Teri Bariquit
About Teri Bariquit
Teri J. Bariquit is an independent director of Rent the Runway, appointed October 28, 2025, and designated as a Class II director; the Board determined she meets applicable independence standards (SEC and Nasdaq) . She is a seasoned fashion retail executive with 37 years at Nordstrom, serving as Chief Merchandising Officer from 2019 to 2023 and retiring thereafter . Her education includes a BS in Accounting and Finance from Central Washington University . As of November 7–14, 2025, she reported no beneficial ownership, aligning future ownership via standard director equity grants .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Nordstrom, Inc. | Chief Merchandising Officer | 2019–2023 | Led full-price and off-price merchandising; executive team member |
| Nordstrom, Inc. | EVP, Merchandise Planning & Solutions | 2012–2019 | Led planning, inventory deployment, solutions across channels |
| Nordstrom, Inc. | Various merchandising leadership roles | 1986–2012 | Progressively senior roles across buying, planning, inventory |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| — | — | — | No other public company directorships disclosed in RENT filings as of Nov 2025 . |
| The Samarya Center; Filipino Youth Activities | Board roles (non-profit) | Historical | Listed on LinkedIn; not public company boards . |
Board Governance
- Appointment and class: Appointed October 28, 2025; Class II director .
- Independence: Board determined Bariquit is independent under SEC and Nasdaq standards .
- Committee assignments: Not disclosed for Bariquit at appointment; concurrently, Giangiacomo and Rosensweig joined the Audit Committee; Fonseca named Executive Chair .
- Audit Committee compliance: Audit Committee had two members post-reconstitution; company notified Nasdaq of non-compliance with Rule 5605(c)(2)(A) and plans to cure by appointing a third independent member by the 2026 annual meeting per Rule 5605(c)(4)(B) .
Fixed Compensation
| Component | Amount/Terms | Notes |
|---|---|---|
| Annual Board cash retainer | $75,000 | Paid quarterly in arrears; prorated if partial quarter . |
| Committee chair fees | Audit Chair: $25,000; Compensation Chair: $15,000; Nominating & ESG Chair: $5,000 | No additional fees for committee membership . |
| Finance Committee fee | $75,000 | Specific finance committee retainer . |
| Annual RSU grant | 1,685 RSUs (FY 2024 reference) | Amount set annually by Board; FY 2024 amount cited; future awards determined at each annual meeting . |
| RSU vesting | Vests fully at earlier of 1-year anniversary or immediately before the next annual meeting, subject to service | Time-based; no performance condition for director RSUs . |
| Change-in-control treatment | All outstanding director RSUs vest fully upon a Change in Control | Acceleration provision under Plan . |
| Reimbursements | Reasonable travel and business expenses reimbursed | Per company policies . |
Performance Compensation
| Metric/Feature | Detail |
|---|---|
| Performance-based metrics tied to director pay | None disclosed; director RSUs are time-based vesting, not performance-conditioned . |
| Equity award form | RSUs; granted automatically at annual meeting for continuing directors; amount determined annually . |
| Vesting trigger | Time-based as above; no TSR/EBITDA/ESG targets for directors . |
Other Directorships & Interlocks
- Current public company boards: Not disclosed in RENT filings as of Nov 2025 .
- Interlocks: None identified with RENT’s major investors or counterparties in disclosed documents .
- Indemnification: Standard indemnification agreement to be executed upon appointment .
Expertise & Qualifications
- Deep merchandising and planning expertise across full-price and off-price channels; executive leadership experience at Nordstrom (CMO, EVP Merchandise Planning & Solutions) .
- 37-year tenure in fashion retail; strong supplier relationships and inventory optimization background .
- Finance grounding via BS Accounting & Finance (useful for audit/nominating perspectives) .
Equity Ownership
| Date | Title of Security | Shares Beneficially Owned | Ownership Form | % of Outstanding | Source |
|---|---|---|---|---|---|
| Nov 7, 2025 | Class A Common Stock | 0 | — | <1% | Form 3 notes “No securities are beneficially owned.” |
| Nov 14, 2025 | Class A Common Stock | — (none shown) | — | <1% | Principal Securityholders table lists Bariquit with “—” shares and <1% |
- Pledging/hedging policy: Company Insider Trading Policy prohibits short sales, hedging, derivatives trading, pledging or using RTR securities as collateral unless approved by the Board or Audit Committee .
Governance Assessment
- Strengths: Board-designated independence; extensive domain expertise in merchandising and inventory planning; standard director equity aligns incentives over time .
- Risks/RED FLAGS: Audit Committee temporary non-compliance (two members) relying on Nasdaq cure period—board effectiveness risk until a third independent member is added . Broader governance risk from recapitalization and potential “controlled company” status in future (reduced independent majority/committee requirements if elected), though not currently elected; Investor Rights Agreement grants designation rights to major investors—monitor independence and committee composition over time .
Attendance and personal compensation actuals for FY 2025/2026 (cash paid, RSUs granted/vested) are not yet disclosed for Bariquit; Form 3 and S-1 indicate no beneficial holdings at appointment and as of mid-November 2025, suggesting initial grants may not have settled by those dates .