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Definitive proxy statements

Pay vs Performance Disclosure

v3.25.1
Pay vs Performance Disclosure
3 Months Ended 4 Months Ended 8 Months Ended 12 Months Ended
Jul. 16, 2023
Apr. 01, 2023
Mar. 30, 2024
Dec. 01, 2022
Mar. 29, 2025
USD ($)
Percentile
Mar. 30, 2024
USD ($)
Percentile
Apr. 01, 2023
USD ($)
Percentile
Apr. 02, 2022
USD ($)
Percentile
Apr. 03, 2021
USD ($)
Percentile
Pay vs Performance Disclosure
Pay vs Performance Disclosure, Table
PAY VERSUS PERFORMANCE
As required by Section953(a) of the Dodd-Frank Act, and Item 402(v) of Regulation
S-K,
we are providing the following information about the relationship between “compensation actually paid” to our NEOs and certain financial performance of ֱ. Compensation actually paid, as determined under SEC requirements, does not necessarily reflect the actual amount of compensation earned by or paid to our NEOs. The Committee evaluates compensation decisions in light of ֱ or individual performance and does not use “compensation actually paid” as a basis for making compensation decisions. For information concerning our compensation philosophy and how we align executive compensation with our performance, see the CD&A above.
ValueofInitialFixed 
$100
InvestmentBasedon 
Year
Summary
Compensation
Table (SCT)
Total for
Mr.Darrell
($)
(1)
Compensation
Actually Paid
(CAP) to
Mr.Darrell
($)
(2)
Summary
Compensation
Table(SCT)
Totalfor
Mr. Dorer
($)
(1)
Compensation
Actually Paid
(CAP) to
Mr.Dorer
($)
(2)
Summary
Compensation
Table (SCT)
Total for
Mr. Rendle
($)
(1)
Compensation
Actually Paid
(CAP) to
Mr.Rendle
($)
(2)
Average
SCTTotal
for
Non-PEO
NEOs
($)
(3)
Average
CAP to
Non-PEO
NEOs
($)
(4)
TSR
($)
(5)
S&P 1500
Apparel,
Accessories
& Luxury
Goods
Subindustry
Index TSR
($)
(6)
Net
Income
(In
Millions)
($)
(7)
Ա-۱𲹰 Ċ
ճ Ċ
ʱԳپ Ċ
Rank
(8)
 Ċ
2025
$10,729,899 $11,786,745 N/A N/A N/A N/A $ 3,585,721 $3,896,671 $32.17 $110.02 $(189.72 )
69th Ċ
percentile Ċ
2024
13,535,399 9,552,700 1,971,941 1,155,850 N/A N/A 4,630,927 3,345,820 30.81 128.20 (968.88 )
2nd Ċ
percentile Ċ
2023
N/A N/A 3,037,566 2,725,023 $ 11,485,534 $ (9,632,882 ) 4,588,662 428,117 44.13 131.21 118.59
0th Ċ
percentile Ċ
2022
N/A N//A N/A N/A 15,423,153 3,060,425 5,284,304 988,855 103.36 166.43 1,386.94
12th Ċ
percentile Ċ
2021
N/A N//A N/A N/A 15,782,405 24,664,101 4,244,022 6,511,273 141.12 197.11 407.9
5th Ċ
percentile Ċ
(1)
The dollar amounts in these columns show the amount of total compensation reported for Messrs. Darrell, Dorer and Rendle in the “Total” column of the Summary Compensation Table in each applicable year. Mr. Darrell was appointed our President and Chief Executive Officer effective July17, 2023. Mr. Dorer served as our Interim President and Chief Executive Officer from December2, 2022 to July16, 2023. Mr. Rendle retired as our Chair, President and Chief Executive Officer effective December2, 2022.
(2)
The dollar amounts reported in these columns represent the amount of “compensation actually paid” to Messrs. Darrell, Dorer and Rendle, as computed in accordance with Item 402(v) of Regulation
S-K
(“CAP”) in each applicable year. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. In accordance with the requirements of Item 402(v) of Regulation
S-K,
the following adjustments were made to Messrs. Darrell, Dorer and Rendle’s total compensation for each applicable year to determine their respective CAP:
Year
2025
PEO
Mr.Darrell
SCT Total compensation ($)
10,729,899
Less: Stock and Option Award Values Reported in SCT for the Covered Year ($)
(6,725,003 )
Plus: Fair Value for Stock and Option Awards Granted in the Covered Year ($)
9,256,279
Change in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years ($)
(1,410,006 )
Change in Fair Value of Stock and Option Awards from Prior Years that Vested in the Covered Year ($)
(64,424 )
Less: Fair Value of Stock and Option Awards Forfeited during the Covered Year ($)
0
Less: Aggregate Change in Actuarial Present Value of Accumulated Benefit Under Pension Plans ($)
0
Plus: Aggregate Service Cost and Prior Service Cost for Pension Plans ($)
0
Compensation Actually Paid ($)
11,786,745
(3)
The dollar amounts in this column represent the average of the amounts of total compensation reported for our NEOs as a group (excluding, as applicable, Messrs.Darrell, Dorer, and Rendle) in the “Total” column of the Summary Compensation Table in each applicable year. NEOs included for purposes of calculating the average amounts in each applicable year are as follows: (i)for fiscal 2025, Messrs. Vogel, Scabbia Guerrini, Hyder, and Puckett and Ms.Sim; (ii)for fiscal 2024, Messrs. Puckett, Bailey, Scabbia Guerrini, and Hyder and Ms.Otto; (iii)for fiscal 2023, Messrs. Puckett, Bailey and Scabbia Guerrini and Ms.Otto; (iv)for fiscal 2022, Messrs. Puckett, Bailey, Scabbia Guerrini, Murray who served as our Global Brand President, The North Face until May 2022 and Roe who served as our Executive Vice President and Chief Financial Officer until May 2021; and (v)for fiscal 2021, Messrs. Roe, Bailey, Scabbia Guerrini and Murray.
(4)
The dollar amounts reported in this column represent the average amount of CAP to the NEOs as a group (excluding, as applicable, Messrs. Darrell, Dorer and Rendle) in each applicable year. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The following adjustments were made to the average total compensation of the NEOs as a group (other than the PEO) for fiscal 2025 to determine the average amount of CAP to the NEOs (excluding, as applicable, Messrs. Darrell, Dorer and Rendle) in fiscal 2025:
Year
2025
Non-PEO
NEOs
SeeNote3
SCT Total compensation ($)
3,585,721
Less: Stock and Option Award Values Reported in SCT for the Covered Year ($)
(1,971,037 )
Plus: Fair Value for Stock and Option Awards Granted in the Covered Year ($)
2,409,183
Change in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years ($)
(92,540 )
Change in Fair Value of Stock and Option Awards from Prior Years that Vested in the Covered Year ($)
(19,241 )
Less: Fair Value of Stock and Option Awards Forfeited during the Covered Year($)
(10,015 )
Less: Aggregate Change in Actuarial Present Value of Accumulated Benefit Under Pension Plans ($)
(37,031 )
Plus: Aggregate Service Cost and Prior Service Cost for Pension Plans ($)
31,631
Compensation Actually Paid ($)
3,896,671
(5)
For the relevant year, represents the cumulative TSR of ֱ for the
52-week
measurement periods ended on March29, 2025, March30, 2024, April1, 2023 and April2, 2022, and the
53-week
measurement period ended on April3, 2021.
(6)
For the relevant year, represents the cumulative TSR of the S&P 1500 Apparel, Accessories& Luxury Goods Subindustry Index companies (“Peer Group TSR”) for the
52-week
measurement periods ended on March29, 2025, March30, 2024, April1, 2023 and April2, 2022, and the
53-week
measurement period ended on April3, 2021.
(7)
Reflects “Net Income” in our Consolidated Income Statements included in ֱ’s Annual Reports on Form
10-K
for each of the years ended March29, 2025, March30, 2024, April1, 2023, April2, 2022 and April3, 2021.
(8)
Company-selected Measure is our
one-year
TSR relative to the TSR of the applicable S&P Index (the S&P 600 Consumer Discretionary Index for fiscal 2025 and the S&P 500 Consumer Discretionary Index for all other fiscal years) over the same period
(※Ա-𲹰
ճ”).
One-year
rTSR represents the most important financial measure (as determined by the Company) used to link CAP to our NEOs to Company performance for the most recently completed fiscal year.
Company Selected Measure Name one-year TSR
Named Executive Officers, Footnote
(3)
The dollar amounts in this column represent the average of the amounts of total compensation reported for our NEOs as a group (excluding, as applicable, Messrs.Darrell, Dorer, and Rendle) in the “Total” column of the Summary Compensation Table in each applicable year. NEOs included for purposes of calculating the average amounts in each applicable year are as follows: (i)for fiscal 2025, Messrs. Vogel, Scabbia Guerrini, Hyder, and Puckett and Ms.Sim; (ii)for fiscal 2024, Messrs. Puckett, Bailey, Scabbia Guerrini, and Hyder and Ms.Otto; (iii)for fiscal 2023, Messrs. Puckett, Bailey and Scabbia Guerrini and Ms.Otto; (iv)for fiscal 2022, Messrs. Puckett, Bailey, Scabbia Guerrini, Murray who served as our Global Brand President, The North Face until May 2022 and Roe who served as our Executive Vice President and Chief Financial Officer until May 2021; and (v)for fiscal 2021, Messrs. Roe, Bailey, Scabbia Guerrini and Murray.
Peer Group Issuers, Footnote
(6)
For the relevant year, represents the cumulative TSR of the S&P 1500 Apparel, Accessories& Luxury Goods Subindustry Index companies (“Peer Group TSR”) for the
52-week
measurement periods ended on March29, 2025, March30, 2024, April1, 2023 and April2, 2022, and the
53-week
measurement period ended on April3, 2021.
PEO Total Compensation Amount $ 10,729,899
PEO Actually Paid Compensation Amount $ 11,786,745
Adjustment To PEO Compensation, Footnote
(2)
The dollar amounts reported in these columns represent the amount of “compensation actually paid” to Messrs. Darrell, Dorer and Rendle, as computed in accordance with Item 402(v) of Regulation
S-K
(“CAP”) in each applicable year. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. In accordance with the requirements of Item 402(v) of Regulation
S-K,
the following adjustments were made to Messrs. Darrell, Dorer and Rendle’s total compensation for each applicable year to determine their respective CAP:
Year
2025
PEO
Mr.Darrell
SCT Total compensation ($)
10,729,899
Less: Stock and Option Award Values Reported in SCT for the Covered Year ($)
(6,725,003 )
Plus: Fair Value for Stock and Option Awards Granted in the Covered Year ($)
9,256,279
Change in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years ($)
(1,410,006 )
Change in Fair Value of Stock and Option Awards from Prior Years that Vested in the Covered Year ($)
(64,424 )
Less: Fair Value of Stock and Option Awards Forfeited during the Covered Year ($)
0
Less: Aggregate Change in Actuarial Present Value of Accumulated Benefit Under Pension Plans ($)
0
Plus: Aggregate Service Cost and Prior Service Cost for Pension Plans ($)
0
Compensation Actually Paid ($)
11,786,745
Non-PEO NEO Average Total Compensation Amount $ 3,585,721 $ 4,630,927 $ 4,588,662 $ 5,284,304 $ 4,244,022
Non-PEO NEO Average Compensation Actually Paid Amount $ 3,896,671 3,345,820 428,117 988,855 6,511,273
Adjustment to Non-PEO NEO Compensation Footnote
(4)
The dollar amounts reported in this column represent the average amount of CAP to the NEOs as a group (excluding, as applicable, Messrs. Darrell, Dorer and Rendle) in each applicable year. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The following adjustments were made to the average total compensation of the NEOs as a group (other than the PEO) for fiscal 2025 to determine the average amount of CAP to the NEOs (excluding, as applicable, Messrs. Darrell, Dorer and Rendle) in fiscal 2025:
Year
2025
Non-PEO
NEOs
SeeNote3
SCT Total compensation ($)
3,585,721
Less: Stock and Option Award Values Reported in SCT for the Covered Year ($)
(1,971,037 )
Plus: Fair Value for Stock and Option Awards Granted in the Covered Year ($)
2,409,183
Change in Fair Value of Outstanding Unvested Stock and Option Awards from Prior Years ($)
(92,540 )
Change in Fair Value of Stock and Option Awards from Prior Years that Vested in the Covered Year ($)
(19,241 )
Less: Fair Value of Stock and Option Awards Forfeited during the Covered Year($)
(10,015 )
Less: Aggregate Change in Actuarial Present Value of Accumulated Benefit Under Pension Plans ($)
(37,031 )
Plus: Aggregate Service Cost and Prior Service Cost for Pension Plans ($)
31,631
Compensation Actually Paid ($)
3,896,671
Compensation Actually Paid vs. Total Shareholder Return

Compensation Actually Paid vs. Net Income

Compensation Actually Paid vs. Company Selected Measure

Total Shareholder Return Vs Peer Group

Tabular List, Table
List of Financial Performance Measures Used to Link CAP for the Most Recently Completed Fiscal Year to Company Performance
The financial performance metrics that, in our assessment, represent the most important financial performance measures we use to link CAP to our NEOs for fiscal 2025 to ֱ’s performance are as follows:
One-year
rTSR;
Revenue; and
Operating Income.
Total Shareholder Return Amount $ 32.17 30.81 44.13 103.36 141.12
Peer Group Total Shareholder Return Amount 110.02 128.2 131.21 166.43 197.11
Net Income (Loss) $ (189,720,000) $ (968,880,000) $ 118,590,000 $ 1,386,940,000 $ 407,900,000
Company Selected Measure Amount | Percentile 69 2 0 12 5
Measure:: 1
Pay vs Performance Disclosure
Name One-year rTSR
Measure:: 2
Pay vs Performance Disclosure
Name Revenue
Measure:: 3
Pay vs Performance Disclosure
Name Operating Income
Mr. Darrell [Member]
Pay vs Performance Disclosure
PEO Total Compensation Amount $ 10,729,899 $ 13,535,399
PEO Actually Paid Compensation Amount $ 11,786,745 9,552,700
PEO Name Mr. Darrell Mr. Darrell
Mr. Dorer [Member]
Pay vs Performance Disclosure
PEO Total Compensation Amount 1,971,941 $ 3,037,566
PEO Actually Paid Compensation Amount $ 1,155,850 2,725,023
PEO Name Mr. Dorer Mr. Dorer
Mr. Rendle [Member]
Pay vs Performance Disclosure
PEO Total Compensation Amount 11,485,534 $ 15,423,153 $ 15,782,405
PEO Actually Paid Compensation Amount $ (9,632,882) $ 3,060,425 $ 24,664,101
PEO Name Mr. Rendle Mr. Rendle Mr. Rendle
PEO | Pension Adjustments Service Cost
Pay vs Performance Disclosure
Adjustment to Compensation, Amount $ 0
PEO | Pension Adjustments Prior Service Cost
Pay vs Performance Disclosure
Adjustment to Compensation, Amount 0
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested
Pay vs Performance Disclosure
Adjustment to Compensation, Amount 9,256,279
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested
Pay vs Performance Disclosure
Adjustment to Compensation, Amount (1,410,006)
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year
Pay vs Performance Disclosure
Adjustment to Compensation, Amount (64,424)
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year
Pay vs Performance Disclosure
Adjustment to Compensation, Amount 0
PEO | Stock and Option Award Values [Member]
Pay vs Performance Disclosure
Adjustment to Compensation, Amount (6,725,003)
Non-PEO NEO | Pension Adjustments Service Cost
Pay vs Performance Disclosure
Adjustment to Compensation, Amount (37,031)
Non-PEO NEO | Pension Adjustments Prior Service Cost
Pay vs Performance Disclosure
Adjustment to Compensation, Amount 31,631
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested
Pay vs Performance Disclosure
Adjustment to Compensation, Amount 2,409,183
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested
Pay vs Performance Disclosure
Adjustment to Compensation, Amount (92,540)
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year
Pay vs Performance Disclosure
Adjustment to Compensation, Amount (19,241)
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year
Pay vs Performance Disclosure
Adjustment to Compensation, Amount (10,015)
Non-PEO NEO | Stock and Option Award Values [Member]
Pay vs Performance Disclosure
Adjustment to Compensation, Amount $ (1,971,037)