Hanneke Faber
About Hanneke Faber
Independent director at Tapestry (TPR) since 2021; age 56; member of the Audit Committee and designated as an Audit Committee financial expert under SEC rules. Currently CEO of Logitech International S.A. (since 2023); prior senior leadership roles at Unilever PLC (2018–2023), Ahold Delhaize (2013–2017), and Procter & Gamble. Holds a Bachelor of Journalism and an MBA from the University of Houston .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Unilever PLC | President Global Nutrition; President Global Foods & Refreshment; President Europe | 2018–2023 | Senior operating leadership in consumer goods |
| Ahold Delhaize | Chief Innovation & eCommerce Officer; Chief Commercial Officer | 2013–2017 | Digital and commercial transformation in retail |
| Procter & Gamble | Vice President and Global Leader | Prior to 2013 | Global CPG leadership experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Logitech International S.A. | Chief Executive Officer; U.S. public board membership | 2023–Present | Current U.S. public board membership: Logitech |
| Bayer AG | Director (prior five years) | Prior five years | Former U.S.-listed public board role |
Board Governance
- Committee assignments: Audit Committee member; not a chair .
- Audit expertise: Board determined Faber is an “Audit Committee financial expert” under federal securities laws .
- Independence: Audit Committee comprised solely of independent directors; Board confirmed independence per NYSE and Rule 10A-3 .
- Attendance and engagement: Board held 6 meetings in FY2025; each incumbent director attended at least 75% of Board and applicable Committee meetings; executive sessions of independent directors held at regular quarterly meetings (chaired by Independent Chair Anne Gates) .
- Investor support: At the Nov 13, 2025 Annual Meeting, Faber received 162,467,950 “For,” 176,517 “Against,” 195,709 “Abstain” votes, with 20,247,280 broker non-votes .
- Related-party/independence safeguards: Audit Committee oversees auditor independence and pre-approves audit/non-audit services; meets independently with auditors and management; reviews internal controls and cybersecurity oversight .
Fixed Compensation
| Component | FY2025 Amount ($) | Notes |
|---|---|---|
| Cash retainer | 100,000 | Basic annual retainer |
| Committee chair fees | — | Not a chair |
| Meeting fees | — | Not disclosed (no per-meeting fees noted) |
| All Other Compensation | 10,000 | Matching charitable contribution under Matching Gift program |
| Total cash and other | 110,000 | Sum of cash and All Other Compensation |
Director retainers in effect FY2025 (program-level reference):
- Basic annual retainer $100,000; annual equity grant value $200,000 in RSUs; Audit Chair $35,000; HR Chair $30,000; GN Chair $25,000; Independent Chair $200,000; no Lead Outside Director in FY2025 .
Performance Compensation
| Award Type | FY2025 Grant Value ($) | Units/Position | Vesting | Performance Conditions |
|---|---|---|---|---|
| RSUs (annual director grant) | 199,999 | Each independent director typically held 3,509 unvested RSUs as of 6/28/2025 | Vest in full one year from grant, subject to service | None disclosed; time-based RSUs for directors |
| Stock options (legacy) | — | 28,346 options outstanding for Faber as of 6/28/2025 | Not disclosed | Legacy options outstanding; Board eliminated future option grants effective Nov 2024 (shift to 100% RSUs) |
Compensation structure changes and signals:
- Independent director compensation was below peer median in 2024 study; Board raised annual equity grant value to $200,000 and eliminated stock options, moving to 100% RSUs effective Nov 2024—aligns with market practice and increases equity-at-risk alignment .
Other Directorships & Interlocks
| Company | Role | Committees/Notes | Potential Interlocks/Conflicts |
|---|---|---|---|
| Logitech International S.A. | CEO and director | U.S. public board membership listed | No related-party transactions disclosed in available TPR proxy sections; independence affirmed for Audit Committee |
| Bayer AG | Former director (past five years) | — | None indicated in TPR filings reviewed |
Expertise & Qualifications
- Nearly 30 years across technology, consumer goods, and retail; qualified based on CEO experience at large public companies .
- Audit Committee financial expert designation; financially literate under NYSE rules .
- Education: Bachelor of Journalism, MBA (University of Houston) .
Equity Ownership
| Holder | Shares Owned | Percent of Class | Unvested RSUs | Options Outstanding | Notes |
|---|---|---|---|---|---|
| Hanneke Faber | 36,706 | <1% | 3,509 (as of 6/28/2025) | 28,346 | Shares outstanding base: 209,068,565 as of 8/31/2025 |
Stock ownership policy and alignment:
- Independent directors must hold shares equal to 5× the basic annual retainer ($500,000) within five years; until met, must retain 50% of net after-tax shares from RSU vesting and option exercise .
- As of Dec 31, 2024, Faber had achieved 5× retainer ownership level (in compliance) .
Governance Assessment
- Strengths: Independent director with deep global operating experience; Audit Committee financial expert; consistent attendance (≥75% threshold); strong shareholder support in 2025 election; director ownership guideline achieved—positive alignment .
- Pay alignment: Shift to 100% RSUs for directors and elimination of options improves clarity and market alignment; annual RSUs with one-year vesting maintain at-risk equity exposure .
- Board effectiveness: Active executive sessions under Independent Chair; Audit Committee oversight spans financial reporting, internal controls, cybersecurity, and auditor independence .
RED FLAGS
- None disclosed in available proxy sections for related-party transactions, pledging, hedging, or attendance shortfalls for Faber .
- Watch item: Concurrent CEO role at Logitech raises routine time-commitment scrutiny; however, TPR reports adequate attendance and independent status .
Appendix: Shareholder Voting Context (FY2025)
| Proposal | Votes For | Votes Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| Election of Directors (Faber) | 162,467,950 | 176,517 | 195,709 | 20,247,280 |
| Ratification of Auditor (Deloitte & Touche LLP) | 173,156,703 | 9,704,124 | 226,629 | 0 |
| Advisory Say-on-Pay | 146,147,336 | 16,387,143 | 305,697 | 20,247,280 |
Notes: Tapestry encourages director attendance at annual meetings; ten of eleven directors standing for re-election attended the 2024 annual meeting .