EDGEWELL PERSONAL CARE Co
For the period ended Feb 5, 2026. Filed Dec 22, 2025.
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Feb 5, 2026 · Filed Dec 22, 2025
Contents
Long-Term Incentive Program – Equity Awards
The HC&CC determined that the Company had achieved 100% of the Strategic Priorities for the performance period, resulting in awards payable under the plan at 100% of target with respect to this performance metric.
See “Executive Compensation — Summary Compensation Table” for the payouts under the Executive Bonus Program for fiscal 2025 for each of the NEOs. See “Appendix A — Reconciliation of Non-GAAP Financial Measures” for a reconciliation of the non-GAAP financial measures used herein to their most directly comparable GAAP measures.
Historical Executive Officer Bonus Program Table
The following table sets forth the bonus target percentages approved for each NEO for the prior three years along with the potential bonus amount and the actual bonus paid.
| · · Name and Principal Position · · · · Year · · · · Salary · · · · Bonus TargetPercentage · · · · Bonus Availableat Target · · · · Bonus Paid · · | ||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | Rod R. LittlePresident and Chief Executive Officer | | | | | | 2025 | | | | | | $1,100,000 | | | | | | | 125% | | | | | | $1,375,000 | | | | | | $907,500 | | | |
| | | | 2024 | | | | | | $1,100,000 | | | | | | | 125% | | | | | | $1,375,000 | | | | | | $1,338,563 | | | | |||||
| | | | 2023 | | | | | | $1,100,000 | | | | | | | 125% | | | | | | $1,375,000 | | | | | | $1,727,770 | | | | |||||
| | | Francesca WeissmanChief Financial Officer | | | | | | 2025 | | | | | | $550,000 | | | | | | | 65% | | | | | | $357,500 | | | | | | $235,950 | | | |
| | | Jessica SpencePresident, North America | | | | | | 2025 | | | | | | $730,000 | | | | | | | 80% | | | | | | $584,000 | | | | | | $361,157 | | | |
| | | Paul R. HibbertChief Supply Chain Officer | | | | | | 2025 | | | | | | $510,000 | | | | | | | 75% | | | | | | $382,500 | | | | | | $252,450 | | | |
| | | | 2024 | | | | | | $483,600 | | | | | | | 70% | | | | | | $338,520 | | | | | | $329,549 | | | | |||||
| | | LaTanya Langley Chief People Officer, Chief Legal Officer & Corporate Secretary | | | | | | 2025 | | | | | | $525,000 | | | | | | | 75% | | | | | | $393,750 | | | | | | $259,875 | | | |
| | | | 2024 | | | | | | $500,000 | | | | | | | 70% | | | | | | $350,000 | | | | | | $340,725 | | | | |||||
| | | Daniel J. Sullivan Former Chief Financial Officer and Chief Operating Officer (1) | | | | | | 2025 | | | | | | $835,000 | | | | | | | 90% | | | | | | $751,500 | | | | | | $495,990 | | | |
| | | | 2024 | | | | | | $800,000 | | | | | | | 75% | | | | | | $600,000 | | | | | | $584,100 | | | | |||||
| | | | 2023 | | | | | | $750,000 | | | | | | | 75% | | | | | | $562,500 | | | | | | $706,680 | | | | |||||
(1) Mr. Sullivan departed the company as of October 1, 2025.
Long-Term Incentive Program — Equity Awards
Our 2 nd A&R 2018 Plan authorizes the HC&CC to grant various types of equity awards. Under the 2 nd A&R 2018 Plan, the HC&CC granted RSE awards, consisting of PRSEs and time-vesting awards to key executives. PRSE awards are tied to both the achievement of Company performance targets over a set time period (typically three years) and continued employment with our Company over the same period as conditions to vesting of the awards. Time-vesting RSE awards are tied solely to continued employment with our Company over a set time period as the condition to vesting of the awards. The following graph shows the performance periods of our historical PRSE awards.
Timing and Procedures for Grants
Other than in exceptional cases, such as promotions or new hires, long-term incentive awards are generally granted in the first quarter of the fiscal year (October through December), at the time when salary levels and short-term incentive programs for the new fiscal year are determined. The HC&CC does not take material non-public information into account
| | 32 | | | | | Edgewell | 2025 Proxy Statement | |
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when determining the timing and terms of equity awards. The Company doesnot time the disclosure of material non-public information for the purpose of affecting the value of executive compensation.
Our CEO recommends to the HC&CC total equity awards to be awarded to each NEO (other than our CEO). The HC&CC considers the equity awards for executive officers based in part upon benchmarked data from our peer group provided by Meridian, as well as other factors, such as the officers individual performance and the market run-rate for equity grants among the peer group.
With respect to awards to our CEO, Meridian, without input from our CEO or other members of management, provides a competitive market analysis to the HC&CC based on the peer group. The HC&CC determines the award to recommend to our Board considering the market analysis, performance of our Company, returns to shareholders, and experience and effectiveness of our CEO’s leadership, as well as the input from Meridian.
The RSE awards are stock settled at the time of vesting when they convert into shares of our common stock. PRSE awards are earned based on the level of performance over the vesting period against pre-established goals. The value of all our equity awards fluctuates based on performance of our Company’s common stock over time. This combination of financial performance and stock price performance enhances alignment with our shareholders.
Restricted Stock Equivalent Award Grants during Fiscal 2025
The HC&CC approved the grant of both PRSE awards and time-vesting RSE awards to our NEOs in October 2024. These award amounts were based on the competitive market pay for each position as well as each individual’s performance and business results during the prior fiscal year. The number and type of RSE awards granted to each NEO is shown in the “Grants of Plan-Based Awards” table.
For the PRSEs granted in October 2024, we used a three-year relative TSR metric, benchmarked against a custom group consisting of the S&P 1000 Consumer Staples Sector and certain non-overlapping executive compensation benchmarking peers. The HC&CC believes relative TSR is an important metric which drives the executive leadership team to deliver superior returns for shareholders. The HC&CC annually reviews the peer set to ensure ongoing appropriateness. The HC&CC believes the following group of peer companies provides a robust representation of the competitive market for capital.
| | ■ Andersons, Inc. | | | ■ Grocery Outlet Holding Corp. | | | ■ PriceSmart, Inc. | |
|---|---|---|---|---|---|---|---|---|
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| | ■ Central Garden & Pet Co. | | | ■ Lancaster Colony Corp. | | | ■ Tootsie Roll Industries, Inc. | |
| | ■ Chef’s Warehouse, Inc. | | | ■ MGP Ingredients, Inc. | | | ■ TreeHouse Foods, Inc. | |
| | ■ Church & Dwight Co., Inc. | | | ■ National Beverage Corp. | | | ■ United Natural Foods, Inc. | |
| | ■ Coca-Cola Consolidated, Inc. | | | ■ Nu Skin Enterprises, Inc. | | | ■ Universal Corporation | |
| | ■ Coty, Inc. | | | ■ Oxford Industries, Inc. | | | ■ U.S. Foods Holding Corp. | |
| | ■ Darling Ingredients, Inc. | | | ■ Performance Food Group Co. | | | ■ USANA Health Sciences, Inc. | |
| | ■ e.l.f. Beauty, Inc. | | | ■ Pilgrim’s Pride Corporation | | | ■ Vector Group Ltd. | |
| | ■ Energizer Holdings, Inc. | | | ■ Post Holdings, Inc. | | | ■ WD-40 Company | |
| | ■ Flowers Foods, Inc. | | | ■ Sprouts Farmers Market, Inc. | | | ■ WK Kellogg Co. | |
| | ■ Fresh Del Monte Produce, Inc. | | | ■ Prestige Consumer Healthcare, Inc. | | | | |
| | | | Edgewell | 2025 Proxy Statement | | | 33 | |
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.