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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 2, 2023
 

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 5.07 Submission of Matters to a Vote of Security Holders.
 
On November 2, 2023, the Company held its Annual Meeting. Stockholders were asked to vote with respect to four proposals. A total of 203,350,107 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 24,373,960 broker non-votes for each candidate with respect to this proposal.
 
Name
Votes For
Votes Against
Votes Abstaining
John P. Bilbrey
158,285,619
20,404,364
286,164
Darrell Cavens
173,076,001
5,613,705
286,441
Joanne Crevoiserat
174,654,187
4,039,250
282,710
Johanna (Hanneke) Faber
174,150,070
4,544,366
281,711
Anne Gates
171,402,759
6,790,982
782,406
Thomas Greco
173,206,093
5,492,965
277,089
Alan Lau
174,677,420
4,019,714
279,013
Pamela Lifford
173,458,617
5,233,481
284,049
Annabelle Yu Long
173,018,530
5,680,046
277,571

 
Proposal Number 2 – Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year ending June 29, 2024:
 
Votes For
  
Votes Against
  
Votes Abstaining
  
Broker Non-votes
193,242,411
  
9,758,139
  
349,557
  
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 2023 Annual Meeting:
 
Votes For
  
Votes Against
  
Votes Abstaining
  
Broker Non-votes
168,148,746
  
10,593,876
  
233,525
  
24,373,960

 
Proposal Number 4 - Approval, on a non-binding advisory basis, of the frequency of the advisory vote on the Company’s executive compensation as disclosed in the Proxy Statement for the 2023 Annual Meeting:
 
1 YEAR
  
2 YEARS
3 YEARS
  
Votes Abstaining
  
Broker Non-votes
174,600,728
  
130,336
4,054,804
  
190,279
  
24,373,960


After considering these results, and consistent with its own recommendation, the Board of Directors has determined to continue to provide the Company’s stockholders with an annual advisory vote to approve the Company’s executive compensation until the next vote on the frequency of such advisory votes.

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 3, 2023

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