Sec Form 4 Filing - HANONO FANNY @ PERRY ELLIS INTERNATIONAL INC - 2014-06-03

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
HANONO FANNY
2. Issuer Name and Ticker or Trading Symbol
PERRY ELLIS INTERNATIONAL INC [ PERY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Secretary and Treasurer
(Last) (First) (Middle)
3000 N.W. 107TH AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
06/03/2014
(Street)
MIAMI, FL33172
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/03/2014 S 15,000 D $ 17.0508 372,781 I See footnote ( 1 )
Common Stock 18,932 ( 2 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Right $ 18.19 03/19/2013( 3 ) 03/18/2019 Common Stock 4,412 4,412 D
Stock Appreciation Right $ 28.38 04/11/2012 04/10/2018 Common Stock 2,850 2,850 D
Stock Appreciation Right $ 24.93 04/19/2011 04/18/2017 Common Stock 3,476 3,476 D
Stock Options $ 4.63 03/18/2010 03/17/2019 Common Stock 10,000 10,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HANONO FANNY
3000 N.W. 107TH AVENUE
MIAMI, FL33172
Secretary and Treasurer
Signatures
/s/ Fanny Hanono 06/05/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Owned by the Fanny Hanono Revocable Trust UAD 07/06/11, of which the Reporting Person is the Trustee.
( 2 )Includes (i) 5,553 shares of restricted stock granted under the Perry Ellis International, Inc. Second Amended and Restated 2005 Long-Term Incentive Compensation Plan, as may be amended and restated from time to time (the "Plan"), which vest in three equal annual installments commencing on April 28, 2015; (ii) 2,714 shares of restricted stock granted under the Plan, which vest in two equal annual installments commencing on April 30, 2015; and (iii)(A) 2,501 shares of restricted stock granted under the Plan in March 2012, and (B) 4,069 shares of restricted stock granted under the Plan in April 2013, which each vest up to 100% provided that certain performance goals have been achieved and the Reporting Person is still an employee of the Company as of the last day of fiscal 2015 and fiscal 2016, respectively. With respect to the grants set forth in (iii)(A) and (B), the Reporting Person may be entitled to additional restricted stock in the event the Company exceeds the performance goals.
( 3 )Of the shares subject to the stock appreciation right, 2,941 shares are fully vested. The remaining 1,471 shares shall vest and become exercisable on March 19, 2015.

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