Ralph Lauren's Pay Structure Altered - Footwear News - July 29, 2008

NEW YORK — Ralph Lauren is going to have to work harder for his bonus and restricted stock options next year.



In a regulatory filing with the Securities and Exchange Commission,
Polo Ralph Lauren Corp. said that its chairman and CEO, starting in
fiscal 2009, will be entitled to a bonus “only if 80 percent, rather
than 50 percent, of the performance target had been achieved.” The
filing said the changes put Lauren’s compensation arrangements in line
with those of “other members of senior management.”



Lauren’s annual stock option grants were reduced to 100,000 stock
options from 150,000, according to the filing. In addition, the term
for his stock options was reduced to seven years from 10 years, in line
with the term for all management stock options.



Additionally, restricted stock units granted to the chairman, which
were reduced to 75,000 RSUs from 100,000, will be performance- rather
than time-based, the filing said.



It was disclosed in the proxy statement filed by the company earlier
this month that Lauren has a new five-year employment agreement that
began on March 30. His new base salary is $1.3 million, a $250,000
raise.



In the proxy, the company said Lauren’s total compensation for the year
ended March 29 was $34.2 million, which included among other
compensation a base salary of $1 million, no bonus and stock awards of
$16.2 million. The total represents a 32 percent gain from the prior
year, when total compensation was $25.9 million.



Last year, Polo’s net income increased 5 percent, to $419.8 million, or
$3.99 a diluted share, as net revenues grew 14 percent to $4.88 billion.