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Stephenie Landry

Director at Ulta BeautyUlta Beauty
Board

About Stephenie Landry

Stephenie Landry is an independent director at Ulta Beauty appointed effective September 1, 2025; she is 47 years old and brings more than 20 years of leadership in consumer technology, retail operations, logistics, and sustainability, with prior executive roles at Amazon and Honor Technology, and holds a BA from Wellesley College and an MBA from the University of Michigan . Her initial board term runs through Ulta’s 2026 Annual Meeting, and the Board determined she meets Nasdaq/SEC independence standards with no related-party transactions requiring Item 404(a) disclosure .

Past Roles

OrganizationRoleTenureCommittees/Impact
Honor TechnologyChief Operating OfficerJan 2024–Apr 2025 Oversaw operational scale-up and process optimization
AmazonVice President, SustainabilityDec 2022–Dec 2023 Led company net‑zero carbon plan
AmazonVP, Worldwide GroceryJan 2020–Jun 2022 Unified digital grocery strategy across platforms
AmazonVP, Amazon Fresh & Whole Foods OnlineOct 2017–Jan 2020 Drove online experience and omnichannel integration
AmazonVP, Prime NowDec 2014–Oct 2017 Built rapid fulfillment and logistics capability

External Roles

OrganizationRoleTenureNotes
No other public company directorships disclosed at appointment

Board Governance

  • Independence: Board affirmed Landry qualifies as an independent director under Nasdaq/SEC rules; no arrangements or related-party transactions under Item 404(a) .
  • Committee assignments: Appointed as member of the Audit Committee and Compensation Committee effective September 1, 2025 .
  • Board composition: Board size increased from 10 to 12 directors; following the appointments, the board was 67% women, 33% racially diverse, and 50% appointed within the last five years .
  • Committee activity cadence (FY 2024): Audit Committee held 10 meetings; Compensation Committee held 7 meetings (Landry joined post-FY24) .
  • Term: Initial term expires at the 2026 Annual Meeting .

Fixed Compensation

ComponentAmount / StructureNotes
Annual cash retainer (non‑employee director)$125,000 (after June 11, 2024) Paid pro‑rata quarterly; Compensation Committee reviews market data regularly
Equity retainer (RSUs)$175,000 grant value in RSUs annually Valued at grant‑date share price; directors in FY2024 received 452 RSUs vesting June 11, 2025
Chair retainersAudit Chair: $40,000; Compensation Chair: $35,000; Nominating & Governance Chair: $25,000 (after June 11, 2024) Non‑Executive Chair: $200,000 (after June 11, 2024)
Meeting feesNot disclosedProgram describes retainers; no per‑meeting fees referenced

Performance Compensation

Performance MetricApplies to Director Pay?Notes
Revenue growth / EBITDA / TSR metricsNo director‑specific performance metrics disclosedProxy describes director equity compensation as annual RSUs; no performance conditions referenced for directors
Options / PSUsNot referenced for directorsFY2024 director awards were RSUs (452 units); stock option disclosures in proxy relate to executives, not directors

Other Directorships & Interlocks

  • Other public boards: None disclosed at time of appointment .
  • Interlocks/conflicts: Board determined no related‑party transactions for Landry under Item 404(a) .
  • Competitive overlap awareness: Background includes Amazon and grocery/omnichannel expertise; no disclosed Ulta business dealings tied to Landry requiring 404(a) disclosure .

Expertise & Qualifications

  • Consumer technology and digital innovation; large‑scale operations optimization; logistics; retail operations; sustainability leadership .
  • Selected because of experience in growth/transformation strategy, customer loyalty, and governance at large‑scale consumer companies .
  • Education: BA (Wellesley College); MBA (University of Michigan) .

Equity Ownership

SecurityAmountForm/DateNotes
Ulta common stock (beneficially owned)0 sharesForm 3 filed 09/03/2025Initial statement: “No securities are beneficially owned”
Director ownership guidelines5x annual cash retainer by fifth anniversaryProxy (as of 2/1/2025) New directors have up to five years to comply; as of 2/1/2025 all directors with 5+ years met/exceeded guidelines

Insider Filings

FilingDateKey Details
Form 309/03/2025Initial statement of beneficial ownership; “No securities are beneficially owned”
Power of Attorney (EX‑24)08/12/2025 Appoints CFO/Chief Legal Officer as attorneys‑in‑fact for Section 16 filings

Governance Assessment

  • Strengths: Independent appointment to two governance‑critical committees (Audit, Compensation) ; deep digital and operational expertise enhances oversight of e‑commerce, fulfillment, and sustainability risk/opportunities . Board diversity and refreshment indicators are positive for effectiveness (gender/racial diversity; recent appointments) .
  • Alignment: Director equity compensation is entirely RSU‑based, supporting ownership alignment; program encourages “meaningful stock ownership” . Ownership guidelines require 5x cash retainer within five years for all non‑employee directors .
  • Conflicts/related‑party exposure: Board confirmed no Item 404(a) transactions; independence under Nasdaq/SEC standards .
  • Attendance/engagement: Committee meeting cadence is robust (Audit 10; Compensation 7 in FY2024), though Landry’s personal attendance will be disclosed in the next proxy cycle given her September 2025 start .
  • RED FLAGS: None disclosed regarding pledging/hedging, related‑party transactions, tax gross‑ups, or option repricings for directors . Monitoring points include future ownership guideline progress and any changes in committee roles or compensation structure .