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 15, 2012
| 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 2012 Annual Meeting of Shareholders of the Company was held on June 14, 2012.
(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 ten 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 | 77,667,539 | | 739,886 | | 2,395,355 | |
| | | | | | | |
| Richard J. Coté | 77,875,467 | | 531,958 | | 2,395,355 | |
| | | | | | | |
| Efraim Grinberg | 78,173,945 | | 233,480 | | 2,395,355 | |
| | | | | | | |
| Alex Grinberg | 77,876,450 | | 530,975 | | 2,395,355 | |
| | | | | | | |
| Alan H. Howard | 77,679,861 | | 727,564 | | 2,395,355 | |
| | | | | | | |
| Richard Isserman | 78,122,404 | | 285,021 | | 2,395,355 | |
| | | | | | | |
| Nathan Leventhal | 78,199,972 | | 207,453 | | 2,395,355 | |
| | | | | | | |
| Donald Oresman | 77,587,536 | | 819,889 | | 2,395,355 | |
| | | | | | | |
| Maurice Reznik | 78,205,847 | | 201,578 | | 2,395,355 | |
| | | | | | | |
| Leonard L. Silverstein | 77,584,801 | | 822,624 | | 2,395,355 | |
Matter Two. Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal Year 2013.
Number of Shares Voted For | Number of Shares Voted Against | | Number of Shares Abstaining | | Number of Broker Non-Votes | |
| | | | | | | |
| 80,720,468 | 72,822 | | 9,490 | | --- | |
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 2012 Annual Meeting of Shareholders.
Number of Shares Voted For | Number of Shares Voted Against | | Number of Shares Abstaining | | Number of Broker Non-Votes | |
| | | | | | | |
| 77,143,496 | 563,848 | | 700,081 | | 2,395,355 | |
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 15, 2012
| | MOVADO GROUP, INC. | |
| | | |
| | | | | |
| | By: | /s/ Timothy F. Michno | |
| | | Name: | Timothy F. Michno | |
| | | | General Counsel | |
| | | | | |
