Edie Ames
CHEESECAKE FACTORYAbout Edie A. Ames
Edie A. Ames is an independent director of The Cheesecake Factory Incorporated, serving since 2016; she is age 58 and brings over 36 years of multi-segment restaurant operating experience spanning casual dining, fast casual, and fine dining, with current role as CEO of Bluestone Lane (2024–present) . She is a member of the Compensation Committee and signed the 2025 Compensation Committee Report, evidencing active engagement; all current directors attended at least 75% of board and committee meetings in fiscal 2024, and she attended the 2024 annual shareholder meeting .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bluestone Lane | Chief Executive Officer | 2024–Present | CEO experience in premium cafe segment |
| Tastes on the Fly Airport Restaurant Group | Chief Executive Officer | 2019–2024 | Led multi-brand airport dining operations |
| The Pie Hole | Chief Executive Officer | 2018–2019 | Fast casual leadership |
| The Counter / BUILT Custom Burgers | President | 2015–2018 | Brand operations and growth |
| Wolfgang Puck Catering | Executive Vice President | 2013–2015 | High-end catering operations |
| Real Mex Restaurants | Chief Operating Officer | 2011–2013 | Multi-chain operations |
| Del Frisco’s Restaurant Group | Chief Operating Officer | 2010–2011 | Fine dining operations |
| Morton’s Restaurant Group | President | 2005–2010 | Public-company restaurant leadership |
| California Pizza Kitchen | Various roles | 1993–2005 | National casual dining experience |
External Roles
| Category | Entity | Role | Notes |
|---|---|---|---|
| Private company | Bluestone Lane | CEO | 2024–Present |
| Private company | Tastes on the Fly Airport Restaurant Group | CEO | 2019–2024 |
| Public company boards | — | — | No other public company directorships disclosed for Ames |
| Non-profit/academic | — | — | Not disclosed for Ames |
Board Governance
- Independence: The Board determined Edie A. Ames is an “independent director” under Nasdaq rules .
- Committee assignments: Compensation Committee Member; not a Chair (Chairs: Audit—Pittaway, Compensation—Cappello, Governance—Kransdorf) .
- Attendance: All current directors attended at least 75% of aggregate Board and committee meetings in fiscal 2024; Independent Directors held three executive sessions; Ames attended the 2024 annual meeting (only Cappello absent due to Company administrative error) .
- Tenure: Director since 2016; Board currently consists of eight members .
- Risk oversight and ESG: Board retains enterprise risk oversight; Governance Committee oversees ESG/CSR policies .
Fixed Compensation
| Component | FY2024 Program Level | Notes |
|---|---|---|
| Annual Board cash fee | $100,000 | Paid monthly |
| Annual equity grant OR cash in lieu | $130,000 | Fully vested shares or cash; cash in lieu only if stock ownership guideline met |
| Lead Director fee | $25,000 | Additional cash |
| Audit Chair fee | $15,000 | Additional cash |
| Compensation Chair fee | $12,500 | Additional cash |
| Governance Chair fee | $10,000 | Additional cash |
| Meeting fees | $0 | No separate meeting fees |
| Deferred compensation eligibility | Yes | Directors may defer fees/equity into Executive Savings Plan; no Company match for directors |
| Director | Cash Fees ($) | Stock Awards ($) | Total ($) | Notes |
|---|---|---|---|---|
| Edie A. Ames | $230,000 | $0 | $230,000 | All or a portion deferred into Executive Savings Plan; no stock options or restricted stock held at FY2024 year-end |
Performance Compensation
| Element | Description | FY2024 Detail |
|---|---|---|
| Equity structure | Annual non-employee director equity awards in form of fully vested shares (or cash election if guideline met); not performance-conditioned | Program permits fully vested stock; Ames elected cash and received no stock in 2024 |
| Performance metrics tied to director pay | None disclosed for director awards | Director awards are not tied to revenue/EBITDA/TSR; equity grants are fully vested shares |
| Options/RSUs | None at FY2024 year-end for non-employee directors | No options or restricted stock held by non-employee directors at year-end |
Other Directorships & Interlocks
| Topic | Disclosure |
|---|---|
| Compensation Committee interlocks | During fiscal 2024 Ames served on the Compensation Committee; no member was an officer/employee/former officer; no relationships requiring disclosure under Item 404; no reciprocal executive interlocks with other entities’ boards/comp committees |
| Shared directorships with competitors/suppliers/customers | Not disclosed for Ames |
Expertise & Qualifications
- Qualifications considered: Over 36 years of restaurant industry experience, including operational, domestic/international licensing and franchising, and leadership across casual, fast casual, and fine dining segments .
- Executive engagement: Signed 2025 Compensation Committee Report alongside other Committee members .
- Sector knowledge: CEO roles and senior operating positions across multiple restaurant brands provide domain expertise relevant to CAKE’s multi-concept portfolio .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Ownership Form |
|---|---|---|---|
| Edie A. Ames | 12,500 | * (less than 1%) | Ames Living Trust; Ames is trustee |
- Pledging/hedging: Company prohibits hedging, short sales, options on Company stock, and pledging/margin loans by directors and staff .
- Options/RSUs: None held by non-employee directors at FY2024 year-end .
Stock Ownership Guideline Compliance
| Requirement | Basis | Estimated Value | Compliance |
|---|---|---|---|
| Own ≥4x annual cash fee ($400,000) | Guideline for Independent Directors | 12,500 shares × $51.20 Record Date price = ~$640,000 | Meets/exceeds guideline (eligible for cash in lieu of equity) |
Governance Assessment
- Independence and engagement: Independent director, active Compensation Committee member and signatory to the committee report; attended 2024 annual meeting and satisfied minimum attendance threshold (≥75%) for Board/committee meetings, supporting governance effectiveness .
- Committee role: Compensation Committee responsibilities include executive pay oversight, stock ownership guidelines, insider trading/hedging policies, and clawback administration; Ames’ participation aligns with investor priorities around pay-for-performance and risk management .
- Alignment: Beneficial ownership of 12,500 shares via trust and compliance with stringent director ownership guideline (≥$400k) plus prohibitions on hedging/pledging indicate alignment with shareholders; election of cash in lieu of equity in 2024 is permissible given guideline compliance .
- Conflicts: No related-party transactions requiring Item 404 disclosure for Compensation Committee members in fiscal 2024; no executive interlocks with other companies’ boards/comp committees, reducing conflict risk .
- RED FLAGS: None disclosed regarding low attendance, related-party transactions, hedging/pledging, or option repricing for directors; no stock options or RSUs held by non-employee directors at FY2024 year-end .