Juan Rajlin
About Juan Rajlin
Juan Rajlin (age 50) is an independent director of Bath & Body Works (BBWI) since 2022, with 3.1 years of tenure as of the 2025 proxy. He is Vice President & Treasurer of Alphabet Inc., overseeing over $100 billion of investments, corporate finance policy, and financial risk management. He holds a B.S. in economics from Universidad Torcuato Di Tella and an MBA from Columbia University.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Alphabet Inc. | Vice President & Treasurer | Oct 2018–present | Oversees >$100B investments; finance policy; risk management; key executive overseeing sustainability strategy |
| Mastercard | CFO, Products & Services | Oct 2017–Sep 2018 | Senior finance leadership |
| Mastercard | Corporate Treasurer & Chief Risk Officer | Feb 2013–Oct 2017 | Corporate treasury and enterprise risk oversight |
| General Motors Company | Various roles | Prior to 2013 | Progressive finance roles |
External Roles
| Organization | Role | Public Company Directorships | Notes |
|---|---|---|---|
| Alphabet Inc. | VP & Treasurer | None disclosed | Executive role; not a listed director |
Board Governance
- Committee assignments: Member, Audit Committee and Nominating & Governance Committee. The Board determined all Audit Committee members, including Rajlin, are “audit committee financial experts.”
- Independence: Board determined Rajlin is independent under NYSE standards; 9 of 10 nominees are independent.
- Attendance: In fiscal 2024, the Board held six meetings; all then-current directors attended at least 75% of Board and committee meetings.
- Committee activity: Fiscal 2024 meeting counts—Audit (8), HCC (7), Nominating & Governance (4).
- Stock ownership guidelines: Directors must own stock equal to 6x annual cash retainer by October 2028; all directors are in compliance or on track.
- Compensation committee interlocks: None—no executive officer of BBWI serves on another company’s board/compensation committee that has executives on BBWI’s Board/HCC.
- Related-party transactions: None reported for fiscal 2024 under the related person transaction policy.
Fixed Compensation
| Component | FY 2023 | FY 2024 | Notes |
|---|---|---|---|
| Annual Cash Retainer | $100,000 | $100,000 | Standard non-chair director retainer |
| Committee Membership Fees | $45,000 | $45,000 | Audit $25k + Nominating & Governance $20k (Rajlin is on both) |
| Total Cash Fees | $145,000 | $145,000 | Matches disclosed director cash compensation |
| Annual Equity Retainer (RSUs) | $147,238 | $147,033 | Granted under 2020 Plan; vests one year after grant |
| Total Director Compensation | $292,238 | $292,033 | Cash + stock award value (ASC 718) |
Performance Compensation
| Element | Design | Metrics | Vesting |
|---|---|---|---|
| Annual Director Equity Retainer (RSUs) | Fixed annual RSU grant for non-employee directors | None (not performance-based) | RSUs vest one year from grant date, subject to continued service |
No options or PSU awards are disclosed for non-employee directors; director equity is time-vested RSUs only.
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Public company boards held by Rajlin | None disclosed in BBWI proxy biographies |
| Compensation committee interlocks | None; HCC interlocks disclosure indicates no interlocks in last fiscal year |
| Shared directorships with competitors/suppliers/customers | None disclosed |
Expertise & Qualifications
- Extensive finance and risk management experience; capital allocation acumen; consumer-driven technologies and sustainability oversight at Alphabet (key executive for Google’s sustainability strategy).
- Audit Committee financial expert designation underscores technical finance capability.
- Deep international experience and perspective, complementing BBWI’s global operations.
Equity Ownership
| Metric | As of May 1, 2024 | As of April 8, 2025 | Notes |
|---|---|---|---|
| Beneficially Owned Shares | 7,035 | 7,035 | No change year-over-year |
| Shares issuable within 60 days | 3,572 (from outstanding stock awards) | — (not listed for Rajlin) | |
| Pledged or hedged shares | None pledged; hedging prohibited per policy | ||
| Ownership as % of outstanding | <1% | <1% | |
| Director ownership guideline status | All directors in compliance or on track to meet 6x cash retainer by Oct 2028 |
Governance Assessment
- Strengths: Independent director with robust financial risk oversight; Audit Committee member and designated financial expert; strong attendance; clear absence of related-party transactions; and alignment mechanisms via ownership guidelines and prohibition on pledging/hedging. These factors support board effectiveness and investor confidence.
- Potential watchpoints: Senior full-time executive role at Alphabet could constrain bandwidth, but BBWI’s overboarding policy limits board commitments (≤4 boards; ≤2 if a named executive officer elsewhere), helping manage time/engagement risks. No specific concerns disclosed regarding Rajlin’s commitments.
- Shareholder signals: 2024 say‑on‑pay support was 96.05%, indicating broad investor approval of compensation governance (macro signal on board oversight quality).
Board Governance (Committee Activity Detail)
| Committee | FY 2023 Meetings | FY 2024 Meetings |
|---|---|---|
| Audit | 12 | 8 |
| Human Capital & Compensation | 6 | 7 |
| Nominating & Governance | 4 | 4 |
RED FLAGS
- None disclosed: No related-party transactions, no pledging, no hedging, no option repricing; all directors met attendance thresholds.
Notes
- Director compensation program details (cash retainers, committee fees, equity retainer and vesting) are standardized across non-employee directors; Rajlin’s amounts align with committee memberships and program design.
- BBWI’s governance framework includes an independent Chair, majority independent board, fully independent committees, proxy access, majority voting, and no poison pill—supporting robust oversight.