Business Context and Reporting Period
This Form 8-K Current Report, dated February 24, 2026, covers Capri Holdings Ltd (CPRI), a British Virgin Islands corporation with principal executive offices in London. The filing primarily addresses the appointment of new senior executive leadership and the termination of an interim role, effective March 30, 2026.
Key Financial Metrics
The filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on executive compensation arrangements and employment terms.
Material Changes
- Executive Appointment: Tyler Reddien, age 49, has been appointed as Chief Financial Officer (CFO) and Chief Operating Officer (COO), effective March 30, 2026.
- Executive Departure: Rajal Mehta will cease serving as Interim CFO on March 30, 2026, returning to his role as CFO of the Michael Kors brand.
- Compensation Structure: Mr. Reddien's employment agreement establishes a base salary of $700,000, an annual cash incentive target of 100% (up to 200%), and significant long-term equity awards.
Guidance, Outlook, and Management Commentary
The filing contains no financial guidance, outlook, or general management commentary regarding business strategy or market conditions. The document details specific contractual terms for Mr. Reddien, including:
- Equity Awards: A "New Hire Grant" of Restricted Share Units (RSUs) valued at approximately $500,000 vesting over three years, and a "June 2026 Grant" valued at approximately $1,500,000.
- Relocation: Up to $185,000 for relocation from the UK to the New York Metropolitan area, subject to repayment clauses if employment ends within the first year.
- Severance: In the event of termination without Cause or resignation for Good Reason, Mr. Reddien is entitled to one year of base salary, benefits continuation, and a prorated target annual cash incentive.
- Change in Control: A "double trigger" agreement provides for 2x the sum of base salary and target cash incentive, plus 24 months of COBRA coverage and outplacement services, if terminated without Cause or for Good Reason within two years of a change in control.
Investor Verification Checklist
- Verify the commencement date of March 30, 2026, for the transition of CFO duties from Rajal Mehta to Tyler Reddien.
- Review the total potential compensation value, including the $700,000 base salary and the $2,000,000 in initial long-term equity awards.
- Confirm the terms of the "Good Reason" and "Cause" definitions within the employment agreement to understand severance triggers.
- Monitor the filing of the full Employment Agreement and Change in Control Continuity Agreement as exhibits to the upcoming Form 10-K for the fiscal year ending March 28, 2026.