Sec Form 4 Filing - Rosengard Paul @ PERRY ELLIS INTERNATIONAL INC - 2009-03-18

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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
Rosengard Paul
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)
(Please see Remarks)
(Last) (First) (Middle)
3000 N.W. 107TH AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
03/18/2009
(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 13,200 ( 1 ) ( 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 Option (right to buy) $ 4.63 03/18/2009 A 32,813 03/18/2010( 3 ) 03/17/2019 Common Stock 32,813 $ 0 32,813 D
Stock Option (right to buy) $ 15.91 08/01/2006( 4 ) 07/31/2015 Common stock 15,000 15,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Rosengard Paul
3000 N.W. 107TH AVENUE
MIAMI, FL33172
(Please see Remarks)
Signatures
/s/ Paul Rosengard 03/20/2009
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 7,200 shares of restricted stock granted under the Perry Ellis International, Inc. 2005 Long-Term Incentive Compensation Plan. The restrictions with respect to the shares lapse on February 1, 2013.
( 2 )Includes 6,000 restricted shares which were granted to Mr. Rosengard on August 1, 2005 and ratified by the Compensation Committee of the Board of Directors (the "Committee") on August 17, 2005. The restrictions with respect to 3,000 shares lapsed on August 1, 2008 and the restriction on the remaining 3,000 shares will lapse on August 1, 2009.
( 3 )The shares subject to the option shall vest and become exercisable as follows: 10,937 shares on March 18, 2010; 10,938 shares on March 18, 2011; and 10,938 shares on March 18, 2012.
( 4 )The shares subject to the option shall vest and become exercisable as follows: 3,750 shares on August 1, 2006; 3,750 shares on August 1, 2007; 3,750 shares on August 1, 2008; and 3,750 shares on August 1, 2009. The option was granted to Mr. Rosengard on August 1, 2005 and such grant was ratified by the Committee on August 17, 2005.

Remarks:
Mr. Rosengard is Group President, Perry Ellis and Premium Brands.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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