Oxford Industries Inc. Announces 2024 Annual Meeting of Shareholders on June 25

TL;DR

<b>Oxford Industries, Inc. will hold its 2024 Annual Meeting of Shareholders virtually on June 25, 2024, to vote on director elections, auditor ratification, and executive compensation.</b>

AI Summary

OXFORD INDUSTRIES INC (OXM) filed a Proxy Statement (DEF 14A) with the SEC on May 14, 2024. The 2024 Annual Meeting of Shareholders for Oxford Industries, Inc. will be held virtually on June 25, 2024, at 2:00 p.m. Eastern Time. Shareholders will vote on electing three Class II nominees for director positions until the 2027 Annual Meeting. The selection of Ernst & Young LLP as the independent registered public accounting firm for fiscal 2024 will be ratified. Shareholders will provide an advisory vote on the compensation of named executive officers. Shareholders of record as of April 19, 2024, are eligible to vote at the meeting.

Why It Matters

For investors and stakeholders tracking OXFORD INDUSTRIES INC, this filing contains several important signals. The virtual format allows for broader shareholder participation regardless of location. Key governance matters, including director elections and executive pay, are being presented for shareholder approval.

Risk Assessment

Risk Level: low — OXFORD INDUSTRIES INC shows low risk based on this filing. The filing is a routine proxy statement for an annual shareholder meeting, with no immediate financial or operational concerns indicated.

Analyst Insight

Review the proposals for director elections and executive compensation to inform voting decisions.

Key Numbers

• 2024 — Annual Meeting Year (2024 Annual Meeting of Shareholders)
• June 25 — Meeting Date (Annual Meeting date)
• 2:00 p.m. Eastern Time — Meeting Time (Annual Meeting time)
• 2027 — Director Term End (Directors to serve until the 2027 Annual Meeting)
• April 19, 2024 — Record Date (Shareholders of record as of this date are eligible to vote)

Key Players & Entities

• Oxford Industries, Inc. (company) — Registrant
• Ernst & Young LLP (company) — independent registered public accounting firm
• June 25, 2024 (date) — Annual Meeting date
• April 19, 2024 (date) — Record date for voting eligibility

FAQ

Industry Context

Oxford Industries, Inc. is a global manufacturer and marketer of branded apparel and accessories. This filing pertains to their annual shareholder meeting, a standard corporate governance event.

Regulatory Implications

This filing is made pursuant to Section 14(a) of the Securities Exchange Act of 1934, which governs the solicitation of proxies from shareholders.

What Investors Should Do

1. Review the nominees for the Board of Directors.
2. Evaluate the proposal to ratify Ernst & Young LLP as the independent auditor.
3. Consider the advisory vote on the compensation of named executive officers.

Key Dates

• 2024-06-25: 2024 Annual Meeting of Shareholders — Shareholders will vote on key governance matters.
• 2024-04-19: Record Date — Determines eligibility to vote at the annual meeting.

Year-Over-Year Comparison

This is a DEF 14A filing, which is a definitive proxy statement typically filed annually to provide shareholders with information for upcoming meetings.

Key Financial Figures

• $1.00 — holders of our common stock, par value $1.00 per share, entitled to vote at the annu
• $4 b — with total capitalization in excess of $4 billion, and has also had extensive invol

Filing Documents

• tm242696d2_def14a.htm (DEF 14A) — 1189KB
• bc_netincome-4c.jpg (GRAPHIC) — 42KB
• bc_pbtpaid-4c.jpg (GRAPHIC) — 41KB
• bc_tsr-4c.jpg (GRAPHIC) — 37KB
• cv_ofc-4clr.jpg (GRAPHIC) — 95KB
• fc_compensr-4c.jpg (GRAPHIC) — 62KB
• ic_cross-4c.jpg (GRAPHIC) — 2KB
• ic_tickblue-4c.gif (GRAPHIC) — 1KB
• ic_tickblue-4c.jpg (GRAPHIC) — 1KB
• lc_peergrouptsr-4c.jpg (GRAPHIC) — 36KB
• lg_oxford-4c.jpg (GRAPHIC) — 28KB
• pc_ceoneo-4c.jpg (GRAPHIC) — 53KB
• px_24oxfordproxy01pg01-4c.jpg (GRAPHIC) — 362KB
• px_24oxfordproxy01pg02-4c.jpg (GRAPHIC) — 237KB
• sg_surajapalak-bw.jpg (GRAPHIC) — 6KB
• 0001104659-24-061166.txt (&nbsp;) — 4439KB
• oxm-20240203.xsd (EX-101.SCH) — 8KB
• oxm-20240203_def.xml (EX-101.DEF) — 6KB
• oxm-20240203_lab.xml (EX-101.LAB) — 24KB
• oxm-20240203_pre.xml (EX-101.PRE) — 6KB
• tm242696d2_def14a_htm.xml (XML) — 193KB

Executive Compensation

Executive Compensation 3 Proposed Resolution 3 Required Vote 3 Recommendation of our Board of Directors 4 CORPORATE GOVERNANCE AND BOARD MATTERS 5 Directors 5 Director Nominees 5 Continuing Directors 7 Director Skills and Qualifications 9 Director Independence 9 Corporate Governance Guidelines; Conduct Policies 9 Board Meetings and Committees of our Board of Directors 10 Executive Committee 10 Audit Committee 10 Nominating, Compensation & Governance Committee (or NC&G Committee) 11 Corporate Responsibility Oversight 11 Meetings of Non-Employee Directors 11 Board Leadership 11 Director Nomination Process 12 Board Diversity 12 Director Compensation 12 Compensation Program for Fiscal 2023 12 Director Compensation for Fiscal 2023 13 Stock Ownership and Retention Guidelines 14 EXECUTIVE OFFICERS 15

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 17 Introduction 17 Compensation Discussion and Analysis 17 Executive Summary 17 Fiscal 2023 Overview and Highlights 17 Consideration of Last Year's Advisory Say-On-Pay Votes 18 Compensation Philosophy and Objectives 18 Compensation Decision Process 18 Elements of Executive Officer Compensation 20 Base Salary 21 Short-Term/Annual (Cash) Incentive Compensation 21 Long-Term Equity Incentive Compensation 23 Other Benefit Plans and Perquisites 24 Written Arrangements 25 TABLE OF CONTENTS Clawback Policy 25 Stock Ownership and Retention Guidelines; Anti-Pledging/Hedging Policy 25 Compensation Tables 26 Summary Compensation Table for Fiscal 2023 26 Grants of Plan-Based Awards in Fiscal 2023 27 Outstanding Equity Awards at Fiscal 2023 Year-End 28 Stock Vested During Fiscal 2023 29 Fiscal 2023 Non-Qualified Deferred Compensation 29 Potential Payments on Termination or Change of Control 30 CEO Pay Ratio 31 Pay Versus Performance 32 NOMINATING, COMPENSATION & GOVERNANCE COMMITTEE REPORT 36 COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION 36 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 36 AUDIT-RELATED MATTERS 36 Report of the Audit Committee 36 Fees Paid to Independent Registered Public Accounting Firm 37 Approval of Audit and Permissible Non-Audit Services of Independent Auditors 37 COMMON STOCK OWNERSHIP BY MANAGEMENT AND CERTAIN BENEFICIAL OWNERS 38 Management 38 Certain Beneficial Owners 39 EQUITY COMPENSATION PLAN INFORMATION 40 INFORMATION ABOUT THE MEETING AND VOTING 40 Shares Outstanding 40 Participating in the Meeting 40 Voting 40 Broker Discretionary Voting; Broker Non-Votes 41 Changing Your Vote 41 Quorum 41 ADDITIONAL INFORMATION 42 Annual Report on Form 10-K 42 Board's Role in Risk Oversight 42 Submission of Director Candidates by Shareholders an

Executive Compensation

Executive Compensation As we have done every year since 2011, we are asking shareholders for their views on our named executive officer compensation practices, as described in this proxy statement. This "say-on-pay" proposal gives our shareholders the opportunity to indicate their support on our executive compensation practices. The vote is not intended to address any specific item of compensation, but rather the overall compensation of our named executive officers and the philosophy, policies and practices described in this proxy statement. As further described under " Executive Compensation—Compensation Discussion and Analysis ," our executive compensation programs are designed to maintain a strong link between pay and performance for our named executive officers; align our named executive officers' interests with those of our shareholders by creating a strong focus on stock ownership; and ensure that we are able to attract and retain talented individuals who can deliver excellent business performance. Proposed Resolution We are asking our shareholders to vote on the following resolution at the annual meeting: RESOLVED, that the shareholders approve, on a non-binding, advisory basis, the compensation paid to the Company's named executive officers as disclosed in this proxy statement, including the Compensation Discussion and Analysis, compensation tables and narrative discussion set forth herein. Required Vote Approval of the say-on-pay resolution requires the affirmative vote of at least a majority of the outstanding shares of our common stock present at the annual meeting, in person or by proxy, and entitled to vote on the proposal. Because broker non-votes are counted as present at the annual meeting for quorum purposes but are not counted as entitled to vote on this proposal, they will have no effect on the vote on the resolution approving executive compensation. Abstentions will have the same effect as a vote against this proposal. 2024 PROXY

View Full Filing

View this DEF 14A filing on SEC EDGAR