Robert Singer
Director at COTY
Board
About Robert Singer
Robert Singer (age 73) has served on Coty’s board since 2010 and is currently Chair of the Audit and Finance Committee (AFC). He was Lead Independent Director from May 31, 2020 to June 13, 2023. His career includes CEO of Barilla (2006–2009), President/COO of Abercrombie & Fitch (2004–2005), and CFO of Gucci Group (1995–2004). He holds a BA from Johns Hopkins, an MA from UC Irvine, and an MS in Accounting from NYU; the Board has designated him an “audit committee financial expert.”
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Barilla Holding S.p.A. | Chief Executive Officer | 2006–2009 | CEO leadership in consumer/food sector |
| Abercrombie & Fitch Co. | President & COO | 2004–2005 | Operational leadership in retail |
| Gucci Group N.V. | Chief Financial Officer | 1995–2004 | Finance leadership; fashion/luxury expertise |
| Coopers & Lybrand | Early career | From 1977 | Accounting foundation |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Keurig Dr Pepper Inc. | Director; Audit Committee Chair | Since July 2018 | Audit chair; oversight in consumer beverages (JAB-affiliated) |
| Swarovski International Holding AG | Director; Audit Committee Chair | Since 2021 | Audit chair; governance/risk oversight |
| Panera Brands | Director; Audit Committee Chair | Sept 2017–Nov 2024 (chair); director through 2025 | Audit leadership; JAB-affiliated company |
| Acne Studios (private) | Director; Consultant | 2019–2022 (director); ongoing consulting | Fashion sector board experience |
| Jimmy Choo PLC | Director; Audit Chair | 2014–2017 | Luxury retail audit oversight |
| Tiffany & Co. | Director | 2012–2021 | Global luxury board experience |
| Mead Johnson Nutrition | Director | 2009–June 2017 | Consumer health board experience |
| Gianni Versace S.p.A. | Director | 2009–Dec 2016 | Fashion/luxury board experience |
| IDG Capital | Advisor | Since Nov 2018 | PE advisory |
| CCMP Capital Advisors, LLC | Senior Advisor | 2011–Jan 2016 | PE advisory |
Board Governance
- Committees: AFC Chair; RNC member. Board determined Singer and other AFC members are independent under Rule 10A‑3, and Singer satisfies NYSE compensation committee independence; he is also a non‑employee director under Rule 16b‑3. The Board designated him an “audit committee financial expert.”
- Attendance/Engagement: In FY2025 the Board held 6 meetings; AFC 8; RNC 5; each director attended more than 75% of aggregate Board and committee meetings. In FY2024 the Board held 5; AFC 8; RNC 4; each director attended more than 75%. Executive sessions are held regularly without management.
- Controlled company context: Coty is a “controlled company” under NYSE rules due to JAB Group’s >50% voting power (approx. 52% as of Sept 12, 2025), but Coty has chosen not to rely on exemptions and maintains a majority‑independent board and an all‑independent RNC.
Committee Assignments Snapshot
| Committee | Role | Independence | Financial Expert |
|---|---|---|---|
| Audit & Finance Committee | Chair | Independent (Rule 10A‑3) | Yes (Board designation) |
| Remuneration & Nomination Committee | Member | Independent (NYSE criteria) | N/A |
Board & Committee Meetings
| Metric | FY2024 | FY2025 |
|---|---|---|
| Board meetings held | 5 | 6 |
| AFC meetings held | 8 | 8 |
| RNC meetings held | 4 | 5 |
| Director attendance rate | ≥75% | ≥75% |
Fixed Compensation
| Component | FY2024 | FY2025 |
|---|---|---|
| Cash fees (incl. committee/lead/chair roles as applicable) | $150,000 | $150,000 |
| Equity (RSUs) – grant date fair value | $270,750 (granted Nov 15, 2023) | $180,000 (granted Nov 15, 2024) |
| Option awards | $0 | $0 |
| Total | $420,750 | $330,000 |
- The non‑employee director cash retainer includes any Chairman, Lead Independent Director, AFC/RNC Chair fees, as applicable; amounts are prorated if service changes during the year.
- Director RSUs are issued under the Stock Plan for Directors; awards vest on service terms and generally settle following board service, not tied to operating metrics.
Performance Compensation
- Coty does not disclose performance‑conditioned director equity (RSUs for non‑employee directors are service‑based; no options are granted). No director performance metrics or bonus plans are disclosed for non‑employee directors.
Other Directorships & Interlocks
| Company/Entity | Linkage to Coty/JAB | Interlock/Conflict Consideration |
|---|---|---|
| Keurig Dr Pepper (Audit Chair) | JAB-affiliated portfolio company | Potential perceived interlock via JAB; Board nonetheless deems Singer independent for RNC/Rule 10A‑3 |
| Panera Brands (Audit Chair) | JAB-affiliated portfolio company | Similar perceived interlock; stepped down as audit chair Nov 2024 |
| JAB Group presence on Coty Board | Controlled company status | Board maintains majority independent directors and independent RNC; stockholders agreement maintains ≥4 independent disinterested directors relative to JAB |
Expertise & Qualifications
- Deep audit/risk oversight experience; designated “audit committee financial expert.”
- Extensive finance and operating leadership across luxury, retail, and consumer sectors (Gucci CFO; A&F President/COO; Barilla CEO).
- Broad public company board experience and audit chairmanships (KDP, Swarovski, Tiffany, Jimmy Choo, Panera).
- International business experience and governance acumen reflected in Board skills matrix.
Equity Ownership
| Ownership Detail | FY2024 | FY2025 |
|---|---|---|
| Beneficially owned shares | — | 251,500 |
| Ownership % of outstanding | — | <1% (“*”) |
| RSUs outstanding (director grants) | 110,000 (as of June 30, 2024) | 125,000 (as of June 30, 2025) |
- Stock ownership guidelines: Directors are expected to hold Coty stock equal to 3x the annual cash retainer, with a five‑year phase‑in; majority of executives/directors have achieved initial compliance. Hedging transactions are prohibited by policy.
- Pledging: No specific pledging disclosure for directors is provided in the proxy; hedging is prohibited.
Governance Assessment
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Strengths
- Long‑tenured independent director with deep audit expertise and prior Lead Independent Director service; designated audit committee financial expert and chairs AFC.
- Strong meeting cadence and documented AFC oversight of audit plans, risks, internal controls, and auditor independence; AFC met eight times in FY2024 and FY2025.
- Transparent director compensation structure with modest cash retainers and service‑based RSUs; no options.
- Stock ownership guidelines and hedging prohibitions support alignment; high recent say‑on‑pay support (~94.3% in 2024), indicating positive investor sentiment toward compensation governance.
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Risks and RED FLAGS
- Controlled company status under NYSE rules due to JAB Group (>50% voting power); while Coty elects not to use exemptions, perceived influence remains a structural risk.
- Interlocks with JAB‑affiliated companies (e.g., Audit Chair at Keurig Dr Pepper, prior Panera Brands audit chair) may create perceived conflicts of interest, despite formal independence determinations.
- Related‑party transaction exposure via JAB ecosystem exists at the company level (e.g., Pret A Manager sublease); AFC oversees and pre‑approves per policy, but continued vigilance is warranted.
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Overall: Singer’s audit expertise, independence designations, and consistent committee engagement are positives for board effectiveness. The primary governance watchpoint is perceived interlocks with JAB‑affiliated boards in the context of Coty’s controlled company status; investors should monitor AFC oversight and director independence rigor as board composition evolves.