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Ravi Sachdev

Director at STEVEN MADDENSTEVEN MADDEN
Board

About Ravi Sachdev

Ravi Sachdev (age 48) is an independent director of Steven Madden, Ltd. (SHOO), serving since 2008. He is a Partner at Clayton, Dubilier & Rice (since June 2015) with prior senior investment banking roles at J.P. Morgan (Managing Director and Co-Head of Healthcare Services, 2010–2015), Deutsche Bank (2006–2010), and Peter J. Solomon Company (1998–2006). He has been designated an SEC “audit committee financial expert,” sat on SHOO’s Audit Committee from 2008 until March 14, 2025, and is a current member of the Nominating/Corporate Governance Committee. The Board classifies him as independent under Nasdaq and SEC standards.

Past Roles

OrganizationRoleTenureCommittees/Impact
J.P. MorganManaging Director; Co-Head of Healthcare ServicesNov 2010 – Jun 2015Senior coverage leader in healthcare; finance/valuation expertise cited by SHOO
Deutsche Bank SecuritiesManaging Director (Jan 2009–Nov 2010); Director (Jan 2007–Jan 2009); joined as VP (2006)2006 – Nov 2010Investment banking leadership; M&A experience
Peter J. Solomon CompanyVice President, Healthcare M&A1998 – 2006M&A execution; sector specialization

External Roles

OrganizationRoleTenureCommittees/Notes
Agilon Health, Inc. (NYSE: AGL)DirectorCurrentTechnology-enabled services for physicians
Covetrus, Inc. (NASDAQ: CVET)Director; Strategy Committee; Compensation CommitteeFeb 2019 – Oct 2022Animal-health tech and services company

Board Governance

AttributeDetails
Independence statusIndependent (SEC and Nasdaq standards)
Board tenureDirector since 2008
Committee assignmentsNominating/Corporate Governance – Member (since Aug 2019); Audit – Member (Sep 2008 to Mar 14, 2025)
Audit financial expertDesignated “audit committee financial expert” under Item 407(d)(5) of Reg S-K
AttendanceEach director attended ≥75% of Board and committee meetings in FY2024
Committee meeting cadence (FY2024)Audit: 5 meetings (1 written consent); Compensation: 3 (2); Nominating/Corporate Governance: 1 (1); Corporate Social Responsibility: 4 (1)
Board independence9 of 11 directors independent; independent directors hold regular executive sessions (Presiding Director: Peter Migliorini)

Fixed Compensation (Director Pay – FY2024)

ComponentAmountNotes
Annual Board retainer (cash)$75,000Standard non-employee director cash retainer
Committee membership fees (cash)$10,000 per committeeApplies per committee; Audit Chair +$35,000; Compensation Chair +$15,000
Cash earned – Ravi Sachdev$95,000Consistent with Board retainer + two committee memberships during FY2024 (Audit and Nominating)
Out-of-pocket expense reimbursementAs incurredUnder company guidelines

Performance Compensation (Director Equity – FY2024)

Equity ElementGrant/UnitsGrant-Date FV ($)VestingOptions
Restricted Stock (annual director grant)2,906 shares$120,018Vests on May 20, 2025 (1-year)None outstanding

SHOO’s director compensation is not performance-metric based; equity grants are time-based restricted stock; no stock options are used for directors.

Other Directorships & Interlocks

CompanyCapacityPotential Interlock/Conflict Relevance
Agilon Health, Inc.DirectorHealthcare services; no disclosed related-party dealings with SHOO
Covetrus, Inc. (former)Director; Strategy & Compensation CommitteesEnded Oct 2022; unrelated sector to SHOO’s footwear/apparel core

Expertise & Qualifications

  • Finance and accounting expertise; designated audit committee financial expert, bringing valuation, ICFR, risk, and transaction oversight capabilities to SHOO’s Board.
  • Extensive executive leadership and M&A experience in investment banking and private equity.
  • Board skills matrix attributes include Finance/Accounting, Executive Leadership, Retail Industry, and Independence.
  • Specific governance strengths cited by SHOO: understanding of financial issues affecting public companies and practical orientation to acquisitions/integrations.

Equity Ownership

HolderShares Beneficially Owned% of ClassBreakdown
Ravi Sachdev79,229<1%2,906 restricted shares; 76,323 unrestricted shares

Company-wide director/executive Stock Ownership Guidelines: non-employee directors must own shares equal to 2x the cash portion of the annual retainer within five years; retain 25% of net shares until meeting guidelines; hedging and pledging are prohibited for directors.

Insider Filings

ItemStatus
Section 16(a) compliance for directors/executives in FY2024Company reports compliance with Section 16(a) filing requirements based on its review.

Governance Assessment

  • Strengths

    • Independence, majority-independent board, and regular executive sessions with a Presiding Director support effective oversight.
    • Recognized audit committee financial expert with deep finance/M&A background; long board tenure supports continuity during strategic initiatives (e.g., Kurt Geiger acquisition).
    • Robust conflict/related-party controls, mandatory recusal, and advance approval/ratification processes; no director/officer legal proceedings disclosed.
    • Prohibitions on hedging/pledging for directors; clear ownership guidelines align director incentives with shareholders.
    • FY2024 say-on-pay support exceeded 93%, indicating favorable investor sentiment toward pay practices.
  • Watch items

    • Committee rotation: departure from Audit Committee (Mar 14, 2025) reduces direct audit involvement; however, the Board continues to identify him as an audit committee financial expert.
    • Attendance baseline is ≥75% across directors; investors often prefer near-100% for long-tenured directors—continued monitoring advisable.
  • Director Compensation Mix and Alignment

    • 2024 pay balanced between cash ($95,000) and time-based equity (grant-date FV $120,018), aligning with shareholder interests through equity without adding performance-metric complexity to director oversight roles.
  • Board/Committee Activity Levels (FY2024)

    • Audit (5 meetings + 1 consent), Compensation (3 + 2), Nominating/Corporate Governance (1 + 1), CSR (4 + 1), indicating a normal cadence of oversight activity for a mid-cap branded consumer company.