Andrea O’Donnell becomes COO at Designer Brands (DBI) with expanded leadership role

Rhea-AI Filing Summary

Designer Brands Inc. appointed Andrea O’Donnell as Chief Operating Officer, effective February 8, 2026. She will also continue as Executive Vice President and President of the company’s brands business, reflecting her expanded operational leadership role.

O’Donnell brings extensive global retail experience, including prior senior roles at Everlane, Deckers (overseeing Ugg and Koolaburra), DFS Group and Lane Crawford, as well as earlier positions at several major retail brands. In connection with her promotion, her annual base salary will increase from $850,000 to $875,500, her target bonus will remain at 75% of base salary, and she is slated to receive a $1,500,000 target long-term equity award split evenly between performance shares and restricted stock units.

Insights

Corporate governance and compensation analyst

Designer Brands elevates Andrea O’Donnell to COO with modest pay increase and sizable equity grant.

The company is promoting an existing senior leader, Andrea O’Donnell, to Chief Operating Officer while she continues running the brands business. Her deep background across global retail and fashion suggests continuity in strategy rather than a disruptive leadership shift.

Compensation changes are incremental on cash and more meaningful in equity. Her salary moves from $850,000 to $875,500, with a long-term incentive target of $1,500,000 split between performance shares and restricted stock units. This structure ties a substantial portion of her compensation to multi-year performance and share value.

The absence of any related-party transactions or special appointment arrangements, explicitly noted in the disclosure, points to a standard governance process. Future filings detailing performance share metrics and vesting may show how tightly outcomes are linked to long-term value creation.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 27, 2026

Designer Brands Inc.

(Exact name of registrant as specified in its charter)

Ohio

001-32545

31-0746639

(State or other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

810 DSW Drive, Columbus, Ohio						43219
(Address of Principal Executive Offices)						(Zip Code)

Registrant’s telephone number, including area code: (614) 237-7100

 N/A

(Former name or former address if changed since last report.)

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:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Class A Common Shares, without par value			DBI			New York Stock Exchange

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 January 27, 2026, the Board of Directors of the Company approved the appointment of Andrea O’Donnell as the Company’s Chief Operating Officer, effective as of February 8, 2026 (the “Effective Date”). Ms. O’Donnell will also continue to serve as the Company’s Executive Vice President and as the President of the brands business.

Ms. O’Donnell, age 57, has served as the Company’s Executive Vice President and as President of Camuto LLC, our brands business, since January 2024. Before joining the Company, Ms. O’Donnell served as Chief Executive Officer of Everlane, Inc., a fashion retailer, from 2021 to 2024. Prior to Everlane, Ms. O’Donnell held the role of President at Deckers Outdoor Corporation from 2016 to 2021, where she oversaw the Ugg and Koolaburra brands. Prior to Deckers, Ms. O’Donnell served as President, Global Merchandising at DFS Group Ltd., a multi-billion-dollar retailer, from 2014 to 2016, and as the Executive Director of Lane Crawford from 2012 to 2014, where she was responsible for merchandising, merchandise planning, marketing, customer relationship management and store planning for the Asia Pacific region across a portfolio of 500 brands. In addition, Ms. O’Donnell has held various positions at retail brands, including John Lewis plc, Hackett Ltd, Jaeger, and Debenhams Brands Limited.

There are no arrangements or understandings between Ms. O’Donnell and any other person pursuant to which she was appointed as Chief Operating Officer. In addition, there are no family relationships between Ms. O’Donnell and any directors or executive officers of the Company, and no transactions are required to be reported under Item 404(a) of Regulation S-K between Ms. O’Donnell and the Company.

In connection with her appointment as Chief Operating Officer and beginning on the Effective Date, Ms. O’Donnell’s annual base salary was increased from $850,000 to $875,500. Ms. O’Donnell’s target bonus under the Designer Brands Inc. 2005 Cash Incentive Compensation Plan remains unchanged at 75% of her annual base salary. Ms. O’Donnell will receive an equity award under our 2026 long-term incentive program with an aggregate target value of $1,500,000, which is expected to consist of performance shares (50%) and restricted stock units (50%).

Signature  

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 hereunto duly authorized.  

Designer Brands Inc.

By:

/s/ Lisa M. Yerrace

Lisa M. Yerrace

Senior Vice President, General Counsel and Corporate Secretary

Date:

January 30, 2026

FAQ

What executive leadership change did Designer Brands Inc. (DBI) announce?

Designer Brands Inc. appointed Andrea O’Donnell as Chief Operating Officer effective February 8, 2026. She will also continue serving as Executive Vice President and President of the brands business, consolidating her responsibilities over both operations and brand management within the company.

What is Andrea O’Donnell’s background before becoming COO of Designer Brands (DBI)?

Andrea O’Donnell has led Designer Brands’ brands business since January 2024 and previously served as CEO of Everlane and President at Deckers, overseeing Ugg and Koolaburra. She also held senior merchandising and leadership roles at DFS Group, Lane Crawford and several established retail brands.

How is Andrea O’Donnell’s compensation changing with her new COO role at DBI?

With her promotion to COO, Andrea O’Donnell’s annual base salary increases from $850,000 to $875,500. Her target bonus remains 75% of base salary, and she will receive a 2026 long-term equity award with a $1,500,000 target value split between performance shares and restricted stock units.

Are there any related-party or family relationships disclosed for Andrea O’Donnell at Designer Brands?

The company states there are no arrangements or understandings with other persons regarding her appointment, no family relationships between Andrea O’Donnell and any directors or executive officers, and no transactions with her that require disclosure under Item 404(a) of Regulation S-K.

Will Andrea O’Donnell keep her existing responsibilities at Designer Brands after becoming COO?

Yes. Andrea O’Donnell will continue as Executive Vice President and President of the brands business while assuming the Chief Operating Officer role. This means she retains responsibility for the company’s brands operations alongside her expanded enterprise-wide operational duties.

What type of equity award will Andrea O’Donnell receive under Designer Brands’ 2026 program?

Under the 2026 long-term incentive program, Andrea O’Donnell will receive an equity award with a $1,500,000 aggregate target value. The award is expected to be evenly divided between performance shares, which depend on meeting performance goals, and time-based restricted stock units.