Deborah Weinswig
GUESSAbout Deborah Weinswig
Deborah Weinswig (age 54) is an independent director of Guess?, Inc. (GES) since 2018; she chairs the Nominating & Governance Committee and serves on the Audit Committee. She is founder and CEO of Coresight Research; previously Managing Director of Fung Global Retail & Technology, Chief Customer Officer at Profitect, and a Citi Research Managing Director; she is a CPA with an MBA from the University of Chicago .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Coresight Research | Founder & CEO | Feb 2018–present | Retail innovation, data/tech advisory to brands/investors |
| Fung Global Retail & Technology (Fung Group) | Managing Director | 2014–Feb 2018 | Think tank leadership in retail/technology |
| Profitect Inc. | Chief Customer Officer | Prior to FGRT | Predictive analytics/big data applications in retail |
| Citigroup / Citi Research | MD, Head Global Staples & Consumer Discretionary | Prior to Profitect | Sell-side leadership; sector coverage, research management |
External Roles
| Company | Role | Tenure | Committees |
|---|---|---|---|
| Xcel Brands, Inc. | Director | Current | Audit Committee |
| Primaris REIT | Trustee | Current | Audit; Compensation, Governance & Nominating |
| Nogin, Inc. | Director | Aug 2022–Feb 2023 | — |
| CHW Acquisition Corp. | Director | Aug 2021–Aug 2022 | — |
Board Governance
- Independence: Board determined Weinswig is “independent” under NYSE standards; GES has 5 independent directors out of 7 .
- Committee assignments: Chair, Nominating & Governance; Member, Audit. Committee meeting counts (FY2025): Audit 9; Nominating & Governance 4; Board 6 .
- Attendance: Each current director attended at least 75% of aggregate Board and committee meetings in FY2025 .
- Audit engagement: Signed the Audit Committee report (with Chair Chidoni and Yemenidjian), indicating active oversight of financial reporting and auditor independence .
- Leadership: Non-executive independent Chair of the Board; executive sessions of independent directors held, typically quarterly .
Fixed Compensation
| Component | FY2025 Amount | Notes |
|---|---|---|
| Cash fees (retainers + meeting fees) | $60,500 | Actual fees earned by Weinswig |
| Annual Board retainer (policy) | $35,000 | Policy schedule |
| Nominating & Governance Chair retainer (policy) | $12,500 | Policy schedule |
| Meeting fees (per meeting, policy) | $1,500 | Board and standing committee meetings |
Performance Compensation
| Equity Award | Grant Date | Shares/Units | Grant-date Fair Value | Vesting | Performance Metrics |
|---|---|---|---|---|---|
| Annual Director RS (restricted stock) | May 31, 2024 | 7,735 | $179,916 | Vests in full on first anniversary, earlier on annual meeting date or change in control per plan | None (time-based; directors’ annual awards under 2004 Plan) |
Mix and alignment: For FY2025, equity comprised ~$179,916 of $240,416 total director pay (≈75% equity vs. 25% cash), supporting long-term alignment .
Other Directorships & Interlocks
- No disclosed related-party transactions involving Weinswig or Coresight Research. Material related-party transactions at GES primarily involve founder/insider Marciano entities (leases, aircraft, vendor purchases, minority investments), overseen by the Audit Committee on which Weinswig serves .
Expertise & Qualifications
- Functional: Retail innovation; data/technology; global retail landscape .
- Financial: CPA; audit committee member; governance chair experience .
- Education: MBA, University of Chicago .
Equity Ownership
| Holder | Beneficial Shares | % of Outstanding | Unvested Director Equity | Options (exercisable ≤60 days) | Pledging |
|---|---|---|---|---|---|
| Deborah Weinswig | 26,908 | <1% | 7,735 | 0 | None disclosed |
- Stock ownership guidelines apply to directors; individual compliance status not disclosed .
Governance Assessment
- Strengths: Independent director; Chair of Nominating & Governance; member of Audit; strong financial credentials (CPA) and technology/retail expertise; signed Audit Committee report; attended ≥75% of meetings; director equity is majority of pay, aligning interests .
- Conflicts: No Weinswig-specific related-party transactions disclosed. Broader company has multiple founder-related transactions (leases, aircraft charters, vendor purchases, minority investments), a governance risk area mitigated by Audit Committee review and independence framework; continued vigilance warranted .
- Signals: High equity proportion in director pay; clear committee leadership in governance/ESG oversight; independent board chair structure and executive sessions support board effectiveness .
Insider Filings
| Fiscal Year | Late/Delinquent Forms Reported for Weinswig | Notes |
|---|---|---|
| FY2025 | None reported | Company disclosed late Form 4s for others (Marciano, Benarouche); none for Weinswig |
Anti-hedging/pledging: GES reviews and restricts hedging transactions; pledging policy limits to ≤50% of beneficially owned shares after meeting guidelines .
RED FLAGS
- Founder-related party exposure: Significant ongoing leases (LA HQ extension to 2037), aircraft chartering, vendor purchases, minority investments involving Marciano entities; while arm’s-length assertions are made, these remain governance sensitivities requiring robust Audit oversight .
- No director-specific red flags for Weinswig disclosed (no conflicts, pledging, or late filings) .
Notes on Committee Scope (for Board Effectiveness)
- Nominating & Governance (Chair Weinswig): Director recruitment, independence standards, CEO evaluation with Comp Chair, succession planning, ESG risk oversight, human capital management, and board/committee evaluations .
- Audit (Member Weinswig): Financial reporting integrity, internal controls, auditor independence, related-party transactions, IT/cyber risk, Code of Ethics oversight .