Swatch activist investor Steven Wood is pushing for an overhaul of the group’s board.
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The tug-of-war between Swatch Group and US activist investor Steven Wood has entered a new phase.
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The American shareholder, via his company Greenwood Investors, has launched a two-pronged offensive: he has applied for a seat on Swatch’s board of directors and submitted seven proposals to change the articles of association. The Swiss watch group, which is dominated by the Hayek family, has roundly rejected all of his demands.
On Saturday, Greenwood submitted seven formal motions for inclusion on the agenda of the Swatch annual general meeting on May 12 which aim to reshape the company’s governance structure.
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The main proposals include the election of three representatives of bearer share holders to the board of directors, a majority of independent members on the same body, a ban on the chair holding other operational positions in the group (currently number one Nayla Hayek is also CEO of Harry Winston, part of the conglomerate), and a requirement that AGMs be held in physical presence only.
Wood ran for a one-year term as the representative of bearer shareholders, arguing that Swiss law would grant them this right in companies such as Swatch, with a capital structure divided between bearer shares and registered shares with enhanced voting rights. Greenwood, which holds about 0.5% of the capital, believes its nomination can only be rejected for objective “important reasons”, which it says are absent in Wood’s case.
Reject proposals
In a statement published on its website, Swatch said it acts in full compliance with all regulations and rejected Greenwood’s accusations. It pointed out that Wood’s candidature was rejected – by 80% of voters – at last year’s AGM. It added that the way this vote is to be conducted is not prescribed by law.
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The clash is being played out against a delicate balance of shareholder power. Swatch’s founding Hayek family, which has a quarter of the capital, controls 43% of the voting rights thanks to registered shares with enhanced voting rights. This makes it very difficult for a minority shareholder such as Wood to obtain a seat without support.
Swatch meanwhile is advancing with its plans to renew the board of directors, proposing the appointment of Andreas Rickenbacher, a business consultant who was also a Bern cantonal minister (2006-2016), the first Social Democrat to head its economics department.
The current situation resembles a classic clash between an activist investor who wants greater representation and transparency, and a family-controlled group. Nayla Hayek is the long-time chair of the board of directors and her brother, CEO Nick Hayek, and son, Marc Hayek, also sit on the board.
The recent developments have not had much impact on the stock market, however: the bearer share – the benchmark stock for analysts – was stable on Monday morning. Since the beginning of 2026, it has gained 12%, and over twelve months it has advanced by 17%. However, its five-year performance is down (-27%).
Adapted from Italian by AI/sb
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