Peter Gray
President, Lands’ End Licensing; Chief Administrative Officer and General Counsel at 
LANDS' END
LANDS' ENDExecutive
About Peter Gray
Peter L. Gray is President, Lands’ End Licensing, Chief Administrative Officer and General Counsel (since June 2024), after serving as Chief Commercial Officer from January 2023 to June 2024; he joined Lands’ End in May 2017 as EVP, Chief Administrative Officer and General Counsel and is age 57 as of FY2025 . His prior experience includes EVP, General Counsel and Secretary at Tumi Holdings (2013–2016), and EVP, Chief Administrative Officer and General Counsel at ModusLink Global Solutions (1999–2013), with earlier tenure as a junior partner at Hale and Dorr LLP; he also serves on the Board of Directors of the Tufts University Hillel Foundation . Company performance influencing his incentives includes FY2023 AIP EBITDA of $84.3 million with a 78% payout of target for named executive officers, directly impacting his annual incentive .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Lands’ End | President, Lands’ End Licensing; Chief Administrative Officer & General Counsel | Jun 2024–present | Oversees licensing strategy and corporate administration/legal functions |
| Lands’ End | Chief Commercial Officer | Jan 2023–Jun 2024 | Led commercial operations during post-pandemic normalization and macro headwinds |
| Lands’ End | EVP, Chief Administrative Officer & General Counsel | May 2017–Jan 2023 | Built/administered corporate governance and legal infrastructure |
| Tumi Holdings | EVP, General Counsel & Secretary | Dec 2013–Nov 2016 | Supported global brand management and retail expansion |
| ModusLink Global Solutions | EVP, Chief Administrative Officer & General Counsel (various roles since 1999) | Jun 1999–Oct 2013 | Led legal/admin functions in supply chain business process management |
| Hale and Dorr LLP | Junior Partner | Not disclosed | Corporate legal foundation and advisory work |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Tufts University Hillel Foundation | Board of Directors | Not disclosed | Listed as board member in 2025 10-K |
| Tufts University Hillel Foundation | Chairman of the Board | Not disclosed | Described as Chairman in 2024 10-K |
Fixed Compensation
| Component | FY/As of | Value |
|---|---|---|
| Base Salary | FY2024 employment arrangements | $695,250 |
| Target Bonus % (AIP) | FY2024 employment arrangements | 75% of base salary |
| Target Long-Term Incentive (LTI) | FY2024 employment arrangements | 110% of base salary |
Performance Compensation
Annual Incentive Plan (AIP) – FY2023
| Metric | Target (disclosed?) | Actual | Payout | Peter Gray Target ($) | Peter Gray Paid ($) |
|---|---|---|---|---|---|
| EBITDA (Full Fiscal Year) | Not disclosed | $84.3 million | 78% of target | $515,985 | $402,469 |
Long-Term Incentive (PRSUs) – 2023 Grant Design
| Metric (3-year cumulative) | Weighting | Threshold Payout | Target Payout | Maximum Payout | TSR Modifier |
|---|---|---|---|---|---|
| Adjusted EBITDA | 75% | 50% | 100% | 200% | ≥75th percentile: 125%; 50th: 100%; ≤25th: 75% |
| Revenue | 25% | 50% | 100% | 200% | Same TSR modifier as above |
| Vesting | 3-year performance period; Committee-certified after period completion | — | — | — | PRSUs vest post-certification |
Prior performance-based RSUs linked to FY2022–FY2024 financial goals earned 0% and expired unvested (no shares earned) .
Time-Based RSUs – 2023 Grant
| Grant Date | Shares | Fair Value | Vesting |
|---|---|---|---|
| Jun 14, 2023 | 43,471 | $371,242 | 25%, 25%, 50% on 1st, 2nd, 3rd anniversaries |
Option Awards – Historical
| Grant | Strike | Expiration | Vesting Status | Notes |
|---|---|---|---|---|
| Sign-on options (May 8, 2017) | $22.00 | May 8, 2027 | Fully vested by May 8, 2021 | 49,017 exercisable as of Feb 2, 2024 |
Realized Equity – Recent Vesting
| Fiscal Year | Shares Acquired on Vesting | Value Realized |
|---|---|---|
| FY2024 | 20,030 | $230,006 |
| FY2021 | 20,740 | $380,372 |
Equity Ownership & Alignment
Beneficial Ownership
| Date (Record) | Shares Beneficially Owned | Notes |
|---|---|---|
| Mar 28, 2025 | 175,396 | Company total directors/executives: 525,652 (11 persons) |
| Mar 28, 2024 | 156,411 | Includes 49,017 vested stock options |
Outstanding Equity Awards (as of Jan 31, 2025)
| Category | Units (#) | Market/Payout Value ($) | Notes |
|---|---|---|---|
| Stock options – exercisable | 49,017 | — | Exercise price $22.00; expires 5/8/2027 |
| Time-based RSUs – tranche 1 | 7,857 | $97,820 | (b) time-based RSUs |
| Time-based RSUs – tranche 2 | 32,604 | $405,920 | (b) time-based RSUs |
| Time-based RSUs – tranche 3 | 26,259 | $326,925 | (d) all other stock awards |
| PRSUs – FY2022–FY2024 (threshold shown) | 7,857 | $97,820 | (d) 2022–2024 financial goals; expired unvested |
| PRSUs – FY2023–FY2025 (threshold shown) | 21,736 | $270,607 | (e) financial goals |
| PRSUs – FY2024–FY2026 (threshold shown) | 13,130 | $163,462 | (f) financial goals |
| Stock performance PRSUs – to FY2026 | 4,333 | $53,940 | (g) market condition (20-day average price test) |
As of Jan 31, 2025, the closing price was $12.45, below Mr. Gray’s $22.00 option strike, implying his options were out-of-the-money on that date .
Pledging/Hedging Policy
- Company policy prohibits employees and directors from short sales, hedging, and pledging or margin accounts for Company securities .
Employment Terms
Severance & Change-in-Control Economics
| Scenario | Cash Severance | Bonus Treatment | Health Benefits | Other |
|---|---|---|---|---|
| Termination without Cause or for Good Reason | Base salary + Average Bonus over 12 months | Pro-rata bonus if termination occurs in last six months of fiscal year; paid based on actual performance | Continuation of health coverage up to severance period (COBRA premium rules apply if eligible for other coverage) | Outplacement up to 12 months; lump-sum payment of unused vacation; release required |
| Termination in contemplation of or within 2 years after Change in Control | 2× (base salary + Average Bonus) over 24 months | Average Bonus for CiC equals higher of target bonus or average of last two years | Continuation of health coverage up to severance period | Same as above |
Definitions
- Good Reason and Cause definitions include material diminution of duties (for Gray), significant compensation reduction, relocation beyond 50 miles, material breach, felony or willful misconduct, among others .
Investment Implications
- Alignment: Material equity exposure through RSUs and PRSUs (multiple tranches outstanding) and prior option grants; however, options were out-of-the-money at $12.45 vs. $22 strike as of Jan 31, 2025, indicating limited near-term option exercise pressure .
- Pay-for-performance: FY2023 AIP paid 78% of target on $84.3 million EBITDA, showing direct linkage of annual cash to operating performance; PRSUs for FY2022–FY2024 earned 0% (expired unvested), suggesting challenging long-term performance hurdles and stronger alignment for equity payouts .
- Retention & change-in-control: Severance provides 1× salary+bonus for qualifying terminations and 2× post-CiC with health continuation, a standard structure that balances retention and shareholder protection; double-trigger economics (termination without cause/for good reason within two years of CiC) reduce windfall risks .
- Trading signals: Company prohibits hedging/pledging, reducing misalignment risk; with options OTM and PRSUs dependent on multi-year EBITDA/revenue and stock performance criteria, insider selling pressure appears concentrated around RSU vesting rather than option exercises .
