Stacia Andersen
About Stacia Andersen
Independent director of Wolverine World Wide since 2023; age 54. Former Executive Vice President and Chief Customer Officer at PetSmart (2022–2024), Brand President at Abercrombie & Fitch (2016–2018), and held multiple senior roles at Target over two decades focused on merchandising and global sourcing. Brings brand building, digital/eCommerce, and global supply chain expertise; BA in Marketing and Communications from Buena Vista University. Serves on the Audit Committee; no other public company directorships disclosed.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PetSmart LLC | EVP & Chief Customer Officer; previously EVP, Merchandising & Customer Experience | 2022–2024; 2019–2021 | Led omnichannel transformation and customer experience initiatives |
| Abercrombie & Fitch Co. | Brand President (Abercrombie & Fitch and abercrombie kids) | 2016–2018 | Led brand rebuilding and transformation |
| Target Corporation | Senior leadership roles incl. SVP Merchandising; President, Target Sourcing Services/Associated Merchandising Corp. | 1994–2015 | Oversaw global sourcing incl. ~$30B in annual imports from 40 countries |
External Roles
| Category | Details |
|---|---|
| Other public company boards | None disclosed |
Board Governance
| Attribute | Details |
|---|---|
| Independence | Board determined Andersen is independent under NYSE and Company standards |
| Committee assignments | Audit Committee member (not Chair) |
| Meeting attendance | All directors attended ≥75% of Board/committee meetings; Board met 6 times in 2024; Andersen attended the 2024 Annual Meeting (all directors did) |
| Executive sessions | Independent directors met regularly in executive sessions |
| Audit Committee scope | Oversees financial reporting/internal controls, ERM, cybersecurity/data privacy; reviews AI exposures, risks and company policies |
| Audit Committee report | Signed by the five independent members including Andersen |
Fixed Compensation (Non-Employee Director, FY2024)
| Component | Amount | Specifics |
|---|---|---|
| Annual director cash retainer | $80,000 | Standard fee |
| Audit Committee membership fee | $15,000 | Standard committee member fee (non-chair) |
| Cash received/deferred | $95,000 / $0 deferred | Andersen’s 2024 cash paid and amount voluntarily deferred |
| Annual equity grant (RSUs) | $145,000 grant-date value | 13,315 RSUs granted May 2024; vest one year from grant; directors may defer settlement |
| Stock options | None current in program | Company does not include annual/periodic stock options in current director program |
| Director Deferred Compensation Plan | Elective deferral of 25–100% of cash fees into stock units; dividend equivalents credited; distribution at separation or on schedule elected; single lump-sum share distribution upon change in control | Mechanics and change-in-control treatment |
Notes:
- Non-employee director stock ownership guideline: 6× annual cash retainer by the first December 31 following the fifth anniversary of joining the Board; time-based RSUs count up to 50% of the requirement; all non-employee directors were in compliance during 2024.
Performance Compensation
| Item | Details |
|---|---|
| Performance-conditioned director pay | None — director equity is time-vested RSUs; program does not use PSUs for directors in 2024 |
Other Directorships & Interlocks
| Topic | Details |
|---|---|
| Public board interlocks | None disclosed; all Board committees comprised entirely of independent directors |
| Compensation Committee interlocks | Independence standards prohibit interlocking directorates; Board determined non-management directors, including Andersen, are independent |
Expertise & Qualifications
- Brand building and consumer marketing; led brand transformations at Abercrombie & Fitch.
- Digital/eCommerce and omnichannel operations leadership at PetSmart and A&F.
- Global supply chain and sourcing expertise from Target (responsibility for ~$30B in annual imports across 40 countries).
- Industry familiarity: footwear/apparel, retail, international business, and marketing.
- Meets NYSE financial literacy requirement for Audit Committee members (as required by committee composition).
- Education: BA, Marketing & Communications, Buena Vista University.
Equity Ownership
| Measure (as of March 3, 2025 unless noted) | Amount |
|---|---|
| Beneficial ownership (Total) | 13,315 shares; represents <1% of class |
| RSUs held at FY-end 2024 | 22,830 units |
| RSUs vesting within 60 days (from 3/3/2025) | 13,315 units |
| Fully vested RSUs deferred (director-elected) | 9,515 units |
| Stock options outstanding | None |
| Hedging/pledging | Prohibited for directors under Insider Trading Policy (no pledging; no hedging, short sales, or margin accounts) |
| Ownership guidelines | 6× annual cash retainer; all non-employee directors were in compliance during 2024 |
Governance Assessment
- Independence and committee fit: Andersen is an independent director serving on the Audit Committee, which oversees financial reporting, ERM, cybersecurity, and AI risks — aligning her operational and digital expertise with risk oversight needs.
- Engagement: All directors met attendance thresholds (≥75%), attended the 2024 Annual Meeting, and independent directors held regular executive sessions — supportive of effective oversight.
- Pay and alignment: 2024 director pay combined $95,000 cash and time-vested RSUs with $145,000 grant-date value (13,315 units), with strict hedging/pledging prohibitions and a robust 6× retainer ownership guideline — indicating alignment with shareholders.
- Conflicts/related-party: No related-person transactions since December 31, 2023; related-person policy requires Governance Committee review/approval of any such transactions.
- Board-level shareholder sentiment: Say‑on‑pay support was ~94% in 2024, suggesting broad investor acceptance of compensation governance.
RED FLAGS
- None disclosed: No related-party transactions; hedging/pledging banned; independence confirmed; attendance thresholds met.