Zine Mazouzi
STEVEN MADDENAbout Zine Mazouzi
Zine Mazouzi, age 53, is Chief Financial Officer and Executive Vice President of Operations at Steven Madden, Ltd., serving as CFO since January 1, 2021; he holds a B.S. in Finance and an MBA from Iona University, and previously held senior finance and operating roles in footwear and retail companies . Company performance during his tenure: Revenues rose from $1.87B (2021) to $2.28B (2024), Net Income was $190.7M (2021) vs $169.4M (2024), and Diluted EPS moved from $2.34 (2021) to $2.35 (2024); EBITDA was $251.7M* (2021) vs $269.9M* (2024) [GetFinancials: SHOO]. Pay-versus-performance disclosure shows cumulative TSR values of $157.42 (2021), $110.96 (2022), $151.14 (2023), and $107.97 (2024) per $100 initial investment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Sears Holdings | CFO, Sears Footwear Group | 2016–2017 | Led finance for footwear, then expanded to operating leadership |
| Sears Holdings | Head, Footwear Group | 2017–2018 | Managed footwear operations and category performance |
| Sears Holdings | Head, Footwear, Home & Jewelry Groups | 2018 | Oversaw multi-category operations, scaling scope of responsibilities |
| Nine West Group | Various roles, incl. CFO | 1998–2015 (CFO 2014–2015) | Progressively senior finance roles culminating as CFO |
External Roles
No external public-company directorships or committee roles disclosed for Mr. Mazouzi in SHOO’s proxy biography .
Fixed Compensation
| Component | FY 2023 | FY 2024 | Notes |
|---|---|---|---|
| Base Salary ($) | $599,038 | $672,115 | Governed by 2023 employment agreement (annual base $675,000 for 2024) |
| Target Bonus (% of Salary) | 60% (EPS Target) | 60% (EPS Target) | Threshold 40%; Maximum 90% of salary, based on diluted EPS |
| Actual Annual Bonus ($) | $264,000 | $420,045 (62.2% of salary; adjusted EPS $2.67) | |
| Perquisites | $24,900 401(k)/allowances | $22,004 (auto $15,000; 401(k) match $7,004) | Auto allowance $1,250/month |
Performance Compensation
Annual Cash Incentive (Short-Term)
| Metric | Weighting | Target Level | Actual (FY 2024) | Payout | Vesting/Timing |
|---|---|---|---|---|---|
| Diluted EPS (Adjusted) | 100% | 60% of salary at 100% of plan; 40% threshold (90% of plan); 90% max (130% of plan) | $2.67 adjusted EPS | $420,045 (62.2% of salary) | Paid ~March following year per plan |
Equity Incentives (Long-Term)
| Grant Type | Grant Date | Shares | Grant Date Fair Value ($) | Vesting Schedule |
|---|---|---|---|---|
| Restricted Stock | Jan 2, 2024 | 23,641 | $1,000,014 | 20%/yr over 5 yrs, first vest Jan 2, 2025 |
| Restricted Stock | Mar 15, 2024 | 6,005 | $249,988 | 5 equal annual installments, first vest Mar 1, 2025 |
| Restricted Stock | Dec 1, 2023 | 5,147 | — | 5 equal annual installments, first vest Dec 1, 2024 |
- No stock options outstanding for NEOs at FY 2024 year-end .
Equity Ownership & Alignment
| Ownership Detail | Amount |
|---|---|
| Total Beneficial Ownership | 77,994 shares (<1% of outstanding) |
| Restricted (Unvested) Shares | 52,457 |
| Unrestricted Shares | 25,537 |
| Options (Exercisable/Unexercisable) | None outstanding |
| Pledging/Hedging | Prohibited for directors and executive officers |
| Stock Ownership Guidelines | Executives: 2x base salary; must retain 25% of net shares until met; 5-year compliance window |
Insider trading activity indicating potential selling pressure around vest dates:
- 7,246 shares sold at $41.66 on March 14, 2024 (Form 4) .
- Shares withheld for taxes on vesting: 372 (Nov 29, 2024), 5,193 and 5,831 (Jan 2, 2025) (Forms 4) .
Employment Terms
| Term | Detail |
|---|---|
| Agreement Term | Jan 1, 2024 – Dec 31, 2026 |
| Base Salary | $675,000 (2024); $700,000 (2025); $725,000 (2026) |
| Car Allowance | $1,250/month |
| Annual Bonus Structure | Diluted EPS-based; 40% threshold (90% of plan), 60% target (100%), 90% max (130% of plan), straight-line interpolation |
| Severance (no CoC) | If terminated without cause or resign for good reason: base salary continuation up to 12 months; unpaid prior-period bonus if termination before March 15 |
| Change-in-Control (double-trigger window) | If termination without cause or for good reason from 30 days before to 180 days after CoC: cash equal to lesser of (A) 2.5x (base + average 3-year bonus) or (B) maximum amount deductible under IRC §280G |
| Clawback | Company-wide clawback policy compliant with Nasdaq Rule 5608; recovery of excess incentive comp on restatement |
| Hedging/Pledging | Prohibited for directors and executive officers |
Performance & Track Record (Company metrics during CFO tenure)
| Metric | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|
| Revenues ($USD) | 1,866,142,000 [GetFinancials]* | 2,122,009,000 [GetFinancials]* | 1,981,582,000 [GetFinancials]* | 2,282,927,000 [GetFinancials]* |
| EBITDA ($USD) | 251,722,000* [GetFinancials] | 304,522,000* [GetFinancials] | 238,265,000* [GetFinancials] | 269,873,000* [GetFinancials] |
| Net Income ($USD) | 190,678,000 [GetFinancials]* | 216,061,000 [GetFinancials]* | 171,554,000 [GetFinancials]* | 169,390,000 [GetFinancials]* |
| Diluted EPS ($) | 2.34 [GetFinancials]* | 2.77 [GetFinancials]* | 2.30 [GetFinancials]* | 2.35 [GetFinancials]* |
| TSR – Value of $100 Investment | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| SHOO Cumulative TSR ($) | 157.42 | 110.96 | 151.14 | 107.97 |
*Values retrieved from S&P Global.
Compensation Committee & Peer Group Context
- Say-on-pay approval exceeded 93% in 2024; Compensation Committee considers shareholder feedback and benchmarks via Gallagher .
- Peer companies used for benchmarking include Deckers, Crocs, Skechers, Caleres, Designer Brands, The Buckle, Genesco, Guess?, Wolverine, Columbia, Kontoor Brands, Shoe Carnival, Lands’ End, Zumiez, Oxford Industries; SHOO market cap $3.1B and TTM revenue $2.28B at review time .
Risk Indicators & Red Flags
- Hedging/pledging prohibited for executives – alignment positive .
- Clawback policy in place – mitigates restatement risk .
- No options outstanding (reduces repricing risk); equity is primarily time-vested RSUs .
- Insider selling: one open-market sale (7,246 shares) in March 2024; otherwise tax-withholding transactions around vest dates .
Investment Implications
- Pay-for-performance structure: CFO bonus tied solely to diluted EPS with clearly defined thresholds/targets encourages earnings discipline; equity mix (multi-year RSU vesting) supports retention and long-term alignment .
- Upcoming vesting events (beginning Jan 2, 2025 and Mar 1, 2025) may drive Form 4 tax-withholding and potential discretionary sales; monitor around annual vest dates for selling pressure signals .
- Change-in-control protection (up to 2.5x base+bonus, capped by §280G) is competitive but not excessive; absence of tax gross-ups and anti-pledging policy reduce shareholder-unfriendly risk factors .
- Company TSR volatility and modest EPS progression since 2021 suggest execution focus on sustaining margins through EPS-linked incentives; watch adjustments to “plan” EPS and any changes to incentive metrics (e.g., inclusion of adjusted EBIT/EBITDA) disclosed in future proxies .