George Cheeks
PVH CORP. /DE/About George Cheeks
Independent director at PVH; age 60; director since 2021. Currently Co-Chief Executive Officer of Paramount Global (since May 2024) and President & CEO of CBS Entertainment Group; also Chief Content Officer, News & Sports, Paramount+ (since 2021) . Board independence affirmed; all directors except the CEO are independent . Background: 25+ years in media/entertainment with senior roles spanning creative, business, and operations, focused on brand growth amid shifts in distribution and consumer culture .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| NBCUniversal Content Studios | Vice Chairman | 2019–2020 | Senior creative/business oversight |
| NBC Entertainment | Co-Chairman | 2018–2019 | Network leadership |
| Universal Cable Productions; NBC Entertainment | Co-President, UCP; President, Late Night Programming | 2017–2018 | Programming/operations |
| NBC Entertainment | President, Business Operations & Late Night Programming | 2014–2017 | Operational leadership |
| NBCUniversal | EVP, Business Operations | 2012–2014 | Enterprise operations |
External Roles
| Organization | Role | Since/Through | Notes |
|---|---|---|---|
| Paramount Global | Co-Chief Executive Officer | May 2024–present | Public company executive; no other public company directorships |
| CBS Entertainment Group | President & CEO | 2020–present | Media and studio leadership |
| Paramount+ | Chief Content Officer, News & Sports | 2021–present | Streaming content leadership |
| Other public company boards | None | — | No director interlocks disclosed |
Board Governance
- Committee memberships: Compensation Committee member and Corporate Responsibility Committee member; not a committee chair .
- Attendance: 93% of Board and committee meetings (Board held five meetings in 2024; Compensation met six; Corporate Responsibility met four) .
- Independence: Determined independent under NYSE standards; no material relationships or related-party transactions disclosed in 2024 .
- Board structure: Independent non-executive Chair; independent director executive sessions occur regularly .
Fixed Compensation
2024 director compensation and retainers:
| Component | Amount ($) | Notes |
|---|---|---|
| Annual cash retainer | 100,000 | Standard non-employee director fee |
| Committee member fees | 25,000 | Member of Compensation and Corporate Responsibility Committees |
| Total cash fees | 125,000 | Sum of retainer and committee fees |
| RSU grant value | 180,095 | Grant valued at $111.93 closing price × RSUs; June grant |
| RSUs outstanding (2/2/2025) | 1,609 | Vests at earlier of 1 year or next Annual Meeting |
- Director stock ownership guidelines: 5× the $100,000 cash retainer; Cheeks is in compliance; directors must retain 50% of post-tax vested shares until meeting guideline .
Performance Compensation
PVH uses performance-based metrics for executives overseen by the Compensation Committee (Cheeks is a member). Key 2024 incentive constructs:
| Plan/Metric | Weight | Threshold | Target | Maximum |
|---|---|---|---|---|
| Annual bonus – Corporate EBIT | 75% | 80% of goal | 100% | 115% |
| Annual bonus – Corporate Revenue | 25% | 93% of goal | 100% | 105% |
| 2024 corporate payout result (weighted) | — | — | 96.86% of target | — |
| PSUs – 3-year Average ROIC | 50% | 30% | 34% | 38% |
| PSUs – 3-year Relative TSR (vs custom peer group) | 50% | 30th percentile | 55th percentile | 80th percentile |
- Governance features: Double-trigger vesting on change in control; no dividend equivalents on unearned PSUs; clawback policy covering financial restatements and material policy breaches .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None |
| Potential interlocks/conflicts | None disclosed; no related-party transactions in 2024 |
| Restrictions on other board service | Section 16 public-company officers limited to service at their employer and one other public company; board seats require approval to avoid conflicts |
Expertise & Qualifications
- Media/brand growth expertise with demonstrated leadership across creative, business and operations in evolving distribution and consumer contexts .
- Experience in strategic planning, marketing, and international operations relevant to PVH’s global consumer brands .
Equity Ownership
| Item | Value |
|---|---|
| Beneficial ownership (shares) | 8,378 |
| Ownership as % of shares outstanding | ~0.017% (8,378 ÷ 47,992,721) |
| RSUs outstanding | 1,609 |
| Hedging/pledging | Prohibited by policy |
| Compliance with director ownership guideline | In compliance |
Governance Assessment
- Board effectiveness: Active participation (93% attendance) and service on Compensation and Corporate Responsibility Committees support oversight of pay-for-performance and ESG, respectively .
- Independence and conflicts: Independent status affirmed; no related-party transactions; strict insider trading, hedging/pledging prohibitions; robust governance practices (independent Chair, annual elections, executive sessions) bolster investor confidence .
- Compensation oversight signals: Continuity of pay design using EBIT/Revenue for bonuses and ROIC/Relative TSR for PSUs; high 2024 say-on-pay approval (>98%) indicates alignment with shareholders; transition to FW Cook as independent compensation consultant enhances committee independence and benchmarking rigor .
- RED FLAGS: None disclosed for attendance, related-party transactions, hedging/pledging, or director compensation anomalies .