portions of the Corporation's Proxy Statement, dated March 25, 1996, prepared for the Annual Meeting of Shareholders scheduled for April 23, 1996, are incorporated by reference in Part III of this report. Exhibit Index Pages 9-10 2 Item 14. Exhibits, Financial Statement Schedules - -------- and Reports on Form 8-K (Continued) --------------------------------------- 3. Exhibits
Incorporated Herein Filed Exhibit Description By Reference To Herewith - ------- -------------------------------------- -------------------- --------- 3.1 Articles of Incorporation as Restated Exhibit 3.1 to Form August 29, 1961, and Last Amended 10-K for Year Ended April 25, 1990 December 31, 1990 3.2 Bylaws as Revised January 21, 1991 Exhibit 3.2 to Form and Amended November 3, 1992 10-K for Year Ended December 31, 1992 10.1* Employment Agreement - Thomas W. Exhibit 10.1 to Form Florsheim, dated January 1, 1992 10-K for Year Ended December 31, 1992 10.2* Employment Agreement - Robert Feitler, Exhibit 10.2 to Form dated January 1, 1992 10-K for Year Ended December 31, 1992 10.3* Restated and Amended Deferred X Compensation Agreement - Thomas W. Florsheim, dated December 1, 1995 10.4* Restated and Amended Deferred X Compensation Agreement - Robert Feitler, dated December 1, 1995 10.5* 1988 Nonqualified Stock Option Plan Exhibit 10.5 to Form 10-K for Year Ended December 31, 1988 10.6* Excess Benefits Plan - Restated Effective Exhibit 10.6 to Form as of January 1, 1989 10-K for Year Ended December 31, 1991 10.7* Pension Plan - Amended and Restated Exhibit 10.7 to Form Effective January 1, 1989 10-K for Year Ended December 31, 1991 10.8* Deferred Compensation Plan - Effective Exhibit 10.8 to Form as of January 1, 1989 10-K for Year Ended December 31, 1991 10.9* 1992 Nonqualified Stock Option Plan Exhibit 10.9 to Form 10-K for Year Ended December 31, 1991
-9- 3 Item 14. Exhibits, Financial Statement Schedules, - -------- and Reports on Form 8-K (Continued) ---------------------------------------- 3. Exhibits (Continued)
Incorporated Herein Filed Exhibit Description By Reference To Herewith - ------- -------------------------------------- -------------------- --------- 10.10* Death Benefit Plan Agreement - Exhibit 10.10 to Form Thomas W. Florsheim, dated 10-K for Year Ended November 8, 1993 December 31, 1993 10.11* Death Benefit Plan Agreement - Exhibit 10.11 to Form Robert Feitler, dated 10-K for Year Ended November 8, 1993 December 31, 1993 10.12* 1996 Nonqualified Stock Option Plan X 21 Subsidiaries of the Registrant X 23.1 Consent of Independent Public X Accountants Dated March 20, 1996 *Management contract or compensatory plan or arrangement (b) Reports on Form 8-K None 27 Financial Data Schedule X
-10- 4 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. WEYCO GROUP, INC. (Registrant) By /s/ John Wittkowske April 22 , 1996 ------------------------------------- --------------- John Wittkowske, Secretary/Treasurer -------------------- Power of Attorney KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Thomas W. Florsheim, Robert Feitler, and John Wittkowske, and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to this report, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their substitutes, may lawfully do or cause to be done by virtue thereof. --------------- Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Signatures and Titles Date --------------------- ---- /s/ Thomas W. Florsheim April 22 , 1996 - ---------------------------------------------------- ---------------------------- Thomas W. Florsheim, Chairman of the Board and Chief Executive Officer (Principal Executive Officer) , 1996 - ---------------------------------------------------- ---------------------------- Robert Feitler, President and Chief Operating Officer (Principal Financial Officer) and Director , 1996 - ---------------------------------------------------- ---------------------------- John Wittkowske, Secretary/Treasurer (Principal Accounting Officer) , 1996 - ---------------------------------------------------- ---------------------------- John W. Florsheim, Director , 1996 - ---------------------------------------------------- ---------------------------- Thomas W. Florsheim, Jr., Director , 1996 - ---------------------------------------------------- ---------------------------- Leonard J. Goldstein, Director , 1996 - ---------------------------------------------------- ---------------------------- Frank W. Norris, Director , 1996 - ---------------------------------------------------- ---------------------------- Frederick P. Stratton, Jr., Director
-12- EX-27 2 FDS
5 1,000 YEAR DEC-31-1995 JAN-01-1995 DEC-31-1995 11,247 12,678 20,917 2,049 14,946 59,494 8,783 5,269 79,328 13,498 0 0 0 1,884 62,199 79,328 120,643 120,643 88,094 112,041 2,208 0 0 10,810 4,003 6,807 0 0 0 6,807 3.62 3.62
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