UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 26, 2006
STEVEN MADDEN, LTD.
(Exact name of registrant as specified in its charter)
Delaware 000-23702 13-3588231
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(State or other (Registration Number) (IRS Employer
jurisdiction of Identification No.)
incorporation)
52-16 Barnett Avenue, Long Island City, New York 11104
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (718) 446-1800
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(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On May 26, 2006, at the 2006 Annual Meeting of Stockholders of Steven Madden,
Ltd. (the "Company"), the Company's stockholders approved the Steven Madden,
Ltd. 2006 Stock Incentive Plan (the "2006 Plan"). Subject to stockholder
approval, the Company's Board of Directors (the "Board") had approved the 2006
Plan on March 20, 2006 and the Compensation Committee of the Board approved a
modification to the Plan on May 12, 2006.
A description of the 2006 Plan is set forth in the Company's Proxy Statement
filed with the Securities and Exchange Commission on April 28, 2006 under the
caption "Proposal Two - Proposal for the Approval of the Steven Madden, Ltd.
2006 Stock Incentive Plan." The description of the 2006 Plan is qualified in its
entirety by reference to the full text of the 2006 Plan, which is filed as
Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference
herein.
ITEM 9.01. EXHIBITS
Exhibit Description
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10.1 Steven Madden, Ltd. 2006 Stock Incentive Plan
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
Steven Madden, Ltd. has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
STEVEN MADDEN, LTD.
By: /s/ JAMIESON A. KARSON
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Name: Jamieson A. Karson
Title: Chief Executive Officer
Date: June 30, 2006
EXHIBIT INDEX
Exhibit Description
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10.1 Steven Madden, Ltd. 2006 Stock Incentive Plan