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 13, 2013
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MOVADO GROUP, INC.
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(Exact name of registrant as specified in its charter)
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New York
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(State or other jurisdiction of incorporation)
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1-16497
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13-2595932
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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650 From Road, Suite 375
Paramus, NJ
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07652-3556
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(Address of principal executive offices)
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(Zip Code)
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(201) 267-8000
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(Registrant’s Telephone Number, Including Area Code)
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NOT APPLICABLE
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(Former Name or Former Address, if Changed Since Last Report)
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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 2013 Annual Meeting of Shareholders of the Company was held on June 13, 2013.
(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 eight 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.
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Nominee
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Number
of Shares
Voted For
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Number of
Shares
Withheld
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Number of
Broker
Non-Votes
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Margaret Hayes Adame
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80,283,060
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1,235,257
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1,705,596
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Richard J. Coté
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80,239,432
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1,278,885
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1,705,596
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Efraim Grinberg
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80,549,802
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968,515
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1,705,596
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Alex Grinberg
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80,238,731 | 1,279,586 |
1,705,596
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Alan H. Howard
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80,352,613
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1,165,704
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1,705,596
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Richard Isserman
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81,181,079
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337,238
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1,705,596
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Nathan Leventhal
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81,107,151
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411,166
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1,705,596
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Maurice Reznik
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81,180,079
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338,238
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1,705,596
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Matter Two. Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal Year 2014.
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Number of
Shares
Voted For
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Number of
Shares
Voted Against
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Number of
Shares
Abstaining
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Number of
Broker
Non-Votes
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82,629,364
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592,618
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1,931
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---
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Matter Three. 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 2013 Annual Meeting of Shareholders.
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Number of
Shares
Voted For
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Number of
Shares
Voted
Against
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Number of
Shares
Abstaining
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Number of
Broker
Non-Votes
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80,500,814
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328,204
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689,299
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1,705,596
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Matter Four. Approval of the performance-based provisions of the 1996 Stock Incentive Plan as amended and restated as of April 8, 2004 and as further amended and restated as of April 4, 2013.
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Number of
Shares
Voted For
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Number of
Shares
Voted
Against
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Number of
Shares
Abstaining
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Number of
Broker
Non-Votes
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80,508,120
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491,454
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518,743
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1,705,596
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Matter Five. Approval of the amended and restated Deferred Compensation Plan for Executives.
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Number of
Shares
Voted For
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Number of
Shares
Voted
Against
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Number of
Shares
Abstaining
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Number of
Broker
Non-Votes
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80,934,837
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53,862
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529,618
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1,705,596
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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 17, 2013
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MOVADO GROUP, INC.
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By:
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/s/ Timothy F. Michno
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Name: Timothy F. Michno
Title: Ge General Counsel
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