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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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 18, 2025
| MOVADO GROUP, INC. |
| (Exact name of registrant as specified in its charter) |
| New York |
1-16497 |
13-2595932 |
(State or other jurisdiction
of incorporation) |
(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):
| |
☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
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|
| |
☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
|
| |
☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
|
| |
☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange
on which registered |
| Common stock, par value $0.01 per share |
|
MOV |
|
New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
(a) Annual
Meeting. The 2025 Annual Meeting of Shareholders of the Company was held on June 18, 2025.
(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.
| Nominee | |
Number
of
Votes For | |
Number of
Votes
Withheld | |
Number of
Broker
Non-Votes |
| Peter A. Bridgman | |
| 69,319,334 | | |
| 5,135,371 | | |
| 1,928,436 | |
| Alex Grinberg | |
| 74,197,479 | | |
| 257,226 | | |
| 1,928,436 | |
| Efraim Grinberg | |
| 70,199,327 | | |
| 4,255,378 | | |
| 1,928,436 | |
| Alan H. Howard | |
| 72,726,369 | | |
| 1,728,336 | | |
| 1,928,436 | |
| Richard Isserman | |
| 72,874,348 | | |
| 1,580,357 | | |
| 1,928,436 | |
| Ann Kirschner | |
| 68,323,170 | | |
| 6,131,535 | | |
| 1,928,436 | |
| Maya Peterson | |
| 69,895,051 | | |
| 4,559,654 | | |
| 1,928,436 | |
| Stephen Sadove | |
| 69,337,411 | | |
| 5,117,294 | | |
| 1,928,436 | |
Matter Two. Ratification of the appointment of PricewaterhouseCoopers
LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal Year 2025.
|
Number
of
Votes For |
|
Number of
Votes
Against |
|
Number of
Votes
Abstaining |
|
Number of
Broker
Non-Votes |
| 75,117,088 |
|
1,260,252 |
|
5,801 |
|
— |
Matter Three. Adoption, on an advisory basis, of a resolution approving
the compensation of the Company’s named executive officers as described in the Proxy Statement for the Company’s 2025 Annual
Meeting of Shareholders under the heading “Executive Compensation.”
|
Number
of
Votes For |
|
Number of
Votes
Against |
|
Number of
Votes
Abstaining |
|
Number of
Broker
Non-Votes |
| 72,422,202 |
|
2,002,346 |
|
30,157 |
|
1,928,436 |
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, 2025
| |
MOVADO GROUP, INC. |
|
| |
|
|
|
| |
By: |
/s/ Mitchell
C. Sussis |
|
| |
Name: |
Mitchell C. Sussis |
|
| |
Title: |
Senior Vice President and General Counsel |
|
