Alan Attal

About Alan Attal

Alan Attal, age 55, has served on GameStop’s Board since 2021 and is the Lead Independent Director (appointed June 2023). He is an ecommerce executive and entrepreneur with over two decades of operating experience, including senior roles at Chewy, Inc. (NYSE: CHWY). As of the 2025 proxy, the Board affirms his independence under NYSE and SEC standards.

Past Roles

Organization	Role	Tenure	Committees/Impact
Chewy, Inc. (NYSE: CHWY)	Chief Operating Officer	2011 – early 2017	Oversaw expansion from 3 people to >10,000 employees and growth to $3B in revenues.
Chewy, Inc. (NYSE: CHWY)	Chief Marketing Officer	2017 – 2018	Managed >$300M annual customer acquisition budget across broadcast, direct mail, and digital channels.

External Roles

Organization	Role	Tenure	Notes
—	—	—	No current other public company directorships disclosed.

Board Governance

Board leadership: GameStop combines President/CEO/Chair (Ryan Cohen) with a Lead Independent Director; Attal serves as Lead Independent Director with responsibilities including coordinating independent directors, presiding when the Chair/CEO is absent, evaluating Board and CEO performance, and engaging with major shareholders as needed.
Independence: The Board determined Attal was independent during fiscal 2024 and remains independent as a nominee; Audit, Compensation, and Nominating/Governance committees are composed entirely of independent directors.
Attendance: The Board met 5 times in fiscal 2024; each incumbent director attended at least 75% of Board and applicable committee meetings. All then-incumbent directors standing for re-election attended the 2024 annual meeting.

Committee	Membership/Role (Attal)	Chair?	FY2024 Meetings
Audit	Member	No	4 meetings.
Compensation	Chair	Yes	4 meetings.
Nominating & Corporate Governance	Chair	Yes	3 meetings.

Fixed Compensation (Director)

GameStop eliminated all compensation for non-employee directors beginning with the 2024 annual meeting; previously directors received an annual RSU award sized at $200,000 (no cash retainers). No chair or Lead Independent Director premiums are paid.

Director	Year	Cash Fees	Equity Grants	Total
Alan Attal	2024	$0	$0	$0

Notes:

Board policy rationale: to promote an “ownership mentality,” such that directors are rewarded only through appreciation of their personal investment in the Company.

Performance Compensation (Director)

None. The Company pays no performance-based compensation (or any compensation) to non-employee directors under the current policy.

Other Directorships & Interlocks

Category	Detail
Current public company boards	None disclosed.
Compensation Committee interlocks	None reported for members (Attal, Cheng, Grube).
Related-party transactions	No Attal-specific related-party transactions disclosed; the only related-party item disclosed for FY2024 was a collaboration with Collectors/PSA involving director Nat Turner, pre-approved by the Audit Committee (~$9.8M).

Expertise & Qualifications

Ecommerce, retail, operations, marketing and brand management experience; senior leadership background in scaling high-growth consumer businesses.

Equity Ownership

Ownership policy and disclosures indicate strong “skin-in-the-game,” with an important caveat on pledging risk.

Item	Detail
Shares beneficially owned (4/21/2025)	572,464 shares (<1.0%).
Pledged/encumbered	Yes. As of 4/21/2025, Attal’s 572,464 shares were deposited into a margin account at Charles Schwab & Co., Inc., subject to a standard margin loan arrangement.
Shares outstanding (record date)	447,300,514 shares of common stock.
Ownership guidelines (non-employee directors)	Required to maintain stock valued at $275,000; five-year compliance window.
Compliance status	As of 2/1/2025, all non-employee directors were in compliance (or within the grace period).
Pledging policy	Adopted 3/18/2025; permits pledging with LTV capped at 50% at initiation; requires pre-clearance and periodic reporting; Nominating/Gov Committee assesses risk at least annually.

RED FLAG: Pledging/margin use. While permitted under policy, Attal’s entire beneficially owned stake was held in a margin account, which can create forced-sale risk during market stress.

Governance Assessment

Board roles and influence: As Lead Independent Director and Chair of both the Compensation Committee and the Nominating & Corporate Governance Committee, Attal holds central governance positions overseeing CEO pay policy, incentive design, board composition, and annual evaluations—key levers for board effectiveness.
Independence and engagement: The Board determined Attal independent; independent directors hold regular executive sessions; directors met attendance expectations in FY2024 and attended the annual meeting in 2024.
Alignment signals: The Board eliminated all non-employee director compensation, emphasizing direct ownership alignment; non-employee director ownership guideline set at $275,000, with compliance status affirmed as of 2/1/2025.
Risk indicators: Share pledging is permitted under a new policy; Attal’s shares are held in a margin account, introducing potential liquidity/forced-sale risk—an item many investors monitor closely as a governance red flag.
Related-party oversight: Audit Committee (of which Attal is a member) reviews and pre-approves related-party transactions; FY2024’s disclosed related-party item involved another director (Turner/Collectors), with Audit Committee approval.
Say-on-pay backdrop: 98.6% approval of FY2023 NEO pay at the 2024 annual meeting, indicating broad shareholder support for compensation practices overseen in part by the committee Attal now chairs.

Appendix: Board/Company Policies Relevant to Governance

Majority voting standard in uncontested director elections; resignation policy for incumbents failing to receive a majority.
Codes of Ethics for senior officers and directors; anti-hedging policy; clawback policy compliant with SEC/NYSE.
Director equity ownership policy and new pledging policy framework.
Section 16 compliance: No delinquencies noted for Attal in FY2024; one late Form 3 (Turner) and one late Form 4 (Moore) disclosed.