Geralyn R. Breig
HanesbrandsAbout Geralyn R. Breig
Independent Director at Hanesbrands Inc. (HBI) since 2018; age 62. Breig is President of Revlon North America (since 2023) and brings senior operating leadership across beauty, retail, and consumer products (Godiva, Avon, Clarks, Campbell Soup, Kraft, P&G). She chairs HBI’s Governance & Nominating Committee and serves on the Audit Committee; the Board has determined she is independent under NYSE rules and HBI’s guidelines .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Revlon North America | President | 2023–present | P&L leadership in beauty |
| Twin Bridges Consulting Group | Principal | 2021–present | Advisory/consulting |
| AnytownUSA.com | Chief Executive Officer | 2016–2021 | E-commerce leadership |
| Clarks (C&J Clark Ltd) | President, Americas Region | 2014–2016 | Regional operations |
| Avon Products Inc. | President, Avon North America; SVP & Brand President, Global Marketing BU | 2005–2011 | NA turnaround; global brand stewardship |
| Godiva Chocolatier International | President | 2002–2005 | International expansion |
| Campbell Soup Company | Various executive positions | 1995–2002 | Brand/GM roles |
| Kraft Foods, Inc. | Various leadership positions | 1986–1995 | Marketing/brand management |
| Procter & Gamble | Various leadership positions | 1984–1986 | Early career |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| American Medical Association | Member, Board of Trustees | 2024–present | Non-profit governance |
| 1-800-Flowers.com | Director (Public) | 2012–2022 | Prior public board service |
| Welch Foods, Inc. | Director | 2013–2022 | Private co. board |
Board Governance
- Committee assignments: Chair, Governance & Nominating (G&N); Member, Audit .
- Independence: Board determined Breig (and 9 other of 11 nominees) independent; no relationships noted; all committees fully independent .
- Attendance: In 2024, Board met 5x; Audit 8x; G&N 4x; Talent & Compensation 5x. All directors attended the 2024 annual meeting and each attended ≥75% of applicable meetings .
- ESG oversight: G&N coordinates Board ESG oversight and public ESG disclosures; Audit oversees climate/cyber/technology risks; T&C oversees human capital .
- Board leadership: Independent Chair; regular executive sessions of non-management directors .
- Activism context: HBI has a cooperation agreement with Barington through Nov 30, 2025; Barington-affiliated advisor receives $20,000/month; includes voting/standstill terms .
Fixed Compensation (Director)
| Element | 2024 Amount | Detail |
|---|---|---|
| Cash Fees (Breig) | $140,000 | Fees earned/paid in cash |
| Equity (RSUs, grant date fair value) | $154,999 | Annual director RSUs; one-year vesting |
| Total (Breig) | $294,999 | Cash + equity |
| Program – Additional Cash Retainers | Audit Chair $25,000; Audit Member $5,000; G&N Chair $25,000; G&N Member $2,500; T&C Chair $25,000; T&C Member $2,500 | Independent Chairman (Mr. Simon) $175,000 additional retainer |
| Deferrals | Elected to defer 2024 stock award into Director Deferred Compensation Plan | Breig and Irvin elected deferral |
Performance Compensation (Director)
| Award Type | Performance Metrics | Vesting | 2024 Grant Value (Breig) |
|---|---|---|---|
| RSUs (non-employee directors) | None (time-based) | One-year vesting | $154,999 |
HBI does not use performance-conditioned equity for directors; RSUs vest on service. Directors are subject to ownership/retention guidelines (5x annual cash retainer) and all directors are in compliance .
Other Directorships & Interlocks
- Current public company boards: None (other than HBI) .
- Committee interlocks: HBI discloses no Talent & Compensation Committee interlocks and no insider participation; no related interlocking boards reported .
- Related-party transactions: None requiring reporting in 2024; G&N reviews any such matters under a formal policy .
Expertise & Qualifications
- Education: B.S., The Wharton School, University of Pennsylvania .
- Domain expertise: Senior leadership across consumer/retail/beauty; digital marketing strategy; financial and risk management; governance. Rationale for nomination cites fit with HBI’s consumer manufacturing and retailing footprint and governance/risk oversight acumen .
Equity Ownership
| Ownership Component | Amount |
|---|---|
| Beneficial ownership (common shares) | 0 shares; “less than 1%” of class |
| Unvested/Outstanding RSUs (director) | 18,630 units |
| Stock equivalent units (deferred plans) | 98,175 units |
| Total counted toward alignment (RSUs + equivalents) | 116,805 units |
| Ownership guidelines | 5× annual cash retainer; disposal limits until met; all directors compliant |
| Hedging/pledging | Prohibited by policy and insider trading rules |
Governance Assessment
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Strengths
- Independent, experienced operator with consumer/retail brand leadership; chairs G&N and serves on Audit—positions signal Board confidence in governance and oversight capabilities .
- Verified independence; no related-party transactions; no comp committee interlocks; hedging/pledging prohibited—supports investor alignment .
- Good engagement indicators: ≥75% attendance along with all directors; Board/committees met regularly; independent Chair structure; executive sessions routine .
- Director pay mix aligned to shareholders via equity with one-year vesting; robust director ownership/retention guideline (5× cash retainer) and full compliance .
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Potential Watch Items
- External executive role (President, Revlon North America) could present time commitments; however HBI overboarding policy is enforced and Breig has no current outside public boards disclosed .
- Activist cooperation agreement is in effect through late 2025; while not specific to Breig, it may influence board dynamics and committee priorities during her chairmanship of G&N .
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Compensation Alignment (Director)
- 2024 total of $294,999 (cash $140,000; equity $154,999) is within the Board’s disclosed program; equity is time-based RSUs with one-year vest; no meeting fees disclosed .
- Deferral election into the Director Deferred Compensation Plan indicates long-term alignment and tax-efficient holding behavior .
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Independence & Engagement Summary
- Independent; committee leadership (G&N Chair) and Audit membership enhance oversight of nomination/governance/ESG and financial reporting risks .
- Attendance thresholds met at Board level; all directors attended annual meeting; executive sessions held regularly, supporting effective independent oversight .
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Conflict and Red-Flag Check
- No related party transactions in 2024; hedging/pledging prohibited; stringent related-person transaction review policy under G&N; no director overboarding reported .