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 3, 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)
 
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”) appointed Johanna “Hanneke” W. Faber to the Board. Ms. Faber’s appointment to the Board was reported under Item 5.02 on the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on August 31, 2021 (the “Initial 8-K”); such disclosure is incorporated herein by reference in its entirety. At the time of the filing of the Initial 8-K with the SEC, Ms. Faber’s Board committee assignment had not been determined. On November 3, 2021, the Board appointed Ms. Faber to the Audit Committee of the Board.

Item 5.07 Submission of Matters to a Vote of Security Holders.
On November 3, 2021, the Company held its Annual Meeting.  Stockholders were asked to vote with respect to four proposals.  A total of -251,752,075 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 24,194,406 broker non-votes for each candidate with respect to this proposal.
Name
Votes For
Votes Against
Votes Abstaining
John P. Bilbrey
224,487,761
2,519,106
550,802
Darrell Cavens
225,417,472
1,585,508
554,689
Joanne Crevoiserat
226,437,130
   576,073
544,466
David Denton
223,409,417
3,598,407
549,845
Johanna (Hanneke) Faber
226,433,677
   496,729
627,263
Anne Gates
225,706,213
1,224,365
627,091
Thomas Greco
226,372,170
   555,053
630,446
Pamela Lifford
226,092,027
   843,334
622,308
Annabelle Yu Long
225,865,624
1,142,986
549,059
Ivan Menezes
221,645,773
5,359,079
552,817

Proposal Number 2 – Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year ending July 2, 2022:
Votes For
 
Votes Against
 
Votes Abstaining
 
Broker Non-votes
249,046,355
 
1,813,884
 
891,836
 
0


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 2021 Annual Meeting:
Votes For
 
Votes Against
 
Votes Abstaining
 
Broker Non-votes
215,527,651
 
11,241,422
 
788,596
 
24,194,406


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 5, 2021
 
 
 
 
 
 
Tapestry, Inc.
 
 
 
 
By:
/s/ David E. Howard
 
 
 
David E. Howard
 
 
General Counsel & Secretary