Gerard Kappauf
INTERPARFUMSAbout Gerard Kappauf
Gerard “Kappauf,” age 63, is an independent director of Interparfums, Inc. (IPAR). He is a Madagascar-born fashion and media entrepreneur educated in Classic Literature at the Sorbonne and on scholarship at the San Francisco Art Institute; his career spans special effects make‑up in Los Angeles, fashion/media in Paris, and long‑running leadership of the “Citizen K” magazine franchise via the K Group; he resides in Dubai . IPAR’s board classifies him as independent under Nasdaq rules; he is not listed as a member or chair of the board’s Audit, Compensation, or Nominating committees .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Special effects industry (Los Angeles) | Special effects make‑up artist | Not disclosed (early career) | Entertainment/content craft experience |
| L’Oréal Group | Marketing and acquisition consulting (during Lindsay Owen‑Jones’ tenure) | Not disclosed | Beauty/luxury deal and brand exposure |
| Citizen K (K Group) | Founder; CEO/Creative & Editorial Director | Founded 1992; ongoing | Created a fashion/luxury/culture magazine for a broad audience |
| Citizen K International | Founder/Publisher | Launched 2012 | International expansion of flagship magazine |
| Citizen K Homme | Founder/Publisher | Launched 2013 | Male‑focused edition |
| Citizen K International format refresh | Editorial lead | 2014 | Format redesign and brand refresh |
| Citizen K Arabia | Founder/Publisher | Launched 2016 | Middle East edition with localized content |
| The Kurator (Gulf News) | Founder/Publisher | Launched 2021 | A‑gender luxury supplement in the Middle East |
| Citizen K Sport | Founder/Publisher | Launched 2024 | Fashion‑meets‑sport franchise |
| The Kurator India (Mint) | Founder/Publisher | Launched 2024 | India expansion with leading business daily partner |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| K Group (Citizen K magazines) | CEO; Creative & Editorial Director | Since 1992; ongoing | Owns Citizen K titles; global fashion/luxury media platform |
| Enkore Studio (Dubai) | Executive leadership (creative/digital content) | Current | Visual brand identity, digital content, storytelling for fashion/beauty/lifestyle |
| Other public company boards | — | — | None disclosed |
Board Governance
- Independence: Independent director under Nasdaq rules .
- Committee assignments: Not listed on Audit, Executive Compensation & Stock Option, or Nominating committees (chairs: François Heilbronn; members include Heilbronn, Robert Bensoussan, and Véronique Gabai‑Pinsky) .
- Board leadership: No Lead Independent Director; CEO is Board Chair; vice chair is CEO of Interparfums SA .
- Audit committee financial expert: Company states it does not have an “audit committee financial expert” as defined by SEC rules .
- Anti‑hedging & insider trading controls: Prohibits hedging/monetization of IPAR securities; prescriptive pre‑clearance and blackout windows for trading .
Board attendance and meetings:
| Year | Board Meetings | Attendance Statement |
|---|---|---|
| 2023 | 19 | All directors attended at least 75% of full board and committee meetings |
| 2024 | 23 | All directors attended at least 75% of full board and committee meetings |
Fixed Compensation
- Non‑employee director fee policy: $6,000 per in‑person board meeting; $3,000 per meeting by conference call; Audit Committee membership annual fee: $8,000 .
Director cash and total compensation:
| Component ($) | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash | $3,000 | $18,000 |
| All Other Compensation | $0 | $0 |
| Total Cash | $3,000 | $18,000 |
| Total Compensation (incl. equity fair value) | $55,623 | $67,969 |
Notes:
- 2024 total rose mainly due to more fees earned; equity grant fair value modestly lower year over year .
Performance Compensation
Annual option awards to independent directors (time‑based, not performance‑based):
| Grant Date | Shares (#) | Exercise Price ($/sh) | Vesting | Term |
|---|---|---|---|---|
| 12/29/2023 | 1,500 | 147.71 | 20% annually starting 1st anniversary; cumulative | 6 years |
| 12/31/2024 | 1,500 | 130.60 | 20% annually starting 1st anniversary; cumulative | 6 years |
Option award fair values reported in director compensation:
| Metric | 2023 | 2024 |
|---|---|---|
| Option Awards ($) | $52,623 | $49,969 |
Key observations:
- Structure: Automatic annual stock option grants for non‑employee directors were reinstated to align with year‑end grant cadence; options are at‑the‑money, 6‑year term, time‑vested (no performance metrics) .
Other Directorships & Interlocks
| Company | Ticker | Role | Overlap/Interlock Risk |
|---|---|---|---|
| None disclosed | — | — | No public company directorships disclosed for Kappauf |
Expertise & Qualifications
- Fashion/luxury/media operator with 30+ years of editorial and brand‑building experience; founded and scaled Citizen K and related franchises across Europe and the Middle East .
- Exposure to beauty and luxury ecosystems via consulting for L’Oréal and industry network (e.g., Jean Paul Gaultier, Paco Rabanne) .
- Creative direction and digital content capabilities via Enkore Studio; resides in Dubai supporting Middle East/India expansions .
Equity Ownership
Beneficial ownership (as of proxy record dates) and form of ownership:
| Metric | 2024 (Record Date: Jul 22, 2024) | 2025 (Record Date: Jul 1, 2025) |
|---|---|---|
| Beneficial Shares | 0 | 300 |
| Ownership % of Outstanding | Less than 1% | Less than 1% |
| Form of Ownership | — | Options exercisable within 60 days |
| Shares Outstanding (context) | 32,024,280 | 32,117,600 |
Additional context:
- As of year‑end 2023, Kappauf held options to purchase an aggregate of 1,500 IPAR shares (director plan); subsequent annual grant in 2024 added another 1,500 options, subject to time‑based vesting .
Governance Assessment
Positives
- Independence affirmed under Nasdaq standards; no disclosed related‑party transactions involving Kappauf .
- Consistent attendance threshold (≥75%) alongside board engagement; increased meeting cadence in 2024 .
- Anti‑hedging policy and pre‑clearance/blackout procedures for insiders; no late Section 16 filings reported for directors and officers in 2024 or 2025 .
Watch items / potential red flags
- Board lacks an SEC‑defined “audit committee financial expert,” citing director liability concerns—an investor governance risk in complex accounting environments .
- No Lead Independent Director; Chair and CEO roles combined, with significant influence concentrated among founder‑executives (contextual, not Kappauf‑specific) .
- Related‑party dynamics at the company level (not involving Kappauf): (i) intra‑group loans used to fund dividends/share repurchases; (ii) fixed‑fee arrangement paid to a company controlled by another director (Harrison) in connection with a license transaction—indicates robust audit committee oversight is important .
Director compensation signals
- Equity remains time‑vested options (at‑the‑money) rather than performance‑conditioned equity; equity fair value modestly down YoY, while cash fees rose with meeting cadence—overall mix leans toward at‑risk equity but without explicit performance metrics for directors .
Committee alignment
- No current committee assignments for Kappauf; governance impact is therefore primarily through full board deliberations and brand/creative expertise rather than audit or compensation oversight .