Sec Form 4 Filing - Evans Glenn D @ BARRY R G CORP /OH/ - 2012-09-13

Insider filing report for Changes in Beneficial Ownership
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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
Evans Glenn D
2. Issuer Name and Ticker or Trading Symbol
BARRY R G CORP /OH/ [ DFZ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Sr VP Global Operations
(Last) (First) (Middle)
13405 YARMOUTH ROAD, N.W.
3. Date of Earliest Transaction (MM/DD/YY)
09/13/2012
(Street)
PICKERINGTON, OH43147
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 Shares 09/13/2012 M 2,465 A 30,206 D
Common Shares 09/13/2012 M 1,620 A 31,826 D
Common Shares 09/13/2012 M 1,745 A 33,571 D
Common Shares 09/13/2012 M 1,898 A 35,469 D
Common Shares 09/13/2012 A 1,338 A 36,807 D
Common Shares 09/13/2012 F 2,994 D $ 14.88 33,813 D
Common Shares 09/13/2012 S 4,000 D $ 14.95 ( 6 ) 29,813 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
Restricted Stock Units ( 7 ) 09/13/2012 A 1,260 ( 7 ) ( 7 ) Common Shares 1,260 $ 0 1,260 D
Restricted Stock Units ( 8 ) 09/13/2012 M 2,465 ( 8 ) ( 8 ) Common Shares 2,465 $ 0 0 D
Restricted Stock Units ( 9 ) 09/13/2012 M 1,620 ( 9 ) ( 9 ) Common Shares 1,620 $ 0 3,241 D
Restricted Stock Units ( 10 ) 09/13/2012 M 1,745 ( 10 ) ( 10 ) Common Shares 1,745 $ 0 5,234 D
Restricted Stock Units ( 11 ) 09/13/2012 M 1,898 ( 11 ) ( 11 ) Common Shares 1,898 $ 0 7,592 D
Restricted Stock Units ( 12 ) 09/13/2012 A 2,676 ( 12 ) ( 12 ) Common Shares 2,676 $ 0 2,676 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Evans Glenn D
13405 YARMOUTH ROAD, N.W.
PICKERINGTON, OH43147
Sr VP Global Operations
Signatures
/s/ Greg A. Tunney, Attorney in Fact for Glenn D. Evans 09/17/2012
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects the settlement of restricted stock units granted on August 30, 2007. The restricted stock units were settled in common shares of the R.G. Barry Corporation (the "Company") on a 1-for-1 basis.
( 2 )Reflects the settlement of restricted stock units granted on September 11, 2008. Twenty percent of these restricted stock units vested early because the Company satisfied certain specified performance goals related to the grant. The restricted stock units were settled in common shares of the Company on a 1-for-1 basis.
( 3 )Reflects the settlement of restricted stock units granted on September 9, 2009. Twenty percent of these restricted stock units vested early because the Company satisfied certain specified performance goals related to the grant. The restricted stock units were settled in common shares of the Company on a 1-for-1 basis.
( 4 )Reflects the settlement of restricted stock units granted on September 10, 2010. Twenty percent of these restricted stock units vested early because the Company satisfied certain specified performance goals related to the grant. The restricted stock units were settled in common shares of the Company on a 1-for-1 basis.
( 5 )Reflects the settlement of restricted stock units granted on September 26, 2011. The restricted stock units vested because the Company satisfied certain specified performance goals related to the grant, and thirty-three percent of the vested restricted stock units settled upon the vesting date. The restricted stock units were settled in common shares of the Company on a 1-for-1 basis.
( 6 )The common share sale reported on this Form 4 report was effected pursuant to a 10b5-1 trading plan adopted by the reporting person.
( 7 )Award of restricted stock units, the vesting of which will occur over a 3-year period in equal annual installments. Each restricted stock unit represents a contingent right to receive one common share.
( 8 )Each restricted stock unit represents a contingent right to receive one common share. Restricted stock units vested upon certification by the Compensation Committee following the fifth anniversary of the grant date.
( 9 )Each restricted stock unit represents a contingent right to receive one common share. Twenty percent of these restricted stock units may vest annually if the Company meets certain performance goals. Subject to earlier vesting upon the satisfaction of performance goals, the restricted stock units will vest in full on September 11, 2013.
( 10 )Each restricted stock unit represents a contingent right to receive one common share. Twenty percent of these restricted stock units may vest annually if the Company meets certain performance goals. Subject to earlier vesting upon the satisfaction of performance goals, the restricted stock units vested in full on September 9, 2014.
( 11 )Each restricted stock unit represents a contingent right to receive one common share. Twenty percent of these restricted stock units may vest annually if the Company meets certain performance goals. Subject to earlier vesting upon the satisfaction of performance goals, the restricted stock units vested in full on September 10, 2015.
( 12 )Reflects the vesting of restricted stock units granted on September 26, 2011. The restricted stock units vested because the Company satisfied certain specified performance goals related to the grant; however, the settlement of this sixty-seven percent of the vested restricted stock units takes place in equal proportion on each of the two anniversaries following the vesting date.

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