Capri Holdings names Justin Boxford CEO, Jan. 4, 2027
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Rhea-AI Filing Summary
Capri Holdings Limited (CPRI) appointed Justin Boxford CEO and a Board member, effective January 4, 2027. John D. Idol will remain CEO and Chairman through then and serve as senior advisor through March 31, 2027; Robin Freestone will become Chairman on January 4.
Boxford’s package includes an annual base salary of $1,250,000 and, beginning in fiscal 2028, a cash incentive target of 150% of base salary. He will receive a $1,125,000 sign-on bonus, subject to repayment under specified circumstances if his employment ends within one year following the effective date, and a sign-on equity award with an aggregate grant-date value of $6,500,000 on or around February 1, 2027. The award comprises 50% time-based restricted share units vesting ratably over three years and 50% performance-based units eligible to vest in three annual installments subject to successive one-year performance periods. His fiscal 2028 long-term incentive award is to be granted in June 2027 with a $7,000,000 target grant-date fair value. A Change in Control Continuity Agreement, which he will enter into on January 4, provides enhanced severance equal to two times annual base salary and target annual bonus upon a qualifying termination connected with a change in control.
Filing Explained
While serving as senior adviser through March 31, 2027, John Idol will continue receiving his current compensation and benefits. When his employment ends, he will receive the retirement treatment available under his equity award agreements and severance applicable to a termination without cause under his existing agreement.
8-K Event Classification
Key Figures
Key Terms
annual cash incentive opportunity financial
Change in Control Continuity Agreement financial
qualifying termination financial
FAQ
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Who will become CPRI’s CEO, and when?
What is CPRI’s incoming CEO’s compensation package?
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact name of Registrant as Specified in its Charter)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| ITEM 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On November 10, 2026, the Board of Directors (the “Board”) of Capri Holdings Limited (the “Company”) approved the Company’s entry into an employment agreement with Justin Boxford (the “Employment Agreement”) appointing Mr. Boxford as Chief Executive Officer of the Company and appointed Mr. Boxford as a member of the Board, each effective as of January 4, 2027 (the “Effective Date”). Mr. Boxford will succeed John D. Idol, who will continue to serve as Chief Executive Officer and Chairman of the Board through the Effective Date, and as an employee of the Company in a senior advisor capacity through March 31, 2027, to support the leadership transition. Effective as of the Effective Date, Robin Freestone will become Chairman of the Board.
Mr. Boxford, age 53, brings nearly 30 years of global luxury and beauty industry experience, including more than two decades at The Estée Lauder Companies, which he joined in 2004. Most recently, he served as Global President, Luxury Beauty Brands. Prior to this role, he served as Global Brand President of Estée Lauder and AERIN BEAUTY, and spent five years leading La Mer. Mr. Boxford was a member of The Estée Lauder Companies’ Executive Leadership Team and previously held positions at LVMH, Unilever and L’Oréal. He holds a bachelor’s degree in International Business from European Business School London.
Under the Employment Agreement, Mr. Boxford will receive (i) an annual base salary of $1,250,000; (ii) beginning with the Company’s fiscal year 2028, an annual cash incentive opportunity with a target equal to 150% of his annual base salary; (iii) a one-time cash sign-on bonus of $1,125,000, subject to repayment under specified circumstances if his employment terminates within one year following the Effective Date; (iv) on or around February 1, 2027, a one-time sign-on equity award with an aggregate grant-date value of $6,500,000, consisting of 50% time-based restricted share units that will vest ratably over three years and 50% performance-based restricted share units that will be eligible to vest in three annual installments, subject to successive one-year performance periods; and (v) beginning with the Company’s fiscal year 2028, eligibility to participate in the Company’s annual long-term incentive program, with his fiscal year 2028 annual long-term incentive award to be granted in June 2027 and to have a target grant-date fair value of $7,000,000.
The Employment Agreement provides for specified severance payments and benefits upon certain qualifying terminations of employment. On the Effective Date, Mr. Boxford will also enter into a Change in Control Continuity Agreement, which provides for enhanced severance payments and benefits equal to two times annual base salary and target annual bonus upon a qualifying termination of employment in connection with a change in control of the Company. In addition, pursuant to the Employment Agreement and Change in Control Continuity Agreement, Mr. Boxford will be subject to customary restrictive covenants, including confidentiality obligations, mutual non-disparagement obligations, a non-competition covenant and customer non-solicitation covenants during his employment and for specified periods thereafter.
The foregoing descriptions of the Employment Agreement and the Change in Control Continuity Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the Employment Agreement and the form of Change in Control Continuity Agreement, copies of which are filed as Exhibit 10.1 and Exhibit 10.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
There is no arrangement or understanding between Mr. Boxford and any other person pursuant to which he was selected as Chief Executive Officer, and there is no family relationship between Mr. Boxford and any of the Company’s directors or executive officers. Mr. Boxford has no interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
While employed as a senior advisor through March 31, 2027, Mr. Idol will continue to receive his current compensation and benefits in accordance with the Company’s existing practices and the fifth amended and restated employment agreement between Mr. Idol and the Company dated March 7, 2022. Upon the termination of his employment on March 31, 2027, Mr. Idol will receive the retirement treatment for which he is eligible under his equity award agreements and the other severance payments and benefits applicable upon a termination of employment without cause pursuant to his employment agreement, in each case in accordance with the terms of his existing arrangements with the Company.
| Item 7.01 | Regulation FD Disclosure. |
On November 11, 2026, the Company issued a press release announcing the executive transition, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit |
Description | |
| 10.1 | Employment Agreement, dated as of November 11, 2026, by and among Capri Holdings Limited, Michael Kors (USA), Inc. and Justin Boxford. | |
| 10.2 | Form of Change in Control Continuity Agreement, by and among Capri Holdings Limited, Michael Kors (USA), Inc. and Justin Boxford. | |
| 99.1 | Press Release, dated November 11, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| CAPRI HOLDINGS LIMITED | ||||||
| Date: November 12, 2026 | ||||||
| By: | /s/ Catherine So | |||||
| Name: | Catherine So | |||||
| Title: | Chief Legal and Sustainability Officer | |||||
Exhibit 99.1
Capri Holdings Limited Announces CEO Succession Plan
Justin Boxford Appointed Chief Executive Officer
John D. Idol to Retire Following More than Two Decades of Leadership
Robin Freestone to Become Independent Chairman of the Board
Transition Effective January 4, 2027
London — November 11, 2026 — Capri Holdings Limited (NYSE:CPRI), a global fashion luxury group, today announced that Justin Boxford has been named Chief Executive Officer of Capri Holdings and will join the Board of Directors, effective January 4, 2027. His appointment follows John D. Idol’s announcement that he will retire as Chairman and Chief Executive Officer following more than two decades of leadership at Capri. Robin Freestone, Capri Holdings’ current Lead Director, will become Independent Chairman of the Board. To support a smooth transition, Mr. Idol will serve as a senior advisor to Capri Holdings through March 31, 2027.
Mr. Boxford brings nearly 30 years of global luxury and beauty industry experience, with a proven track record of building iconic brands, driving business transformation and delivering sustainable growth across global markets. Recognized for his strategic leadership, deep consumer understanding and ability to build high-performing teams, he joins Capri from The Estée Lauder Companies, where he most recently served as Global President, Luxury Beauty Brands. Prior to this role, he served as Global Brand President of Estée Lauder, where he led a comprehensive transformation, restoring growth, accelerating innovation, expanding across categories, strengthening brand desirability and redefining the consumer experience across digital and physical touchpoints. Previously, he led La Mer through a period of significant growth, more than doubling the brand’s size and strengthening its position as the global leader in luxury skincare.
“This announcement is the culmination of a thorough Board-led process to identify Capri’s next Chief Executive Officer, and we are confident that Justin is the right leader to guide Capri in its next chapter of growth,” said Mr. Freestone. “He brings an exceptional track record of revitalizing and growing global luxury and beauty brands, deep international experience and a people-centered leadership approach. We look forward to Justin leveraging his expertise and perspectives to build on the strengths of Michael Kors and Jimmy Choo and pursue the opportunities ahead.”
“I am honored to be joining Capri as Chief Executive Officer and am excited to lead this exceptional company,” said Mr. Boxford. “Michael Kors and Jimmy Choo are iconic luxury houses, with distinct identities and tremendous potential. I look forward to working with Capri’s teams around the world to build on the brands’ strong foundations, deepen connections with consumers and drive sustainable growth and value for our shareholders.”
A veteran of the fashion and luxury industry, Mr. Idol has played a defining role in shaping Capri over more than two decades, overseeing its evolution into a multi-billion-dollar global luxury fashion group. Under his leadership, Capri significantly expanded Michael Kors into a multi-billion-dollar brand globally. He also oversaw the acquisition of Jimmy Choo and its growth over the past eight years that has further strengthened Capri’s brand portfolio.
“It has been an extraordinary privilege to lead Capri for the past 23 years,” said Mr. Idol. “I am immensely proud of what we have accomplished together and deeply grateful to our Board of Directors as well as to our talented teams around the world, whose passion and dedication have driven our success. With the progress we have made in advancing our strategic initiatives and with the Company on the path to return to growth in the fourth quarter, this is the perfect time for Capri to transition to its next Chief Executive Officer. I have had the opportunity to work with Justin in the past while he helped build the Michael Kors fragrance business at The Estée Lauder Companies and have watched his successes over the years. I am confident he is the ideal person to lead Capri into the future.”
Mr. Freestone continued, “On behalf of the Board, I want to express our sincere gratitude to John for his many significant contributions and unwavering commitment to Capri. His vision and leadership have been instrumental in building Capri into the global luxury group it is today, and his impact on our brands, people and industry will be felt for years to come.”
About Justin Boxford
Mr. Boxford brings nearly 30 years of global luxury and beauty industry experience, including more than two decades at The Estée Lauder Companies, which he joined in 2004. Most recently, he served as Global President, Luxury Beauty Brands. Prior to this role, he served as Global Brand President of Estée Lauder and AERIN BEAUTY, leading a significant brand transformation that restored growth, strengthened brand desirability and consumer engagement and accelerated innovation across key categories. Under his leadership, the Estée Lauder brand regained market share across multiple subcategories, re-entered prestige fragrance with the successful launch of Glimmer and expanded its distribution into high-growth channels.
Previously, Mr. Boxford spent five years leading La Mer, where he more than doubled the brand’s size, expanded and diversified its product portfolio and strengthened its position as a global leader in luxury skincare. Mr. Boxford brings deep expertise in global brand building and international markets, having held senior leadership roles based in Hong Kong, where he drove the Estée Lauder brand’s growth across China and Asia Pacific and spearheaded the expansion of TOM FORD BEAUTY across the region. His experience also includes global Travel Retail and marketing leadership roles across multiple prestige and luxury brands, including responsibility for Michael Kors fragrances.
Mr. Boxford was a member of The Estée Lauder Companies’ Executive Leadership Team and previously held positions at LVMH, Unilever and L’Oréal. He holds a bachelor’s degree in International Business from European Business School London.
About Capri Holdings Limited
Capri Holdings is a global fashion luxury group consisting of iconic brands Michael Kors and Jimmy Choo. Our commitment to creativity, fashion, style and craftsmanship is at the heart of each of our luxury brands. We have built our reputation on designing exceptional, innovative products that cover the full spectrum of fashion luxury categories. Our strength lies in the unique DNA and heritage of each of our brands, the diversity and passion of our people and our dedication to the clients and communities we serve. Our designs inspire consumers to embrace the feeling of luxury in every moment. Capri Holdings Limited is publicly listed on the New York Stock Exchange under the ticker CPRI.
Forward-Looking Statements
This press release contains statements which are, or may be deemed to be, “forward-looking statements.” Forward-looking statements are prospective in nature and are not based on historical facts, but rather on current expectations and projections of the management of Capri about future events and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. All statements other than statements of historical facts included herein may be forward-looking statements. Without limitation, any statements preceded or followed by or that include the words “plans”, “believes”, “expects”, “intends”, “will”, “should”, “could”, “would”, “may”, “anticipates”, “might” or similar words or phrases, are forward-looking statements. Such forward-looking statements involve known and unknown risks and uncertainties that could significantly affect expected results and are based on certain key assumptions, which could cause actual results to differ materially from those projected or implied in any forward-looking statements. These risks, uncertainties and other factors include but are not limited to, macroeconomic pressures and general uncertainty regarding the overall future economic environment; the imposition or threat of imposition of new or additional duties, tariffs or trade restrictions on the importation of our products; changes in fashion, consumer traffic and retail trends; fluctuations in demand for our products; loss of market share and increased competition; risks associated with operating in international markets and global sourcing activities, including currency fluctuations, disruptions or delays in manufacturing or shipments; departure of key employees or failure to attract and retain highly qualified personnel; levels of cash flow and future availability of credit; Capri’s ability to successfully execute its growth strategies or cost reduction measures; the risk of cybersecurity threats and privacy or data security breaches; reductions in our wholesale channel; high consumer debt levels, recession and inflationary pressures and general economic, political, business or market conditions; the impact of epidemics, pandemics, disasters or catastrophes; extreme weather conditions and natural disasters; acts of war and other geopolitical conflicts; risks related to the pending federal securities law class action; as well as the risk factors identified in the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and
Current Reports on Form 8-K filed with the Securities and Exchange Commission. Please consult these documents for a more complete understanding of these risks and uncertainties. Any forward-looking statement in this press release speaks only as of the date made and Capri disclaims any obligation to update or revise any forward-looking or other statements contained herein other than in accordance with legal and regulatory obligations.
CONTACTS:
Investor Relations:
Jennifer Davis
+1 (201) 514-8234
Jennifer.Davis@CapriHoldings.com
Media:
Press@CapriHoldings.com