Todd Kahn - Chief Executive Officer and Brand President, Coach | TAPESTRY (TPR) Executive Profile & Compensation

About Todd Kahn

Todd Kahn, age 62, is Chief Executive Officer and Brand President of Coach at Tapestry (TPR). He has served in this role since April 2021 after an interim period beginning July 2020; he joined Tapestry in 2008 and previously served as Chief Legal Officer, Company Secretary, and President & Chief Administrative Officer. He holds a B.S. from Touro College and a J.D. from Boston University Law School . Under his brand leadership, Coach exceeded maximum FY25 AIP performance levels (200% payout on brand metrics), while Tapestry delivered net sales of $7,010.7M GAAP (+5.1% YoY) and a 1-year TSR of 108.35% and 3-year TSR of 209.57% .

Past Roles

Organization	Role	Years	Strategic Impact
Tapestry, Inc.	CEO & Brand President, Coach	Apr 2021–Present	Coach brand surpassed maximum AIP thresholds; FY25 brand payout at 200% .
Tapestry, Inc.	Interim CEO & Brand President, Coach	Jul 2020–Apr 2021	Led brand through post-pandemic pivot; led revenue-generating business units from Mar 2020 .
Tapestry, Inc.	President & Chief Administrative Officer	May 2016–Apr 2021	Oversight of enterprise operations and administration .
Tapestry, Inc.	Chief Legal Officer	Through Mar 2020	Governance and legal risk management .
Tapestry, Inc.	Company Secretary	Through Aug 2020	Corporate secretary responsibilities .
Tapestry, Inc.	SVP, General Counsel & Secretary	Jan 2008–Mar 2020	Established legal frameworks and compliance .

Fixed Compensation

Element	FY2025	Notes
Base Salary ($)	$1,000,000	No FY25 merit increase .
Target Annual Incentive (% of Salary)	150%	Brand leader weighting: 60% brand, 40% corporate .
Actual AIP Paid ($)	$2,937,000	Based on combined payout 195.8% and operational modifier at 100% .

Multi-year summary compensation:

Metric ($)	FY2023	FY2024	FY2025
Salary	950,000	990,385	1,000,000
Stock Awards	1,673,684	1,896,988	1,972,110
Option Awards	1,000,624	1,199,925	1,199,992
Non-Equity Incentive (AIP)	1,240,938	1,875,000	2,937,000
All Other Compensation	75,913	62,467	85,611
Total	4,941,159	6,024,765	7,194,713

Performance Compensation

Annual Incentive Plan (AIP) – FY2025 design and outcomes

Component	Weight	Threshold	Target	Maximum	Actual Result	Payout as % of Target
Corporate Net Sales (Non-GAAP, CC)	35%	+3%	+5%	200% payout	$7,024.1M (AIP basis)	200.0%
Corporate Operating Income (ex AIP $)	30%	+6%	+15%	200% payout	$1,574.4M (AIP basis)	165.0%
Corporate Gross Margin	35%	+1%	+2%	200% payout	74.9% (AIP basis)	200.0%
Weighted Corporate Payout	—	—	—	—	—	189.4%
Coach Brand Net Sales	35%	+2%	+10%	200% payout	$5,609.9M (AIP basis)	200.0%
Coach Brand Operating Income (ex AIP $)	30%	+1%	+15%	200% payout	$1,952.3M (AIP basis)	200.0%
Coach Brand Gross Margin	35%	+1%	+3%	200% payout	78.1% (AIP basis)	200.0%
Weighted Coach Payout	—	—	—	—	—	200.0%
Combined Financial Payout (40% corporate/60% brand for Kahn)	—	—	—	—	—	195.8%
Operational Modifier	±10% potential	—	100% at target	—	Target achieved	100%
Final AIP Payout (% of Target)	—	—	—	—	—	195.8% (financial) × 100% = 195.8%

AIP framework for Todd Kahn:

NEO	Segment	Target AIP (% Salary)	Corporate Weight	Brand Weight	Operational Modifier
Todd Kahn	Coach	150%	40%	60%	±10% at HR Committee discretion; FY25 at 100%

AIP payout calculation:

NEO	Target AIP ($)	Combined Financial Payout (%)	Operational Modifier	Final Payout (%)	Award ($)
Todd Kahn	$1,500,000	195.8%	100%	195.8%	$2,937,000

Long-Term Incentives (LTI) – FY2025 grants and vesting

FY2025 LTI mix for NEOs: 40% PRSUs, 40% stock options, 20% RSUs (shifting to 50% PRSUs/25% options/25% RSUs in FY2026) .

FY2025 equity grants (Aug 19, 2024):

Instrument	Shares Granted	Grant-Date Value ($)	Exercise Price ($)	Vesting
Stock Options	99,502	1,199,992	40.58	25% per year over 4 years
RSUs	14,786	600,016	—	25% per year over 4 years
PRSUs (target)	29,571	1,372,094	—	Earn over 3-year period; cliff vest at end

Completed FY23–FY25 PRSUs (granted Aug 22, 2022):

Metric (Weight)	Threshold	Target	Maximum	Result	Weighted Payout
3-year Cumulative Sales (33%)	$18,636M	$21,591M	$23,863M	$20,343M	23.5%
3-year Avg ROIC (33%)	23.1%	25.8%	29.4%	25.2%	28.2%
3-year Relative TSR (33%)	25%ile	50%ile	75–100%ile	Top quartile (200%)	66.7%
Total	—	—	—	—	118.3%

Shares earned (distributed Aug 2025):

NEO	Target Shares (incl. dividend equivalents)	Shares Earned
Todd Kahn	30,957	36,623

Outstanding/unvested as of FY-end 2025 (market value uses $87.11 close on Jun 27, 2025):

Instrument	Count	Grant Date	Market Value ($)	Notes
RSUs (unvested)	2,660	8/23/2021	231,677	25% annual vest
RSUs (unvested)	7,740	8/22/2022	674,223	25% annual vest
RSUs (unvested)	14,125	8/21/2023	1,230,392	25% annual vest
RSUs (unvested)	15,118	8/19/2024	1,316,925	25% annual vest
PRSUs (earned FY23–25)	36,623	8/22/2022	3,190,200	Result certified
PRSUs (unearned FY24–26, max basis)	75,332	8/21/2023	6,562,158	3-year performance period
PRSUs (unearned FY25–27, max basis)	60,470	8/19/2024	5,267,521	3-year performance period

Equity Ownership & Alignment

Item	Detail
Beneficial Ownership	429,055 shares; less than 1% of class .
Options Exercisable within 60 Days	348,084 shares may be purchased within 60 days (part of beneficial ownership calculation) .
Ownership Guidelines	CEO & Brand President, Coach must hold 3× salary; all NEOs compliant as of Dec 31, 2024 .
Insider Trading Policy	Prohibits hedging, short sales, and derivative transactions in Company stock; blackout periods apply .
2025 Option Exercises	389,307 shares exercised; value realized $11,099,460 .
2025 Stock Vested	41,547 shares vested; value realized $1,714,098 .
Related Party Transactions	None identified for FY2025 .

Note: Significant option exercises may indicate liquidity needs or potential selling pressure; monitor subsequent Form 4 filings for dispositions and 10b5-1 plans .

Employment Terms

Provision	Todd Kahn Terms
Employment Agreement	No fixed term; letter agreements apply .
Notice Requirement	6 months’ written notice prior to voluntary termination; non-compliance triggers clawbacks and injunctive relief .
Non-Compete	May receive up to $1,000,000 (12 months’ salary) in exchange for enforcement of non-compete up to 12 months post-separation .
Severance (without Cause)	12 months base salary and health benefits continuation under Severance Pay Plan .
Good Reason	Not available to resign for Good Reason under his offer letter .
Change-in-Control Severance	Special Severance Plan multiple 1.5× (base + bonus), pro-rated bonus, COBRA, and accelerated vesting for awards granted after plan adoption; double-trigger equity acceleration; continued vesting without termination .
Clawbacks	SEC/NYSE-compliant clawback on incentive comp for restatements; broader policy for misconduct/negligence; LTI agreements include repayment for cause and non-compete/non-solicit breaches .

Potential payments upon termination (as of Jun 28, 2025; assumes $87.11 stock price):

Scenario	Total ($)	Components (selected)
Board Termination with Cause	2,796,336	Retirement plan distribution only .
Resignation without Good Reason	2,796,336	Retirement plan distribution .
Board Termination without Cause	28,205,604	$1,000,000 salary continuation; benefits; equity (options/RSUs/PRSUs) value; AIP for completed FY; retirement plan .
Change-in-Control Termination	34,062,520	1.5× (base+bonus), AIP, equity acceleration at target for in-cycle PRSUs; benefits; retirement plan .
Death or Disability	30,283,048	Accelerated vesting; extended option exercise window; AIP .
Retirement (eligible)	30,283,048	Continued vesting per original schedule; options exercisable full term; PRSU based on actual performance .

Compensation Structure Analysis

Pay mix remains performance-heavy: AIP and LTI are majority of comp; FY25 AIP paid at 195.8% for Kahn due to brand/corporate outperformance .
Target annual bonus increased for Kahn in FY2025 to better align with peer competitiveness; base salary unchanged .
Governance guardrails: double-trigger equity acceleration, no option repricing without stockholder approval, no excise tax gross-ups, and robust clawbacks .
FY2026 shifts more weight to PRSUs (50% of LTI) and removes operational modifier from AIP to focus solely on financial metrics, increasing performance linkage .

Say-on-Pay & Peer Benchmarking

Say-on-pay support: 93% approval at 2024 Annual Meeting; continued engagement and support reported in FY2025 .
Executive compensation peer group reviewed in May 2025; Tapestry positioned ~49th percentile on revenue, ~74th percentile on market valuation vs peers (mix spans apparel/accessories, beauty, retail) .

Investment Implications

Alignment: High variable pay and PRSU weighting, rigorous financial metrics (Net Sales, Operating Income, Gross Margin, ROIC, Relative TSR), and stock ownership policy support strong pay-for-performance alignment .
Retention risk: Kahn is retirement-eligible, with substantial equity value continuing to vest upon retirement; however, six-month notice, non-compete enforcement mechanisms, and competitive LTI mix mitigate abrupt departure risk .
Trading signals: Large FY2025 option exercises ($11.1M value realized) may create selling pressure; monitor Form 4s for subsequent dispositions and 10b5-1 plans .
Change-of-control economics: 1.5× CIC severance multiple plus equity acceleration creates a potential payout catalyst in M&A scenarios; governance is shareholder-friendly with double-trigger equity acceleration .
Red flags: No related-party transactions disclosed; no excise tax gross-ups; no option repricing; anti-hedging/derivatives policy in place. Elevated FY25 AIP payout reflects genuine outperformance rather than discretion (operational modifier at target) .