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Scott Lipesky

Executive Vice President, Chief Operating Officer at ABERCROMBIE & FITCH CO /DE/ABERCROMBIE & FITCH CO /DE/
Executive

About Scott Lipesky

Scott D. Lipesky is Executive Vice President, Chief Operating Officer of Abercrombie & Fitch Co. (since November 2024), previously serving as CFO and COO (May 2023–November 2024) and CFO (October 2017–May 2023; April 2021–May 2023) with earlier finance leadership roles at ANF and prior experience as CFO of American Signature; he is age 50 and a former Certified Public Accountant with PwC . During his tenure, ANF delivered record Fiscal 2024 results: net sales of $4.95 billion (+16% YoY) and operating income of $741 million (15% margin), with robust pay-for-performance outcomes including a 188% annual cash incentive payout and maximum/near-maximum trending PSA performance; the 2022–2024 PSA cycle achieved a 192% weighted payout with Relative TSR at the 100th percentile versus peers . Stockholder support for executive pay was strong, with 97.1% approval in 2024’s say-on-pay for Fiscal 2023 compensation .

Past Roles

OrganizationRoleYearsStrategic Impact
Abercrombie & Fitch Co.EVP, Chief Operating OfficerNov 2024–presentEnterprise operations leadership across global retail platform
Abercrombie & Fitch Co.EVP, Chief Financial Officer and Chief Operating OfficerMay 2023–Nov 2024Operational-financial integration during growth and margin expansion
Abercrombie & Fitch Co.EVP, Chief Financial OfficerApr 2021–May 2023Capital allocation, profitability discipline
Abercrombie & Fitch Co.SVP, Chief Financial OfficerOct 2017–Apr 2021Finance transformation, balance sheet strengthening
Hollister Brand (ANF)Chief Financial OfficerSep 2014–Oct 2016Brand-level FP&A and merchandising finance
Abercrombie & Fitch Co.VP, Merchandise FinanceMar 2013–Sep 2014Merchandising finance leadership
Abercrombie & Fitch Co.VP, FP&ANov 2012–Mar 2013Corporate planning and analysis
Abercrombie & Fitch Co.Sr Director, FP&ANov 2010–Nov 2012Financial planning leadership
American Signature, Inc.Chief Financial OfficerOct 2016–Oct 2017CFO of privately-held home furnishings company
FTI Consulting; Goodyear; PwCCorporate Finance Director; Corp. Business Development Director; CPANot disclosedAdvisory, corporate development, audit credentials

External Roles

  • No public company board roles disclosed for Mr. Lipesky .

Fixed Compensation

YearBase Salary ($)Target Bonus (%)Actual Bonus Paid ($)
FY 2022$770,192 Not disclosed$471,975
FY 2023$823,077 Not disclosed$1,704,528
FY 2024$821,154 110% of base $1,706,100
  • FY 2024 base salary in effect: $825,000; FY 2023 base salary: $800,000 .
  • All other compensation (FY 2024): $21,454, comprised of $18,195 401(k) match and $3,259 insurance premiums .

Performance Compensation

ProgramMetricWeightingSeasonal WeightingTargetActualPayout
Short-Term Cash Incentive (FY 2024)Adjusted EBIT70%Spring 40% / Fall 60% Not disclosedSpring payout metric: 200%; Fall payout metric: 172% Weighted total 188%
Short-Term Cash Incentive (FY 2024)Constant Currency Net Sales30%Spring 40% / Fall 60% Not disclosedSpring payout metric: 200%; Fall payout metric: 200% Included in 188% total
PSAs (FY 2022–FY 2024)Avg. Net Sales Growth Rate33.33%3-year periodTarget 2.0%; Max 4.0% 5.1%200%
PSAs (FY 2022–FY 2024)Avg. Adjusted EBIT Margin33.33%3-year periodTarget 8.0% 9.9%175%
PSAs (FY 2022–FY 2024)Relative TSR vs peer group33.34%3-year periodTarget 55th percentile 100th percentile200%
  • FY 2024 annual cash incentive actual payout for Mr. Lipesky: $1,706,100 (base $825,000 × 110% target × 188% achievement) .
  • FY 2024 long-term equity award mix: 50% PSAs, 50% RSUs . PSA metrics: three-year performance period spanning FY 2024–FY 2026; metrics are Avg. Net Sales Growth, Avg. Adjusted EBIT Margin, and Relative TSR vs compensation peer group . Trending performance at FY 2024 year-end: FY 2023–FY 2025 cycle at maximum on all tranches; FY 2024–FY 2026 cycle at maximum on sales and margin, approximately at target on TSR .

FY 2024 Equity Grants (detailed)

Grant TypeGrant DateShares/UnitsGrant-Date Fair Value per Share ($)Total Grant-Date Fair Value ($)Vesting
RSUs3/12/202410,369120.56$1,250,087Equal annual installments over 3 years from grant date
PSAs (target)3/12/202410,369140.61$1,457,9853-year performance period (FY 2024–FY 2026)
PSAs (max)3/12/202420,738140.61$1,457,985 (reported at grant-date value methodology)

Equity Ownership & Alignment

ItemDetail
Total beneficial ownership134,524 shares; <1% of class
Shares vested FY 202475,915 shares vested; net shares received 42,468; value realized $9,905,443
Outstanding RSUs (FY 2024 year-end)9,095 (03/22/2022); 23,508 (03/07/2023); 10,369 (03/12/2024); market values $1,085,761; $2,806,385; $1,237,851 respectively (based on $119.38)
Outstanding PSAs (target)52,296 (03/22/2022); 70,522 (03/07/2023); 20,738 (03/12/2024); market values $6,243,096; $8,418,916; $2,475,702 (based on $119.38)
Stock ownership guidelinesRobust guidelines; increased required ownership for CEO and other executives effective Feb 26, 2025 (specific multiples not disclosed)
Hedging/pledgingHedging and pledging prohibited by policy
ClawbacksMandatory Dodd-Frank recoupment for restatements; enhanced cause-related clawbacks (policy non-compliance, felony/misconduct/fiduciary breach, fraud/embezzlement, restrictive covenant breach); clawback provisions embedded in incentive plans

Employment Terms

TermProvision
Employment offer dateEmployment Offer dated August 17, 2017; Agreement dated September 7, 2017
Current role tenureCOO since November 2024
Severance (no change-of-control)Base salary continuation for 18 months; pro-rated annual bonus based on actual performance at Committee discretion; 100% COBRA premiums reimbursement for 18 months
Severance amounts (as of 2/1/2025)Involuntary termination without cause: cash severance $2,943,600; benefits continuation $33,419; equity value $12,698,816; retirement plan value $1,407,408; total $17,083,243
Change-of-control (double-trigger) cashLump-sum equal to 18 months of base salary plus 1.5× target annual bonus; 100% COBRA premiums reimbursement for 18 months; equity vests per award terms
Change-of-control values (as of 2/1/2025)Cash severance $2,598,750; benefits continuation $33,419; equity value $17,828,813; retirement plan value $1,407,408; total $21,868,390
Equity vesting mechanicsDouble-trigger acceleration uses RSU count and pro-rated target PSA shares valued at $119.38 (1/31/2025 close)
Non-competeExecutive non-compete agreements in place (schedule lists executive officers subject to substantially identical Non-Compete Agreements)

Investment Implications

  • Strong pay-for-performance alignment: cash incentives tied to Adjusted EBIT and Constant Currency Net Sales with a 188% payout in FY 2024; PSAs use balanced growth, margin, and TSR metrics over three years, with recent cycles at or near maximum—supporting high equity sensitivity to long-term value creation .
  • Retention risk appears moderate: severance provides 18 months of base and 1.5× target bonus in change-of-control scenarios; double-trigger equity mechanics reduce windfall risk and keep incentives intact, while clawback, no-hedging, and no-pledging policies strengthen alignment .
  • Insider selling pressure considerations: meaningful RSU and PSA vesting realized in FY 2024 ($9.9M), and significant outstanding awards and scheduled RSU vesting over 2025–2027 could create episodic supply; however, prohibitions on hedging/pledging and stock ownership guidelines mitigate misalignment .
  • Execution track record: as CFO/COO, Lipesky’s tenure coincides with record net sales ($4.95B) and operating income ($741M; 15% margin) in FY 2024 and peer-leading TSR outcomes; strong say-on-pay support (97.1%) indicates investor confidence in compensation governance .