Kofi Amoo-Gottfried
Stitch FixAbout Kofi Amoo-Gottfried
Kofi Amoo-Gottfried is an independent director of Stitch Fix (SFIX), serving since December 2022; he is 46 years old and currently Chief Marketing Officer of DoorDash (since January 2022). He previously served as VP, Marketing at DoorDash (May 2019–December 2021) and held various marketing roles at Facebook/Meta (January 2017–January 2019). He holds a B.A. in economics from Macalester College; the Board has determined he is independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DoorDash, Inc. | Chief Marketing Officer | Jan 2022–present | Senior marketing leadership at a technology platform |
| DoorDash, Inc. | Vice President, Marketing | May 2019–Dec 2021 | Growth/brand marketing leadership |
| Facebook (now Meta) | Marketing roles | Jan 2017–Jan 2019 | Technology marketing experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Vital Farms, Inc. | Director | Jan 2021–present | Public company directorship |
| Macalester College | Board of Trustees | 2021–present | Non-profit/academic governance |
Board Governance
- Board structure: Classified board; Amoo-Gottfried is a Class II director; term expires at the 2025 Annual Meeting, nominated to serve until 2028 if elected .
- Independence: Board determined he is independent under Nasdaq listing standards .
- Committee assignments (FY2025): Compensation Committee member; committee chair is Tim Baxter; other committee chairs: Audit – Sharon McCollam; Nominating/Governance – J. William Gurley .
- Board leadership: Executive Chair – Katrina Lake; Lead Independent Director – Sharon McCollam, with responsibilities including presiding over independent director sessions and coordinating agendas .
- Meetings/attendance: Board met 5 times in FY2025; each director attended at least 75% of board and committee meetings they served on; six of eight directors attended the 2024 annual meeting .
| Governance Metric (FY2025) | Value |
|---|---|
| Board meetings held | 5 |
| Audit Committee meetings | 6 |
| Compensation Committee meetings | 6 |
| Nominating/Governance meetings | 2 |
| Attendance threshold disclosed | ≥75% for all directors |
Fixed Compensation
Director pay structure and Kofi Amoo-Gottfried’s actual fees:
| Component | FY2024 Policy | FY2025 Policy | FY2024 Actual (Kofi) | FY2025 Actual (Kofi) |
|---|---|---|---|---|
| Annual Board retainer (cash) | $50,000 | $100,000 | $57,500 (fees earned) | $95,000 (fees earned) |
| Committee member fees | Audit $10,000; Comp $7,500; N&G $5,000 | Audit $10,000; Comp $7,500; N&G $5,000 | Included in fees earned | Included in fees earned |
| Committee chair fees | Audit $20,000; Comp $15,000; N&G $10,000 | Audit $20,000; Comp $15,000; N&G $10,000 | Not applicable (member, not chair) | Not applicable (member, not chair) |
| Lead Independent Director fee | $10,000 | $10,000 | Not applicable | Not applicable |
Notes:
- Cash fees are paid quarterly and vested upon payment .
Performance Compensation
- Annual equity structure:
- FY2024: RSUs $112,500 and stock options $112,500; vest on earlier of first anniversary of grant or next annual meeting .
- FY2025: RSUs $175,000; vest on earlier of first anniversary of grant or next annual meeting .
| Equity & Terms | FY2024 (Kofi) | FY2025 (Kofi) | Vesting/COC Terms |
|---|---|---|---|
| RSU grant fair value | $129,807 | $194,677 | RSUs vest on earlier of 1-year from grant or next annual meeting |
| Option grant fair value | $177,050 | — (no options for FY2025) | Options vest on same schedule as RSUs |
| RSUs held (as of Aug 2, 2025) | 41,866 (aggregate RSUs held) | 41,866 (aggregate RSUs held) | Change-in-control: outstanding options and RSUs fully vest immediately prior to closing if service is terminated (double-trigger) |
| Stock options held (as of Aug 2, 2025) | 120,700 (aggregate options held) | 120,700 (aggregate options held) | Same COC provision |
Performance metrics tied to director equity:
- None disclosed; director RSUs/options are time-based and not performance-conditioned .
Other Directorships & Interlocks
| Company/Organization | Role | Potential Interlock/Conflict |
|---|---|---|
| Vital Farms, Inc. | Director | No related-party transactions with Stitch Fix disclosed involving Mr. Amoo-Gottfried |
| Macalester College | Trustee | Not applicable; no related-party exposure disclosed |
Compensation Committee interlocks:
- Compensation Committee consists of Tim Baxter (Chair) and Kofi Amoo-Gottfried; no interlocks or insider participation disclosed .
Use of independent compensation consultants:
- FY2025: Compensia served as independent consultant; Meridian Compensation Partners engaged for go-forward advice; Committee determined no conflicts of interest .
Expertise & Qualifications
- Senior marketing executive with technology sector experience (DoorDash, Meta), bringing consumer growth and brand expertise relevant to SFIX’s digital retail model .
- Academic credential: B.A. in economics (Macalester College), supporting financial and analytical literacy at the board level .
- Public company board experience (Vital Farms) enhances governance acumen .
Equity Ownership
| Ownership Detail (as of Oct 17, 2025 unless noted) | Value |
|---|---|
| Class A shares beneficially owned | 222,916 (less than 1%) |
| Ownership as % of Class A outstanding | <1% (denoted “*”) |
| Options exercisable within 60 days | 120,700 shares |
| RSUs vesting within 60 days | 41,866 shares |
| Hedging/pledging policy | Directors and employees prohibited from hedging/pledging company equity |
| Stock ownership policy | Directors must maintain minimum ownership level (policy exists; multiple not specified in proxy) |
Insider Trades
| Section 16 Compliance (FY2025) | Status |
|---|---|
| Timeliness of filings for Mr. Amoo-Gottfried | No late filings disclosed; late Form 4s noted for other insiders, not for Mr. Amoo-Gottfried |
Compensation Structure Analysis
- Shift from options to RSUs: FY2024 director equity mix included options ($177,050 fair value) and RSUs ($129,807 fair value); FY2025 eliminated options, moved to RSUs only, with policy set at $175,000 and reported fair value $194,677 (ASC 718) — indicating reduced risk and simpler alignment for directors .
- Increase in cash retainer: Annual Board retainer doubled from $50,000 (FY2024 policy) to $100,000 (FY2025 policy), signaling a higher fixed-pay component .
- Director equity grant methodology: Number of RSUs based on 30-trading-day average price prior to grant; ASC 718 fair values may differ from Board-approved value .
Potential Conflicts & Related-Party Exposure
- Related-person transactions: Proxy discloses employment and equity awards to Chelsea Lake (sister of Executive Chair Katrina Lake); no related-person transactions involving Mr. Amoo-Gottfried are disclosed .
- Independence affirmed: Board found no material or disqualifying relationship for Mr. Amoo-Gottfried .
Governance Assessment
- Positive signals:
- Independence and active committee role on Compensation Committee; use of independent consultants with no conflicts found .
- Prohibition on hedging/pledging and existence of stock ownership policy strengthen alignment .
- Attendance: Board-wide disclosure of at least 75% attendance and clear committee workload (6 meetings for Compensation) supports engagement .
- Considerations/RED FLAGS:
- Classified board and Executive Chair structure may limit shareholder influence and consolidate leadership power; mitigated by a robust Lead Independent Director role .
- Dual-class voting power concentrated among Class B holders (e.g., Executive Chair), potentially diluting the influence of independent directors; see beneficial ownership concentration for context .