Michelle Stacy
IRBTAbout Michelle Stacy
Independent director at iRobot (IRBT) since 2014; age 69. Former President of Keurig Inc. (2008–2013), where revenue scaled from $493 million to $4.3 billion; prior 25-year leadership career at Gillette across multiple global business lines. Education: B.S. (Dartmouth) and M.S. in Management (Kellogg, Northwestern); bilingual in French and English. Currently chairs the Compensation & Talent Committee and serves on the Nominating & Corporate Governance Committee; the board has determined she is independent under Nasdaq/SEC standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Keurig Inc. (division of Keurig Green Mountain) | President | 2008–2013 | Drove revenue growth from $493M (2008) to $4.3B (2013) |
| Gillette (various business lines incl. Male Grooming, Oral-B, Papermate/Waterman) | Global leadership roles | 25-year career | Consumer brand and global operations leadership |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Bellwether Coffee Co. | Director | Private | Current |
| Miltons Bakery | Director | Private | Current |
| SkullCandy | Director | Private | Current |
| Coravin, Inc. | Lead executive director | Private | Former |
| LCP Edge Holdco, LLC (Hydrafacial) | Director | Private | Former |
| Young Innovations Inc. | Director | Private | Former |
| Tervis Inc. | Director | Private | Former |
| Flex Pharma, Inc. | Director | Public (former) | Former public company directorship |
Board Governance
| Topic | Detail |
|---|---|
| Committee assignments | Chair, Compensation & Talent Committee; Member, Nominating & Corporate Governance Committee |
| Independence status | Board determined Stacy is independent under Nasdaq and SEC standards |
| Attendance | Board met 8 times in FY2024; each director attended ≥75% of board/committee meetings except Mininberg (excused) |
| Committee activity | Compensation & Talent met 5 times in 2024 and executed 10 unanimous written consents ; Nominating & Corporate Governance met 4 times and executed 1 unanimous written consent |
| Comp committee interlocks | None disclosed; no member was an employee/former employee; no interlocking relationships during last year |
| Say-on-Pay (2024) | 92.4% “For” (11,269,907 For; 922,741 Against) |
| Hedging/pledging policy | Prohibits hedging, short sales, and pledging unless approved by the Compensation & Talent Committee; no approvals requested or given to date |
| Related-party transactions | None over $120,000 in 2024 involving directors/executives/5% holders or immediate family members |
| Director stock ownership guideline | Directors expected to hold stock equal to 6x annual cash retainer; 5-year compliance window; 20% net-share retention until compliant |
| Equity plan director cap | Director total annual comp cap: $750,000; ≤50,000 shares to any non-employee director per calendar year |
Fixed Compensation
| Component | Policy (2024) | Stacy 2024 Cash Fees |
|---|---|---|
| Board annual retainer | $55,000 | |
| Compensation & Talent Committee | $10,000 member retainer; +$10,000 chair retainer | |
| Nominating & Corporate Governance Committee | $5,000 member retainer; +$5,000 chair retainer | |
| Lead Independent Director | +$25,000 (if applicable) | |
| Chairman of the Board (additional retainer) | +$60,000 (for Chairman in 2024; applied to Miller) | |
| Deferred comp program | Optional deferral of cash fees into stock units; settled in stock per election | |
| Fees earned/paid in cash – Michelle Stacy (actual) | — | $100,000 |
Performance Compensation
| Equity Component | Policy/Grant Mechanics | Stacy 2024—Key Data |
|---|---|---|
| Annual RSU grant | $200,000 grant FMV; granted at end of 10th week of fiscal quarter of annual meeting; vests 100% on first anniversary | Stock awards (grant-date fair value): $199,997 |
| Unvested RSUs (as of 12/28/2024) | — | 20,986 unvested RSUs |
| Director comp plan limit | Total director comp ≤ $750,000/yr; ≤50,000 shares per director/yr | — |
Note: Director equity is time-based and not tied to performance metrics; no director-specific performance metrics disclosed for equity awards .
Other Directorships & Interlocks
| Company | Type | Role | Interlock/Conflict Notes |
|---|---|---|---|
| Flex Pharma, Inc. | Public (former) | Director (former) | No related-party transactions in 2024; no comp committee interlocks disclosed |
| Bellwether Coffee Co.; Miltons Bakery; SkullCandy; Coravin; LCP Edge Holdco (Hydrafacial); Young Innovations; Tervis | Private | Director/lead director (various) | No related-party transactions in 2024 |
Expertise & Qualifications
- Recognized expert in top-line growth strategies for global consumer brands; extensive consumer products leadership (Keurig, Gillette) .
- Brings brand-building, go-to-market, and global operations perspective to a consumer technology board .
- Education: B.S. (Dartmouth); M.S. in Management (Kellogg, Northwestern); bilingual French/English .
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Beneficial ownership (as of 3/3/2025) | 25,440 shares | <1% of outstanding |
| Shares outstanding reference | 30,628,585 shares | As of 3/3/2025 used for ownership table |
| Unvested RSUs (as of 12/28/2024) | 20,986 | As of fiscal year-end 2024 |
| Pledged shares | None disclosed | Hedging/pledging prohibited absent committee approval; none requested/granted |
| Ownership guidelines | 6x annual cash retainer target; 5-year compliance window; 20% net-share retention until compliant |
Governance Assessment
- Board role and independence: Long-serving independent director; chairs a highly active Compensation & Talent Committee (5 meetings, 10 written consents in 2024), signaling strong engagement during a year of restructuring and executive transitions .
- Pay practices oversight: Committee retained independent consultant (Pay Governance), evaluated market positioning, and received strong say-on-pay support (92.4% in 2024) .
- Alignment and safeguards: Director equity delivered via time-vested RSUs with ownership guidelines, anti-hedging/pledging policies, and a director compensation cap under the equity plan; no related-party transactions disclosed in 2024 .
- Attendance and engagement indicators: ≥75% attendance threshold met; serves on two governance-critical committees (Compensation & Talent; Nominating & Corporate Governance) .