UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 9)*
MOVADO GROUP, INC.
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
624580 10 6
(CUSIP Number)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 8
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Gedalio Grinberg
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_]
(b) [_]
- --------------------------------------------------------------------------------
3. SEC USE ONLY
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4. CITZENSHIP OR PLACE OF ORGANIZATION United States
- --------------------------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER
SHARES 688,362
------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 1,583,712
------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
REPORTING 688,362
------------------------------------------------
PERSON (8) SHARED DISPOSITIVE POWER
1,583,712
- --------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSONAL
2,272,074
- --------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)EXCLUDES CERTAIN SHARES
[_]
- --------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
21.78%
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12 TYPE OF REPORTING PERSON
IN
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Page 2 of 8
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Efraim Grinberg
- --------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_]
(b) [_]
- --------------------------------------------------------------------------------
3. SEC USE ONLY
- --------------------------------------------------------------------------------
4. CITZENSHIP OR PLACE OF ORGANIZATION United States
- --------------------------------------------------------------------------------
NUMBER OF (5) SOLE VOTING POWER
SHARES 675,803
------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER
OWNED BY 498,134
------------------------------------------------
EACH (7) SOLE DISPOSITIVE POWER
REPORTING 675,803
------------------------------------------------
PERSON (8) SHARED DISPOSITIVE POWER
498,134
- --------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSONAL
1,173,937
- --------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)EXCLUDES CERTAIN SHARES
[_]
- --------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
12.60%
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12 TYPE OF REPORTING PERSON
IN
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Page 3 of 8
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Item 1(a) NAME OF ISSUER:
---------------
Movado Group, Inc.
Item 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
------------------------------------------------
650 From Road
Paramus, New Jersey 07652
Item 2(a) NAME OF PERSONS FILING:
-----------------------
Gedalio Grinberg
Efraim Grinberg
Item 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
------------------------------------------------------------
650 From Road
Paramus, New Jersey 07652
Item 2(c) CITIZENSHIP:
------------
United States citizens.
Item 2(d) TITLE OF CLASS OF SECURITIES:
-----------------------------
Common Stock, par value $.01 per share
Item 2(e) CUSIP NO.:
----------
624580 10 6
Item 3 If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), or (c) check whether the person filing is a:
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This statement is not filed pursuant to Rules 13d-1(b) or
13d-2(b)
Item 4 OWNERSHIP:
----------
(a) Amount Beneficially Owned:
Gedalio Grinberg: 2,272,074 shares
Efraim Grinberg: 1,173,937 shares
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(b) Percent of Class:
Gedalio Grinberg: 21.78%
Efraim Grinberg: 12.60%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
Gedalio Grinberg: 688,362
Efraim Grinberg: 675,803
(ii) Shared power to vote or to direct the vote:
Gedalio Grinberg: 1,583,712
Efraim Grinberg: 498,134
(iii) Sole power to dispose or to direct the disposition
of:
Gedalio Grinberg: 688,362
Efraim Grinberg: 675,803
(iv) Shared power to dispose or to direct the disposition
of:
Gedalio Grinberg: 1,583,712
Efraim Grinberg: 498,134
(1) Of the 2,272,074 shares reported as beneficially owned by Mr. G.
Grinberg, 5,625 are shares of Common Stock, par value $.01 per share ("Common
Stock") owned by Mr. G. Grinberg individually and 40,559 are shares of Common
Stock held under the 401(k) Plan of Movado Group, Inc. (the "Company"), the
trustees for which are Mr. G. Grinberg and Mr. E. Grinberg both of whom have
shared investment and voting power as to such shares; and 26,105 are shares of
Common Stock held under the Company's Stock Bonus Plan, for which Mr. G.
Grinberg and Mr. E. Grinberg are co-trustees with Frank Kimick and Vivian
D'Elia, and as to which shares they have shared investment and voting power. The
balance of Mr. G. Grinberg's shares are shares of Class A Common Stock, par
value $0.01 per share ("Class A Common Stock"), convertible on a one-for-one
basis into shares of Common Stock. Included in the total number of shares of
Class A Common Stock are 25,000 owned by The Grinberg Family Foundation, a
non-profit corporation of which Mr. G. Grinberg, his wife and Mr. Leonard L.
Silverstein are the directors and as to which shares these three individuals
have shared investment and voting power. Also included are 1,492,048 shares of
Class A Common Stock owned by Grinberg Partners L.P. of which Grinberg Group
Partners is the general partner. Mr. G. Grinberg, as managing partner of
Grinberg Group Partners, has shared power to direct the voting and disposition
of the shares owned by Grinberg Partners L.P. Mr. G. Grinberg
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disclaims beneficial ownership as to the shares owned by The Grinberg Family
Foundation, the shares held under the Company's Stock Bonus Plan and the shares
held under the Company's 401(k) Plan except to the extent of his pecuniary
interest therein.
(2) Of the 1,173,937 shares reported as beneficially owned by Mr. E.
Grinberg, 17,366 are shares of Common Stock, 255,000 are shares of Common Stock
which he has the right to acquire by the exercise of options under the Company's
Stock Incentive Plan, and 40,559 are shares of Common Stock, held under the
Company's 401 (k) Plan, the trustees for which are Mr. G. Grinberg and Mr. E.
Grinberg both of whom have shared investment and voting power as to such shares;
and 26,105 are shares of Common Stock held under the Company's Stock Bonus Plan,
for which Mr. G. Grinberg and Mr. E. Grinberg are co-trustees with Frank Kimick
and Vivian D'Elia, and as to which shares they have shared investment and voting
power. The balance of Mr. E. Grinberg's shares are shares of Class A Common
Stock, convertible on a one-for-one basis into shares of Common Stock. Included
in Mr. E. Grinberg's total number of shares of Class A Common Stock are 281,653
shares held by several trusts for the benefit of Mr. E. Grinberg's siblings and
himself, of which trusts Mr. E. Grinberg is sole trustee. As sole trustee, Mr.
E. Grinberg has sole investment and voting power with respect to the shares held
by such trusts. In addition, the amount of shares reported for Mr. E. Grinberg
includes an aggregate of 431,470 shares of Class A Common Stock held by several
trusts for the benefit of Mr. E. Grinberg's siblings and himself, of which
trusts Mr. E. Grinberg is co-trustee with Mr. Leonard L. Silverstein. As
co-trustee, Mr. E. Grinberg has shared investment and voting power with Mr.
Leonard L. Silverstein with respect to the shares held by such trusts. Mr. E.
Grinberg disclaims beneficial ownership as to the 477,109 shares held by the
trusts for the benefit of his siblings of which he is trustee or co-trustee, the
26,105 shares held under the Company's Stock Bonus Plan and the 40,559 shares
held under the Company's 401(k) Plan except to the extent of his pecuniary
interest therein.
Item 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
---------------------------------------------
Not applicable
Item 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON:
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See Item 4
Item 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY:
-------------------------------------------------------------
Not applicable
Item 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
----------------------------------------------------------
Not applicable
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Item 9 NOTICE OF DISSOLUTION OF GROUP:
-------------------------------
Not Applicable
Item 10 CERTIFICATION:
-------------
Not Applicable
Page 7 of 8
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: February 12, 2002
/s/ Gedalio Grinberg
---------------------------------
Gedalio Grinberg
/s/ Efraim Grinberg
---------------------------------
Efraim Grinberg
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