Charmaine England
About Charmaine England
Charmaine England, age 53, is Kenvue’s Chief Growth Officer and a member of the Leadership Team since January 2024; she previously served as Area Managing Director for the United Kingdom & Northern Europe from May 2023 . She brings two decades of senior general management experience, including leadership roles at Johnson & Johnson’s Consumer Health, Pact Group Holdings, Unilever, and Lion (Kirin) . Company performance in 2024: net sales were $15.5B (+0.1% YoY) with strong adjusted gross margin and cost savings despite category headwinds, aligning with incentive focuses on organic growth, margin, net income, and free cash flow . Long-term incentives include PSUs tied to organic net sales CAGR, adjusted diluted EPS CAGR, and a relative TSR modifier, reinforcing pay-for-performance .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Kenvue | Chief Growth Officer | Jan 2024–present | Growth leadership across portfolio; aligns commercial and innovation priorities |
| Kenvue | Area Managing Director, UK & Northern Europe | May 2023–Jan 2024 | Regional P&L and market execution in Northern Europe |
| Johnson & Johnson (Consumer Health) | Area Managing Director, UK & Northern Europe; Managing Director, Pacific | 2019–2023 | Regional growth and portfolio stewardship across geographies |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Pact Group Holdings | Executive General Manager – Contract Manufacture | Not disclosed | Manufacturing leadership and contract operations |
| Unilever | Senior roles | Not disclosed | Consumer brands and commercial leadership |
| Lion (Kirin) | Senior roles | Not disclosed | FMCG leadership in beverage/consumer categories |
Fixed Compensation
- Not individually disclosed for England (not a Named Executive Officer in 2024) .
Performance Compensation
Annual Incentive Framework (Executives)
| Component | Weighting | Measures |
|---|---|---|
| Company performance factor | 70% | Organic net sales, Adjusted gross profit margin, Adjusted net income, Free cash flow |
| Individual performance factor | 30% | Role-specific operational/people/regional goals |
2024 Company Performance Payouts by Measure (applies to executive plan design)
| Measure | Payout % | Notes |
|---|---|---|
| Organic net sales | 0% | Below threshold due to category headwinds |
| Adjusted gross profit margin | 188.2% | Productivity enhancements and value realization |
| Adjusted net income | 79.4% | Below target; impacted by seasonality and APAC distributor disruption |
| Free cash flow | 0% | Below threshold |
Long-Term Incentive (LTI) Mix and Vesting
| Element | Mix | Vesting | Performance Metrics |
|---|---|---|---|
| PSUs | 50% | Vests after 3-year period ending 12/31/2026 (service through 3rd anniversary required) | Organic net sales CAGR, Adjusted diluted EPS CAGR; TSR modifier (25th–75th pct=1.0, >75th=1.25; max 200%) |
| Stock Options | 30% | 1/3 annually over 3 years | N/A |
| RSUs | 20% | 1/3 annually over 3 years | N/A |
Equity Ownership & Alignment
- Stock ownership guidelines: CEO 6x base salary; other executive officers (incl. CGO) 3x base salary; counts include unvested RSUs, exclude options and PSUs; hold 75% of after-tax shares until compliant .
- Anti-hedging/anti-pledging policy: executives prohibited from pledging, hedging, short-selling, or derivatives on Kenvue securities .
- Beneficial ownership (individual): Not disclosed for England; security ownership tables list directors and NEOs only .
- Equity grant timing safeguards: no grants near material information releases; first-quarter annual LTI cadence established by CHCC .
Employment Terms
| Provision | England Applicability | Key Terms |
|---|---|---|
| Executive Severance Pay Plan | Plan covers U.S.-based executive officers; amended Nov 2, 2025; certain non-U.S. employees added by name (e.g., Lawson) | For “Other Executive Officers”: Non-CIC termination = 1.5x base pay + 1.5x target cash bonus; CIC termination = 2x base pay + 2x target cash bonus (subject to release, conditions) |
| Health benefits continuation | If covered, up to 52 weeks subsidized coverage during severance pay period; COBRA thereafter | |
| Bonus treatment | Full-year paid for completed periods; pro-rata target for incomplete periods; greater of full-year vs. pro-rata if eligible under other agreements | |
| Change of Control equity | Pre-closing awards: full vesting within two years following a Change of Control; RSUs/options/PSUs treated per LTIP | |
| Good Reason definition | >10% base pay cut (non-broad-based), ≥50% reduction in authorities/duties, commute increase >50 miles; notice/cure/termination windows apply | |
| Clawbacks | NYSE-compliant Incentive Compensation Recovery Policy plus broader recoupment for significant misconduct; equity forfeiture for non-compete/non-solicit violations |
Performance & Track Record (Company context during England’s tenure)
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenue ($USD Billions) | 15.444 | 15.455 |
| EBITDA ($USD Billions) | 3.570* | 3.565* |
Values retrieved from S&P Global.*
Key 2024 highlights: net sales +0.1% to $15.5B, adjusted gross margin 60.4%, operating margin 11.9%, adjusted diluted EPS $1.14; robust cost savings (“Our Vue Forward”) and dividend increase, despite seasonal/category headwinds .
Compensation Committee Analysis and Peer Benchmarking
- Design principles: incentivize strategic/financial objectives, alignment with shareholders, competitive pay; performance orientation emphasized .
- Compensation peer group (17 companies) includes Kimberly-Clark, Colgate-Palmolive, Estée Lauder, Hershey, Keurig Dr Pepper, Mondelēz, Perrigo, etc.; performance peer group expands to 30 with global consumer names (e.g., P&G, Unilever, Reckitt, PepsiCo) for TSR benchmarking .
- Say-on-pay support: approximately 97% approval at 2024 Annual Meeting, indicating strong shareholder endorsement of program design .
Investment Implications
- Alignment: Executive incentives directly linked to organic sales growth, margin expansion, net income, and free cash flow; LTI’s PSU metrics plus TSR modifier provide balanced performance/market alignment .
- Retention/overhang: 3-year graded vesting for RSUs/options and 3-year PSU cycles create ongoing retention hooks; CIC protections and accelerated vesting provisions reduce flight risk during strategic transactions .
- Governance quality: Strict anti-hedging/pledging and robust clawbacks mitigate misalignment and risk; ownership guidelines (3x salary for execs) enforce skin-in-the-game, with structured grant timing to avoid MNPI windows .
- Visibility gaps: Individual compensation, ownership, and any Form 4 trading for England are not disclosed in the proxy; monitor future filings (8-K 5.02, DEF 14A, Forms 3/4/5) for insider selling pressure and equity guideline compliance .