SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 16)*
R. G. BARRY CORPORATION
___________________________________________________________
(Name of Issuer)
COMMON SHARES, PAR VALUE $1.00 PER SHARE
___________________________________________________________
(Title of Class of Securities)
068798-10-7
__________________________________________
(CUSIP Number)
Richard L. Burrell
R. G. Barry Corporation
13405 Yarmouth Road, N.W.
Pickerington, OH 43147
(614) 864-6400
___________________________________________________________
(Name, Address and Telephone Number of Person
Authorized to receive Notices and Communications)
NOT APPLICABLE - VOLUNTARY FILING
___________________________________________________________
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box. ____
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 9 Pages
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SCHEDULE 13D
CUSIP NO. 068798-10-7 Page 2 of 9 Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
Gordon Zacks
2. CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP (SEE INSTRUCTIONS):
(a) _____
(b) _____
3. SEC USE ONLY:
4. SOURCE OF FUNDS (SEE INSTRUCTIONS):
Not Applicable
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) or 2(e): _____
6. CITIZENSHIP OR PLACE OF ORGANIZATION:
United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER: 895,998
8. SHARED VOTING POWER: -0-
9. SOLE DISPOSITIVE POWER: 448,872
10. SHARED DISPOSITIVE POWER: -0-
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
895,998
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS): __X__
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
9.5%
14. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
IN
<PAGE>
AMENDMENT NO. 16
TO
SCHEDULE 13D
ITEM 1. SECURITY AND ISSUER.
This Amendment No. 16 to the Schedule 13D (the "Schedule 13D") filed by the
reporting person Gordon Zacks ("Zacks") on August 7, 1984, with the Securities
and Exchange Commission (the "SEC"), as amended, relates to Common Shares, $1.00
par value (the "Common Shares"), of R. G. Barry Corporation, an Ohio corporation
(the "Company"), the principal executive offices of which are located at 13405
Yarmouth Road, N.W., Pickerington, Ohio 43147. This Amendment No. 16 amends
certain information set forth in the Schedule 13D, as amended.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
As described more fully in Item 5(c) below, on March 13, 1996, Mr. Zacks
was granted an incentive stock option covering 7,500 Common Shares and a
non-qualified stock option covering 7,500 Common Shares pursuant to the
Company's 1988 Stock Option Plan. Mr. Zacks paid no consideration to the Company
in connection with the grant of such stock options.
In addition, as more fully described in Item 5(c) below, Mr. Zacks acquired
25,585 Common Shares as a result of a 5-for-4 share split of the Company's
Common Shares on June 3, 1996 (the "Share Split"); the number of Common Shares
held for Mr. Zacks' account in the R. G. Barry Corporation Leveraged Employee
Stock Ownership Plan (the "ESOP") increased by 19,001 as a result of the Share
Split; the number of Common Shares deposited by Mr. Zacks in the Zacks Voting
Trust (which is described more fully in Items 5(a) and 5(b) below) increased by
27,586 as a result of the Share Split; the number of Common Shares deposited by
other persons in the Zacks Voting Trust (see Items 5(a) and 5(b) below)
increased by 89,425 as a result of the Share Split; the number of Common Shares
subject to the option granted to Mr. Zacks on May 11, 1993 (which covered 44,444
Common Shares prior to the Share Split) increased by 11,111 as a result of the
Share Split; the number of Common Shares subject to one of the two options
granted to Mr. Zacks on May 13, 1994 (which covered 24,398 Common Shares prior
to the Share Split) increased by 6,099 as a result of the Share Split; the
number of Common Shares subject to the second of the two options granted to Mr.
Zacks on May 13, 1994 (which covered 55,601 Common Shares prior to the Share
Split) increased by 13,901 as a result of the Share Split; and the number of
Common Shares subject to each of the two options granted to Mr. Zacks on March
13, 1996 increased by 1,875 Common Shares as a result of the Share Split.
Page 3 of 9 Pages
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ITEM 4. PURPOSE OF TRANSACTION.
Please see Item 3 above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) AMOUNT BENEFICIALLY OWNED: 895,998 (1)(2)(3)
PERCENTAGE OF CLASS: 9.5% (1)(2)(3)(4)
(b) NUMBER OF COMMON SHARES AS TO WHICH SUCH PERSON HAS:
(i) SOLE POWER TO VOTE OR TO DIRECT THE VOTE:
895,998 (1)(2)(3)
(ii) SHARED POWER TO VOTE OR DIRECT THE VOTE:
None
(iii) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF:
448,872 (1)(2)(3)
(iv) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF:
None
- -------------------
(1) Gordon Zacks is the voting trustee of the Zacks Voting Trust (the "Voting
Trust") and exercises sole voting power as to the 585,056 Common Shares
deposited in the Voting Trust. The owners of the Common Shares deposited in
the Voting Trust retain investment power with respect to such Common Shares
(subject to certain limitations on the right to remove the Common Shares
from the Voting Trust) and the right to receive dividends thereon. Mr.
Zacks is the beneficial owner of, and retains investment power as to,
137,930 of the Common Shares deposited in the Voting Trust. Mr. Zacks'
mother, Florence Zacks Melton, as trustee under a trust established by the
Page 4 of 9 Pages
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will of Aaron Zacks, deceased, is the owner of the balance of the Common
Shares deposited in the Voting Trust. Mr. Zacks is a remainder beneficiary
of the trust created by the will of Aaron Zacks.
(2) Includes 88,019 Common Shares which Mr. Zacks has the right to acquire upon
the exercise of stock options exercisable within 60 days of the date of
this Amendment No. 16. Excludes 14,967 Common Shares held of record and
owned beneficially by the spouse of Mr. Zacks as to which Mr. Zacks has no
voting or investment power and disclaims beneficial ownership.
(3) Mr. Zacks holds 222,923 Common Shares of record, as to which he has sole
voting and investment power.
(4) Based upon the sum of (a) 9,374,741 Common Shares outstanding as of
December 31, 1996 and (b) 88,019 Common Shares which Mr. Zacks has the
right to acquire upon the exercise of stock options exercisable within 60
days of the date of this Amendment No. 16.
(c) TRANSACTIONS BY REPORTING PERSON:
Other than the transactions reported in the following table, Mr. Zacks has
not effected any transactions in the Common Shares of the Company since the date
of Amendment No. 15 to the Schedule 13D (February 7, 1996):
NUMBER OF
COMMON SHARES DATE CONSIDERATION TYPE OF TRANSACTION
------------- ------ ------------- -------------------
300 4/30/96 $17.625 Sale in open market
transaction by Mr. Zacks
98,563 4/30/96 $17.250 Sale in open market
transaction by Mr. Zacks
9,375 3/13/96 N/A Receipt of grant of
incentive stock option by
Mr. Zacks under the
Company's 1988 Stock
Option Plan - becomes
exercisable with respect
to 4,687 Common Shares on
third anniversary of grant
Page 5 of 9 Pages
<PAGE>
NUMBER OF
COMMON SHARES DATE CONSIDERATION TYPE OF TRANSACTION
------------- ------ ------------- -------------------
date and 4,688 Common
Shares on fourth
anniversary of grant
date. Reflects adjustment
for Share Split
9,375 3/13/96 N/A Receipt of grant of
non-qualified stock option
by Mr. Zacks under the
Company's 1988 Stock
Option Plan - becomes
exercisable with respect
to 4,687 Common Shares on
first anniversary of grant
date and 4,688 Common
Shares on second
anniversary of grant
date. Reflects adjustment
for Share Split
25,585 6/3/96 N/A Acquisition as a result of
Share Split and held of
record by Mr. Zacks
19,001 6/3/96 N/A Acquisition as a result of
Share Split and held for
Mr. Zacks' account in the
ESOP
27,586 6/3/96 N/A Acquisition as a result of
Share Split with respect
to Common Shares deposited
in the Voting Trust by
Mr. Zacks
89,425 6/3/96 N/A Acquisition as a result of
Share Split with respect
to Common Shares deposited
Page 6 of 9 Pages
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NUMBER OF
COMMON SHARES DATE CONSIDERATION TYPE OF TRANSACTION
------------- ------ ------------- -------------------
in the Voting Trust by
Florence Zacks Melton, as
the trustee under the
trust established by the
will of Aaron Zacks,
deceased
11,111 6/3/96 N/A Adjustment of stock option
granted to Mr. Zacks on
5/11/93 to reflect Share
Split - stock option now
covering an aggregate of
55,555 Common Shares
becomes exercisable with
respect to 11,111 Common
Shares on each of first,
second and third
anniversaries of grant
date and 22,222 Common
Shares on fourth
anniversary of grant date
6,099 6/3/96 N/A Adjustment of incentive
stock option granted to
Mr. Zacks on 5/13/94 to
reflect Share Split -
stock option now covering
an aggregate of 30,497
Common Shares becomes
exercisable with respect
to 7,626 Common Shares on
first anniversary of grant
date, 7,627 Common Shares
on second anniversary of
grant date, 3,400 Common
Shares on third
Page 7 of 9 Pages
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NUMBER OF
COMMON SHARES DATE CONSIDERATION TYPE OF TRANSACTION
------------- ------ ------------- -------------------
anniversary of grant date
and 11,844 Common Shares
on fourth anniversary of
grant date
13,901 6/3/96 N/A Adjustment of
non-qualified stock option
granted to Mr. Zacks on
5/13/94 to reflect Share
Split - stock option now
covering an aggregate of
69,502 Common Shares
becomes exercisable with
respect to 17,373 Common
Shares on each of first
and second anniversaries
of grant date, 21,600
Common Shares on third
anniversary of grant date
and 13,156 Common Shares
on fourth anniversary of
grant date
94,996 7/1/96 N/A Distribution of Common
Shares from Mr. Zacks'
account under ESOP upon
termination of ESOP
(d) RIGHT TO RECEIVE OR TO DIRECT THE RECEIPT OF DIVIDENDS FROM, OR THE
PROCEEDS FROM THE SALE OF, COMMON SHARES:
See Item 5(b) above.
(e) Not Applicable.
Page 8 of 9 Pages
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SIGNATURE.
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: February 1, 1997 /s/ Gordon Zacks
_________________________________
Gordon Zacks
