Josh Franks
e.l.f. BeautyAbout Josh Franks
Josh Franks is Senior Vice President and Chief Operations Officer at e.l.f. Beauty. He has served as SVP, Operations since January 2020 and was elevated to COO in May 2024. He is 47 and holds a B.S. in Business Administration (Operations & Supply Chain) from North Carolina State University . During FY 2025, e.l.f. delivered net sales of $1,314 million (+28% YoY), Adjusted EBITDA of ~$297 million (+26% YoY), and ~25 consecutive quarters of net sales and market share growth; 1/3/5-year TSRs through March 31, 2025 were -68% / +143% / +538%, evidencing strong multi-year value creation but near-term volatility .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| e.l.f. Beauty | SVP, Operations | Jan 2020–May 2024 | Led operations and supply chain scaling alongside outsized growth . |
| e.l.f. Beauty | Chief Operations Officer | May 2024–Present | Oversees global operations, manufacturing/sourcing, logistics . |
| Lyrical Foods (Kite-Hill) | SVP, Operations & Supply Chain | 2018–2019 | Ran plant-based CPG ops and supply chain . |
| Raybern Foods | VP, Operations & Supply Chain | 2014–2018 | Managed packaged foods operations and supply chain . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public company directorships or external board roles disclosed in the 2025 proxy for Franks . |
Fixed Compensation
| Item (FY 2025) | Detail |
|---|---|
| Base salary | $325,000 |
| Target annual bonus | 50% of salary ($162,500 target) |
| Actual bonus paid | 200% of target = $325,000, based on Adjusted EBITDA performance |
Performance Compensation
Annual Cash Incentive (FY 2025)
| Metric | Threshold | Target | Maximum | Actual | Payout Formula | Payout Result |
|---|---|---|---|---|---|---|
| Adjusted EBITDA (after bonus funding) | $242.7m → 80% | $286.0m → 100% | $295.3m → 200% | ~$297m | Linear 0–200% scale | 200% of target (Franks: $325,000) |
Long-term Equity (structure and vesting)
| Award | Weighting | Performance metrics | Period | Payout Range | Vesting |
|---|---|---|---|---|---|
| PSUs (FY 2025 grant) | 50% of LTI | Net sales CAGR (60%), Adjusted EBITDA CAGR (40%) over 3 years; +25% kicker if e.l.f. Cosmetics gains market share | Apr 1, 2024–Mar 31, 2027 | 0%–225% of target | Single cliff vest on first June 3 after certification |
| RSUs (FY 2025 grant) | 50% of LTI | Time-based | 4 years | N/A | 25% per year on grant anniversary |
Notable realized performance (FY 2023 PSU cycle)
| PSU Cycle | Performance outcomes | Payout | Shares issued (Franks) |
|---|---|---|---|
| FY 2023 PSUs (Apr 1, 2022–Mar 31, 2025) | Net sales CAGR 49.6% and Adjusted EBITDA CAGR 58.4% (both > maximum), market share gain achieved | 225% of target | 94,028 shares |
Equity Ownership & Alignment
Beneficial ownership and policies
| Item | Detail |
|---|---|
| Total beneficial ownership | 59,884 shares (<1% of outstanding) as of June 27, 2025 |
| Options held | None (no options exercisable/unexercisable listed for Franks) |
| Stock ownership guidelines | Required multiple of salary for executive officers; 5 years to comply; shares from vested options count; post-2021 hires measured to 5th anniversary |
| Anti-hedging/pledging | Hedging and pledging prohibited by Insider Trading Program |
| 10b5-1 trading plan | Executive officers use pre-cleared Rule 10b5-1 plans for trades |
Shares vested in FY 2025 (liquidity/pressure indicator)
| Metric | Amount |
|---|---|
| Shares vested (PSUs/RSUs) | 79,361 shares; value realized ~$13,948,132 (at vest dates) |
Outstanding equity at FY-end (Mar 31, 2025) – Franks
| Grant | Type | Unvested/Unearned shares | Market value (3/31/25) |
|---|---|---|---|
| 6/1/2021 | RSUs | 6,800 | $426,972 |
| 6/1/2022 | RSUs | 20,894 | $1,311,934 |
| 6/1/2022 | PSUs (FY 2023 cycle) | 94,027 (as of 3/31/25; vested at max in Apr 2025) | $5,903,955 |
| 6/1/2023 | RSUs | 14,079 | $884,020 |
| 6/1/2023 | PSUs (FY 2024 cycle) | 42,237 (assumes maximum in table per footnote) | $2,652,061 |
| 6/1/2024 | RSUs | 11,198 | $703,122 |
| 6/1/2024 | PSUs (FY 2025 cycle) | 25,196 (assumes maximum in table per footnote) | $1,582,057 |
Note: RSUs vest 25% annually; PSUs cliff vest post-performance period; table footnotes assume maximum for PSU “unearned shares” presentation as of 3/31/25 .
Employment Terms
Agreement terms and protections
- Employment status: At-will; agreements include non-solicitation and confidentiality covenants .
- Severance (qualifying termination not in connection with a change in control): 1x base salary (installments), up to 12 months COBRA, pro-rated annual bonus based on actual performance if employed ≥6 months of FY .
- Change-in-control (CIC): If terminated without cause or for good reason within 12 months post-CIC, time-based awards accelerate in full; PSUs accelerate in full at better of actual or target; also receives standard severance. If awards are not assumed in a CIC, they fully accelerate at closing (plan-level single-trigger) .
Estimated economics for Franks (as of Mar 31, 2025)
| Scenario | Salary continuation | Pro-rated bonus | COBRA | Equity accel. | Total |
|---|---|---|---|---|---|
| Qualifying termination (no CIC) | $325,000 | $325,000 | $25,606 | — | $675,606 |
| Qualifying CIC termination | $325,000 | $325,000 | $25,606 | $13,464,122 | $14,139,728 |
Additional governance safeguards:
- Clawbacks: Company maintains a misconduct/restatement clawback; and a NYSE 10D-compliant no-fault restatement clawback for executive officers (3-year lookback) .
- No tax gross-ups; no excessive perquisites; no hedging/pledging; no option backdating or repricing .
Multi-year Compensation (Summary Compensation Table)
| Year | Salary | Stock awards (grant-date FV) | Non-equity incentive (cash) | All other comp. | Total |
|---|---|---|---|---|---|
| 2025 | $325,000 | $4,399,694 | $325,000 | $6,500 | $5,056,194 |
| 2024 | $325,000 | $3,999,938 | $325,000 | $6,500 | $4,656,438 |
| 2023 | $325,000 | $2,199,826 | $325,000 | $6,500 | $2,856,326 |
FY 2025 equity grant detail: PSUs 11,198 (grant-date FV $2,199,847) and RSUs 11,198 (grant-date FV $2,199,847) for Franks; RSUs vest over 4 years; PSUs per three-year performance plan with max 225% payout potential .
Company Performance Context (during Franks’ tenure)
| Metric | FY 2025 result |
|---|---|
| Net sales | $1,314 million; +28% YoY |
| Adjusted EBITDA | ~$297 million; +26% YoY |
| Net income | ~$112 million |
| Strategic streak | 25 consecutive quarters of net sales and share gains by Q4 FY 2025 |
| TSR | 1Y: -68%; 3Y: +143%; 5Y: +538% (to 3/31/25) |
Compensation Design Notes (alignment and benchmarking)
- Program emphasizes at-risk equity: 50% PSUs and 50% RSUs; annual cash incentive solely on profitability (Adjusted EBITDA) with rigorous targets; majority of exec pay variable .
- Peer group reviewed annually with independent consultant (Aon); FY 2025 peer composition spans consumer/retail/fitness/CPG; at adoption e.l.f. was ~38th percentile TTM revenue and ~83rd percentile market cap vs peers .
- Say-on-Pay: ~94% approval at 2024 annual meeting, indicating broad shareholder support for program design .
Investment Implications
- Alignment: High equity mix (50% PSUs with three-year metrics) and ownership guidelines, combined with anti-hedging/anti-pledging and clawbacks, strongly align Franks with long-term value creation while limiting misaligned risk-taking .
- Retention and supply dynamics: Significant unvested RSUs/PSUs and three-year cliff PSU design promote retention; FY 2025 vesting of ~79K shares created liquidity but trading is governed by 10b5-1 plans, tempering discretionary selling pressure .
- Incentive quality: Annual bonus fully tied to Adjusted EBITDA with explicit thresholds and a self-funded pool; PSU metrics (Net Sales/Adj. EBITDA CAGR plus share gains) directly link to scale and quality of growth—FY 2023 PSU max payout underlines execution momentum .
- Change-in-control economics: Double-trigger equity vesting post-CIC (single-trigger only if awards not assumed) and 1x salary severance for Franks mitigate windfall concerns yet could be meaningful (~$14.1m modeled) in a transaction scenario .
- Risk/volatility: Despite robust operating performance, 1-year TSR was negative, suggesting sentiment/valuation risk; however, multi-year TSR remains strong, and incentive structures emphasize sustained multi-year performance over short-term share price moves .