01—Abstract
Summary
Summary of the 8-K filed August 20, 2025. Cited figures are marked; the original filing is the authoritative source.
In an 8-K filed August 20, 2025, Tapestry, Inc. (TPR) reports that on August 18, 2025, the Human Resources Committee of its Board of Directors approved a one-time special equity grant to Chief Executive Officer Joanne Crevoiserat with a target grant date fair value of $15 milliona.
The grant was made under the Company's 2018 Stock Incentive Plan and is split equally between performance-based restricted stock units (PRSUs), which vest based on achievement of a target non-GAAP earnings per share for fiscal year 2028, and time-based restricted stock units (RSUs). Both components vest on the third anniversary of the grant date. The Committee stated that the award is intended to incentivize Ms. Crevoiserat to continue delivering durable growth and shareholder value, and to support long-term talent retention and succession planning.
The Committee cited her sustained high performance, strategic leadership and record of shareholder value creation, and noted that she will receive retirement treatment on her existing and upcoming annual equity grants in November 2025, upon reaching age 62 with over five years of service. The filing describes the award as not part of her regular annual compensation. The special grant carries more restrictive service conditions than standard equity awards.
It is forfeited entirely upon retirement, voluntary termination without Good Reason, or termination for cause. Pro-rata vesting applies on involuntary termination without cause or voluntary termination with Good Reason, and full vesting applies on death or disability. The grant is governed by the Agreements for the Special Grant and her Letter Agreement dated October 24, 2020.
02—Key points
Key Highlights
- Tapestry's Human Resources Committee approved a one-time special equity grant to CEO Joanne Crevoiserat on August 18, 2025, with a target grant date fair value of $15 million.
- The Special Grant was awarded under the Company's 2018 Stock Incentive Plan and is equally weighted between PRSUs and time-based RSUs.
- PRSUs vest based on achievement of a target non-GAAP earnings per share for fiscal year 2028; both PRSUs and RSUs vest on the third anniversary of the grant date.
- The Committee cited Ms. Crevoiserat's sustained high performance, strategic leadership and record of shareholder value creation as key considerations.
- The award is designed to support long-term talent retention and succession planning, and the filing states it is not part of her regular annual compensation.
- Forfeiture applies if she retires, resigns without Good Reason, or is terminated for cause during the vesting period; pro-rata vesting applies on termination without cause or for Good Reason, and full vesting applies on death or disability.
- Ms. Crevoiserat will receive retirement treatment on existing and upcoming annual equity grants in November 2025, upon reaching age 62 with over five years of service.
03—Questions
Frequently Asked Questions
What is the size and structure of the CEO's special equity grant?
The Special Grant has a target grant date fair value of $15 million and is split equally between performance-based restricted stock units (PRSUs) and time-based restricted stock units (RSUs). Both components vest on the third anniversary of the grant date.
What performance condition applies to the PRSUs?
Vesting of the PRSUs is subject to achievement of a target earnings per share on a non-GAAP basis for Tapestry's fiscal year 2028.
Why did the Committee approve the grant?
The Committee stated the grant is intended to incentivize Ms. Crevoiserat to continue delivering durable growth and shareholder value creation, and to foster long-term talent retention and succession planning. It cited her sustained high performance, strategic leadership and proven record of shareholder value creation.
What happens to the award if the CEO's employment ends before vesting?
The award is forfeited in its entirety upon retirement, voluntary termination without Good Reason, or termination for cause. It vests pro-rata upon involuntary termination without cause or voluntary termination with Good Reason, and vests in full upon death or disability.
Is this grant part of the CEO's regular compensation?
No. The filing states the Special Grant is a one-time equity award and is not part of Ms. Crevoiserat's regular annual compensation.
04—Continue