Martin Christopher
LANDS' ENDAbout Martin Christopher
Executive Vice President, Chief Technology Officer at Lands’ End (LE). Appointed EVP CTO in February 2024 after serving as Interim CTO since November 2023; age 59 as disclosed in the executive officer table . Became a named executive officer in May 2024; prior roles include CIO at TruStage/CUNA Mutual Group (Apr 2020–May 2022), Head of IT at Fiskars Americas and Gerber Blades (Oct 2010–Nov 2013), and management/technology consulting (Jun 2022–Feb 2024) . FY2024 company performance context: GMV grew low single digits, gross margin improved 550 bps to 47.9%, and Adjusted EBITDA reached $93M (+10% YoY); the annual incentive plan paid out at 70% of target, while FY2022–FY2024 PSUs expired unvested, reinforcing pay-for-performance design .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Lands’ End | Executive Vice President, Chief Technology Officer | Feb 2024–present | Technology leadership for digital/ecommerce; named executive officer since May 2024 |
| Lands’ End | Interim Chief Technology Officer | Nov 2023–Jan 2024 | Interim oversight of technology function |
| TruStage/CUNA Mutual Group Insurance and Financial | Chief Information Officer | Apr 2020–May 2022 | Senior IT leadership in insurance/financial services |
| Fiskars Americas and Gerber Blades | Head of IT | Oct 2010–Nov 2013 | Regional IT leadership for consumer goods brands |
| Independent | Management and Technology Consulting | Jun 2022–Feb 2024 | Advisory services prior to joining LE |
External Roles
No external board roles disclosed for Martin Christopher in the proxy or 10-K .
Fixed Compensation
| Metric (FY2024) | Amount |
|---|---|
| Base Salary | $525,000 |
| Target Bonus % | 75% of base |
| Target Bonus ($) | $393,750 |
| Actual AIP Bonus Paid | $275,625 (70% of target) |
| Stock Awards (Grant-date fair value) | $546,648 |
| All Other Compensation | $0 (no amounts disclosed for Christopher) |
| Total Compensation | $1,347,273 |
Performance Compensation
Annual Incentive Plan (AIP) – FY2024
| Metric | Weighting | Threshold (50%) | Target (100%) | Maximum (200%) | Actual Payout |
|---|---|---|---|---|---|
| AIP EBITDA net of inventory charge | 100% | $60M | $71M | $91M | 70% of target; $275,625 for Christopher |
Long-Term Incentives Granted in FY2024
| Award Type | Metric/Condition | Weighting of LTI | Target Shares | Grant-date Fair Value/Share | Performance Period | Vesting Mechanics |
|---|---|---|---|---|---|---|
| Financial PSUs | Net Debt/Adjusted EBITDA (50%); Average ROIC (50%) | 40% | 20,424 | $11.31 | FY2024–FY2026 | Payout 50%/100%/200% of target at threshold/target/max; certification post-FY2026 |
| Stock Price PSUs | 20-day average closing price hurdles | 20% | 10,212 | $8.29 (Monte Carlo) | Grant–FY2026 end | Payout 33% at threshold; 100% at target (cap at target) |
| Time-based RSUs | Continued service | 40% | 20,424 | $11.31 | Apr 1, 2024 grant | 25%/25%/50% on 1st/2nd/3rd anniversary |
RSU Vesting Schedule (shares)
| Date | FY2025 (Apr 1, 2025) | FY2026 (Apr 1, 2026) | FY2027 (Apr 1, 2027) | Total |
|---|---|---|---|---|
| Time-based RSUs (Apr 1, 2024 grant) | 5,106 | 5,106 | 10,212 | 20,424 |
Prior PSUs (FY2022–FY2024)
| Plan | Metric | Threshold | Target | Maximum | Actual |
|---|---|---|---|---|---|
| 2022 PSU Awards | Adjusted EBITDA (75%) | $370M | $430M | $525M | $247.4M → below threshold; no vest |
| 2022 PSU Awards | Revenue (25%) | $5.4B | $5.8B | $6.3B | $4.517B → below threshold; no vest |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership | 5,106 shares (RSUs vesting Apr 1, 2025); less than 1% of outstanding |
| Vested vs Unvested | Unvested RSUs: 20,424; Unvested Financial PSUs (shown at threshold): 10,212; Unvested Stock Price PSUs (shown at threshold): 3,370; No options |
| Shares Pledged as Collateral | Prohibited by Insider Trading Policy |
| Hedging / Short Sales | Prohibited (e.g., collars, swaps, prepaid forwards) |
| Stock Ownership Guidelines | EVPs must hold stock equal to 2x base salary; until met, must retain 50% of net after-tax shares from vesting; no prescribed accumulation timeline |
| Compliance Status | Not disclosed for individual executives |
Employment Terms
| Term | Key Provision |
|---|---|
| Employment Offer Effective Date | Feb 3, 2024; accepted Jan 30, 2024 |
| Base Salary (initial) | $525,000 |
| Target AIP Bonus | 75% of eligible earnings (FY2024); must be active at payout |
| Target LTI Opportunity | 110% of base salary (beginning FY2024 awards) |
| Executive Severance Agreement (ESA) | 12 months salary continuation if terminated without Cause or for Good Reason; non-disclosure (2 years), non-solicit (18 months), non-compete (12 months; subject to law) |
| Severance—Proxy Terms | 12 months of base salary; under change-in-control, total hypothetical payout $1,221,899 as of Jan 31, 2025 (includes severance pay $525,000; pro-rata bonus $13,092; continuation benefits $40,385; vacation $7,725; accelerated vesting $635,697) |
| Clawback Policy | Recovery of erroneously paid incentive compensation for restatements (applies to SVP+; adopted Oct 2, 2023); no indemnification or reimbursement permitted |
| Tax Gross-ups | None for “golden parachute” excise taxes |
| Equity Change-in-Control | Double-trigger: vesting if awards not assumed or if terminated within 18 months post-CIC (performance awards vest at target if not assumed) |
Say-on-Pay & Compensation Peer Group
| Item | Detail |
|---|---|
| Say-on-Pay (2024 meeting) | ~99% approval; Committee viewed as validation of design |
| Peer Group (used in FY2024) | AEO; Buckle; Caleres; Carter’s; Cato; Chico’s; Children’s Place; Citi Trends; Columbia Sportswear; Deckers; Duluth; Express; G-III; Genesco; Oxford Industries; Shoe Carnival; Tilly’s; Urban Outfitters; Zumiez |
Related Policies and Compliance
- Insider Trading Policy prohibits trading on MNPI, pledging, margin accounts, hedging instruments, and imposes blackout periods .
- Compensation risk assessment: balanced pay mix, caps, ownership guidelines, clawback, anti-hedging/pledging, and market-competitive severance; program not reasonably likely to cause material adverse risk .
Performance Context (Company-Level FY2024)
| Metric | Result |
|---|---|
| GMV Growth | Low single digits |
| Gross Margin | 47.9% (+550 bps YoY) |
| Adjusted EBITDA | $93M (+10% YoY) |
| AIP Payout | 70% of target |
Investment Implications
- Incentive alignment: AIP and PSUs center on Adjusted EBITDA, net debt/EBITDA, ROIC, and stock-price hurdles—drivers of deleveraging, capital efficiency, and equity value; 2022 PSUs expired unvested, indicating no windfalls for underperformance .
- Retention and selling pressure: RSUs vest 5,106 shares on Apr 1, 2025 and Apr 1, 2026 and 10,212 shares on Apr 1, 2027, with 50% net share retention until ownership guideline is met; blackout periods and anti-hedging/pledging mitigate opportunistic selling risk .
- Change-in-control economics: Double-trigger equity protection and 12-month salary severance (estimated total $1.22M as of Jan 31, 2025) offer stability but limit excessive CIC payouts; no excise tax gross-ups .
- Governance support: Strong say-on-pay approval (~99%) and robust clawback policy support compensation discipline; peer benchmarking anchored in apparel/retail comparables .
