MOVADO GROUP INC
SC 13G/A, 2000-02-14
WATCHES, CLOCKS, CLOCKWORK OPERATED DEVICES/PARTS
Previous: MOVADO GROUP INC, SC 13G/A, 2000-02-14
Next: NORTEL NETWORKS CORP, SC 13G/A, 2000-02-14




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

                                  SCHEDULE 13G

                  Under the Securities and Exchange Act of 1934
                               (Amendment No. 7)*

                               Movado Group, Inc.
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                          Common Stock, $0.01 par value
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                   624580 10 6
               --------------------------------------------------
                                 (CUSIP Number)

          * The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in a prior cover page.

          The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
<PAGE>

CUSIP No. 624580 10 6                  13G                     Page 2 of 8 Pages
- --------------------------------------------------------------------------------

1        Name of Reporting Person             Gedalio Grinberg
         S.S. or I.R.S. Identifica-
         tion No. of Above Person

- --------------------------------------------------------------------------------

2        Check the Appropriate Box            (a) [ ]
         if a Member of a Group               (b) [ ]

- --------------------------------------------------------------------------------

3        S.E.C. Use Only

- --------------------------------------------------------------------------------

4        Citizenship or Place of Organization     United States

- --------------------------------------------------------------------------------

Number of Shares           (5)   Sole Voting Power                  594,397
Beneficially               (6)   Shared Voting Power                1,506,114
Owned by Each              (7)   Sole Dispositive Power             594,397
Reporting Person           (8)   Shared Dispositive Power           1,506,114

- --------------------------------------------------------------------------------

9.       Aggregate Amount Beneficially Owned by Each Reporting Person

         2,100,511

- --------------------------------------------------------------------------------

10.      Check if the Aggregate Amount in Row (9) Excludes Certain
         Shares                                                        [X]

         188,500 shares held by Gedalio Grinberg's wife as to which shares he
         disclaims beneficial ownership

- --------------------------------------------------------------------------------

11.      Percent of Class Represented by Amount in Row 9      18.2%

- --------------------------------------------------------------------------------

12.      Type of Reporting Person                             IN

- --------------------------------------------------------------------------------

                                Page 2 of 8 Pages
<PAGE>

CUSIP No. 624580 10 6                  13G                     Page 3 of 8 Pages
- --------------------------------------------------------------------------------

1        Name of Reporting Person             Efraim Grinberg
         S.S. or I.R.S. Identifica-
         tion No. of Above Person

- --------------------------------------------------------------------------------

2        Check the Appropriate Box            (a) [ ]
         if a Member of a Group               (b) [ ]

- --------------------------------------------------------------------------------

3        S.E.C. Use Only

- --------------------------------------------------------------------------------

4        Citizenship or Place of Organization     United States

- --------------------------------------------------------------------------------

Number of Shares           (5)   Sole Voting Power                  623,680
Beneficially               (6)   Shared Voting Power                485,598
Owned by Each              (7)   Sole Dispositive Power             623,680
Reporting Person           (8)   Shared Dispositive Power           485,598

- --------------------------------------------------------------------------------

9.       Aggregate Amount Beneficially Owned by Each Reporting Person

         1,109,278

- --------------------------------------------------------------------------------

10.      Check if the Aggregate Amount in Row (9) Excludes Certain
         Shares                                                        [_]

- --------------------------------------------------------------------------------

11.      Percent of Class Represented by Amount in Row 9      10.5%

- --------------------------------------------------------------------------------

12.      Type of Reporting Person                             IN

- --------------------------------------------------------------------------------

                                Page 3 of 8 Pages
<PAGE>

ITEM 1

          (a)  Name of Issuer

               Movado Group, Inc.

          (b)  Address of Issuer's Principal Executive Offices

               125 Chubb Avenue
               Lyndhurst, New Jersey 07071

ITEM 2

          (a)  Name of Persons Filing

                    Gedalio Grinberg
                    Efraim Grinberg

          (b)  Address of Principal Business Office or, if none, residence

                    125 Chubb Avenue
                    Lyndhurst, New Jersey 07071

          (c)  Citizenship

                    United States Citizens

          (d)  Title of Class of Securities

                    Common Stock, $.01 par value

          (e)  CUSIP Number

                    624580 10 6

ITEM 3    If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or
          (c), check whether the person filing is a:

          This statement is not filed pursuant to Rules 13d-1(b) or 13d-2(b)

                                Page 4 of 8 Pages
<PAGE>

ITEM 4    Ownership

          (a)  Amount Beneficially Owned:

               Gedalio Grinberg: 2,100,511 shares
               Efraim Grinberg: 1,109,278 shares

          (b)  Percent of Class:

               Gedalio Grinberg:         18.2%
               Efraim Grinberg:          10.5%

          (c)  Number of shares as to which such person has:

               (i)   Sole power to vote or to direct the vote:

                     Gedalio Grinberg:               594,397
                     Efraim Grinberg:                623,680

               (ii)  Shared power to vote or to direct the vote:

                     Gedalio Grinberg:             1,506,114
                     Efraim Grinberg:                485,598

               (iii) Sole power to dispose or to direct the disposition of:

                     Gedalio Grinberg:               594,397
                     Efraim Grinberg:                623,680

               (iv)  Shared power to dispose or to direct the disposition of:

                     Gedalio Grinberg:             1,506,114
                     Efraim Grinberg:                485,598

          (1)  Mr. G. Grinberg beneficially owns 2,100,511 shares of which 5,625
               are shares of Common Stock, par value $.01 per share ("Movado
               Common Stock") owned by Mr. G. Grinberg individually and 47,101
               are shares of Movado Common Stock held under Movado Group, Inc.'s
               ("Movado") 401(k) Plan, the trustees for which are Mr. G.
               Grinberg and Mr. E. Grinberg, both of whom have shared investment
               and voting power as to such shares; and 7,029 are shares of
               Movado Common Stock held under Movado's Stock Bonus Plan, for
               which Mr. G. Grinberg and Mr. E. Grinberg are co-trustees with
               Mr. Howard Regenbogen and Ms. Vivian K. D'Elia, and as to which
               shares they have shared investment and voting power. The balance
               of Mr. G. Grinberg's shares are shares of Class A Common Stock,
               par value $.01 per share ("Movado Class A Common Stock"),
               convertible on a one-for-one basis into shares of Movado

                                Page 5 of 8 Pages
<PAGE>

               Common Stock. Included in the total number of shares of Class A
               Common Stock are 25,000 owned by The Grinberg Family Foundation,
               a not-for- profit corporation of which Mr. G. Grinberg, his wife
               and Mr. Leonard L. Silverstein are the directors and as to which
               shares these three individuals have shared investment and voting
               power. Also included are 1,426,984 shares of Movado Class A
               Common Stock owned by Grinberg Partners L.P. of which Grinberg
               Group Partners is the general partner. Mr. G. Grinberg, being the
               managing partner of Grinberg Group Partners, has shared power to
               direct the voting and disposition of the shares owned by Grinberg
               Partners L.P. Mr. G. Grinberg disclaims beneficial ownership as
               to the shares owned by The Grinberg Family Foundation, the shares
               held under Movado's Stock Bonus Plan and as to the shares held
               under Movado's 401(k) Plan, except to the extent of his pecuniary
               interest therein.

          (2)  Mr. E. Grinberg beneficially owns 1,109,278 shares of which 1,875
               are shares of Movado Common Stock, 220,000 are shares of Movado
               Common Stock which Mr. E. Grinberg has the right to acquire by
               the exercise of options under the issuer's Stock Incentive Plan;
               47,101 are shares of Movado Common Stock held under Movado's
               401(k) Plan, the trustees for which are Mr. G. Grinberg and Mr.
               E. Grinberg, both of whom have shared investment and voting power
               as to such shares; and 7,029 are shares of Movado Common Stock
               held under Movado's Stock Bonus Plan, for which Mr. G. Grinberg
               and Mr. E. Grinberg are co-trustees with Mr. Howard Regenbogen
               and Ms. Vivian K. D'Elia, and as to which shares they have shared
               investment and voting power. The balance of Mr. E. Grinberg's
               shares are shares of Movado Class A Common Stock, convertible on
               a one-for-one basis into shares of Movado Common Stock. Included
               in Mr. E. Grinberg's total number of shares of Movado Class A
               Common Stock are: an aggregate of 281,653 shares held by several
               trusts for the benefit of Mr. E. Grinberg's siblings and himself,
               of which trusts Mr. E. Grinberg is sole trustee. As sole trustee,
               Mr. E. Grinberg has sole investment and voting power with respect
               to the shares held by such trusts. In addition, the amount of
               shares reported for Mr. E. Grinberg includes an aggregate of
               431,468 shares of Movado Class A Common Stock held by several
               trusts for the benefit of Mr. E. Grinberg's siblings and himself,
               of which trusts Mr. E. Grinberg is co-trustee with Mr. Leonard L.
               Silverstein. As co-trustee, Mr. E. Grinberg has shared investment
               and voting power with Mr. Leonard L. Silverstein with respect to
               the shares held by such trusts. Mr. E. Grinberg disclaims
               beneficial ownership as to the 477,107 shares held by the trusts
               for the benefit of his siblings of which he is trustee or
               co-trustee and of the shares held under Movado's Stock Bonus Plan
               and as to the 47,101 shares held under Movado's 401(k) Plan
               except to the extent of his pecuniary interest therein.

                                Page 6 of 8 Pages
<PAGE>

ITEM 5    Ownership of Five Percent or Less of a Class

          Not applicable.

ITEM 6    Ownership of More than Five Percent on Behalf of Another Person

          See Item 4.

ITEM 7    Identification and Classification of the Subsidiary which Acquired the
          Security Being Reported on by the Parent Holding Company

          Not applicable.

ITEM 8    Identification and Classification of Members of the Group

          Not applicable.

ITEM 9    Notice of Dissolution of Group

          Not applicable.

ITEM 10   Certification

          Not applicable.

                                Page 7 of 8 Pages
<PAGE>

                                    SIGNATURE


          After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.

                                    February 14, 2000
                                   --------------------
                                           Date

                                   /s/ Gedalio Grinberg
                                   --------------------
                                   Gedalio Grinberg

                                   /s/ Efraim Grinberg
                                   --------------------
                                   Efraim Grinberg

                                Page 8 of 8 Pages



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission