Ralph Lauren Corp
12 nominees · 3 ballot items.
Stockholders will vote to elect twelve directors, ratify Ernst & Young LLP as the independent registered public accounting firm for fiscal 2027, and cast an advisory (non-binding) vote to approve the compensation of the named executive officers and the Company’s compensation philosophy, policies, and practices.
Follow how the vote landed and what changed on Ralph Lauren Corp’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
On the ballot3
- 1
Election of Directors
ManagementBoard: FORElect 12 directors (three Class A directors elected by Class A stockholders and nine Class B directors elected by Class B stockholders) to serve until the 2027 Annual Meeting of Stockholders.
- 2
Ratification of Appointment of Independent Registered Public Accounting Firm
ManagementBoard: FORRatify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 3, 2027.
- 3
Advisory Vote on Executive Compensation (Say-on-Pay
ManagementBoard: FORAdvisory (non-binding) vote to approve the compensation of the named executive officers and the Company’s compensation philosophy, policies and practices as described in the Compensation Discussion and Analysis.
More detail
This advisory proposal asks stockholders to approve, on a non-binding basis, the Company’s executive compensation program as described in the Compensation Discussion and Analysis. Management is seeking approval to validate its pay-for-performance design, which for Fiscal 2026 emphasized two primary short-term financial metrics (Total Company Revenue and Adjusted Operating Profit Margin), supplemental operational metrics (Strategic Growth Accelerators Revenue and Adjusted SG&A Expense), and an AI scorecard strategic modifier; long-term awards are tied to three‑year Adjusted ROIC and relative TSR. The Talent Committee, with support from an independent compensation consultant, adopted these metrics to reinforce profitable growth, capital allocation discipline, and alignment with stockholder returns while responding to prior stockholder feedback. The Board’s recommendation to vote FOR reflects the Company’s recent strong financial performance, the use of caps on payouts, clawback provisions, stock ownership guidelines, and other governance safeguards intended to mitigate excessive risk-taking. The vote is advisory and non-binding, but the Board has committed to consider the outcome in future compensation decisions and engages in regular stockholder outreach to refine program design. The Company also highlights its high prior Say-on-Pay support and explains the inclusion of AI metrics as a strategic modifier in response to evolving business priorities. Overall, the proposal is positioned as an endorsement of a compensation framework aimed at incentivizing sustained strategic progress and long-term stockholder value creation while retaining oversight controls and transparency.
Nominees on the ballot12
Top institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | VANGUARD CAPITAL MANAGEMENT LLC | 4.1% | 2,445,553 | $841M |
| 2 | VANGUARD PORTFOLIO MANAGEMENT LLC | 3.3% | 1,950,864 | $671M |
| 3 | FMR LLC | 2.4% | 1,441,975 | $496M |
| 4 | STATE STREET CORP | 2.4% | 1,425,013 | $491M |
| 5 | BlackRock, Inc. | 2.0% | 1,192,884 | $410M |
| 6 | AQR CAPITAL MANAGEMENT LLC | 1.8% | 1,081,111 | $362M |
| 7 | GEODE CAPITAL MANAGEMENT, LLC | 1.7% | 1,027,755 | $353M |
| 8 | TWO SIGMA INVESTMENTS, LP | 1.5% | 896,724 | $308M |
| 9 | Invesco Ltd. | 1.5% | 865,441 | $298M |
| 10 | BlackRock, Inc. | 1.4% | 852,175 | $293M |
Other Consumer Cyclical sector meetings6
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Frequently asked questions
- When is the Ralph Lauren Corp 2026 annual meeting?
- Ralph Lauren Corp (RL) holds its 2026 annual shareholder meeting on Thursday, July 30, 2026.
- What is the record date for the Ralph Lauren Corp 2026 meeting?
- The record date for the Ralph Lauren Corp 2026 meeting is Tuesday, June 2, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Ralph Lauren Corp's 2026 meeting?
- The board is presenting 12 director nominees at the Ralph Lauren Corp 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Ralph Lauren Corp 2026 meeting?
- Shareholders will vote on 3 proposals at the Ralph Lauren Corp 2026 meeting, each tagged with who proposed it and the board's recommendation.
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