Swatch shareholders reject board bid by Steven Wood

Swatch shareholder Steven Wood fails to be elected to the Board of Directors Keystone-SDA

As expected, Swatch shareholders have voted against Steven Wood’s appointment to the company’s board. At the watchmaker’s Annual General Meeting on Wednesday, 79.2% of votes cast opposed his election to the supervisory board.

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Meanwhile, all motions put forward by the Board of Directors were approved by a wide margin, according to a statement from Swatch.

Wood had put himself forward as an additional voice for owner-shareholders, aiming to bring what he called “fresh perspectives” to the board. He argued that Swatch’s premium brands, in particular, needed urgent attention. According to the latest figures, Wood, founder and managing director of GreenWood Investors in New York, holds a 0.5% stake in the company.

The Swatch Board of Directors opposed Wood’s nomination, making his chances of success slim from the outset. The Hayek family, which controls around a quarter of the company’s capital and just under 43% of the voting rights, holds significant sway over such decisions.

Criticism falls flat

Ahead of the Annual General Meeting, Wood criticised what he saw as a lack of representation for bearer shareholders, telling the media that they had never been given the chance to elect their own representative to the board. However, under Swiss law, that right is guaranteed – a point confirmed by two rulings from the Federal Court.

In response, Swatch told news agency AWP that the group was acting “in full compliance with all applicable national laws and regulations, and in line with the company’s Articles of Association.” Jean-Pierre Roth has served as the official representative of bearer shareholders for several years.

In the lead-up to the meeting, proxy advisory firms ISS and Glass Lewis recommended, among other changes, the removal of long-serving Chair Nayla Hayek, Swatch CEO Nick Hayek, and Marc Hayek, Nayla’s son, from the supervisory board. Their main concern was the lack of independent voices on the board.

ISS also advised shareholders to vote against the company’s executive pay plans, citing a lack of transparency around how remuneration is calculated and incentive schemes that it said were out of step with market standards.

Translated from German with DeepL/sp

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