In a regulatory filing with the Securities and Exchange Commission on Friday, or Form 8-K, the apparel firm will pay Nemerov $1.4 million, or the equivalent of 72 weeks of her annual base salary, paid as a continuation of salary. In addition, she receives a $3 million lump sum payment, or 300 percent of her annual base salary, payable at the end of her salary continuation period.
The agreement, signed on Wednesday, provides that she will vest in all unvested stock options as of the date of termination and will have one year from the termination date to exercise the stock options. Nemerov also vests in all performance-based equity awards based on the firm’s actual performance on the dates those were scheduled to vest, the filing said.
Further, Nemerov is obligated to provide certain transition services. She also agreed to certain confidentiality, non-compete, non-disparagement and non-solicitation provisions. In addition, she was required to agree to a general release of claims against the company.
Late last month, the company named Stefan Larsson to the position of chief executive officer, a position only Ralph Lauren himself has held in the near-50 year history of the fashion firm. Larsson, who had been global president of Old Navy since October 2012, begins his new position next month. The apparel firm said at the time that when Larsson assumes the post, Lauren would remain as executive chairman and chief creative officer, while Nemerov, currently president and chief operating officer, would retire and become an adviser to the apparel company.
Two years ago, on Nov. 1, 2013, Nemerov, then 62, became president and chief operating officer, succeeding Roger Farah when he retired from the company. Nemerov was responsible for global merchandising, manufacturing and supply chain operations, as well as the company’s retail, wholesale and licensing businesses worldwide. Before that she was executive vice president of wholesale apparel, home, accessories and footwear, product licensing, merchandising, global sourcing and supply chain, and was responsible for the management of all men’s, women’s and children’s wholesale brands, licensed apparel and accessories and manufacturing.
Nemerov joined the company in 2004, and has been a member of the board since 2007. Earlier, she served in various executive posts at Jones Apparel Group for 17 years, including president and coo.