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): August 31, 2021
 


Tapestry, Inc.
(Exact Name of Registrant as Specified in Charter) 
 


Maryland
 
001-16153
 
52-2242751
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
 

                                                      

    10 Hudson Yards, New York, New York 10001   
(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):

    Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $0.01 par value
TPR
New York Stock Exchange
 
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.
 
 (d) On August 31, 2021, the Board of Directors (the “Board”) of Tapestry, Inc. (“Tapestry” or the “Company”) increased the size of the Board to eleven members and elected Johanna “Hanneke” W. Faber as a director of the Company, effective as of August 31, 2021.
 
In connection with Ms. Faber’s appointment to the Board and in accordance with the Company’s standard compensation arrangements for non-employee directors, Ms. Faber will be entitled to an annual cash retainer of $90,000 as well as an annual equity award with a grant date fair market value of $150,000 made on the date of Tapestry’s annual meeting of stockholders, with 50% of the value of the award made in the form of stock options and 50% made in the form of restricted stock units.  These equity awards vest in full one year from the date of grant, subject to the director’s continued service until that time.  In addition, Ms. Faber will be granted an initial Tapestry equity award with a grant date fair market value of $150,000 on August 31, 2021, with 50% of the value of the award made in the form of stock options and 50% made in the form of restricted stock units. These initial grants will vest on the one year anniversary of the grant date.
 
There are no arrangements or understandings between Ms. Faber and any other person pursuant to which she was selected as a director, and there have been no transactions since the beginning of the Company’s last fiscal year, or are currently proposed, regarding Ms. Faber that are required to be disclosed by Item 404(a) of Regulation S-K.
 
A copy of the press release announcing the appointments is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
 
Item 9.01 Financial Statements and Exhibits.
 
(d)  Exhibits.
 

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: August 31, 2021

 
TAPESTRY, INC.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
By:
/s/ David E. Howard
 
 
 
David E. Howard
 
 
 
General Counsel and Secretary

Exhibit 99.1

Johanna W. (Hanneke) Faber Joins Tapestry, Inc. Board of Directors

Brings Board Membership to Eleven

NEW YORK--(BUSINESS WIRE)--August 31, 2021--Tapestry, Inc. (NYSE: TPR), a leading New York-based house of modern luxury accessories and lifestyle brands, today announced that Hanneke Faber has been appointed to Tapestry’s Board of Directors. The appointment of Ms. Faber to the Board brings the membership to eleven, including ten independent directors.

Ms. Faber currently serves as President, Global Foods and Refreshment at Unilever PLC. She has nearly 30 years experience in consumer goods and retail, having also held global leadership roles at Royal Ahold Delhaize where she served as Chief eCommerce & Innovation Officer, and The Procter & Gamble Company, including substantial experience in the Asia Pacific region. She is a Board member at the World Economic Forum Food Stewards Board; Food Drink Europe; and Leading Executives Advancing Diversity (LEAD) and served on the Supervisory Board of Bayer AG from 2016 until 2021.

Joanne Crevoiserat, Chief Executive Officer of Tapestry, Inc., said, “We are delighted that Hanneke has agreed to join our Board. She is a global executive with a proven track record of growth in Consumer Goods, Retail and eCommerce. In addition, she is a recognized brand builder, innovator and champion for sustainability and diversity. We are confident that her knowledge and perspective will prove valuable to us as we continue to execute our people-centered and purpose-led strategy while fueling long-term growth and profitability across our portfolio of brands.”

“We are delighted to have identified an outstanding leader who will further fortify our Board’s breadth of expertise and viewpoints,” said Susan Kropf, Chair of the Board of Tapestry, Inc. “I am certain that Hanneke’s strong business acumen, coupled with her depth of experience with consumer brands globally, will bring unique value to Tapestry and I am very pleased to welcome her to our Board.”

Upon her appointment, Ms. Faber said, “I’m excited to be joining the Board of Directors of Tapestry, a company with three powerful global brands with deep connections to consumers and a commitment to people and purpose. I look forward to supporting the organization as it focuses on strengthening its platform to drive brand growth while driving positive change for people, planet and community.”

About Tapestry, Inc.

Our global house of brands unites the magic of Coach, kate spade new york and Stuart Weitzman. Each of our brands are unique and independent, while sharing a commitment to innovation and authenticity defined by distinctive products and differentiated customer experiences across channels and geographies. We use our collective strengths to move our customers and empower our communities, to make the fashion industry more sustainable, and to build a company that’s equitable, inclusive, and diverse. Individually, our brands are iconic. Together, we can stretch what’s possible. To learn more about Tapestry, please visit www.tapestry.com. The Company’s common stock is traded on the New York Stock Exchange under the symbol TPR.

This information to be made available in this press release may contain forward-looking statements based on management's current expectations. Forward-looking statements include, but are not limited to, statements that can be identified by the use of forward-looking terminology such as "may," "will," “can,” "should," “confident,” “future,” "expect," "intend," "estimate," "continue," "project," "guidance," "forecast," “outlook,” “believe,” "anticipate," “proactive,” “preemptive,” “excited about,” “moving,” “leveraging,” “capitalizing,” “developing,” “drive,” “targeting,” “assume,” “plan,” “build,” “pursue,” “maintain,” “on track,” “well positioned to,” “commit,” “look forward to,” “to acquire,” “achieve,” “strategic vision,” “growth opportunities,” “next chapter” or comparable terms. Future results may differ materially from management's current expectations, based upon a number of important factors, including risks and uncertainties such as the impact of the Covid-19 pandemic, the ability to control costs and successfully execute our growth strategies, expected economic trends, the ability to anticipate consumer preferences, risks associated with operating in international markets and our global sourcing strategy, our ability to achieve intended benefits, cost savings and synergies from acquisitions, the risk of cybersecurity threats and privacy or data security breaches, the impact of pending and potential future legal proceedings, and the impact of legislation, etc. Please refer to the Company’s latest Annual Report on Form 10-K and its other filings with the Securities and Exchange Commission for a complete list of risks and important factors. The Company assumes no obligation to revise or update any such forward-looking statements for any reason, except as required by law.

Contacts

Tapestry, Inc.

Media:
Andrea Shaw Resnick
Chief Communications Officer
212/629-2618
aresnick@tapestry.com

Analysts and Investors:
Christina Colone
Global Head of Investor Relations
212/946-7252
ccolone@tapestry.com