Steven Fasching
DECKERS OUTDOORAbout Steven Fasching
Steven J. Fasching, age 57, is Chief Financial Officer of Deckers Outdoor Corporation, appointed in June 2018 after serving as SVP Corporate Strategy, Planning & Investor Relations, and earlier roles in strategy and investor relations since 2011; he previously held finance leadership roles at Princess Cruise Lines since 1990, culminating in Director of Finance and Assistant Controller for five years before joining Deckers . He holds a B.S. in Business Administration from Pepperdine University, an M.B.A. from UCLA Anderson, and completed The Executive Program for Prospective CFOs at the University of Chicago Booth School of Business . Under Fasching’s finance leadership, fiscal 2025 saw total revenue growth of 16.3%, gross margin expansion of 230 bps to 57.9%, operating margin expansion of 200 bps to 23.6%, and diluted EPS up 30.2% to $6.33; performance-based awards paid at maximum for the 2023 LTIP PSUs reflect exceptional absolute and relative TSR during the period .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Deckers Outdoor Corporation | Chief Financial Officer | Appointed June 2018; ongoing | Principal financial and accounting officer leading long-term financial and strategic planning |
| Deckers Outdoor Corporation | SVP Corporate Strategy, Planning & Investor Relations | February 2018–June 2018 | Led strategy, planning and IR to support multi-billion dollar growth |
| Deckers Outdoor Corporation | VP Strategy & Investor Relations | Jan 2016–Feb 2018 | Built analytical engine and investor communications |
| Deckers Outdoor Corporation | VP Strategic Financial Planning | Aug 2011–Jan 2016 | Drove long-term financial planning and analytics |
| Princess Cruise Lines (Carnival Corp.) | Director of Finance & Assistant Controller | Five years immediately prior to joining Deckers (last 5 years of tenure) | Advanced finance leadership; promoted through roles since Sept 1990 |
External Roles
- No public company directorships or external board roles disclosed for Steven Fasching .
Fixed Compensation
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Base Salary ($) | $756,923 | $799,615 | $839,596 |
| Target Bonus (% of Salary) | — | — | 100% |
| Target Bonus ($) | — | — | $588,282 (prorated/committee determined) |
| Actual Non-Equity Incentive Paid ($) | $651,493 | $1,502,520 | $1,678,335 |
Performance Compensation
Annual Cash Incentive Structure and Outcomes (FY 2025)
| Component | Weight | Threshold | Target | Maximum | Actual Achievement | ESG Modifier | Vesting/Payment |
|---|---|---|---|---|---|---|---|
| Consolidated Operating Income | 70% | $845.9m | $939.8m | $1,127.8m | 200% of target | +8% overall modifier | Paid June 2025 |
| Consolidated Revenue | 30% | $4,369.6m | $4,749.5m | $5,224.5m | 150% of target | +8% overall modifier | Paid June 2025 |
| Total Outcome | — | — | — | 200% cap | Overall weighted achievement 185% pre-ESG; total payout $1,678,335 | +8% applied | Paid June 2025 |
2025 LTIP PSUs (Granted Aug 15, 2024)
| Feature | Detail |
|---|---|
| Metrics | 50% annual pre-tax income; 50% annual consolidated revenue measured over FY2025–FY2027; goals set at start of period |
| TSR Modifier | ±25% versus predetermined peer group |
| Shares (Threshold/Target/Max) | 3,666 / 7,332 / 14,664 |
| Grant Date Fair Value ($) | $1,259,784 (at target) |
| Vesting | March 31, 2027, subject to annual performance and continued service; unearned shares outstanding at target 29,532 as of Mar 31, 2025 |
2025 Time-Based RSUs (Granted Aug 15, 2024)
| Feature | Detail |
|---|---|
| Shares Granted | 5,316 |
| Grant Date Fair Value ($) | $839,503 |
| Vesting | 33.3% each on Aug 15, 2025, 2026, 2027 |
| Outstanding (Mar 31, 2025) | 20,922 time-based RSUs outstanding across 2023, 2024, 2025 grants |
Multi-Year Compensation Mix (NEO-level disclosure)
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Stock Awards ($) | $1,699,907 | $4,999,117 | $2,099,287 |
| Total Compensation ($) | $3,126,326 | $7,320,005 | $4,638,863 |
Equity Ownership & Alignment
Beneficial Ownership and Award Overhang
| Item | Value |
|---|---|
| Beneficial Ownership (Shares) | 65,327 shares; <1.0% of outstanding |
| Shares Outstanding (Reference) | 148,542,225 as of June 30, 2025 |
| Unvested Time-Based RSUs (Mar 31, 2025) | 20,922 |
| Unearned PSUs at Target (Mar 31, 2025) | 29,532 |
| Options | No options outstanding for NEOs |
| Shares Acquired on Vesting in FY 2025 | 46,158; value realized $5,877,693 |
Vesting Schedule Detail (Outstanding as of Mar 31, 2025)
| Grant | Shares | Vesting Detail |
|---|---|---|
| 2023 Time-Based RSUs (Aug 2022 grant) | 4,020 | 100% on Aug 15, 2025 |
| 2024 Time-Based RSUs (Aug 2023 grant) | 5,772 | 50% on Aug 15, 2025 and 50% on Aug 15, 2026 |
| 2024 Time-Based RSUs (Feb 2024 grant) | 5,814 | 50% on Feb 6, 2026 and 50% on Feb 6, 2027 |
| 2025 Time-Based RSUs (Aug 2024 grant) | 5,316 | 33.3% each on Aug 15, 2025, 2026, 2027 |
| 2024 LTIP PSUs | Included in 29,532 target total | Vest Mar 31, 2026 subject to performance |
| 2025 LTIP PSUs | Included in 29,532 target total | Vest Mar 31, 2027 subject to performance |
Alignment Policies
- Stock Ownership Guidelines: Other NEOs must hold 3x annual base salary; all NEOs in compliance as of FY2025 year-end .
- Hedging/Pledging: Prohibited for directors, executive officers, employees; includes options, swaps, collars, margin accounts .
- Retention Until Compliance: NEOs must retain at least 75% of shares acquired from equity awards until reaching guidelines .
Employment Terms
Severance and Change-in-Control Economics (CFO Terms)
| Scenario | Cash | Health Benefits | Equity Treatment |
|---|---|---|---|
| Termination by Company for Cause / Voluntary Resignation (No Good Reason) | Accrued salary, vacation, prior-year bonus only; no severance | N/A | Vested awards per agreements; no acceleration |
| Death or Total Disability | Pro-rated current-year cash incentive at target; plus base case benefits | N/A | Pro-rata vesting per RSU/PSU agreements (PSUs vest pro-rata on scheduled date if metrics met) |
| Termination by Company Without Cause | 12 months base salary ($850,000 reference for FY2025) | Up to 12 months or until alternative coverage | Continued/pro-rata vesting per award agreements |
| Termination Without Cause or for Good Reason within 2 years of Change in Control (Double Trigger) | 2x the sum of base salary plus the greater of 1.5x target cash incentive or 1.5x average actual bonus for prior 3 years | Up to 24 months or until alternative coverage | Accelerated vesting; PSUs accelerate at target; if awards not assumed, full acceleration at target |
| Tax Gross-ups | None; no excise tax gross-ups |
Illustrative values as of March 31, 2025 (company stock price assumption per proxy): Total payout upon change in control termination estimated at $9,313,638 for Fasching, including $3,616,174 cash, $56,202 health benefits, and $5,641,262 equity (at target) .
Governance and Clawbacks
- Clawback and Forfeiture Policy compliant with SEC/NYSE: mandatory recovery of incentive-based comp after restatements; discretionary recovery for significant misconduct causing financial/reputational harm .
- Equity plans: Double-trigger vesting, no repricing without shareholder approval, no dividends on unvested awards .
Compensation Structure Analysis
- Pay-for-Performance: Annual incentives tied to consolidated operating income and revenue, with ESG modifier; LTIP PSUs tied to pre-tax income and revenue with TSR modifier; majority of equity awards carry performance vesting .
- Median Pay Philosophy and Peer Group: Committee references peer group median with FW Cook as independent consultant; FY2025 peer group of 20 apparel/footwear/lifestyle companies; FY2026 peer group updated for scale .
- Say-on-Pay Support: 92.3% in 2024 and 95.7% in 2023 supported NEO compensation program .
Investment Implications
- High alignment and low governance risk: Strong pay-for-performance design with operating income/revenue and pre-tax income/revenue metrics, ESG and TSR modifiers, robust clawback, and prohibition on hedging/pledging reduce misalignment and excessive risk-taking; ownership guideline compliance reinforces alignment .
- Retention risk appears managed: Time-based RSUs vesting through 2027 and double-trigger CIC protection, plus severance framework, support retention; upcoming vesting dates (Aug 15 each year; Feb 6 for one grant) imply predictable supply rather than opportunistic selling .
- Insider selling pressure likely moderated: FY2025 vesting delivered 46,158 shares and $5.88m value to Fasching, but retention rules require holding at least 75% until guideline compliance; hedging/pledging bans curtail leverage-related selling risk .
- Performance track record supportive: FY2025 revenue and margin expansion and EPS growth underpin maximum payout of 2023 LTIP PSUs, indicating execution against strategic and financial goals; continued reliance on profitability and revenue metrics suggests incentives remain sensitive to core value drivers .