eh1400819_8k.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
FORM 8-K
 
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
Date of report (Date of earliest event reported)       June 19, 2014
 
 
MOVADO GROUP, INC.
(Exact name of registrant as specified in its charter)
 
 
New York
(State or other jurisdiction of incorporation)
 
1-16497
 
13-2595932
(Commission File Number)
(I.R.S. Employer Identification No.)
 
650 From Road, Suite 375
Paramus, NJ
 
 
07652-3556
(Address of principal executive offices)
(Zip Code)
 
(201) 267-8000
(Registrant’s Telephone Number, Including Area Code)
 
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 
 
 
Item 5.07.       Submission of Matters to a Vote of Security Holders.

(a)   Annual Meeting.  The 2014 Annual Meeting of Shareholders of the Company was held on June 19, 2014.

(b)   Matters Voted Upon; Voting Results.  The following matters were submitted for a vote of the Company’s shareholders.

Matter One.   Election of Directors.     Each of the nine nominees listed below was elected a director of the Company to hold office until the next annual meeting of the shareholders and until his or her successor has been elected and qualified.
 
 
 
Nominee
Number of
Shares
Voted For
Number of
Shares
Withheld
Number of
Broker
Non-Votes
 Margaret Hayes Adame
 80,504,656
 305,791
 1,636,686
 Peter A. Bridgman
 80,768,549
   41,898
 1,636,686
 Richard J. Coté 
 80,191,397
 619,050
 1,636,686
 Alex Grinberg
 80,191,536
  618,911
 1,636,686
 Efraim Grinberg
 80,476,013
 334,434
 1,636,686
 Alan H. Howard
 80,504,692
 305,755
 1,636,686
 Richard Isserman
 80,764,341
   46,106
 1,636,686
 Nathan Leventhal 
 80,500,284
 310,163
 1,636,686
 Maurice Reznik
 80,768,910
   41,537
 1,636,686

Matter Two.     Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal Year 2015.
  
 
Number of
Shares
Voted For
Number of
Shares
Voted
Against
 
Number of
Shares
Abstaining
 
Number of
Broker
Non-Votes
82,102,505
328,519
16,109
---
 
Matter Three.     Approval of the amendment and restatement, effective as of February 1, 2014, of the Company’s Executive Performance Plan, originally established effective February 1, 2001.
 
 
Number of
Shares
Voted For
Number of
Shares
Voted
Against
 
Number of
Shares
Abstaining
 
Number of
Broker
Non-Votes
80,330,507
461,223
18,717
1,636,686

Matter Four.     Adoption, on an advisory basis, of a resolution approving the compensation of the Company’s named executive officers as disclosed in the Proxy Statement for the Company’s 2014 Annual Meeting of Shareholders.
  
 
Number of
Shares
Voted For
Number of
Shares
Voted
Against
 
Number of
Shares
Abstaining
 
Number of
Broker
Non-Votes
79,952,232
680,718
177,497
1,636,686

 
 
 
 
 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
 
Dated: June 23, 2014
 
 
MOVADO GROUP, INC.
  
     
       
 
By:
/s/ Timothy F. Michno
  
    Name:  Timothy F. Michno   
    Title:    General Counsel