Samir Desai
About Samir Desai
Samir Desai was appointed as an independent Class III director of Arhaus (ARHS) on June 27, 2025; he will stand for re‑election at the 2027 annual meeting and serves on the Board’s Technology Committee . He is Executive Vice President, Chief Digital & Technology Officer at Abercrombie & Fitch Co. (since July 2021), and previously held senior technology leadership roles at Equinox Group and Intertex Apparel Group . A Form 3 filed at appointment reported no ARHS securities beneficially owned; age and education details are not disclosed in ARHS filings . Independence was affirmed under Nasdaq and SEC rules at appointment .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Abercrombie & Fitch Co. | EVP, Chief Digital & Technology Officer | Jul 2021–present | Digital/technology leadership in omnichannel retail |
| Equinox Group | Chief Technology Officer | Apr 2016–Jun 2021 | Led enterprise technology strategy |
| Equinox Group | Vice President, Technology | Apr 2013–Apr 2016 | Technology operations leadership |
| Equinox Group | Senior Director, Technology | Apr 2011–Apr 2013 | Program and platform scaling |
| Equinox Group | Director, Technology | Oct 2005–Apr 2011 | Engineering/product delivery |
| Intertex Apparel Group | Director of Technology | 2002–2005 | Retail/apparel technology systems |
External Roles
| Organization | Role | Board/Committee | Tenure | Notes |
|---|---|---|---|---|
| Abercrombie & Fitch Co. | EVP, Chief Digital & Technology Officer | — | Since Jul 2021 | Public company executive role; no ARHS related‑party transactions disclosed in appointment 8‑K |
| Other public company boards | — | — | — | None disclosed for Mr. Desai in ARHS filings |
Board Governance
- Appointment: Class III independent director (term through 2027); Board size increased from 10 to 11 at appointment; assigned to Technology Committee .
- Committee context: Technology Committee established Nov 2024; chaired by Alexis DePree; oversees technology strategy, investments, cybersecurity risk management, business continuity, and disaster recovery .
- Board leadership: Combined CEO/Chairman role (John Reed) with an Independent Lead Director (Albert Adams) .
- Attendance baseline: Board held 8 meetings in FY2024; all then‑serving directors attended >75% of Board/committee meetings. Mr. Desai joined after FY2024; his attendance will be disclosed in the next proxy .
Fixed Compensation
| Component | Amount | Vesting/Timing | Notes |
|---|---|---|---|
| Annual cash retainer | $80,000 | Earned quarterly | Applies to non‑employee directors; Mr. Desai’s compensation will be consistent with other non‑employee directors |
| Audit Committee chair retainer | $20,000 | Earned quarterly | Additional fee for Audit Chair |
| Compensation, Nominating, Real Estate, Technology Committee chair retainer | $15,000 | Earned quarterly | Additional fee for each committee chair |
| Independent Lead Director retainer | $30,000 | Earned quarterly | Additional role‑specific fee |
| Annual RSU grant | $110,000 (grant‑date fair value) | Generally vests in full one year after grant | Standard director equity; vesting accelerates upon service termination other than removal; Desai to be compensated consistent with this program |
No meeting fees are disclosed; director compensation is cash retainer plus annual RSUs, with incremental fees for chair and Lead Independent roles .
Performance Compensation
| Item | Detail |
|---|---|
| Performance metrics tied to director compensation | None disclosed; director equity grants are time‑based RSUs (no performance conditions) |
Other Directorships & Interlocks
| Organization | Role | Committee/Board | Interlock/Conflict Notes |
|---|---|---|---|
| Other public company boards | — | — | None disclosed for Mr. Desai |
| Employer: Abercrombie & Fitch Co. | EVP (management role, not board) | — | 8‑K appointment notes independence and no Item 404 related‑party transactions involving Mr. Desai |
Expertise & Qualifications
- Significant digital/technology expertise and retail leadership; ARHS explicitly cites his qualifications to strengthen technology and cybersecurity oversight at the Board level .
Equity Ownership
| Security | Beneficially Owned at Appointment | Ownership Form | Source/Notes |
|---|---|---|---|
| ARHS Class A common stock | 0 shares | — | Form 3 states “No securities are beneficially owned.” filed at appointment |
- Hedging/pledging: ARHS Insider Trading Policy prohibits hedging, short sales, and pledging of company securities by directors and officers .
- Alignment: Director equity compensation via time‑based RSUs ($110,000 grant‑date fair value, annual) supports ownership alignment over time .
Governance Assessment
- Independence & conflicts: Mr. Desai was appointed as an independent director; the 8‑K states no related‑party transactions requiring Item 404 disclosure and no selection arrangements/understandings .
- Committee fit: Placement on the Technology Committee aligns his digital credentials with oversight of technology strategy and cybersecurity, a growing governance priority; committee charter responsibilities include tech investments and risk management .
- Compensation & alignment: Standard director pay mix (cash retainer plus annual RSUs) aligns interests through equity, though awards are time‑based without performance metrics, which is typical for directors .
- Shareholder sentiment: Say‑on‑pay support at the 2024 annual meeting was ~98%, indicating strong investor confidence in compensation governance practices (context for Board oversight quality) .
- Board context: ARHS discloses several related‑party lease arrangements with entities affiliated with the Founder and a real estate consulting agreement with a director (Gary Lewis); none involve Mr. Desai but warrant ongoing monitoring for governance optics .
- RED FLAGS: None identified specific to Mr. Desai at appointment—independence affirmed, initial holdings at zero (to build via RSUs), and strict insider trading/pledging prohibitions in place .