UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 5.05 Amendments to the Registrant’s Code of Ethics.
On November 3, 2026, the Board of Directors of Weyco Group, Inc. (the “Company”) approved and adopted an amended and restated Code of Business Ethics (the “Code”), effective November 3, 2026. The Code applies to the Company’s directors, officers and employees, including the Company’s principal executive officer, principal financial officer and principal accounting officer.
The amended and restated Code reflects updates intended to enhance and clarify the Company’s existing standards regarding ethical conduct, compliance with applicable laws and Company policies, conflicts of interest, protection and appropriate use of Company and employee information, and the reporting of potential violations. The amended and restated Code also includes various other administrative, stylistic and non-substantive changes. The amendments did not result in any waiver, explicit or implicit, of any provision of the Company’s prior code of ethics.
The foregoing description of the amendments to the Code is a summary only and is qualified in its entirety by reference to the full text of the Code, which is filed herewith as Exhibit 14.1 and is incorporated herein by reference. The Code is also available on the Company’s website, https://www.weycogroup.com, by navigating to the “Investor Relations” page. Information contained on, or accessible through, the Company’s website is not incorporated by reference into this Current Report on Form 8-K.
Item 8.01 Other Events.
In September 2026, Thomas Florsheim, Sr., the former Chairman and Chief Executive Officer the Company and a member of its Board of Directors since 1964, passed away. Mr. Florsheim was the father of Thomas W. Florsheim, Jr., Chairman and Chief Executive Officer, and John W. Florsheim, President, Chief Operating Officer and Assistant Secretary. As a result of these relationships, Mr. Florsheim was not considered an independent director under applicable Nasdaq rules, and he did not serve on any Board committees.
Following Mr. Florsheim’s passing, the Company’s Board reduced its size from seven members to six. A majority of the current six-member Board continues to be independent in accordance with applicable Nasdaq standards.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are being filed herewith:
14.1 Amended and Restated Code of Business Ethics as amended November 3, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: November 5, 2026 | WEYCO GROUP, INC. |
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| /s/ Judy Anderson |
| Judy Anderson |
| Vice President, Chief Financial Officer and Secretary |