SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2001 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-652 UNIVERSAL CORPORATION (Exact name of Registrant as specified in its charter) Virginia 54-0414210 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 1501 North Hamilton Street, Richmond, Virginia 23230 804-359-9311 (Address of principal executive offices) (Registrant's telephone number) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on Title of each class which registered ------------------- ---------------- Common Stock, no par value New York Stock Exchange Preferred Share Purchase Rights New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by "X" 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 "X" 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. [X] The aggregate market value of the Registrant's voting stock held by non-affiliates was approximately $1.1 billion and the total number of shares of common stock outstanding was 27,078,145 at September 7, 2001. INFORMATION INCORPORATED BY REFERENCE Certain information contained in the September 21, 2001 Proxy Statement for the Annual Meeting of Shareholders of Registrant is incorporated by reference into Part III hereof. PART II Item 5. Market for Registrant's Common Equity and Related Shareholder Matters The Company's Common Stock is traded on the New York Stock Exchange ("NYSE") under the symbol "UVV." The following table sets forth the high and low sales prices per share of the Common Stock on the NYSE Composite Tape, based upon published financial sources, and the dividends declared on each share of Common Stock for the quarter indicated. First Second Third Fourth Quarter Quarter Quarter Quarter ------- ------- ------- ------- 2001 Cash dividends declared:................ $ .31 $ .32 $ .32 $ .32 Market price range:..................... High 29.88 35.88 39.43 41.30 Low 20.63 27.00 31.19 36.99 2000 Cash dividends declared:................ $ .30 $ .31 $ .31 $ .31 Market price range:..................... High 31.00 26.50 23.94 24.81 Low 25.13 20.75 13.56 16.00 The Company's current dividend policy anticipates the payment of quarterly dividends in the future. The declaration and payment of dividends to holders of Common Stock will be at the discretion of the Board of Directors and will be dependent upon the future earnings, financial condition, and capital requirements of the Company. At September 4, 2001, there were 2,610 holders of record of the registrant's Common Stock. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. UNIVERSAL CORPORATION October 29, 2001 By: /s/ George C. Freeman, III ----------------------------------- George C. Freeman, III General Counsel and Secretary