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The head of the Swatch Group, Nick Hayek, will receive a slightly lower total remuneration of 4.7 million Swiss francs in 2025. (archive picture)
sda
US investor Steven Wood wants to make the Swatch Board of Directors more independent - and once again encounters resistance from the Hayek family. Swatch rejects all his proposals. The shareholders will decide in May.
It is not a new dispute, but it is coming to a head: Steven Wood, head of the US investment firm Greenwood Investors, wants to join the Swatch Group Board of Directors. For the second time in a row. And for the second time, the Group is standing in the way.
In the invitation to the Annual General Meeting on May 12, published on Wednesday, Swatch makes it unmistakably clear: Wood is not suitable to represent the interests of the bearer shareholders. The Group also rejects all other proposals put forward by the US investor.
Swatch shareholders will decide on the proposals at the Annual General Meeting on May 12. Wood's US investment firm, Greenwood Investors, had already submitted a request to Swatch in February and made it public.
The US investor is seeking an improvement in governance and transparency issues. This is not the first offensive that Wood has launched against the dominance of the Hayek family in the company.
The core of Wood's request is to make the Swatch Board of Directors more independent. The Board is currently chaired by Nayla Hayek, with her brother and Group CEO Nick Hayek and her son Marc Hayek as two further representatives of the family. Nayla also manages the US jeweler Harry Winston, which belongs to the Group.
According to Wood, the bearer shareholders should be able to elect three representatives to the Board of Directors. The bearer shareholders (excluding the Hayek pool) are to nominate the representatives in a special vote, who are to be elected by the AGM on the same day.
Another request is that the majority of the Board of Directors should consist of "independents" who are not part of the Hayek pool. Wood also wants to ensure that the Chairman cannot be part of the Executive Board or hold any other position in the company.
Swatch opposes this in the invitation to the AGM published on Wednesday: Wood's demands go beyond the provisions of the Code of Obligations. This would turn the majority shareholder's representation on the Board of Directors into a minority according to the Articles of Association. This would also lead to considerable financial and economic risks for Swatch.
Wood himself is standing for a seat on the Board of Directors as a representative of the bearer shareholders and is running against Andreas Rickenbacher, the former member of the Bern cantonal government proposed by the Board of Directors. Wood is not suitable to represent the interests of the bearer shareholders, the Group writes in the invitation, confirming earlier statements.
According to Greenwood Investors, it holds more than 0.5 percent of the Swatch Group's share capital. In May 2025, Wood already wanted to be elected to the Board of Directors as a representative of the bearer shareholders, but failed due to opposition from the founding Hayek family. This is because the Hayeks hold around 43 percent of the votes with around a quarter of the capital.