UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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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):
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Securities registered pursuant to Section 12(b) of the Act:
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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).
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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 2024 Annual Meeting of Shareholders of the Company was held on June 20, 2024.
(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 | 73,016,739 | 3,079,567 | 1,205,737 |
| Alex Grinberg | 75,252,136 | 844,170 | 1,205,737 |
| Efraim Grinberg | 72,449,956 | 3,646,350 | 1,205,737 |
| Alan H. Howard | 74,508,460 | 1,587,846 | 1,205,737 |
| Richard Isserman | 74,678,779 | 1,417,527 | 1,205,737 |
| Ann Kirschner | 70,814,721 | 5,281,585 | 1,205,737 |
| Maya Peterson | 73,065,837 | 3,030,469 | 1,205,737 |
| Stephen Sadove | 73,043,466 | 3,052,840 | 1,205,737 |
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 |
| 77,072,334 | 228,544 | 1,165 | - |
Matter Three. Approval, on an advisory basis, of the compensation of the Company’s named executive officers, as described in the Proxy Statement for the Company’s 2024 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 |
| 75,278,580 | 782,558 | 35,168 | 1,205,737 |
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 24, 2024
| MOVADO GROUP, INC. | |||
| By: | /s/ Mitchell C. Sussis | ||
| Name: | Mitchell C. Sussis | ||
| Title: | Senior Vice President and General Counsel | ||