STEVEN MADDEN, LTD. 8-K

What Happened

• Steven Madden, Ltd. held its 2026 Annual Meeting of Stockholders on May 20, 2026 and filed the voting results on Form 8-K. A quorum was present with 67,169,363 shares represented. All ten director nominees named in the proxy were elected, the appointment of Ernst & Young LLP as auditor for fiscal 2026 was ratified, and the company’s advisory vote on executive compensation was approved.

Key Details

• Quorum: 67,169,363 shares represented in person or by proxy at the meeting.
• Director elections: all ten nominees elected; examples of vote totals:
  • Mitchell S. Klipper: 65,299,626 votes FOR, 316,377 WITHHELD (1,553,360 broker non-votes)
  • Peter Migliorini: 60,320,414 votes FOR, 5,295,589 WITHHELD (1,553,360 broker non-votes)
• Auditor ratification: Ernst & Young LLP ratified as independent auditor — 66,791,860 FOR, 352,191 AGAINST, 25,312 ABSTENTIONS.
• Say-on-pay (advisory): approved — 63,852,187 FOR, 1,655,993 AGAINST, 107,823 ABSTENTIONS (1,553,360 broker non-votes).

Why It Matters

• The results confirm the company’s board composition and continuity of its external auditor for fiscal 2026, which are governance items investors monitor for oversight and financial reporting continuity.
• The advisory approval of executive compensation signals majority shareholder support for the company’s pay practices as disclosed, though the vote is non-binding. Vote margins (including withheld votes and broker non-votes) are useful context for assessing shareholder sentiment toward specific directors or governance matters.