Corie Barry
BEST BUY COAbout Corie Barry
Corie S. Barry, age 50, is Best Buy’s CEO and a non‑independent director (director since 2019). She holds a degree from the College of St. Benedict and previously served as Best Buy’s CFO (2016–2019). FY2025 performance: revenue $41.5B, operating income rate 3.0%, adjusted diluted EPS $6.37; pay‑versus‑performance shows PEO Compensation Actually Paid of $19.5M, with Company TSR value of $122.43 on a $100 base, Net Income $927M, and Compensable Enterprise Operating Income $1,761M . Shareholders supported Say‑on‑Pay with 91.8% approval in 2024; the five‑year average is 93.1% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Best Buy Co., Inc. | Chief Executive Officer | 2019–present | Led transformation and growth initiatives, rebuilt membership offerings, expanded into health . |
| Best Buy Co., Inc. | Chief Financial Officer | 2016–2019 | Strengthened finance and investor relations; prior Senior VP Domestic Finance (2013–2015) . |
| Best Buy Co., Inc. | Strategic Transformation Officer | 2018–2019 | Guided enterprise transformation and growth strategy . |
| Best Buy Co., Inc. | Chief Strategic Growth Officer & Interim President, Services | 2015–2016 | Advanced services and growth initiatives . |
| Best Buy Co., Inc. | VP roles (Finance; CFO & BD Home Business; Home Customer Solutions) | 2010–2013 | Finance leadership across segments; integration management . |
| Deloitte & Touche | Auditor | Pre‑1999 | Early career public accounting experience . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Domino’s Pizza, Inc. | Director | Current | Brings consumer/retail finance and operations perspective; Best Buy lists DPZ as other public board . |
Fixed Compensation
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Base Salary ($) | $1,300,000 | $1,325,000 | $1,300,000 |
| All Other Compensation ($) | $81,957 | $147,240 | $183,263 (includes long‑term disability, private jet use for outside board meetings deemed business‑related, executive physical, personal security/cyber services, tax prep) |
| Total Compensation ($) | $12,837,677 | $14,443,881 | $16,150,300 |
Performance Compensation
Short‑Term Incentive (STI) – FY2025 design and outcome
| Metric | Weighting | Target | Actual | Metric Score | Notes |
|---|---|---|---|---|---|
| Compensable Enterprise Operating Income | 45% | $1,792M | $1,761M | 0.88x | Adjusted OI baseline and FX adjustments per plan . |
| Compensable Enterprise Revenue | 45% | $42,665M | $41,660M | 0.63x | FX‑adjusted revenue . |
| Shared Success (Belonging/Social Impact/Sustainability) | 10% | n/a | n/a | 1.50x | Committee judgment; engagement up, lowest turnover in six years . |
| Blended STI Score | — | — | — | 0.8334x | Drives payout vs target. |
| CEO STI Details | FY 2025 |
|---|---|
| Target Payout % of Salary | 200% |
| STI Payment ($) | $2,166,840 |
| Base used for STI ($) | $1,300,000 |
Long‑Term Incentive (LTI) – FY2025 grant
| Component | Grant Mix | Shares / Units | Vesting / Performance | Grant Date Value ($) |
|---|---|---|---|---|
| Time‑based Restricted Shares | 50% | 79,527 | 1/3 per year on 3 anniversaries; dividend equivalents accrue and pay on vest | $6,250,027 |
| Performance Share Awards (PSUs) | 50% | 74,186 target (max 111,279) | 3‑yr relative TSR vs S&P 500; Threshold 30th=50%, Target 50th=100%, Max 70th+=150%; linear interpolation; dividend equivalents accrue and adjust at payout | $6,250,170 (probable fair value) |
Performance share awards scheduled to pay out in FY2025 (FY22 TSR Awards) paid 0% due to TSR at 11th percentile .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 478,983 shares: 260,727 owned; 3,328 in Retirement Saving Plan; 214,928 options exercisable within 60 days (performance awards not expected to attain threshold within 60 days) . |
| Ownership as % of Outstanding | Less than 1% (shares outstanding 211,685,537 as of record date) . |
| Unvested RS (latest grants) | 83,043 RS/RSU; market value $7,130,072 at $85.86 close (1/31/2025) . |
| Outstanding PSUs (FY2025 assuming max) | 116,199 (including accrued dividend equivalents), payout value $9,976,846 at $85.86; actual earned depends on TSR at performance end . |
| Options outstanding | Legacy grants incl. e.g., 87,503 (3/20/2020, $51.65, exp 3/19/2030); 62,829 (6/11/2019, $65.52, exp 6/10/2029); 31,343 (3/20/2019, $69.11, exp 3/19/2029); 33,253 (10/1/2015, $37.16, exp 9/30/2025); 12,293 (3/12/2015, $40.85, exp 3/11/2025) . |
| Option / RS activity FY2025 | 14,730 options auto‑exercised at expiry (strike $29.91; market $85.24); 60,015 RS vested across 2021–2023 grants . |
| Stock Ownership Guidelines (CEO) | 6× salary; FY2025 target shares 90,846; Barry ownership for guideline purposes 308,569 (includes non‑vested time‑based shares; excludes unexercised options and PSUs); all NEOs in compliance . |
| Hedging / Pledging | Prohibited for executives and directors; securities cannot be held in margin or pledged; anti‑hedging applies to all employees . |
| Clawbacks | Robust clawbacks covering cash and equity for restrictive covenant breach, Code of Ethics breach, or restatement due to fraud/misconduct; separate Dodd‑Frank compliant recoupment policy under Rule 10D‑1/NYSE 303A.14 . |
Employment Terms
| Provision | Terms / Values |
|---|---|
| Severance plan (general) | For NEOs: 2× salary cash, COBRA/life insurance payments, $25,000 for outplacement/tax/financial assistance; CEO has employment agreement superseding plan terms . |
| CEO severance (selected scenarios, est. as of 1/31/2025) | Voluntary Good Reason or involuntary without Cause: $2,704,892; Termination following Change‑of‑Control (double trigger): $10,071,732; includes 2× (base + target bonus) and pro‑rata bonus based on actual STI performance . |
| Equity treatment – RS | Death/disability: fully vests; qualified retirement: continue normal vesting; no special change‑of‑control acceleration (other than plan‑permitted adjustments) . |
| Equity treatment – PSUs | Death/disability: pro‑rata based on performance to termination (as of last completed quarter); involuntary w/o Cause or qualified retirement: pro‑rata based on performance at end of period; change‑of‑control: deemed earned at achieved or target, whichever greater; issuance subject to continued employment; if termination after CoC (death/disability/qualified retirement/involuntary w/o Cause): pro‑rata of deemed earned . |
| Restrictive covenants | Confidentiality, non‑solicit, IP assignment; non‑compete removed from LTI agreements for awards granted after July 1, 2023 . |
| Shareholder ratification policy | Company will not enter executive cash severance agreements >2.99× (salary + STI target) without shareholder ratification (adopted March 2024) . |
Board Governance
- Board service: Non‑independent director since 2019; currently serves on Best Buy’s Board with no committee assignments .
- Independence and structure: Separate independent Chair (David W. Kenny); all committees composed of independent directors; executive sessions held each regular Board meeting .
- Committee oversight: Compensation Committee oversees CEO evaluation and pay; Nominating oversees governance; Audit oversees risk, compliance, cybersecurity .
- Director compensation: Management directors (Barry) receive no director compensation; non‑management directors receive cash retainers and RSU grants subject to holding requirements .
- Stock ownership guidelines: Directors must own 10,000 shares and hold granted RSUs until board service ends; all non‑management directors in compliance .
Director Compensation (for Barry as director)
Barry does not receive compensation for Board service; management directors are excluded from director compensation .
Say‑on‑Pay & Shareholder Feedback
- 2024 Say‑on‑Pay approval: 91.8% in favor; five‑year average support 93.1%, reflecting strong pay‑for‑performance design and shareholder engagement .
- Ongoing engagement: Outreach to top shareholders; committee considers feedback in program design and governance actions .
Compensation Peer Group
Peer group used for benchmarking includes Amazon, Home Depot, Target, Walmart, CVS, Walgreens, eBay, Nike, CDW, Lowe’s, Kohl’s, Macy’s, Nordstrom, CarMax; focus on omni‑channel retailers, health care and technology services providers; no changes in FY2025 .
Performance & Track Record
- FY2025 enterprise results aligned to sharpening customer experience and profitability; comparable sales −2.3%, revenue $41.5B, operating income rate 3.0%, adjusted operating income rate 4.2% .
- STI paid at 83.34% of target; FY22 TSR PSUs paid at 0% (11th percentile) demonstrating outcome‑sensitive design .
- Governance and CR&S recognitions include multiple ESG index inclusions and awards .
Investment Implications
- Alignment: High variable pay mix (~92% of CEO target pay variable), robust clawbacks, no hedging/pledging, and 6× salary ownership guideline (Barry above target) support shareholder alignment and reduce misalignment risk .
- Selling pressure: Legacy options remain (e.g., 2015–2020 grants with expirations through 2030); FY2025 auto‑exercise occurred at expiry; continued RS vesting cadence suggests predictable supply; no pledging permitted mitigates forced selling risk .
- Retention/CoC economics: Double‑trigger CoC protections (2× salary+target bonus plus pro‑rata STI) are market‑standard; policy to seek shareholder ratification above 2.99× caps severance inflation risk .
- Performance sensitivity: Relative TSR PSUs (0–150% payout) create outcome variability tied to market performance; prior zero payout highlights genuine risk of underperformance translating to lower realized pay .
- Governance comfort: Independent Chair and fully independent committees reduce dual‑role risks; Barry’s non‑independent status is typical for sitting CEOs, with separation mitigating independence concerns .