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): November 7, 2019
(Exact Name of Registrant as Specified in Charter)
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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(Address of Principal Executive Offices, and Zip Code)
(212 ) 946-8400
Registrant’s Telephone Number, Including Area Code
(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):
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
At the 2019 Annual Meeting of Stockholders (the “2019 Annual Meeting”) of Tapestry, Inc. (the “Company”) held on November 7, 2019, the
Company’s stockholders, upon the recommendation of the Board of Directors (the “Board”), approved the Amended and Restated Tapestry, Inc. 2018 Stock Incentive Plan (the “Amended and Restated 2018 Stock Incentive Plan”), which was previously
adopted by the Board, subject to approval by the Company’s stockholders. The Amended and Restated 2018 Stock Incentive Plan (i) authorizes 8,250,000 additional shares of Tapestry’s common stock for issuance, (ii) defines the change in control
treatment of awards subject to performance-based vesting conditions and (iii) extends the post-change in control double trigger vesting period for future awards.
A more detailed summary of the Amended and Restated 2018 Stock Incentive Plan can be found in the Company’s Proxy Statement for the
2019 Annual Meeting filed with the U.S. Securities and Exchange Commission on September 27, 2019 (the “Proxy Statement”). The foregoing and the summary in the Proxy Statement are not complete summaries of the terms of the Amended and Restated
2018 Stock Incentive Plan and are qualified by reference to the text of the Amended and Restated 2018 Stock Incentive Plan, which is filed as Appendix B to the Proxy Statement and incorporated by reference as Exhibit 10.3 to the Company’s
Quarterly Report on Form 10-Q for the Quarter ended September 28, 2019, which was filed with the SEC on November 7, 2019.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On November 7, 2019, the Company held its 2019 Annual Meeting of Stockholders. Stockholders were asked to vote
with respect to four proposals. A total of 251,218,576 votes were cast as follows:
Proposal Number 1 – Election of
Directors: Each of the candidates listed received the number of votes set forth next to his/her respective name. In addition, there were 24,904,641 broker non-votes for each candidate with respect to this
proposal.
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Name
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Votes For
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Votes Against
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Votes Abstaining
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Darrell Cavens
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223,900,824
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2,089,782
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323,329
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David Denton
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225,176,277
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821,812
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315,846
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Anne Gates
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224,361,642
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1,639,343
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312,950
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Andrea Guerra
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223,269,028
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2,728,842
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316,065
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Susan Kropf
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214,761,637
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11,250,346
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301,952
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Annabelle Yu Long
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222,809,296
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3,174,042
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330,597
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Ivan Menezes
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219,689,845
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6,316,972
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307,118
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Jide Zeitlin
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218,337,745
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7,063,130
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913,060
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Proposal Number 2 – Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent
registered public accounting firm for fiscal year 2020:
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Votes For
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Votes Against
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Votes Abstaining
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Broker Non-votes
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246,713,744
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4,036,241
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468,591
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0
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Proposal Number 3 – Approval, on a non-binding advisory basis, of the Company’s executive compensation as discussed
and described in the Proxy Statement for the 2019 Annual Meeting:
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Votes For
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Votes Against
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Votes Abstaining
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Broker Non-votes
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213,282,234
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11,813,309
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1,218,392
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24,904,641
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Proposal Number 4 – Approval of the Amended and Restated Tapestry, Inc. 2018 Stock Incentive Plan:
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Votes For
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Votes Against
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Votes Abstaining
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Broker Non-votes
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197,974,611
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27,912,090
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427,234
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24,904,641
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SIGNATURE
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: November 8, 2019
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Tapestry, Inc.
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By:
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/s/ Todd Kahn
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Todd Kahn
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President, Chief Administrative Officer, Chief
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Legal Officer & Secretary
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