Amanda Sourry
PVH CORP. /DE/About Amanda Sourry
Amanda Sourry (Judith Amanda Sourry Knox), age 61, has served on PVH’s Board since 2016 (8 years). She is the former President of Unilever North America with extensive global consumer products experience across marketing, customer development, and sustainability. She is an independent director per NYSE standards and attended 100% of Board and committee meetings in 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Unilever North America | President | 2018–2020 | Led regional operations; involved in sustainability initiatives |
| Unilever (Global) | Head of Global Customer Development | 2018–2019 | Drove global customer engagement and digital efforts |
| Unilever plc | President, Global Foods Category | 2015–2017 | Oversaw global category strategy |
| Unilever (Global) | EVP, Global Haircare | 2014–2015 | Managed global product portfolio |
| Unilever U.K. & Ireland | EVP | 2010–2014 | Led U.K./Ireland operations |
External Roles
| Company | Role | Tenure | Committees/Notes |
|---|---|---|---|
| The Kroger Co. | Director | Since 2021 | Committee assignments not disclosed in PVH proxy |
Board Governance
- Committee assignments: Chair, Compensation Committee; Member, Nominating, Governance & Management Development (NG&MD) Committee .
- Independence status: Independent; Board determined no material relationships (other than CEO) .
- Attendance: 100% of Board and applicable committee meetings in 2024; Board held 5 meetings .
- Committee activity levels in 2024: Compensation 6 meetings; NG&MD 4 meetings .
- Board leadership: Independent, non-executive Chair (Michael M. Calbert) since June 2022; regular executive sessions of independent directors .
- Related-party transactions: None met SEC disclosure thresholds in 2024 .
Fixed Compensation
| Component | Amount/Detail | Notes |
|---|---|---|
| Annual director cash retainer | $100,000 | Standard non-employee director cash retainer |
| Compensation Committee Chair fee | $35,000 | Cash |
| NG&MD Committee member fee | $10,000 | Cash |
| Total cash fees (2024) | $145,000 | Sum of above |
| Annual equity grant (RSUs) | $180,095 | Grant-date fair value; RSUs settle in PVH common stock |
| Grant pricing | $111.93 | Closing price used to determine RSU count |
| RSU vesting | Earlier of one year post-grant or next Annual Meeting | Time-based, no performance conditions |
Performance Compensation
Directors do not receive performance-based equity at PVH; annual grants are time-based RSUs with no financial or TSR/ROIC metrics attached .
| Performance Metric | Applies to Director Pay? | Details |
|---|---|---|
| EBIT, Revenue (annual bonus) | No | Executive metrics; not used for director compensation |
| ROIC, Relative TSR (PSUs) | No | Executive long-term metrics; not used for directors |
| Director RSUs | Time-based | Vests on schedule; no performance hurdles |
Other Directorships & Interlocks
| External Board | Potential Interlock/Conflict | Assessment |
|---|---|---|
| The Kroger Co. | PVH is apparel; Kroger is grocery retail | No related-party transactions disclosed; independence affirmed; low conflict risk |
- Restrictions on other board service: PVH limits directors to no more than three other public company boards and requires Board/committee approval for new seats, mitigating overboarding risk .
Expertise & Qualifications
- Global consumer products leadership; marketing/sales; customer development; digital and sustainability experience across U.S. and Europe .
- Skills matrix alignment: Consumer products/services, sales/marketing/PR, strategic planning/development, international experience, regulatory/governance, human capital management .
- Independence and governance: Meets heightened independence requirements for Compensation Committee service .
Equity Ownership
| Item | Amount/Status | Notes |
|---|---|---|
| Beneficial ownership (common shares) | 13,120 | As of record date; sole voting/investment power unless noted |
| Director RSUs outstanding | 1,609 | As of Feb 2, 2025; time-based vesting |
| Ownership guideline | 5x annual cash retainer | Required; directors must hold 50% of vested shares until compliant |
| Guideline compliance | In compliance | All non-employee directors other than Andersen, Bhalla, Gulliver; Sourry compliant |
| Pledging/Hedging | Prohibited | Applies to directors and officers under Insider Trading Policy |
Governance Assessment
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Strengths:
- Compensation Committee Chair role with 6 meetings in 2024; active oversight and change to FW Cook as independent consultant in Dec 2024 enhances rigor and independence .
- 100% attendance and confirmed independence bolster board effectiveness .
- Robust ownership guidelines with compliance; prohibition on hedging/pledging aligns interests .
- No related-party transactions; strong governance practices (independent Chair, regular executive sessions) .
- Pay program supported by shareholders: 98% Say‑on‑Pay approval at 2024 meeting indicates investor confidence in comp governance (signal relevant to Compensation Chair) .
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Potential watch items:
- External directorship at Kroger requires continued monitoring for time commitments and any evolving commercial ties; PVH’s policy mitigates overboarding/conflicts .
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RED FLAGS: None disclosed relating to attendance shortfalls, related-party transactions, hedging/pledging, or compensation anomalies for directors .