Isabelle Parize
Director at COTY
Board
About Isabelle Parize
Independent director of Coty since February 2020; age 68. Former CEO of Douglas Holding and Nocibé; currently CEO of DELSEY SA as of March 2025. MBA from École Supérieure de Commerce de Paris (ESCP). Board skills matrix highlights leadership, beauty industry expertise, international business, finance, and people/organization development .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DELSEY SA | Chief Executive Officer; Chairman of Board | CEO Nov 2018–Jul 2021; Chairman Jul 2021–Mar 2025; CEO again since Mar 2025 | Led strategy in luggage and travel accessories; returned to CEO role in 2025 |
| Douglas Holding SA | Chief Executive Officer | 2016–Mar 2018 | Led German fragrance/cosmetics retail operations |
| Nocibé (France) | Chief Executive Officer | 2011–2016 | Led French fragrance/cosmetics retail; omni-channel execution |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Carbios (public, France) | Chairman of Board; member of Remuneration Committee; President of Strategic Committee | Current | Governance and strategy oversight in green biotech/plastic recycling |
| Air France-KLM (public, France) | Director; Audit Committee member | 2014–2023 | Audit oversight at major airline |
| Pandora Group (public, Denmark) | Director | 2019–2021 | Board service at global jewelry company |
| FLO Health Inc. (private) | Director | 2020–2024 | Governance in women's health app company |
Board Governance
- Committee assignments: Audit & Finance Committee (AFC) member alongside Anna Makanju; Robert Singer is Chair; Parize also served on an ad hoc Special Committee (Jan–Jul 2025) of independent/disinterested directors .
- Independence: Board determined Parize is independent under NYSE standards and Rule 10A‑3 (Exchange Act) for AFC membership .
- Attendance and engagement: FY2025—Board held 6 meetings; AFC 8; RNC 5; Special Committee 21; all directors attended >75% of Board and committee meetings .
- Controlled company context: JAB Group holds ~52% of voting power (54% inclusive of specified voting interests), yet Coty maintains majority-independent Board and an all-independent RNC; at least four independent, JAB‑disinterested directors are maintained under stockholders’ agreement .
Fixed Compensation
| Component | FY2025 Amount | Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | $120,000 | Prorated based on service period; paid in November |
| Special Committee meeting fees | $31,500 | $1,500 per meeting; 21 meetings; expected to be paid Nov 2025 |
| AFC/RNC chair adders | Not applicable to Parize | Chair adders $30,000 for AFC/RNC chairs; Parize is an AFC member, not Chair |
Performance Compensation
Coty does not link director pay to performance metrics; equity is time‑vested RSUs.
| Equity Element | FY2025 Grant | Grant Date | Vesting/Terms | Grant Date Fair Value |
|---|---|---|---|---|
| Annual RSUs (non‑Chairman) | 25,000 RSUs | Nov 15, 2024 | Vest on the 5th anniversary; acceleration on death/disability, change in control; pro‑rata vesting if >1 year of service before termination | $180,000 (Parize total stock awards FY2025) |
| RSUs outstanding (as of Jun 30, 2025) | 125,000 RSUs | — | RSUs for directors settle after Board service ends; not included in “Shares” beneficially owned column | — |
No stock options are granted to non‑employee directors; option awards are $0 in FY2025 for all directors .
Other Directorships & Interlocks
| Potential Interlock/Overlap | Status |
|---|---|
| JAB Group affiliations (major Coty stockholder) | Parize is not a JAB partner/director; Board uses Special Committees of independent/disinterested directors for JAB‑related transactions; AFC oversees related‑party approvals . |
| Suppliers/customers to Coty | No transactions disclosed involving Parize or entities where she has a financial interest. Related‑party disclosures include Orveda license (CEO Sue Nabi’s former brand, approved by disinterested Board) and sublease with Pret A Manger (JAB affiliate), but none reference Parize . |
Expertise & Qualifications
- Beauty industry and Coty knowledge; leadership; international; finance; people/organization development .
- MBA (ESCP) .
- Retail and omni‑channel execution experience from Douglas/Nocibé; CEO track record in turnarounds .
Equity Ownership
| Holder | Beneficial Shares | RSUs Outstanding | Options Outstanding | Ownership % of Class A |
|---|---|---|---|---|
| Isabelle Parize | 69,968 | 125,000 | — | ~0.008% (69,968 / 873,857,477) |
Policy and alignment:
- Director stock ownership guideline: 3× annual cash retainer, 5‑year phase‑in; majority of directors have achieved initial compliance; those not yet in compliance are expected to meet guidelines .
- Hedging prohibited for directors/officers/employees; no tax gross‑ups; clawback applies to Section 16 officers (executives) .
Governance Assessment
- Strengths:
- Independent AFC member; recognized independence under Rule 10A‑3; active participation in Special Committee addressing controlled‑company conflicts—positive for minority shareholder protections .
- Strong attendance; significant committee workload; skill matrix alignment to Coty’s strategy in beauty and retail .
- Director pay structure balanced: cash retainer + time‑vested RSUs; modest meeting fees; no options or performance gimmicks—reduces misaligned incentives .
- Risk context:
- Coty’s “controlled company” status under NYSE due to JAB Group ownership; requires ongoing vigilance; mitigated by governance commitments (independent/disinterested directors, Special Committee approvals for material related transactions) .
- Related‑party environment (Orveda license; JAB‑affiliate sublease; Wella/KKR ties) managed under AFC policy; no Parize‑specific related‑party transactions disclosed .
- Shareholder sentiment:
- Prior “Say‑on‑Pay” approval 94.3% at 2024 Annual Meeting—indicates broad investor support for compensation governance framework .
Say‑On‑Pay & Shareholder Feedback
| Year | Approval % |
|---|---|
| 2024 | 94.3% |
Compensation Committee Analysis
- Composition: Beatrice Ballini (Chair), Lubomira Rochet, Robert Singer; all independent (note: composition at time of proxy; Rochet stepping down at 2025 Annual Meeting) .
- Consultant: Willis Towers Watson engaged; RNC assessed consultant independence; no conflicts .
- Practices: No option repricing/backdating; equity grant timing not tied to MNPI; clawback policy updated to SEC rules; ownership guidelines enforced .
RED FLAGS and Risk Indicators
- Controlled company—JAB influence; potential for related‑party transactions; mitigations via Special Committee approvals and independent/disinterested director requirements .
- Category pressure and impairments (company‑level) in Consumer Beauty and Philosophy trademarks—enterprise risk backdrop for Board oversight, not director‑specific misconduct .
- No delinquent Section 16(a) reports noted for Parize; several other officers/directors had late filings due to administrative errors (contextual, not involving Parize) .
Director Compensation (FY2025 Summary)
| Name | Cash Fees | Stock Awards (Grant Date Fair Value) | Total |
|---|---|---|---|
| Isabelle Parize | $120,000 (excludes $31,500 Special Committee fees) | $180,000 | $300,000 |
Special Committee fees for Parize: $31,500 (21 meetings × $1,500), expected to be paid Nov 2025 .
Notes on Attendance and Executive Sessions
- All directors attended the 2024 Annual Meeting .
- Board regularly holds executive sessions without management; Lead Independent Director (Beatrice Ballini) presides when Chair not present—ensures independent oversight .
Related‑Party Transaction Oversight
- AFC policy governs review/approval; chair can pre‑approve sub‑$1 million items; annual guideline compliance reviews; director with an interest recuses from approval .
- Disclosures include Orveda license (approved by disinterested directors), Pret A Manger (JAB affiliate) sublease fees (~$164,640 FY2025), Wella arrangements; none reference Parize .
Conclusion
Isabelle Parize’s governance profile reflects strong independence, audit committee engagement, robust attendance, and relevant industry/retail expertise. While Coty’s controlled-company status and related‑party environment elevate conflict risk, Parize’s role on AFC and the 2025 Special Committee—alongside Coty’s structural safeguards—supports investor confidence in Board oversight and the mitigation of majority‑owner influence .