Sheila A. Hopkins
About Sheila A. Hopkins
Independent director of Prestige Consumer Healthcare (PBH) since August 2015; age 69. Former Interim CEO of Cutera (Apr–Aug 2023) and President, Global Vision Care & EVP at Bausch + Lomb (2011–2013). Previously senior executive at Colgate-Palmolive and earlier marketing/sales roles at Procter & Gamble, American Cyanamid, and Tambrands. BA in History from Wellesley College; NACD Cyber-Risk Oversight certified .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cutera, Inc. | Interim Chief Executive Officer | Apr 2023 – Aug 2023 | Cutera filed Chapter 11 in Mar 2025 (context for prior association) |
| Bausch + Lomb | President, Global Vision Care; EVP | Sep 2011 – Aug 2013 | Led global vision care; retired Aug 2013 |
| Colgate-Palmolive | VP & GM Personal Care; VP Global Business Development; VP & GM Professional Oral Care | Sep 1997 – Aug 2011 | Senior executive roles across product, BD, and professional channels |
| Procter & Gamble; American Cyanamid; Tambrands | Marketing and sales positions | Not disclosed | Early career commercial roles |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Cutera, Inc. | Director (prior) | Not disclosed | Prior public company directorship; company filed Chapter 11 in Mar 2025 |
| Warnaco, Inc. | Director (prior) | Not disclosed | Prior public company directorship |
| Consumer Healthcare Products Association | Board member (prior) | Not disclosed | Industry association governance experience |
| American Dental Association Foundation | Board member (prior) | Not disclosed | Non-profit governance experience |
Board Governance
- Committee assignments: Audit & Finance; Nominating & Corporate Governance (member, not chair) .
- Independence: Determined independent under NYSE; independent members include Hopkins . All members of Audit & Finance and Nominating & Corporate Governance are independent .
- Attendance and engagement: All directors attended the 2024 Annual Meeting; each director attended ≥75% of Board and relevant committee meetings in FY2025. Board met five times; Audit & Finance met five times; Nominating & Corporate Governance met five times .
- Board leadership and executive sessions: CEO is Chair; Lead Independent Director role (John E. Byom) oversees executive sessions and agenda review; regular executive sessions occur at Board and committee meetings .
Fixed Compensation
| Component (FY2025) | Amount | Notes |
|---|---|---|
| Annual cash retainer | $95,000 | Paid quarterly; no meeting fees |
| Additional chair/lead fees | $0 | Not chair/lead (Audit Chair $20k; Comp Chair $20k; Nominating Chair $15k; Lead Independent Director $30k) |
| Fees earned (Hopkins, FY2025) | $95,000 | As reported in Director Compensation table |
Performance Compensation
| Equity Award | Grant Date | # RSUs | Grant Date Fair Value | Vesting | Settlement |
|---|---|---|---|---|---|
| Annual RSU grant | Aug 6, 2024 | 2,202 | $150,000 (priced at $68.13) | 1-year, contingent on continued Board service | At recipient’s prior election upon vest, or at earliest of death, disability, or cessation of board service (other than death/disability) |
| RSUs held (as of Mar 31, 2025) | — | 28,029 | — | Mix of outstanding director RSUs under plans | None of the directors held stock options |
- Program design: Annual RSUs valued at $150,000 granted at each annual meeting; pro-rated grants if elected off-cycle; no options; no meeting fees; grant limits capped by LTIP ($600k per director; $900k for non-employee Chair or Lead Director) .
- Stock ownership guidelines: Directors required to hold stock equal to ≥5x annual cash retainer ($475,000); all directors in compliance or within transition period. Counts include after-tax RSUs and certain deferred shares; hedging prohibited and pledging limited .
Other Directorships & Interlocks
| Company | Status | Notes |
|---|---|---|
| Current public company boards | None | Reduces overboarding risk |
| Prior public company boards | Cutera, Warnaco | Prior association with Cutera Chapter 11 (Mar 2025) |
Expertise & Qualifications
- Domain expertise: Consumer products, marketing, supply chain, sustainability & corporate governance; leadership experience .
- Certifications: NACD Cyber-Risk Oversight .
- Financial literacy: Audit committee financial expert designation applies to other members (Zier, Byom, D’Arecca), not to Hopkins .
- Education: BA, Wellesley College .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | RSUs Held | Ownership Guideline Status |
|---|---|---|---|---|
| Sheila A. Hopkins | 25,827 | <1% | 28,029 | Directors must hold ≥5x retainer ($475,000); all directors in compliance or within transition period |
- Pledging/hedging: Company prohibits hedging and limits pledging by directors; no disclosure of any pledging by Hopkins .
- Related-party transactions: Company reports no transactions requiring disclosure for FY2025; robust Related Persons Transaction Policy overseen by Audit & Finance Committee .
Governance Assessment
- Strengths: Long-tenured independent director with deep consumer-health and marketing pedigree, active on Audit & Finance and Nominating & Corporate Governance; strong attendance and independence; director pay is balanced (cash retainer plus time-based RSUs) with robust stock ownership guidelines and no options or meeting fees, aligning interests while limiting risk .
- Alignment: Material RSU holdings and beneficial ownership, plus 5x retainer ownership guideline (compliance confirmed at Board level), support skin-in-the-game .
- Potential red flags to monitor: Prior association as Interim CEO and prior director role at Cutera, which entered Chapter 11 in Mar 2025—no direct conflict at PBH but reputational sensitivity warrants ongoing monitoring. No related-party transactions reported; no options repricing; no hedging allowed .
- Committee effectiveness: Audit & Finance and Nominating & Corporate Governance both met five times; all members independent; clear charters covering financial reporting, risk (including IT, AI and cybersecurity), succession planning, and ESG oversight—positive for board effectiveness and investor confidence .