Sheri Lewis
About Sheri Lewis
Sheri Lewis, age 59, is The Beauty Health Company’s Chief Supply Chain and Operations Officer, appointed effective April 9, 2024 and designated a Section 16 executive officer on February 25, 2025 . She previously served as EVP of Global Supply Chain Operations at Avantor (2021–Apr 2024) and VP of Global Operations at Medtronic (2009–2020); earlier roles include Honeywell (VP materials management, planning and procurement) and Fabrico (General Manager) . She holds a BA in Organization Management from Concordia University and has been recognized as Global Operations and Business Services Leader of the Year . Context on company performance during her tenure: FY2024 revenue was $334.3 million and net income was ($29.1) million; a $100 investment at IPO was $12.37 by year-end 2024 versus peer group at $134.11, highlighting turnaround and execution challenges in the period .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Avantor, Inc. | EVP, Global Supply Chain Operations | 2021–Apr 2024 | Led global integrated supply chain strategy and operations with oversight of 3,500+ associates |
| Medtronic | VP, Global Operations; various roles | 2009–2020 | Responsible for 32 global manufacturing sites and 19,000 people across end-to-end value stream |
| Honeywell | VP, Materials Management, Planning & Procurement | Prior to 2009 | Senior supply chain leadership roles |
| Fabrico | General Manager | Prior to Honeywell | Plant/general management |
External Roles
No public-company directorships or committee roles disclosed for Ms. Lewis in company filings .
Fixed Compensation
| Component | Value/Terms |
|---|---|
| Base Salary | $485,000 annual base compensation |
| Target Annual Bonus | 60% of base salary; eligible pro rata for 2024; paid when senior executive bonuses are generally paid |
| Signing Bonus | $75,000 lump sum within 30 days of start; clawback if voluntary resignation within 12 months other than Good Reason (as defined in Executive Severance Plan) |
| Benefits | Eligible for company health/welfare and 401(k) on standard terms |
| Employment Status | At-will; policies/procedures may be amended from time to time |
Performance Compensation
Annual Performance-Based Cash Incentive (Program Mechanics and 2024 Payouts)
| Metric | Threshold (40% payout) | Target (100% payout) | Max (200% payout) | 2024 Actual | Unweighted Payout % | Weight | Weighted Payout % |
|---|---|---|---|---|---|---|---|
| Revenue ($M) | $374.3 | $440.3 | $510.7 | $334.3 | 0.0% | 60% | 0.0% |
| Adjusted EBITDA ($M) | $44.0 | $55.0 | $66.0 | $12.3 | 0.0% | 30% | 0.0% |
| Consumable Sales ($M) | $191.8 | $225.7 | $259.6 | $208.9 | 70.5% | 10% | 7.05% |
| Final Payout | 7.05% |
Notes:
- 2024 NEO plan weighting: 60% revenue, 30% adjusted EBITDA, 10% consumable sales growth .
- NEO target bonus opportunity ranges (expressed as % of base): CEO 100%, CFO 60%, CRO 70%; employees joining after Oct 1 not eligible that year . Ms. Lewis’s offer letter specifies a 60% target and 2024 pro rata eligibility; individual payout amount for Ms. Lewis is not disclosed .
Long-Term Incentive Structure and Ms. Lewis’s New-Hire Grants
| Award Type | Grant Value | Vesting | Performance Metric |
|---|---|---|---|
| RSUs (new hire) | $1,181,250 | Ratably over three years from grant date, subject to continued service | |
| PSUs (new hire) | $393,750 | Earned 0–200% over a three-year performance period; vest based on relative TSR |
Program mix and metrics:
- 2024 annual equity program: 75% RSUs (time-based one-third per year), 25% PSUs (relative TSR vs blended peer group and Dow Jones US Select Medical Equipment Index) over a three-year period; earnout schedule below .
Relative TSR PSU Earnout Schedule (2024 Grants):
| Earnout (% of Target) | Relative TSR Percentile |
|---|---|
| 200.0% | 85th percentile |
| 166.7% | 75th percentile |
| 133.3% | 65th percentile |
| 100.0% | 55th percentile |
| 67.9% | 40th percentile |
| 46.4% | 30th percentile |
| 25.0% | 20th percentile |
| 0.0% | <20th percentile |
Historical PSU outcome context:
- 2022 TSR PSUs (company-wide grant): earned 0% based on relative TSR <20th percentile for 2022–2024 performance period .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 70,976 shares beneficially owned as of April 16, 2025; <1% of outstanding common stock (125,989,795 shares outstanding) |
| Stock Ownership Guidelines | Other NEOs must hold 3x base salary; CEO/Executive Chair 6x; 5 years to comply; directors 5x cash retainer |
| Counting Toward Guidelines | Includes vested shares, vested/unvested time-based RSUs, deferred stock units, stock held in 401(k), and family trust holdings; retain 100% of after-tax shares until guidelines are met |
| Hedging/Pledging | Prohibited for employees/officers/directors; no margin accounts |
| Clawback | Amended and Restated Clawback Policy for incentive-based cash/equity upon material financial restatement, recoverable from current/former executives |
Compliance status with ownership guidelines for Ms. Lewis is not disclosed.
Employment Terms
| Term | Detail |
|---|---|
| Start Date & Role | Offer date March 25, 2024; start April 8, 2024; appointed Chief Supply Chain and Operations Officer effective April 9, 2024 |
| Section 16 Status | Board designated Ms. Lewis as executive officer and Section 16 officer on February 25, 2025 |
| Offer Letter Key Terms | Base salary $485,000; target bonus 60%; $75,000 sign-on bonus with 12-month clawback if voluntary resignation without Good Reason; RSU new-hire grant $1,181,250; PSU new-hire grant $393,750 |
| Employment Status | At-will employment; subject to company policies |
| Severance Framework | Offer letter references “Good Reason” as defined in The Beauty Health Company Amended and Restated Executive Severance Plan . Executive Severance Plan (general terms): upon termination without cause/for Good Reason before or >12 months after a change in control, 12 months’ base salary continuation, prorated annual bonus, and COBRA reimbursement up to 12 months; if termination occurs within 12/9/3 months post-change-in-control, additional cash equal to 100%/100%/25% of target annual bonus; tenure-based proration; release required; Section 280G “best pay” optimization . |
| Equity Acceleration (Plan Terms) | RSUs and options vest in full upon death/disability or termination without cause/for Good Reason within 12 months post-change-in-control; PSUs have specific CIC treatment/assumption rules; release required |
Company Performance Context (Pay-for-Performance Reference)
| Metric | FY2024 |
|---|---|
| Revenue ($000s) | $334,294 |
| Net Income ($MM) | ($29.1) |
| Value of $100 at IPO (Company TSR) | $12.37 |
| Value of $100 at IPO (Peer Group TSR) | $134.11 |
Compensation Committee & Governance References
- Independent compensation consultant: FW Cook; compensation decisions targeted around market median and informed by peer groups .
- 2024 and 2025 peer groups listed; changes to better reflect industry/size/market cap .
- Say-on-pay outcomes: 85.54% approval (2023) and 88.23% approval (2024) .
Investment Implications
- Incentive alignment: Ms. Lewis’s pay structure is predominantly at-risk with 60% annual cash bonus target tied to revenue/adjusted EBITDA/consumables growth and multi-year equity mix of RSUs/PSUs (relative TSR), aligning her rewards tightly to scale, profitability, and shareholder returns .
- Near-term selling pressure: With RSUs vesting one-third annually over three years, routine Form 4 activity could occur at vest events; hedging/pledging is prohibited, mitigating leverage-related forced selling risk .
- Retention risk and severance economics: Executive Severance Plan provides 12 months’ salary, prorated bonus, and COBRA reimbursement, plus CIC enhancements—supportive of retention through strategic transitions; tenure-based proration reduces windfall risk for shorter-service executives .
- Ownership alignment: Beneficial ownership is <1%; stock ownership guidelines require 3x base for NEOs within five years and mandate 100% post-tax share retention until met, bolstering alignment despite lower initial stake .
- Execution track record context: 2024 plan paid out 7.05% of target due to underperformance on revenue and EBITDA, placing more emphasis on operational turnaround—Ms. Lewis’s supply chain and operations expertise is directly levered to improving consumables and margin outcomes .