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): JUNE 24, 2005
MOVADO GROUP, INC.
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(Exact Name of Registrant as Specified in Charter)
NEW YORK
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(State or Other Jurisdiction of Incorporation)
1-16497 13-2595932
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(Commission File Number) (IRS Employer Identification Number)
650 FROM ROAD
PARAMUS, NEW JERSEY 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))
ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF
DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.
On June 24, 2005, the Board of Directors of Movado Group Inc. (the
"Company") elected Richard Isserman to the Board. The size of the Company's
Board of Directors was increased from eight to nine in connection with this
appointment.
There are no arrangements or understandings between Mr. Isserman
and any other person pursuant to which Mr. Isserman was selected as a director.
As discussed below in "Item 8.01. Other Events," Mr. Isserman has been appointed
to serve as a member of the Audit Committee.
As an independent director, Mr. Isserman is eligible to participate
in the 1996 Stock Incentive Plan, as amended and on June 24, 2005, he received
an option to purchase 1,500 shares.
A copy of the press release announcing Mr. Isserman's election is
attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by
reference.
ITEM 8.01. OTHER EVENTS.
APPOINTMENT OF COMMITTEE MEMBERS
On, June 24, 2005, the Board made the following appointments of
members to serve on the committees of the Board:
o Nominating/Corporate Governance Committee - Nathan Leventhal (Chair),
Leonard L. Silverstein and Margaret Hayes Adame
o Audit Committee - Donald Oresman (Chair), Alan H. Howard and Richard
Isserman
o Compensation Committee - Mr. Howard, Mr. Oresman, Ms. Hayes Adame and
Mr. Silverstein
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
99.1 Press release of Movado Group, Inc. dated June 27, 2005.
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 27, 2005
MOVADO GROUP, INC.
By: /s/ Timothy F. Michno
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Name: Timothy F. Michno
Title: General Counsel
EXHIBIT 99.1
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[GRAPHIC OMITTED]
M O V A D O G R O U P I N C. Movado
Ebel
Concord
ESQ SWISS
Coach Watches
Tommy Hilfiger Watches
Hugo Boss Watches
APPROVED BY: Rick Cote
Executive Vice President and
Chief Operating Officer
201-267-8000
CONTACT: Investor Relations:
Suzanne Michalek
Director of Corporate Communications
201-267-8000
Financial Dynamics
Melissa Myron/Rachel Albert
212-850-5600
FOR IMMEDIATE RELEASE
================================================================================
MOVADO GROUP, INC. APPOINTS NEW INDEPENDENT
DIRECTOR TO THE BOARD
PARAMUS, NJ - JUNE 27, 2005 -- MOVADO GROUP, INC. (NYSE: MOV) today
announced the appointment of Richard Isserman to the Company's Board of
Directors and to the Audit Committee of the Board of Directors. The addition of
Mr. Isserman expands the Company's Board to nine members and increases the
Board's independent membership to six.
Mr. Isserman, age 70, enjoyed a distinguished career with KPMG LLP
that spanned nearly 40 years. For 26 years, Mr. Isserman served as Audit Partner
in KPMG's New York office. Mr. Isserman also led KPMG's real estate audit
practice in New York and was a member of the firm's SEC Reviewing Partners
Committee. He currently teaches accounting courses at Yeshiva University and
Long Island University business schools. Mr. Isserman is a licensed New York
state CPA and is the former Chairman of the New York State Society of CPAs SEC
committee. He is also a member of the American Institute of CPAs and formerly
served on its Board of Examiners. Mr. Isserman is currently the Chairman of the
Corporate Compliance Committee and member of the Audit Committee for the
Federation Employment and Guidance Services, a social service agency in New York
City. He is also a member of the Finance Committee for the Jewish Museum in New
York City.
Efraim Grinberg, President and Chief Executive Officer commented, "We
are very pleased to have Richard join our Board of Directors. Richard will be a
valuable asset to Movado Group with a wealth of experience in finance and
accounting, as evidenced by his numerous leadership positions held within the
profession. As a member of the Audit Committee, Richard will be a great addition
to our strong team and we look forward to his contributions."
Movado Group, Inc. designs, manufactures, and distributes Movado,
Ebel, Concord, ESQ, Coach, Tommy Hilfiger and Hugo Boss watches worldwide, and
operates Movado boutiques and Company stores in the United States.
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