What the changes say
- New compliance and financial control risks highlight internal control remediation efforts and foreign corruption laws following recent investigations.
- Tariff disclosures were updated to reflect recent 2025 announcements and specific duties on Chinese packaging, bands, and jewelry.
What changed since the prior 10-K
New
- NewRisks Related to Macroeconomic Conditions and International Operations
Any of these factors could result in a material adverse effect on the Company's results of operations and financial condition
Operating in foreign jurisdictions and utilizing third-party intermediaries exposes the Company to potential violations of the U.S. Foreign Corrupt Practices Act and similar anti-corruption laws.
- NewRisks Related to Macroeconomic Conditions and International Operations
Remediating any identified material weakness may require significant management time and resources and may not be completed in a timely manner, which could further adversely affect the Company’s business, financial condition and results of operations
Remediating material weaknesses in internal control over financial reporting could consume significant resources and potentially lead to ongoing SEC inquiries and penalties.
Dropped
- DroppedRisks Related to the Company's Business
customers, and have a material adverse impact on the growth of the Company’s e-commerce business globally and its results of operations
- DroppedRisks Related to Internal Controls
Management has identified a material weakness in the Company’s internal control over financial reporting and related weakness in the Company’s disclosure controls and procedures, which could, if not remediated, result in material misstatements in the Company’s interim or annual consolidated financial statements
- DroppedRisks Related to Internal Controls
The Company has restated certain of its previously issued consolidated financial statements, which has resulted in unanticipated costs and may raise reputational issues
Reworded
- 99% rewrittenRisks Related to Macroeconomic Conditions and International Operations
Additional U.S. tariffs and other trade restrictions, along with retaliatory measures by other countries, could materially adversely affect the Company’s business, financial condition and results of operations
Updated to include references to March and April 2025 Trump Administration tariff announcements, Section 301 duties on Chinese imports, and specific impacts on packaging, bands, and jewelry.
Was: Additional U.S. Special Tariffs or other restrictions placed on imports, retaliatory trade measures taken by other countries and resulting trade wars may have a material adverse impact on the Company’s financial condition and results of operations
- 69% rewrittenRisks Related to the Company's Business
The design, sourcing, marketing, distribution and after-sales servicing of smart watches involve additional challenges to those applicable to traditional watches
Added specific mention of consumer expectations for smartwatch compatibility with third-party smartphone operating systems over the life of the watch.
- 64% rewrittenRisks Related to the Company's Business
If the technology-based systems that give the Company’s customers the ability to shop online do not function effectively, the Company’s operating results could be materially adversely affected
Restored missing concluding text regarding material adverse impacts on global e-commerce business growth and results of operations.
- 52% rewrittenRisks Related to Macroeconomic Conditions and International Operations
There are inherent limitations in all control systems, and misstatements due to error or fraud may occur and not be detected
No substantive changes made to the text regarding inherent limitations in control systems.
- 41% rewrittenRisks Related to Macroeconomic Conditions and International Operations
Adverse economic conditions in key markets, and the resulting declines in consumer confidence and spending, could have a material adverse effect on the Company’s operating results
No substantive changes made to the text regarding adverse economic conditions and consumer confidence.
- 33% rewrittenrisks related to increased indebtedness;
The loss or infringement of the Company’s trademarks or other intellectual property rights could have an adverse effect on future results of operations
No substantive changes made to the text regarding trademark loss or intellectual property infringement.
All 43 risk factors
Headings as the filing states them, in filing order.
Risks Related to Macroeconomic Conditions and International Operations
- 01Adverse economic conditions in key markets, and the resulting declines in consumer confidence and spending, could have a material adverse effect on the Company’s operating results41% rewritten
- 02The Company also generates approximately 56.7% of its revenue from international sources
- 03Any of these factors could result in a material adverse effect on the Company's results of operations and financial conditionNew
- 04The Company’s business is subject to foreign currency exchange rate risk
- 05Additional U.S. tariffs and other trade restrictions, along with retaliatory measures by other countries, could materially adversely affect the Company’s business, financial condition and results of operations99% rewritten
- 06There are inherent limitations in all control systems, and misstatements due to error or fraud may occur and not be detected52% rewritten
- 07Remediating any identified material weakness may require significant management time and resources and may not be completed in a timely manner, which could further adversely affect the Company’s business, financial condition and results of operationsNew
Risks Related to the Company's Business
- 08The Company’s wholesale business could be negatively affected by the consumer shift toward online shopping, as well as by further changes of ownership, contraction and consolidation in the retail industry
- 09The Company faces intense competition in the worldwide watch industry not only from competitors selling traditional watches but also from those selling smart watches and other wearables
- 10The design, sourcing, marketing, distribution and after-sales servicing of smart watches involve additional challenges to those applicable to traditional watches69% rewritten
- 11Maintaining favorable brand recognition is essential to the Company’s success, and failure to do so could materially and adversely affect the Company’s results of operations
- 12Regulatory restrictions and a changing marketing environment could materially and adversely affect the Company's ability to penetrate key market segments, resulting in the loss of market share and revenue
- 13Requirements to meet environmental, social and governance regulations, expectations or standards could adversely affect the Company’s business, reputation, results of operations and financial condition
- 14If the Company loses any of its license agreements, there may be significant loss of revenues and a negative effect on business
- 15Changes in the sales or channel mix of the Company’s products could impact gross profit margins
- 16The Company’s business is seasonal, so events and circumstances that adversely affect holiday consumer spending will have a disproportionately adverse effect on the Company’s results of operations
- 17The success of the Company’s retail outlet locations is, to a certain extent, dependent upon the amount of customer foot traffic generated by the outlet centers in which those stores are located
- 18desirability of the Company’s brands and products
- 19If the Company is unable to maintain existing space or to lease new space for its retail outlets in prime outlet center locations or is unable to complete construction on a timely basis, the Company’s ability to achieve favorable results in its retail business could be adversely affected
- 20The Company’s e-commerce business is subject to numerous risks that could have an adverse effect on the Company’s business and results of operations
- 21If the technology-based systems that give the Company’s customers the ability to shop online do not function effectively, the Company’s operating results could be materially adversely affected64% rewritten
- 22Environmental factors, including climate change, and related regulatory action and consumer response, could substantially and negatively affect the Company's financial results
- 23If the Company misjudges the demand for its products, high inventory levels could adversely affect future operating results and profitability
- 24If the Company were to lose its relationship with any of its key customers or distributors or any of such customers or distributors were to experience financial difficulties, there may be a significant loss of revenue and operating results
- 25The inability or difficulty of the Company’s customers, suppliers and business partners to obtain credit could materially and adversely affect its results of operations and liquidity
- 26An increase in product returns or lost product could negatively impact the Company’s operating results and profitability
- 27The Company relies on independent parties to manufacture its products. Any loss of an independent manufacturer, or the Company’s inability to deliver quality goods in a timely manner, could have an adverse effect on customer relations, brand image, net sales and results of operations
- 28Interruptions at any of the Company’s major warehouse and distribution centers could materially adversely affect its business
- 29Current or future cost reduction, streamlining, restructuring or business optimization initiatives could result in the Company incurring significant charges
- 30The Company depends on its information systems to run its business and any significant breach of or disruption to those systems could materially disrupt the Company’s business
- 31If the Company is unable to successfully implement its growth strategies, its future operating results could suffer
- 32Acquisitions inherently involve significant risks and uncertainties
risks related to increased indebtedness;
- 33Impairment charges could have an adverse impact on the Company's results of operations
- 34The loss or infringement of the Company’s trademarks or other intellectual property rights could have an adverse effect on future results of operations33% rewritten
- 35Changes to laws or regulations impacting the industries in which the Company operates could require it to alter its business practices which could have a material adverse effect on its results of operations
- 36Changes to tax laws or regulations could have a material adverse effect on the Company’s financial condition and results of operations
- 37The Company is subject to complex and evolving laws and regulations regarding privacy and data protection that could result in legal claims, changes to business practices and increased costs that could materially and adversely affect the Company’s results of operations
- 38If the Company were to experience a significant privacy breach, it could be subject to costly government enforcement actions and private litigation and suffer significant negative publicity which could materially and adversely affect the Company’s results of operations
- 39From time to time the Company is subject to legal proceedings that could result in significant expenses, fines and reputational damage
- 40If the Company were to lose key members of management or be unable to attract and retain the talent required for the business, operating results could suffer
- 41If the Company cannot secure and maintain financing and credit on favorable terms, the Company’s financial condition and results of operations may be materially adversely affected
Risks Related to an Investment in the Company's Common Stock
- 42The Grinberg family owns a majority of the voting power of the Company’s stock
- 43The Company’s stock price could fluctuate and possibly decline due to changes in revenue, operating results and cash flows
Other Movado Group 10-Ks
- FY2025 10-K risk factors44 risks
International sourcing and foreign exchange risks heavily impact Movado's global watch operations and supply chain. Brand reputation, retail channel shifts, and licensing agreements dominate operational vulnerabilities. Tariff exposure, particularly on Chinese packaging, threatens financial results.
Filed Apr 16, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.