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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): DECEMBER 4, 2007
MOVADO GROUP, INC.
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(Exact name of registrant as specified in its charter)
NEW YORK 1-16497 13-2595932
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
650 FROM ROAD
PARAMUS, NJ 07652
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (201) 267-8000
NOT APPLICABLE
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(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))
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ITEM 5.03. AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN
FISCAL YEAR.
On December 4, 2007, the Board of Directors of the Company amended
Article 7 of the Company's By-laws, effective as of December 4, 2007, to allow
for the issuance of uncertificated shares. The amendment makes the Company's
shares eligible for inclusion in the Direct Registration System, as required by
Rule 501.00 of the New York Stock Exchange's Listed Company Manual, which
allows investors to have securities registered in their names without the
issuance of physical certificates and allows investors to electronically
transfer securities to broker-dealers in order to effect transactions without
the risks and delays associated with transferring physical certificates.
The full text of the By-laws, as amended, is filed as Exhibit 3.1
to this Current Report, and amended Article 7 is incorporated herein by
reference.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
Exhibit No. Description
3.1 Restated By-laws, as amended effective December 4,
2007
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: December 11, 2007
MOVADO GROUP, INC.
By:/s/ Timothy F. Michno
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Name: Timothy F. Michno
Title: General Counsel