Abercrombie & Fitch responds to Engaged Capital board nominations

New Albany, Ohio -- Abercrombie & Fitch Co. has confirmed that Engaged Capital, which it says owns approximately 0.58% of the outstanding shares of Abercrombie & Fitch, has submitted notice to nominate five candidates to stand for election to the Abercrombie & Fitch board of directors.

Recently, the board appointed three new independent directors: non-executive chairman Arthur C. Martinez, former chairman and CEO of Sears, Roebuck and Co., Terry Burman, former CEO of Signet Jewelers Ltd and Charles R. Perrin, former chairman and CEO of Avon Products, Inc. Among other governance changes, Abercrombie & Fitch said its board also separated the roles of chairman of the board and CEO, terminated the company’s shareholder rights plan, implemented majority voting in uncontested elections, established stock ownership guidelines for executive officers and directors, and established director resignation policies. 

In addition, the company created the position of COO, as well as brand president positions to oversee the Abercrombie & Fitch and Abercrombie Kids brands, and the Hollister brand, respectively. These brand presidents will support succession planning.

"Abercrombie & Fitch is committed to continued engagement with its shareholders, including regarding corporate governance matters,” said Martinez. “This commitment has already resulted in the appointment of three new, highly experienced independent directors and the separation of the positions of CEO and chairman."

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