Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD Disclosure
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On August 18, 2026 (the “Effective Date”), the Board of Directors (the “Board”) of Abercrombie & Fitch Co.…
Filed Aug 20, 2026Accepted Aug 20, 2026, 4:31 PM EDTCIK 1018840Accession 0001018840-26-000039
Abercrombie & Fitch Co. (NYSE: ANF) is a global, digitally led, omnichannel specialty retailer of apparel and accessories catering to kids through millennials with assortments curated for their specific lifestyle needs. The company operates a family of brands, including Abercrombie brands and Hollister brands, each sharing a commitment to offer products of enduring quality and exceptional comfort that support global customers on their journey to being and becoming who they are. Abercrombie & Fitch Co. operates approximately 840 stores under these brands across North America, Europe, Asia and the Middle East, as well as the e-commerce sites abercrombie.com, abercrombiekids.com and hollisterco.com.
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Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 18, 2026 (the “Effective Date”), the Board of Directors (the “Board”) of Abercrombie & Fitch Co. (the “Company”) increased the size of the Board from nine members to 10 members in accordance with the Company’s Amended and Restated Bylaws and appointed Mary Fox as a non-associate director of the Board (the “Appointment”), with such Appointment effective as of the Effective Date. Ms. Fox’s term will continue until the Company’s 2027 Annual Meeting of Stockholders (the “2027 Annual Meeting”) and until her successor is duly elected and qualified.
Ms. Fox will receive the same compensation and benefits as the other non-associate directors serving on the Board, consistent with and pursuant to the Company’s non-associate director compensation program, as described on pages 32 to 33 of the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 20, 2026. All such compensation will be pro-rated for the period beginning on the Effective Date and ending on the date of the 2027 Annual Meeting.
There are no arrangements or understandings between Ms. Fox or any other persons pursuant to which she was appointed a director. There are no family relationships between Ms. Fox and any director or executive officer of the Company, and the Company has not entered into any transactions with Ms. Fox that are reportable pursuant to Item 404(a) of Regulation S-K.
As of the date of this Current Report on Form 8-K, the Board had not determined Ms. Fox’s Board committee assignments. In accordance with Instruction 2 to Item 5.02 of Form 8-K, the Company intends to file an amendment to this Current Report on Form 8-K if and when such information is available.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure.
On August 20, 2026, the Company issued a news release regarding the Appointment, a copy of which is included as Exhibit 99.1 attached hereto and incorporated herein by reference.
The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
EX-99.1
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a08-20x2026form8xkxex991.htm
EX-99.1
Document
Exhibit 99.1
Abercrombie & Fitch Co. Announces Election of Mary Fox to its Board of Directors
Fox brings more than 25 years of experience across consumer products, retail, and omnichannel businesses
NEW ALBANY, Ohio, Aug. 20, 2026 (GLOBE NEWSWIRE) -- Abercrombie & Fitch Co. (NYSE: ANF), a global, digitally led, omnichannel specialty retailer of apparel and accessories, today announced the election of Mary Fox to its Board of Directors, effective August 18, 2026.
Ms. Fox, 54, is the President of The Lovesac Company, a publicly traded omnichannel home furnishings company, where she is responsible for the company’s operations, marketing, finance, human resources, and overall business performance. Prior to Lovesac, Mary served as general manager for North American consumer products at BIC and spent six years at L’Oréal in leadership roles across ecommerce, business development, and business transformation. Before that, she spent over a decade at Walmart in roles of increasing responsibility, with responsibilities spanning private label apparel, merchandising, brand management, strategy, mergers and acquisitions, and globa…