Peter A. Bridgman
About Peter A. Bridgman
Independent director of Movado Group, Inc. since 2014 and current Audit Committee Chair; age 73. Former Senior Vice President & General Auditor at PepsiCo; earlier SVP & Controller at PepsiCo (2000–2011), SVP & Controller at Pepsi Bottling Group (1992–2000), roles at Pepsi International (1985–1992), and 12 years at KPMG with global audit responsibilities. He holds a B.S. in Economics and Accounting from Bristol University (UK), is a U.S. Certified Public Accountant and a Chartered Accountant in England, bringing deep financial reporting, internal control, and public accounting expertise to MOV’s board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PepsiCo, Inc. | Senior Vice President & General Auditor | Pre-2014 (before MOV election) | Led internal audit; governance and regulatory compliance |
| PepsiCo, Inc. | SVP & Controller | 2000–2011 | Led financial reporting and control functions globally |
| Pepsi Bottling Group | SVP & Controller | 1992–2000 | Financial controls for large bottler operations |
| Pepsi International | Various roles | 1985–1992 | Increasing responsibility across international finance |
| KPMG | Audit roles | ~12 years (pre-1985) | Global client audit responsibilities; public accounting rigor |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| Alltel Corporation | Director | Prior; acquired by Verizon (2009) | Board experience at a $10B wireless provider |
| Pepsi Bottling Ventures | Director | Prior; private company | Board role at ~$800M private beverage manufacturer |
Board Governance
- Current committees: Audit (Chair); Nominating, Governance and Corporate Responsibility (Member) .
- Independence: Board affirms all directors except Efraim Grinberg (CEO/Chair) and Alex Grinberg are independent under NYSE standards; Bridgman is independent .
- Audit committee expertise: Each Audit member is designated an “audit committee financial expert” (including Bridgman as chair); Audit Committee met 5 times in FY2025 .
- Board workload/attendance: Board held 11 meetings in FY2025; all directors attended >75% of Board and committee meetings; all directors attended the 2024 annual meeting .
- Executive sessions: Non-management directors meet in executive session at least quarterly; lead independent director (Alan Howard) presides .
| Committee | Members | Chair |
|---|---|---|
| Audit | Peter A. Bridgman; Alan H. Howard; Richard Isserman; Stephen Sadove | Peter A. Bridgman |
| Compensation & Human Capital | Alan H. Howard; Ann Kirschner; Stephen Sadove | Alan H. Howard |
| Nominating, Governance & Corporate Responsibility | Ann Kirschner; Peter A. Bridgman; Stephen Sadove; Maya Peterson | Ann Kirschner |
Fixed Compensation (Director)
| Item | FY2025 Amount | Notes |
|---|---|---|
| Cash retainer | $90,000 | Annual non-employee director base cash retainer; +$5K YoY increase |
| Audit Committee Chair retainer | $25,000 | Chair premium |
| Committee member fees | Included above totals | Nominating member retainer is $5,000; Bridgman’s FY2025 cash total was $120,000 |
| Equity grant (time-based) | $125,000 | Single annual stock award; one-year cliff vest |
| Watch allowance | Up to $6,000 | Company watches at cost; Bridgman reported $0 under “All Other Compensation” |
| Total FY2025 compensation | $245,000 | Fees $120,000 + stock $125,000 |
| Ownership guideline | $250,000 | Expected minimum stock ownership for directors |
Performance Compensation (Director)
Directors receive time-based stock awards (no performance metrics) that align with shareholder outcomes; FY2025 grants cliff-vest in one year .
| Grant Year | Instrument | Shares | Fair Value | Vesting |
|---|---|---|---|---|
| FY2025 | Stock award (time-vesting) | 4,500 | $125,000 | Cliff vest after 1 year |
MOV does not pay meeting fees; director pay is a mix of fixed cash plus time-based equity; lead director has an incremental equity component ($75,000), not applicable to Bridgman .
Other Directorships & Interlocks
- Prior public company boards: Alltel Corporation (acquired by Verizon in 2009) .
- Private/other boards: Pepsi Bottling Ventures .
- Compensation committee interlocks: None; Comp Committee comprised entirely of independent directors; no insider participation and no reciprocal interlocks disclosed .
Expertise & Qualifications
- Audit committee financial expert designation; deep accounting and internal control experience .
- U.S. CPA and U.K. Chartered Accountant; B.S. in Economics and Accounting (Bristol University) .
- Significant large-cap finance leadership (PepsiCo and affiliates) and public accounting background .
Equity Ownership
| Security | Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| Class A Common Stock | — | — | None reported |
| Common Stock | 47,733 | <1% | As of April 25, 2025 record date |
| Total voting power | — | <1% | Asterisks denote <1% |
| Unvested director award holdings | One FY2025 award outstanding at 1/31/25 | — | Each non-employee director held one unvested FY2025 stock award at 1/31/25 |
Company policy prohibits short sales and trading in puts/calls/other derivatives; company has not adopted specific prohibitions on hedging transactions beyond these restrictions; no pledging disclosures specific to directors were provided .
Insider Trades (Form 4) – Recent
| Date | Filing/Type | Detail | Source |
|---|---|---|---|
| Apr 21, 2025 | Stock Award (Grant) | Director stock award (non-open market) | https://finance.yahoo.com/quote/MOV/insider-roster/ |
| Apr 3, 2024 | Form 4 | Movado Group, Inc. insider filing for Peter A. Bridgman | https://www.secfilingdata.com/sec-individual-list/?cik=0001183821&view=corporate-history |
Beneficial ownership in MOV common stock: 47,733 shares as of the proxy record date .
Governance Assessment
Strengths
- Independent, financially sophisticated Audit Chair with CPA/CA credentials and prior Fortune 100 controllership/internal audit leadership; designated “audit committee financial expert” .
- Strong engagement: Board met 11 times; all directors >75% attendance; quarterly executive sessions chaired by lead independent director .
- Director pay mix balanced between cash and equity; ownership guideline of $250,000 promotes alignment .
- Clawback policy in place; Committee evaluated restatement in April 2025 and determined no recoupment was required as no FY2024–FY2025 AICP payouts were made and PSU outcomes are pending on restated results .
- Shareholder support for pay: ~97% of votes represented and 99% of votes cast supported say‑on‑pay in 2024; ongoing shareholder engagement noted .
Watch items / potential red flags
- Internal control restatement in April 2025 drove higher audit fees; as Audit Chair, Bridgman’s oversight is central to remediation—investors should monitor progress and future Audit Committee reporting .
- Concentrated control by the Grinberg family (e.g., Efraim Grinberg beneficially controls significant voting power) can dilute minority shareholder influence; underscores the importance of robust independent oversight by Bridgman and other independent directors .
- Hedging policy does not explicitly prohibit all hedging beyond derivatives; company bans short sales and derivative trading but notes no specific anti‑hedging practices—monitor for any future enhancements to director/officer hedging/pledging policies .
Related-Party Exposure
- No Bridgman-related transactions disclosed. FY2025 related-party disclosures involve Grinberg family members (employment and equity awards) and are reviewed by disinterested directors under the code of ethics .
- No delinquent Section 16(a) reporting noted for Bridgman; late filings disclosed for others (select officers) in FY2025 .
Compensation Structure Notes (context for governance)
- Non-employee director pay FY2025: base cash $90,000 (+$5,000 YoY), equity ~$125,000, committee chair/member retainers (Audit Chair $25,000; Nominating member $5,000), watch allowance up to $6,000; equity grants made annually after prior-year results .
- No meeting fees; equity awards for directors are time-vested and cliff after one year (no performance metrics) .
Appendix: Board Risk Oversight (context)
- Board and committees receive regular operating/financial reports; specific risk areas reviewed (cybersecurity, data privacy, internal controls, supply chain, inventory, etc.); Audit Committee specifically oversees financial reporting integrity and risk assessment policies .
Citations Director biography and credentials; Board/committee structure, meetings, attendance; Audit Committee expertise and meetings; Independence determination, executive sessions, insider trading policy; Director attendance at 2024 annual meeting; Shareholder engagement and say-on-pay results; Director compensation program and FY2025 director compensation table; Beneficial ownership table; Additional beneficial ownership detail illustrating voting concentration; Clawback policy and restatement handling; Audit Committee report and audit fees (increase due to restatement). External Form 4/insider activity references: Yahoo Insider Roster (Apr 21, 2025 stock award) ; SEC Filing Data index (Apr 3, 2024 Form 4) .