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) January 6, 2020
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, NEW JERSEY
|
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) |
| | ☐ | 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 1.01 | | ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. |
On January 6, 2020, Movado Group, Inc. (the “Company”) and Swissam Products Limited, a wholly owned Hong Kong subsidiary of the Company (“SPL”), entered into the First Amendment (the “Amendment”) to the Amended and Restated License Agreement dated January 13, 2015 (the “Existing License Agreement”) with Tapestry, Inc. (f/k/a Coach, Inc.). The Amendment amends the Existing License Agreement to incorporate the following modifications:
| | ● | The term has been extended from June 30, 2020 until June 30, 2025. |
| | ● | Sales minima are specified for the extension term. |
| | ● | The royalty rates have been revised. |
| | ● | New requirements for marketing and advertising expenditures have been established. |
| | ● | The supplier selection guidelines have been revised. |
The other material provisions of the Existing License Agreement remain substantially unchanged.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
| Item 9.01. | | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | | Description |
| 10.1* | | |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| * | Certain portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K. The Company agrees to furnish supplementally an unredacted copy of the exhibit to the Securities and Exchange Commission upon its request. |
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: January 8, 2020
| | MOVADO GROUP, INC. | |
| | | | |
| | | | |
| | By: | /s/ Mitchell C. Sussis | |
| | Name: | Mitchell C. Sussis | |
| | Title: | Senior Vice President and General Counsel | |
| | | | |
