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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 1 TO
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED AUGUST 31, 1999
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE TRANSITION PERIOD FROM _______________ TO ______________
FRANKLIN COVEY CO.
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(Exact name of registrant as specified in its charter)
Utah 1-11107 87-0401551
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(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
2200 West Parkway Boulevard
Salt Lake City, Utah 84119-2331
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(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (801) 817-1776
Securities registered pursuant to Section 12(b) of the Act:
Name of Each Exchange on Which
Title of Each Class Registered
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Common Stock, $.05 Par Value New York Stock Exchange
[ ] Securities registered pursuant to Section 12(g) of the Act: None
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 Regulation S-K is not contained herein, and will not be contained,
to the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]
The aggregate market value of the Common Stock held by non-affiliates
of the Registrant on November 1, 1999, based upon the closing sale price of the
Common Stock of $8.38 per share on that date, was approximately $172,068,417.
Shares of the Common Stock held by each officer and director and by each person
who may be deemed to be an affiliate of the Registrant have been excluded.
As of November 1, 1999, the Registrant had 20,533,224 shares of Common
Stock outstanding.
Parts of the Registrant's Proxy Statement for the Registrant's Annual
Meeting of Shareholders, which is scheduled to be held on January 28, 2000, are
incorporated by reference in Part III of this Form 10-K.
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<PAGE> 2
FORM 10-K/A
AMENDMENT NO. 1
The Registrant hereby amends the cover page of its Annual Report on
Form 10-K for the year ended August 31, 1999, to reflect that (I) the Registrant
will disclose delinquent filings pursuant to Item 405 of Regulation S-K that
will be contained in the Definitive Proxy Statement incorporated by reference in
Part III of the Registrant's Form 10-K; and (II) parts of the Registrant's
Definitive Proxy Statement are incorporated by reference in Part III of this
Form 10-K.
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<PAGE> 3
FORM 10-K/A
AMENDMENT NO. 1
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
FRANKLIN COVEY CO.
By: /s/ Robert A. Whitman
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Robert A. Whitman
Chairman of the Board and
Chief Executive Officer
Date: December 8, 1999
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