0001530721false00015307212024-09-042024-09-04

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 (Date of earliest event reported): September 4, 2024
  
caprilogo2019a03.jpg
CAPRI HOLDINGS LTD
(Exact name of Registrant as Specified in its Charter)
 
001-35368
(Commission File Number)
British Virgin Islands N/A
(State or other jurisdiction
of incorporation)		 (I.R.S. Employer
Identification No.)
90 Whitfield Street, 2nd Floor
London, United Kingdom
W1T 4EZ
(Address of Principal Executive Offices)
44 207 632 8600
(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: 
☐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 ClassTrading Symbol(s)Name of Each Exchange on which Registered
Ordinary Shares, no par valueCPRINew 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.

At the 2024 Annual Meeting of Shareholders (the “2024 Annual Meeting”) of Capri Holdings Limited (the “Company”) held on September 4, 2024, shareholders were asked to vote with respect to the three proposals listed below. A total of 92,831,124 ordinary shares were present at the meeting (representing 78.81% of the total shares outstanding on the record date), and the votes were cast as follows:

Proposal No. 1 (Election of Directors) – The appointment of three Class I directors to serve until the 2027 annual meeting of shareholders and until the election and qualification of their respective successors in office was approved by the number of votes set forth below:

NAMENUMBER OF SHARES VOTEDFORAGAINSTABSTAINBROKER NON-VOTES
Marilyn Crouther82,124,11880,893,5031,055,974174,64110,707,006
Stephen Reitman82,124,11879,402,2822,546,825175,01110,707,006
Jean Tomlin OBE82,124,11878,873,1183,077,091173,90910,707,006

Proposal No. 2 (Ratification of Independent Registered Public Accounting Firm) – The ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 29, 2025 was approved by the number of votes set forth below:

NUMBER OF SHARES VOTEDFORAGAINSTABSTAINBROKER NON-VOTES
92,831,12492,183,611550,67396,8400
Proposal No. 3 (Say on Pay) – The compensation of the Company’s named executive officers was approved, on a non-binding advisory basis, by the number of votes set forth below:

NUMBER OF SHARES VOTEDFORAGAINSTABSTAINBROKER NON-VOTES
82,124,11867,405,27514,430,353288,49010,707,006



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, thereunto duly authorized.


CAPRI HOLDINGS LIMITED

Date: September 5, 2024
By:/s/ Krista A. McDonough
Name: Krista A. McDonough
Title:Senior Vice President, General Counsel & Chief Sustainability Officer


v3.24.2.u1
Cover Page Cover Page
Sep. 04, 2024
Cover [Abstract]  
Document Period End Date Sep. 04, 2024
Entity Emerging Growth Company false
Title of 12(b) Security Ordinary Shares, no par value
Pre-commencement Issuer Tender Offer false
Pre-commencement Tender Offer false
Soliciting Material false
Written Communications false
Entity Address, Country GB
Entity Address, Postal Zip Code W1T 4EZ
Entity Incorporation, State or Country Code D8
Entity File Number 001-35368
Document Type 8-K
Trading Symbol CPRI
Security Exchange Name NYSE
Entity Address, Address Line One 90 Whitfield Street, 2nd Floor
Entity Address, City or Town London
Entity Address, State or Province 44
City Area Code 207
Local Phone Number 632 8600
Entity Central Index Key 0001530721
Amendment Flag false
Entity Registrant Name CAPRI HOLDINGS LTD
Capri (NYSE:CPRI)
Historical Stock Chart
From Oct 2024 to Nov 2024 Click Here for more Capri Charts.
Capri (NYSE:CPRI)
Historical Stock Chart
From Nov 2023 to Nov 2024 Click Here for more Capri Charts.