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Laura Lang

Director at V FV F
Board

About Laura W. Lang

Laura W. Lang (age 69) is an independent director of VF Corporation, serving since 2011. She is Managing Director of Narragansett Ventures, LLC and a Senior Advisor at L Catterton, with prior CEO roles at Time Inc. (2012–2013) and Digitas (2008–2012). Her core credentials center on digital marketing, data/analytics, direct-to-consumer strategy, and capital allocation; she currently serves on VF’s Talent & Compensation and Finance Committees .

Past Roles

OrganizationRoleTenureCommittees/Impact
Time Inc. (division of Time Warner)Chief Executive Officer2012–2013Led a publicly traded media company; experience in brand management and digital strategy
Digitas, Inc. (Publicis Groupe)Chief Executive Officer; led Publicis’ pure-play digital agencies (Razorfish, Big Fuel, Denuo, Phonevalley)2008–2012Digital marketing, technology, data-driven consumer connection; talent attraction/retention for digital roles
Narragansett Ventures, LLCManaging Director (Founder)2014–PresentInvestment advisory focused on digital business transformation and growth investing
L CattertonSenior Advisor2018–PresentPrivate equity advisor focused on building consumer brands; finance and portfolio insights

External Roles

OrganizationRoleTenureNotes
Oscar Health, Inc.Director2022–PresentCurrent public company directorship
Vroom, Inc.Director2020–PresentCurrent public company directorship
Care.com, Inc.Director (former)2014–2016Former public company board role
NutriSystem, Inc.Director (former)2010–2012Former public company board role
Benchmark Electronics, Inc.Director (former)2005–2011Former public company board role

Board Governance

  • Independence and tenure: The Board determined Laura Lang is independent under NYSE and VF categorical standards; director since 2011 .
  • Committee assignments (FY2025): Talent & Compensation Committee (member); Finance Committee (member). She is not a committee chair .
  • Meetings and attendance: In FY2025, the Board met 9 times; committees met as follows—Audit (9), Talent & Compensation (5), Governance & Corporate Responsibility (7), Finance (4). All directors attended at least 75% of Board/committee meetings and the July 2024 Annual Meeting .
  • Executive sessions: Independent directors meet in executive session at each regularly scheduled Board meeting .
  • Board leadership: VF separates Chair and CEO; Richard T. Carucci is independent Chair .

Fixed Compensation

ComponentAmount/PolicySource
Annual cash retainer (non-employee director)$100,000
Committee chair fees (only for chairs)Audit and Talent & Compensation: $35,000; Governance & Corporate Responsibility and Finance: $25,000
FY2025 cash received by Laura Lang$100,000
Stock ownership guideline (directors)5× annual retainer; Lang is among directors who have met the guideline (exceptions were Grossman, Cho, Edwards, Tanner within 5-year window)
Hedging/pledging policyDirectors prohibited from hedging or pledging VF stock

Notes:

  • Compensation mix FY2025 (Lang): $100,000 cash and $210,586 equity (DSUs + options), totaling $310,586; equity ≈ 68% of total (values from table) .

Performance Compensation

Directors do not have performance-based pay metrics; equity is time-structured. FY2025 equity details for Laura Lang:

Equity AwardGrant DateQuantity/TermsGrant-Date Fair ValueVesting/SettlementExercise Price/Term
Director Stock Units (DSUs)May 28, 20247,288 DSUs $118,576 total; valued at $16.27 per DSU (computed as of July 23, 2024 due to shareholder approval timing) Vested and non-forfeitable at grant; settled in shares 1 year after grant unless deferred (Lang elected to defer 2024 DSUs; also elected to defer 2025 DSUs) N/A
Nonqualified Stock OptionsMay 28, 202418,256 options $92,010 total; $5.04 per option Become exercisable 1 year after grant; outstanding options have 10-year term; post-separation exercisable 36 months (not beyond expiry) $12.35 per share

Other Directorships & Interlocks

  • Current public boards: Oscar Health, Inc. (since 2022); Vroom, Inc. (since 2020) .
  • Compensation Committee interlocks: None—VF discloses no interlocks/insider participation for the Compensation Committee; committee uses Meridian Compensation Partners as independent consultant .
  • Overboarding policy: Directors should not serve on >4 public company boards (including VF); VF discloses this policy in its Corporate Governance Principles .

Expertise & Qualifications

  • Digital and data: Experience leading digital agencies and advising on digital business transformation; expertise in data insights and DTC technology .
  • Brand/marketing: >20 years in marketing/media with focus on consumer connection and brand management .
  • Finance/portfolio: Capital allocation, capital markets, and portfolio evaluation from CEO roles, Narragansett Ventures, and L Catterton .

Equity Ownership

MetricDetail
Total beneficial ownership (as of May 27, 2025)111,580 shares
Ownership as % of outstanding<1% for each named person; directors/officers as a group 1.1%
Options exercisable within 60 days of 5/27/2575,923 options
Phantom shares (DSP)7,484 VF stock-equivalent units (no voting/dispositive power)
DSUs outstanding from FY2025 grant7,288 DSUs outstanding at 3/29/25 (vested; subject to settlement/deferment)
Pledged sharesHedging/pledging prohibited by policy
Ownership guideline complianceMet (exceptions named did not include Lang)

Governance Assessment

  • Strengths

    • Independence, strong attendance, and participation on key oversight committees (Finance; Talent & Compensation) support board effectiveness .
    • High equity component of director pay (~68%) and DSU deferral elections enhance alignment with shareholders; ownership guideline met .
    • No related-party transactions reported involving directors; hedging/pledging prohibited .
    • Compensation Committee governance: no interlocks; independent advisor (Meridian) retained; 2024 Say-on-Pay approval >94% indicates broad investor support for pay programs overseen by the committee .
  • Watch items

    • Tenure: Director since 2011 (~14 years), which some investors monitor for independence; however, VF has ongoing board refreshment with four new independent directors since 2022, maintaining balance of perspectives .
    • External commitments: Currently two other public boards (Oscar Health, Vroom), within VF’s overboarding policy (≤4 boards), but continued monitoring of time commitments is prudent .
  • Signals for investor confidence

    • Clear independence determination; consistent executive-session practice; strong shareholder engagement; and explicit stock ownership/anti-hedging policies are positive governance signals .