8-KLeadership Changes

ROSS STORES, INC. 8-K Report, Executive Changes (Sep 2, 2025)

Filed September 2, 2025For Securities:ROST

Summary

Ross Stores, Inc. (ROST) has announced a planned leadership transition for its Chief Financial Officer role. Adam Orvos will retire as CFO effective September 30, 2025, concluding his tenure. In line with a pre-established succession plan, the Board of Directors has appointed William Sheehan, currently Deputy CFO, to succeed Mr. Orvos as Executive Vice President and CFO, effective October 1, 2025. Mr. Sheehan, 56, brings extensive retail financial experience, having been with Ross Stores since 2006 and holding various senior finance roles, including his most recent position as Group Senior Vice President, Finance and Deputy Chief Financial Officer since February 2025. His appointment signals continuity in financial leadership, supported by a new executive employment agreement outlining his compensation, including a base salary of $775,000, an annual bonus target, and a significant restricted stock award valued at $1,200,000 vesting in September 2029. The agreement also details standard provisions for severance, benefits, and restrictive covenants.

Key Highlights

  • 1Chief Financial Officer (CFO) Adam Orvos to retire effective September 30, 2025.
  • 2William Sheehan appointed as the new Executive Vice President and CFO, effective October 1, 2025.
  • 3Sheehan is a long-tenured employee, currently serving as Deputy CFO, ensuring a smooth transition.
  • 4New employment agreement for Sheehan includes an initial term through March 31, 2029.
  • 5Sheehan's compensation package features a $775,000 base salary and a 75% target annual bonus.
  • 6A restricted stock award of $1,200,000, vesting in September 2029, is part of Sheehan's new compensation.
  • 7The agreement includes standard provisions for severance, benefits, restrictive covenants, and compensation clawback.

Frequently Asked Questions

William Sheehan, currently the Company's Deputy CFO, has been appointed as the new Executive Vice President and Chief Financial Officer, effective October 1, 2025.

Adam Orvos will retire as CFO on September 30, 2025, and William Sheehan will assume the role on October 1, 2025.

William Sheehan has been with Ross Stores since February 2006 and has held several senior finance positions, including Group Senior Vice President, Finance and Deputy Chief Financial Officer since February 2025. He has over 34 years of financial experience in the retail industry.

The agreement is effective October 1, 2025, through March 31, 2029, with a base salary of $775,000, an annual incentive bonus target of 75% of salary, and a $1,200,000 restricted stock award vesting in September 2029. It also includes provisions for severance, benefits, and standard executive covenants.