Pamela Lifford
About Pamela Lifford
Pamela Lifford (age 62) is an independent director of Tapestry, Inc. (TPR) serving since 2020, with deep brand licensing and retail experience from Warner Bros. Discovery, Quiksilver, and Disney Consumer Products . She is a member of the Human Resources (Compensation) Committee; the Board is majority independent with an independent Chair structure .
Past Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Warner Bros. Discovery | President, Global Brands, Franchises, and Experiences | 2016–2023 | Led global brand/franchise expansion and consumer experiences |
| Quiksilver | EVP, Global Licensing | 2013–2015 | Oversaw global licensing programs |
| The Walt Disney Company (Disney Consumer Products) | EVP & GM, Global Fashion/Home/Infant | 2000–2012 | Ran major global consumer product categories |
External Roles
| Company | Board | Role | Tenure | Notes |
|---|---|---|---|---|
| None disclosed (U.S.-listed public company boards) | — | — | — | The proxy’s director summary lists no other U.S.-listed boards for Lifford |
Board Governance
- Independence and structure: Tapestry’s Board has an independent Chair (Anne Gates); all standing committees comprise only independent directors; nine of ten nominees are independent, including Lifford .
- Committee assignments: Human Resources Committee member; Board roster confirms membership .
- Meeting cadence and attendance: FY2025 Board met 6 times; HR Committee met 5; each incumbent director attended at least 75% of their Board/Committee meetings; regular executive sessions of independent directors occur quarterly .
- Compensation Committee interlocks: HR Committee (Bilbrey, Cavens, Hourican, Lifford) retained independent consultants (CAP through Dec-2024; FW Cook from Jan-2025). No interlocks or insider participation with other companies’ compensation committees .
- Oversight focus: Board actively oversees strategy, risk (including cybersecurity), corporate responsibility, and emerging topics like AI .
Fixed Compensation (Director)
| Component | FY2025 Amount ($) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | 100,000 | Standard outside director retainer |
| Stock Awards (RSUs) | 199,999 | Annual RSU grant; vest in full one year from grant |
| Total | 299,999 | Director compensation total for FY2025 |
| Unvested RSUs (as of 6/28/2025) | 3,509 | Outstanding RSUs at fiscal year-end |
| Outstanding Stock Options | 28,764 | Legacy options outstanding; board moved to 100% RSU grants effective Nov-2024 |
Additional board retainer levels:
- Chair retainers: Audit $35k; HR $30k; GN $25k; Independent Chair $200k; base director retainer $100k; annual equity (RSUs) $200k; stock options discontinued for directors effective Nov-2024 .
Performance Compensation (Director Equity Structure)
| Equity Type | Grant Policy | Vesting | FY2025 Grant Value ($) |
|---|---|---|---|
| Annual RSU to independent directors | Granted at annual meeting | 100% vests one year from grant, subject to continued service | 200,000 |
Directors’ equity is time-based (RSUs); there are no performance-conditioned equity metrics for non-employee directors in the proxy .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Other U.S.-listed public company boards | None disclosed for Lifford in Tapestry’s proxy summary |
| Compensation committee interlocks | None; Tapestry executives do not serve on other companies’ compensation committees of which HR Committee members are executives |
Expertise & Qualifications
- Retail/consumer products, marketing & branding, technology/digital/e-commerce, and global/international experience are highlighted in the Board’s skills matrix for nominees, consistent with Lifford’s background .
- Governance emphasis: Board uses a robust evaluation and refreshment process; HR Committee independence meets NYSE heightened standards .
Equity Ownership
| Holder | Shares Owned | Percent of Class | Options (exercisable ≤60 days) | Unvested RSUs | Ownership Guideline Compliance |
|---|---|---|---|---|---|
| Pamela Lifford | 38,903 | <1% | 28,764 | 3,509 | Achieved ≥5× retainer ownership as of 12/31/2024 |
Director stock ownership policy: Minimum 5× base retainer ($100k) within five years; directors must retain 50% of net shares until compliant. All independent directors were in compliance as of 12/31/2024; Lifford had achieved the 5× threshold .
Governance Assessment
- Strengths: Independent committee membership; strong attendance and quarterly executive sessions; independent HR Committee with external consultants; clawback policy adopted per SEC/NYSE; prohibition on hedging/short-sales; director ownership guidelines met (Lifford at ≥5×) .
- Alignment: Director pay mixes cash and RSUs with one-year vesting; move to 100% RSUs (elimination of director options) aligns with market norms and reduces risk of option-related reframing; equity ownership guideline supports long-term alignment .
- Shareholder signals: Prior say-on-pay received ~93% support (2024), indicating investor confidence in compensation governance; active investor engagement program .
- Potential watch items: Legacy stock options outstanding (common historically at Tapestry but discontinued for directors as of Nov-2024); specific related-party transaction disclosures are governed by GN Committee policy—no named related transactions for Lifford are indicated in sections reviewed, but ongoing monitoring remains prudent .
No Form 4 insider trading data is disclosed in the proxy; governance analysis relies on proxy disclosures. For live insider transaction monitoring, review SEC EDGAR filings and Form 4 submissions.
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