Form 4: Stitch Fix Awards Chief Product Officer 526,952 PSUs

Stitch Fix's Chief Product and Technology Officer, Anthony Bacos, was awarded 526,952 performance stock units following the certification of FY25 financial targets.

Summary

• Anthony Bacos, Chief Product and Technology Officer of Stitch Fix, Inc. (SFIX), was awarded 526,952 Performance Stock Units (PSUs).
• Each PSU represents a contingent right to receive one share of Stitch Fix's Class A Common Stock.
• The award was based on the achievement of specific Adjusted EBITDA, net revenue, and Active Client targets for fiscal year 2025 (FY25).
• The Compensation Committee certified the achievement of these targets on September 22, 2025.
• The PSUs will vest based on service conditions: 5/12 will vest on December 17, 2025, with the remaining 7/12 vesting in quarterly installments of 1/12 over the subsequent seven quarterly vesting dates.
• The award is contingent upon the recipient's continuous service to the company.

Sentiment

Score: 7

Explanation: The sentiment is positive as the award of Performance Stock Units indicates that Stitch Fix achieved its key financial and operational targets for FY25, which is a favorable sign for the company's performance and management's effectiveness. This aligns executive incentives with shareholder interests.

Positives

• The Compensation Committee certified the achievement of Adjusted EBITDA, net revenue, and Active Client targets for FY25, indicating strong company performance against set goals.
• The award of Performance Stock Units aligns executive compensation directly with the company's financial and operational success, incentivizing continued high performance.
• The vesting schedule, tied to continuous service, promotes executive retention and long-term commitment.

Future Outlook

The awarded Performance Stock Units are subject to a vesting schedule, with the first portion vesting on December 17, 2025, and the remainder vesting quarterly over the subsequent seven quarters, contingent on continuous service.

Management Comments

• The Compensation Committee certified the achievement of Adjusted EBITDA, net revenue, and Active Client targets for FY25, leading to the grant of Performance Stock Units.

Industry Context

Performance Stock Units are a common form of executive compensation in the technology and retail sectors, designed to align management incentives with shareholder value creation by tying awards to specific financial and operational performance metrics. This award reflects a standard practice for rewarding executives for achieving pre-defined corporate goals.

Comparison to Industry Standards

• The use of Performance Stock Units (PSUs) tied to financial and operational metrics like Adjusted EBITDA, net revenue, and active clients is a standard practice in executive compensation across the e-commerce and retail industries, similar to compensation structures at companies like Amazon, Netflix, or Target.
• The multi-year vesting schedule, contingent on continuous service, is also a common mechanism to promote long-term executive retention and sustained performance, mirroring practices seen in many publicly traded companies.

Management Changes

Corporate Governance

Stakeholder Impact

• **Shareholders**: The achievement of FY25 performance targets and the subsequent PSU award suggest positive operational and financial performance, potentially benefiting shareholder value. The compensation structure aligns executive interests with shareholder returns.
• **Employees**: The continuous service requirement for vesting incentivizes executive retention, which can contribute to stable leadership and strategic execution.
• **Management**: Anthony Bacos receives a significant equity award, directly tied to the company's performance, providing a strong incentive for future success.

Next Steps

• The first tranche of 5/12 of the awarded PSUs will vest on December 17, 2025.
• The remaining PSUs will vest in quarterly installments of 1/12 over the next seven quarterly vesting dates, subject to continuous service.

Key Dates

Keywords

Stitch Fix, SFIX, Performance Stock Units, PSUs, Executive Compensation, Insider Transaction, Anthony Bacos, Chief Product Officer, FY25 Targets, Adjusted EBITDA, Net Revenue, Active Clients