UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
Steven Madden, Ltd. (the “Company”) held its 2021 Annual Meeting of Stockholders (the “Annual Meeting”) on May 26, 2021. At the Annual Meeting, the stockholders of the Company voted on the following proposals:
Proposal Number 1. To elect the nine nominees named in the Company’s proxy statement for the Annual Meeting (the “Proxy Statement”), filed with the Securities and Exchange Commission on April 8, 2021, to the Board of Directors of the Company to serve as directors until the next Annual Meeting of the Company’s stockholders and until their successors are duly elected and qualified. Each nominee for director was elected by a vote of the stockholders as follows:
| Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Edward R. Rosenfeld | 74,837,172 | 1,925,442 | 1,840,144 | |||||||||
| Al Ferrara | 76,438,527 | 324,087 | 1,840,144 | |||||||||
| Mitchell S. Klipper | 76,654,951 | 107,663 | 1,840,144 | |||||||||
| Maria Teresa Kumar | 76,665,839 | 96,775 | 1,840,144 | |||||||||
| Rose Peabody Lynch | 76,328,107 | 434,507 | 1,840,144 | |||||||||
| Peter Migliorini | 72,215,259 | 4,547,355 | 1,840,144 | |||||||||
| Ravi Sachdev | 75,780,207 | 982,407 | 1,840,144 | |||||||||
| Robert G. Smith | 76,317,231 | 445,383 | 1,840,144 | |||||||||
| Amelia Newton Varela | 75,454,510 | 1,308,104 | 1,840,144 | |||||||||
Proposal Number 2. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 78,551,135 | 50,796 | 827 | 0 |
Proposal Number 3. To approve, on a non-binding advisory basis, the compensation of certain executive officers of the Company as disclosed in the Proxy Statement. The proposal was approved by a vote of stockholders as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 74,023,261 | 2,727,666 | 11,687 | 1,840,144 |
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL). |
SIGNATURES
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: June 1, 2021
| STEVEN MADDEN, LTD. | ||
| By: | /s/ Edward R. Rosenfeld | |
| Edward R. Rosenfeld | ||
| Chief Executive Officer | ||