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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

FORM 8-K

CURRENT REPORT

 

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report: June 3, 2020
TIFFANY & CO.
(Exact name of Registrant as specified in its charter)

Delaware
 
1-9494
 
13-3228013
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
 
 
 
 

200 Fifth Avenue, New York, NY 10010
(Address of principle executive offices and zip code)
Registrant's telephone number, including area code: (212) 755-8000
 
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:
☐
Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications 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 Symbols(s)
Name of each exchange on which registered
Common Stock, par value $0.01 per share
TIF
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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
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 June 1, 2020, Registrant held its annual meeting of shareholders. Set forth below are the final voting results for each of the three proposals submitted to a vote of the shareholders.

Proposal One.  Election of Directors.  Each of the ten nominees listed below was elected a director of Registrant to hold office until he or she is succeeded by another qualified director or until his or her earlier resignation or removal from office.


Nominee
Number of Shares
Voted For
Number of Shares Voted
Against
Number of Shares
Abstaining
Number of Broker
Non-Votes
Alessandro Bogliolo
85,095,414
416,069
593,736
7,136,049

Rose Marie Bravo
80,680,017
4,810,950
614,252
7,136,049

Hafize Gaye Erkan
85,306,218
151,922
647,079
7,136,049

Roger N. Farah
83,795,012
1,712,447
597,760
7,136,049

Jane Hertzmark Hudis
85,338,128
148,966
618,125
7,136,049

Abby F. Kohnstamm
82,032,241
3,424,593
648,385
7,136,049

James E. Lillie
85,393,377
110,362
601,480
7,136,049

William A. Shutzer
83,629,803
1,825,417
649,999
7,136,049

Robert S. Singer
84,910,014
594,593
600,612
7,136,049

Annie Young-Scrivner
84,894,268
612,566
598,385
7,136,049



Proposal Two.  Ratification of the selection of PricewaterhouseCoopers LLP as Registrant’s independent registered public accounting firm to audit Registrant’s consolidated financial statements for the fiscal year ending January 31, 2021.

Number
of Shares
Voted For
Number of
Shares Voted
Against
Number of
Shares
Abstaining
Number of
Broker
Non-Votes
89,663,404
3,038,784
539,080
---


Proposal Three.  Approval, on an advisory basis, of the compensation paid to Registrant’s named executive officers in the fiscal year ended January 31, 2020. 

Number
of Shares
Voted For
Number of
Shares Voted
Against
Number of
Shares
Abstaining
Number of
Broker
Non-Votes
75,177,651
10,297,314
630,254
7,136,049

Item 7.01
Regulation FD Disclosure.

Registrant plans to report its financial results for the first quarter ended April 30, 2020 on June 9, 2020 by issuing a news release, rather than on June 5, 2020 as previously announced by Registrant on March 20, 2020.








Item 8.01
Other Events.

Registrant makes awards of restricted stock units to its directors pursuant to its Tiffany & Co. 2017 Directors Equity Compensation Plan (the “2017 Directors Equity Compensation Plan”). On June 1, 2020, Registrant’s Board of Directors approved additional restricted stock unit grant terms under the 2017 Directors Equity Compensation Plan. The form of such additional terms is attached as Exhibit 10.16c to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01
Financial Statements and Exhibits
(d)
Exhibits
 
 
10.16c
Terms of Restricted Stock Unit Grant under Registrant’s 2017 Directors Equity Compensation Plan, effective June 1, 2020.
 
 







SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 
 
 
 
 
TIFFANY & CO.
 
 
(Registrant)
 
 
 
 
By: /s/ Leigh M. Harlan
 
 
Leigh M. Harlan
 
 
Senior Vice President, Secretary
 
 
and General Counsel
Date: June 3, 2020
 
 






EXHIBIT INDEX

Exhibit No.
Description