Esi Eggleston Bracey
WILLIAMS SONOMAAbout Esi Eggleston Bracey
Esi Eggleston Bracey is an independent director of Williams‑Sonoma, Inc. since 2021 and currently serves on the Audit and Finance Committee; she is 54 years old and holds a B.A. from Dartmouth College . Professionally, she is Chief Growth and Marketing Officer at Unilever (since 2024), with prior senior leadership roles spanning Unilever USA, Coty Inc., and Procter & Gamble, bringing deep expertise in consumer goods, brand building, and retail operations . Her board qualifications emphasize marketing, consumer goods/merchandising, retail, sustainability, growth strategy, finance, and international experience, aligning with WSM’s consumer retail profile .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Unilever | Chief Growth and Marketing Officer | 2024–Present | Enterprise growth and global marketing leadership |
| Unilever USA | President; CEO, Personal Care North America | 2022–2023 | Led North America personal care strategy and operations |
| Unilever North America | COO; EVP Beauty & Personal Care | 2018–2022 | General management, innovation, brand building |
| Coty Inc. | President, Consumer Beauty | 2015–2017 | Consumer beauty portfolio leadership |
| Procter & Gamble | SVP & GM, Global Cosmetics; prior roles | 2009–2016; 1991–2008 | Global cosmetics P&L, long-term brand stewardship |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Six Flags Entertainment Corporation | Director | 2020–2025 | U.S.-listed; committee roles not disclosed in WSM proxy |
Board Governance
- Independence: The Board determined Bracey is independent under NYSE and SEC standards; all Board committees are fully independent .
- Committee assignments: Member, Audit and Finance Committee (8 meetings in fiscal 2024) .
- Board attendance: In fiscal 2024, average Board and committee attendance was 87%; each incumbent Director attended at least 75% of aggregate Board/committee meetings. All nominees were expected to attend the annual meeting and all did in 2024 .
- Term limits and leadership: 12‑year director term limit for non‑employee directors; independent Board Chair; regular executive sessions led by the Chair .
- Audit committee time limits: All members complied with the limit of serving on no more than three public company audit committees unless the Board determines otherwise .
Fixed Compensation
WSM non‑employee director program (effective FY2024):
| Component | Fiscal 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer (Board) | $80,000 | Paid quarterly if continuing service |
| Annual equity grant (Board) | $190,000 | RSUs; fixed-value; vest earlier of one year or day before next annual meeting |
| Board Chair cash | $100,000 | |
| Board Chair equity | $100,000 | |
| Audit & Finance Chair | $45,000 (50% cash/50% equity) | |
| Compensation Chair | $30,000 (50% cash/50% equity) | |
| Nominations Chair | $25,000 (50% cash/50% equity) | |
| Audit & Finance member | $17,500 (50% cash/50% equity) | |
| Compensation member | $15,000 (50% cash/50% equity) | |
| Nominations member | $10,000 (50% cash/50% equity) | |
| Per‑meeting fees | None | |
| Perquisites | Merchandise discount; travel reimbursement | |
| Stock ownership guideline | $400,000 within 5 years; all Directors satisfied or <5 years | Unvested RSUs do not count |
| Annual cap on director pay | $750,000 (cash + equity) |
Bracey’s FY2024 director compensation:
| Component | Amount | Detail |
|---|---|---|
| Fees earned or paid in cash | $88,173 | Elected to receive 100% of cash comp in fully vested stock units or DSUs |
| Stock awards (RSUs) | $198,740 | 1,398 RSUs granted 5/29/2024 at $142.16 per share |
| All other compensation | $1,094 | Taxable merchandise discount |
| Total | $288,007 |
Performance Compensation
| Equity Design for Directors | Detail |
|---|---|
| Performance-based equity | Not used for directors (no PSUs) |
| Annual equity vehicle | Full-value RSUs; vest earlier of one year or day before next annual meeting |
| Deferred stock unit program | Directors may elect 100% of annual cash compensation in fully vested stock or deferred stock units; Bracey elected this in FY2024 |
No director-specific performance metrics tie to equity grants; RSUs are time-based for retention and alignment .
Other Directorships & Interlocks
| Company | Role | Overlap/Interlock with WSM | Related-party exposure |
|---|---|---|---|
| Six Flags Entertainment Corporation | Director (2020–2025) | None disclosed | No related‑party transactions disclosable during FY2024–present |
Expertise & Qualifications
| Skill/Experience | Status for Bracey |
|---|---|
| Public company executive | Yes |
| Consumer goods/merchandising | Yes |
| Retail | Yes |
| Marketing & brand building | Yes |
| Growth & corporate strategy | Yes |
| International | Yes |
| Sustainability | Yes |
| Financial | Yes |
| Supply chain | No mark indicated |
| Capital markets | No mark indicated |
| Technology | No mark indicated |
Equity Ownership
| Measure | Value | Notes |
|---|---|---|
| Common stock | 10,142 shares | |
| Awards vesting within 60 days | 1,398 RSUs | |
| Total beneficial ownership | 11,540 shares | |
| Ownership % of outstanding | ~0.009% (11,540 / 122,939,912) | |
| Deferred stock units included | 1,922 fully vested DSUs (in lieu of cash comp for FY2022 & FY2024) | |
| Unvested RSUs (as of 2/2/2025) | 1,398 unvested RSUs | |
| Hedging/pledging policy | Hedging and pledging prohibited for directors and designated persons | |
| Director ownership guideline | Must hold ≥$400,000 by 5th anniversary; all Directors satisfied or <5 years |
Governance Assessment
- Alignment: Bracey elected to take all cash compensation as stock units, increasing equity alignment; annual RSU grants and robust director ownership guidelines further support “skin‑in‑the‑game” .
- Independence and conflicts: Board affirms her independence; no related‑party transactions disclosable in FY2024–present; hedging/pledging is prohibited, reducing misalignment risk .
- Committee workload and effectiveness: Active member of the Audit & Finance Committee (8 meetings), which oversees financial reporting, audit, major financial risks, and cybersecurity; audit committee time‑commitment limits are observed .
- Attendance/engagement: Board average attendance 87%, with policy minimum ≥75% met by incumbents; all directors attended the 2024 annual meeting, indicating engagement culture (individual attendance not itemized) .
- Compensation reasonableness: FY2024 director total compensation of $288,007 appears well within the stockholder‑approved annual cap ($750,000); emphasis on equity and lack of performance equity for directors is consistent with governance norms and avoids pay‑for‑performance complexity at the board level .
Red Flags: None disclosed—no related‑party transactions, no hedging/pledging, independence affirmed; monitor future outside board/committee load if it expands, but current audit committee time‑commitment compliance is confirmed .