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Filing Details

Accession Number:: 0001140361-12-041584
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-09-26 14:28:13
Reporting Period:: 2012-09-24

Filing Date:: 2012-09-26
Accepted Time:: 2012-09-26 14:28:13
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
109156	Zale Corp	ZLC	Retail-Jewelry Stores (5944)	750675400

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1316267	Theo Killion	C/O Zale Corporation 901 West Walnut Hill Lane Irving TX 75038	Chief Executive Officer	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2012-09-24	25,000	$6.00	82,706	No	4	M	Direct
Common Stock	Disposition	2012-09-24	6,613	$6.42	76,093	No	4	F	Direct
Common Stock	Acquisiton	2012-09-24	4,000	$6.31	80,093	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	F	Direct
No	4	P	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Restricted Stock Units	Acquisiton	2012-09-24	25,000	$0.00	75,000	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
75,000	2012-09-23		No	4	M	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Restricted Stock Units (Performance)	$0.00			125,000	125,000	Direct
Common Stock	Restricted Stock Units	$0.00	2013-07-31		125,000	125,000	Direct
Common Stock	Restricted Stock Units	$0.00	2012-09-02		87,100	87,100	Direct
Common Stock	Stock Options (right to buy)	$3.95	2012-09-02	2021-09-02	200,000	200,000	Direct
Common Stock	Stock Options (right to buy)	$2.00	2011-09-23	2020-09-23	200,000	200,000	Direct
Common Stock	Stock Options (right to buy)	$2.37	2011-02-26	2020-02-26	100,000	100,000	Direct
Common Stock	Stock Options (right to buy)	$26.14	2009-09-16	2018-09-16	82,000	82,000	Direct
Common Stock	Stock Options (right to buy)	$15.69	2009-01-23	2018-01-23	100,000	100,000	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	125,000	125,000	Direct
	125,000	125,000	Direct
	87,100	87,100	Direct
2021-09-02	200,000	200,000	Direct
2020-09-23	200,000	200,000	Direct
2020-02-26	100,000	100,000	Direct
2018-09-16	82,000	82,000	Direct
2018-01-23	100,000	100,000	Direct

Footnotes

Reflects the issuance of 25,000 shares of Common Stock to the undersigned upon the vesting of restricted stock units as shown on Table 2 of this report.
Reflects the withholding of 6,613 shares by the Company to satisfy tax obligations in connection with the vesting of 25,000 shares of restricted stock units. No shares were bought or sold in the open market.
Performance-based restricted stock units granted under the Zale Corporation 2011 Omnibus Incentive Plan that vest as to 100% of the units if the Company satisfies a certain performance goal over any period of four consecutive fiscal quarters beginning on August 1, 2012 and ending on July 31, 2015. Upon vesting, the holder will be entitled to receive one share of common stock for each unit, unless the Board of Directors determines that payment shall be made in cash.
Restricted stock units granted under Zale Corporation 2011 Omnibus Incentive Plan that vest as to 33% of the units on the first anniversary of the grant date, as to an additional 33% of the units on the second anniversary of the grant date and as to the remaining 34% of the units on the third anniversary of the grant date. Upon vesting, the holder will be entitled to receive one share of common stock for each unit, unless the Board of Directors determines that payment shall be made in cash.
Restricted stock units granted under Zale Corporation 2003 Stock Incentive Plan that vest as to 33% of the units on the first anniversary of the grant date, as to an additional 33% of the units on the second anniversary of the grant date and as to the remaining 34% of the units on the third anniversary of the grant date. Upon vesting, the holder will be entitled to receive one share of common stock for each unit, unless the Board of Directors determines that payment shall be made in cash.
Restricted stock units granted under Zale Corporation 2003 Stock Incentive Plan that vest as to 25% of the units on the second anniversary of the grant date, as to an additional 25% of the units on the third anniversary of the grant date and as to the remaining 50% of the units on the fourth anniversary of the grant date. Upon vesting, the holder will be entitled to receive one share of common stock for each unit, unless the Board of Directors determines that payment shall be made in cash. This report reflects the vesting of 25,000 units.