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: March 30, 2020
(Date of earliest event reported)
STEVEN MADDEN, LTD.
(Exact Name of Registrant as Specified in Charter)
| | | | | |
| Delaware | | 000-23702 | | 13-3588231 |
| | | | | |
(State or Other Jurisdiction
of Incorporation) | | (Commission File Number) | | (IRS Employer
Identification No.) |
52-16 Barnett Avenue, Long Island City, New York 11104
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (718) 446-1800
Securities registered pursuant to Section 12(b) of the Exchange Act:
| Title of Each Class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, par value $0.0001 per share | SHOO | The NASDAQ Stock Market LLC |
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:
| | |
| 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)) |
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 o
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. o
| Item 7.01. | Regulation FD Disclosure. |
On March 30, 2020, Steven Madden, Ltd. (“we,” “us,” “our,” or the “Company”) announced the following precautionary measures to maintain ample liquidity and financial flexibility in light of the impact of the COVID-19 pandemic:
| · | We have suspended our quarterly cash dividend. |
| · | We have suspended stock repurchases. |
| · | We have significantly scaled back non-essential operating expenses, capital expenditures, and planned inventory receipts. |
| · | We have drawn $30 million from our credit facility. |
We also announced the following actions effective April 1, 2020:
| · | We will furlough a significant number of our employees. Employees with medical benefits will continue to receive those benefits at no personal cost. |
| · | Steve Madden, our founder and Creative and Design Chief, and Edward Rosenfeld, our Chairman and Chief Executive Officer, will receive no salary. |
| · | The salaries of our President, Chief Financial Officer, Chief Operating Officer, and Chief Merchandising Officer will be reduced by 30%. |
| · | The salaries of all other employees earning more than $100,000 per year will be reduced by graduated amounts. |
| · | Our Board of Directors have agreed to suspend all of their cash compensation. |
The information furnished in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
| Exhibit | | Description |
| | | |
| 104 | | Cover Page Interactive Data File (formatted as Inline XBRL). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: March 30, 2020
| | | |
| | STEVEN MADDEN, LTD. |
| | |
| | By: | /s/ Edward R. Rosenfeld |
| | | Edward R. Rosenfeld |
| | | Chief Executive Officer |
