DEF 14A of Tapestry, Inc., Sep 26, 2025

DEF 14A of Tapestry, Inc.

Filed Sep 26, 2025 · FY20250001140361-25-036303

Open on EDGAR

  1. PARTICIPATING IN THE ANNUAL MEETING & VOTING YOUR SHARES

    | COMPENSATION RISK ASSESSMENT | 59 | | EXECUTIVE COMPENSATION | 60 | | Summary Compensation Table | 60 | | Grants of Plan-based Awards | 62 | | Outstanding Equity Awards at Fiscal Year-end 2025 | 63 | | 2025 Option Exercises and Stock Vested | 65 | | 2025 Non-Qualified Deferred Compensation | 66 | | Employment Agreements and Compensatory Arrangements | 67 | | Potential Payments Upon Termination or Change in Control | 69 | | CEO Pay Ratio | 73 | | Pay versus Performance | 74 | | SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS | 79 | | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS | 80 | | Transactions with Related Persons | 80 | | Policies and Procedures for Related Person Transactions | 80 | | OTHER INFORMATION | 81 | | Communicating with the Board | 81 | | Stockholder Proposals for the 2026 Annual Meeting | 81 | | Other Business | 81 | | Tapestry’s Form 10-K and Other Matters | 82 | | Expenses of Solicitation | 82 | | Householding | 82 | | APPENDIX A — RECONCILIATION OF GAAP AND NON-GAAP FINANCIAL MEASURES | 83 | | APPENDIX B: — QUESTIONS YOU MAY HAVE REGARDING THIS PROXY STATEMENT | 86 |

  2. Fiscal Year 2025 Highlights & Awards

    | Name & Principal Position | Salary ($) | Bonus ($) | Stock Awards ($) | Option Awards ($) | Non-Equity Incentive Plan Compensation ($) | All Other Compensation ($) | Total ($) | | Joanne Crevoiserat Chief Executive Officer | 1,400,000 | — | 6,573,679 | 3,999,999 | 5,303,200 | 63,471 | 17,340,349 | | Scott Roe Chief Financial Officer and Chief Operating Officer | 975,000 | — | 2,465,129 | 1,499,996 | 2,308,313 | 61,311 | 7,309,749 | | Todd Kahn Chief Executive Officer and Brand President, Coach | 1,000,000 | — | 1,972,110 | 1,199,992 | 2,937,000 | 85,611 | 7,194,713 | | David Howard Chief Legal Officer and Secretary | 600,000 | — | 1,321,692 | 499,994 | 795,480 | 40,736 | 3,257,902 | | Denise Kulikowsky Chief People Officer | 600,000 | — | 714,454 | 333,339 | 795,480 | 14,911 | 2,458,184 |

  3. Human Resources Committee

    | • | reviews non-employee director compensation and benefits and recommends changes to the Board as necessary; |

  4. 2025 Director Compensation

    2025 Director Compensation Compensation paid in fiscal year 2025 for each independent director is detailed below:

  5. 2025 Director Compensation

    | Name | Fees Earned or Paid in Cash ($) | Stock Awards(1) ($) | All Other Compensation(2) ($) | Total ($) | | John P. Bilbrey | 130,000 | 199,999 | — | 329,999 | | Darrell Cavens | 100,000 | 199,999 | — | 299,999 | | David Elkins | 100,000 | 199,999 | — | 299,999 | | Hanneke Faber | 100,000 | 199,999 | 10,000 | 309,999 | | Anne Gates | 325,000 | 199,999 | 9,956 | 534,955 | | Thomas Greco | 135,000 | 199,999 | — | 334,999 | | Kevin Hourican | 100,000 | 199,999 | — | 299,999 | | Alan Lau | 100,000 | 199,999 | — | 299,999 | | Pamela Lifford | 100,000 | 199,999 | — | 299,999 | | Annabelle Yu Long(3) | 300,000 | — | — | 300,000 |

  6. 2025 Director Compensation

    (1) Reflects the aggregate grant date fair value of all RSU awards, calculated according to FASB ASC Topic 718. The assumptions used in calculating the grant-date fair value of these awards are described in footnote 4 to the Summary Compensation Table. As of June 28, 2025, the last day of fiscal year 2025, (i) each independent director held 3,509 unvested RSUs, except Ms. Long, who does not hold RSUs, and (ii) the outstanding stock options held by each independent director were: Mr. Bilbrey 42,905; Mr. Cavens 58,282; Mr. Elkins 5,280; Ms. Faber 28,346; Ms. Gates 59,624; Mr. Greco 28,764; Mr. Hourican 5,280; Mr. Lau 16,313 and Ms. Lifford 28,764. (2) Amounts shown in “All Other Compensation” are matching charitable contributions under the Company’s Matching Gift program. (3) In addition to the basic annual retainer, Ms. Long received a cash payment in lieu of RSUs considering regulatory requirements related to equity compensation in China.

  7. 2025 Director Compensation

    | | 2025 PROXY STATEMENT | 19 |

  8. 2025 Director Compensation

    | | PROPOSAL 1: ELECTION OF DIRECTORS |

  9. 2025 Director Compensation

    All of Tapestry’s directors are elected each year at the Annual Meeting by the stockholders. We do not have staggered elections of our Board members. Ten directors will be elected at this year’s Annual Meeting. Each director’s term lasts until the 2026 Annual Meeting of Stockholders and until his or her successor has been duly elected and qualifies. All of the nominees are currently members of Tapestry’s Board. Directors will be elected by a majority of the total votes cast “FOR” and “AGAINST” each nominee. The Board recommends that you vote FOR each of the director nominees below. One of our current directors, John P. Bilbrey, is not standing for re-election at this year’s Annual Meeting. The Board intends to reduce the size of the Board of Directors to 10, effective immediately upon Mr. Bilbrey’s departure and the proxy holders may only vote for the number of nominees named in this proxy statement. If a nominee is unable to serve or for good cause will not serve as a director, the proxy holders may vote for another nominee proposed by the Board, or the Board may reduce the number of directors to be elected at the Annual Meeting. The following information is furnished with respect to each nominee for election as a director. The ages of the nominees are as of September 26, 2025.

  10. 2025 Director Compensation

    | THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS THAT YOU VOTE “FOR” EACH OF THE BELOW NOMINEES FOR DIRECTOR. |

  11. 2025 Director Compensation

    Director Nominees

  12. 2025 Director Compensation

    | Name | Age | Position with Tapestry | | Anne Gates | 65 | Independent Chair of the Board of Directors | | Darrell Cavens | 52 | Director | | Joanne Crevoiserat | 61 | Director and Chief Executive Officer | | David Elkins | 57 | Director | | Johanna (Hanneke) Faber | 56 | Director | | Thomas Greco | 67 | Director | | Kevin Hourican | 52 | Director | | Alan Lau | 50 | Director | | Pamela Lifford | 62 | Director | | Annabelle Yu Long | 52 | Director |

  13. Director Qualifications, Skills and Experience

    Director Qualifications, Skills and Experience The Company does not set specific criteria for directors, except to the extent required to meet applicable legal, regulatory and stock exchange requirements, including the independence requirements of the SEC and the NYSE. Nominees for director will be selected on the basis of outstanding achievement in their personal careers, board experience, wisdom, integrity, ability to make independent, analytical inquiries, understanding of the business environment and willingness to devote adequate time to Board duties. While the selection of qualified directors is a complex and subjective process that requires consideration of many intangible factors, the GN Committee believes that each director should have a basic understanding of (a) the principal operational and financial objectives, plans and strategies of the Company, (b) the results of operations and financial condition of the Company and its business and (c) the relative standing of the Company and its business in relation to its competitors. The Board believes that each of its current directors meet all of these qualifications, as well as the individual qualifications presented in each of their biographies.

  14. Director Qualifications, Skills and Experience

    | 20 | 2025 PROXY STATEMENT | |

  15. Director Qualifications, Skills and Experience

    As reflected in the following chart, we believe our director nominees offer a diverse range of key skills and experience to provide effective oversight of the Company and create long- term sustainable growth through successful execution of the Company’s strategic initiatives.

  16. Director Qualifications, Skills and Experience

    | Experience | Darrell Cavens | Joanne Crevoiserat | David Elkins | Hanneke Faber | Anne Gates | Thomas Greco | Kevin Hourican | Alan Lau | Pamela Lifford | Annabelle Yu Long | Total | | Operating Experience | | | | | | | | | | | | | Prior Public Company Experience (directorships or executive officer) | • | • | • | • | • | • | • | | | • | 8 | | Executive Leadership | | | | | | | | | | | | | Current Public Company CEO | | • | | • | | | • | | | | | | Former Public Company CEO | • | | | | | • | | | | | 10 | | Other Senior Executive | | | • | | • | | | • | • | • | | | Financial / Accounting Experience | | | | | | | | | | | | | Financial Background (CFO, Treasurer, Accounting) | | • | • | | • | | | | | | | | Oversight Financial Functions / Other Significant Experience | • | • | • | • | • | • | • | • | • | • | 10 | | Investment Experience | • | | • | | | | | | | • | | | Industry Experience | | | | | | | | | | | | | Artificial Intelligence (A.I.) | ❖ | | ⯀ | ❖ | ◯ | ❖ | ❖ | ❖ | ◯ | | 8 | | Cyber / Information Security | ⯀ | ❖ | ❖ | ❖ | ◯ | ❖ | ❖ | ⯀ | | | 8 | | Entrepreneurial / Innovation | ⯀ | ❖ | ⯀ | ❖ | ❖ | ❖ | | ❖ | ⯀ | ❖ | 9 | | Global / International | ❖ | ❖ | ⯀ | ⯀ | ❖ | ❖ | ❖ | ❖ | ⯀ | ❖ | 10 | | Human Capital Management | ❖ | ❖ | ❖ | ❖ | ❖ | ❖ | ❖ | ⯀ | ❖ | | 9 | | Industry (Retail / Consumer Products) | ⯀ | ⯀ | ⯀ | ⯀ | ❖ | ⯀ | ❖ | ❖ | ⯀ | ❖ | 10 | | Marketing & Branding | ❖ | ❖ | ❖ | ⯀ | ❖ | ⯀ | ❖ | ❖ | ⯀ | | 9 | | Mergers & Acquisitions | ⯀ | | ⯀ | ❖ | ⯀ | ❖ | ⯀ | ❖ | | ❖ | 8 | | Supply Chain / Manufacturing | ❖ | ❖ | ⯀ | ❖ | ❖ | ❖ | ❖ | | | | 7 | | Technology / Digital / E-commerce | ⯀ | ❖ | ❖ | ⯀ | ❖ | ❖ | ❖ | ❖ | ❖ | ❖ | 10 | | Corporate Responsibility | | | | | | | | | | | | | Environmental | | ❖ | ⯀ | ❖ | ◯ | ❖ | ❖ | | ❖ | | 7 | | Social | | ❖ | ⯀ | ❖ | ❖ | ❖ | ❖ | ⯀ | ❖ | | 8 | | Governance | ❖ | ❖ | ⯀ | ❖ | ❖ | ❖ | ❖ | ⯀ | ❖ | ❖ | 10 |

  17. Director Qualifications, Skills and Experience

    | ⯀ | Direct Experience | ❖ | Managing / Overseeing | ◯ | Continuing Education |

  18. Director Qualifications, Skills and Experience

    | | 2025 PROXY STATEMENT | 21 |

  19. Director Qualifications, Skills and Experience

    | DARRELL CAVENS | | | Age: 52 • Director since 2018 • Independent Committees: Human Resources | | | Business Experience: | | | » President of New Ventures, Qurate Retail Group, retired (2017 – 2018) » President and Chief Executive Officer, Zulily, Inc., (2009 – 2017) » Director, SQL Server / BizTalk Server Microsoft, (2008 – 2009) » Chief Technology Officer and Senior Vice President, Marketing, Blue Nile (1999 – 2008) | | | U.S. Public Board Memberships: | Other Experience and Community Involvement: | | Current Match Group Previous (past five years) Big Sky Growth Partners | Rad Power Bikes Vouched Brooks Running |

  20. Director Qualifications, Skills and Experience

    Mr. Cavens is qualified to serve as a director based on his experience as the chief executive officer and co-founder of a large, publicly-traded company, his strong background in online retailing, technology and data analytics and his understanding of the retail industry. Mr. Cavens attended the University of Victoria.

  21. Director Qualifications, Skills and Experience

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  22. Director Qualifications, Skills and Experience

    | 22 | 2025 PROXY STATEMENT | |

  23. Director Qualifications, Skills and Experience

    | JOANNE CREVOISERAT | | | Age: 61 • Director since 2020 • Chief Executive Officer and Director | | | Business Experience: | | | » Tapestry, Inc. (2019 – Current) » Chief Executive Officer (2020 – Current); Chief Financial Officer (2019 – 2020) » Abercrombie & Fitch Co. (2017 – 2019) » Executive Vice President and Chief Operating Officer (2017 – 2019); Chief Financial Officer (2014 – 2017) » Prior 2014, Senior level finance positions at Kohl’s, Wal-mart Stores and May Department Stores, including Chief Financial Officer, Filene’s, Foley’s and Famous-Barr | | | U.S. Public Board Memberships: | Other Experience and Community Involvement: | | Current General Motors Previous (past five years) At Home Group | Partnership for New York The Fashion Pact |

  24. Director Qualifications, Skills and Experience

    Ms. Crevoiserat is uniquely qualified to serve as a director based on her experience in the management of the Company and oversight of strategic planning and operations, as well as her significant financial expertise and experience in the retail industry. Ms. Crevoiserat is a summa cum laude graduate of the University of Connecticut with a Bachelor of Science.

  25. Director Qualifications, Skills and Experience

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  26. Director Qualifications, Skills and Experience

    | DAVID ELKINS | | Age: 57 • Director since 2024 • Independent Committees: Audit | | Business Experience: | | » Executive Vice President and Chief Financial Officer, Bristol Myers Squibb (2019 – Current) » Executive Vice President and Chief Financial Officer, Celgene Corporation (2018 – 2019) » Chief Financial Officer, Johnson & Johnson’s (J&J) Consumer Products (2014 – 2017) » Chief Financial Officer, Round Rock Research LLC (2012 – 2014) » Executive Vice President and Chief Financial Officer, Becton Dickinson & Company (2008 – 2012) » Vice President and Chief Financial Officer, North America & Global Marketing, AstraZeneca (2001 – 2008) |

  27. Director Qualifications, Skills and Experience

    Mr. Elkins is qualified to serve as a director based on his experience as an executive officer of a large, publicly-traded consumer-facing company, his extensive financial background and M&A experience. Mr. Elkins holds a Bachelor’s degree in Economics from the University of Delaware, an M.S. degree from the University of Pennsylvania, and an M.B.A. from Drexel University.

  28. Director Qualifications, Skills and Experience

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  29. Director Qualifications, Skills and Experience

    | | 2025 PROXY STATEMENT | 23 |

  30. Director Qualifications, Skills and Experience

    | HANNEKE FABER | | Age: 56 • Director since 2021 • Independent Committees: Audit | | Business Experience: | | » Chief Executive Officer, Logitech International S.A. (2023 – Current) » Unilever PLC (2018 – 2023) » President Global Nutrition, (2022 – 2023); President Global Foods & Refreshment, Unilever PLC (2019 – 2022); President Europe, Unilever PLC (2018 – 2019) » Royal Ahold Delhaize (2013 – 2017) » Chief Innovation & eCommerce Officer (2016 – 2017); Chief Commercial Officer (2013 – 2016) » Prior to 2013, Vice President and Global Leader, The Procter and Gamble Company | | U.S. Public Board Memberships: | | Current Logitech Previous (past five years) Bayer AG |

  31. Director Qualifications, Skills and Experience

    Ms. Faber is qualified to serve as a director based on her experience as the chief executive officer of large global publicly-traded companies and her nearly 30 years of experience in technology, consumer goods and retail. Ms. Faber holds a Bachelor of Journalism and Master of Business Administration from the University of Houston.

  32. Director Qualifications, Skills and Experience

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  33. Director Qualifications, Skills and Experience

    | 24 | 2025 PROXY STATEMENT | |

  34. Director Qualifications, Skills and Experience

    | ANNE GATES | | | Age: 65 • Director since 2017 • Independent Chair Committees: Audit, Governance and Nominations | | | Business Experience: | | | » President, MGA Entertainment (2014 – 2017) » The Walt Disney Company (1991 – 2012) » Executive Vice President and Chief Financial Officer for Disney Consumer Products; Managing Director for Disney Consumer Products Europe and Emerging Markets; Senior Vice President of Operations, Planning, and Analysis | | | U.S. Public Board Memberships: | Other Experience and Community Involvement: | | Current The Kroger Company Raymond James Financial, Inc. | Packard Foundation Save the Children Salzburg Global Seminar Public Media Group of Southern California |

  35. Director Qualifications, Skills and Experience

    Ms. Gates is qualified to serve as a director and Board Chair based on her business acumen, financial literacy and her broad background in finance, marketing, strategy and business development, including growing international business, and her understanding of the retail and consumer products industries. Ms. Gates holds a Bachelor of Arts in Mathematics from the University of California, Berkeley, and an M.Sc. in Operations Research from Columbia University.

  36. Director Qualifications, Skills and Experience

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  37. Director Qualifications, Skills and Experience

    | | 2025 PROXY STATEMENT | 25 |

  38. Director Qualifications, Skills and Experience

    | THOMAS GRECO | | | Age: 67 • Director since 2020 • Independent Committees: Audit, Governance and Nominations | | | Business Experience: | | | » Chief Executive Officer, FleetPride, Inc. (July 2025 – Current) » Advance Auto Parts (2016 -2024) » Strategic Advisor at Advance Auto Parts (2023 – 2024); Chief Executive Officer of Advance Auto Parts (2016 – 2023) » Chief Executive Officer of Frito-Lay North America unit of PepsiCo (2011 – 2016) » Various leadership positions at The Procter & Gamble Company (1986 – 2011) | | | U.S. Public Board Memberships: | Other Experience and Community Involvement: | | Current Wingstop Inc. Previous (past five years) Centene Corporation Advance Auto Parts | American Heart Association |

  39. Director Qualifications, Skills and Experience

    Mr. Greco is qualified to serve as a director based on his extensive leadership experience, including his experience as a chief executive officer, and his background in strategy, supply chain and logistics. Mr. Greco holds a Bachelor of Commerce degree form Laurentian University in Sudbury, Ontario and a Master of Business Administration from the Richard Ivey School of Business in London, Ontario.

  40. Director Qualifications, Skills and Experience

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  41. Director Qualifications, Skills and Experience

    | KEVIN HOURICAN | | Age: 52 • Director since 2024 • Independent Committees: Human Resources | | Business Experience: | | » Chair of the Board and Chief Executive Officer, Sysco (February 2020 – Current) » Executive Vice President, CVS Health and President, CVS Pharmacy (2012 – 2020) » Senior Vice President and Regional Director of Stores, Macy’s (2006 – 2012) | | U.S. Public Board Memberships: | | Current Sysco Corporation |

  42. Director Qualifications, Skills and Experience

    Mr. Hourican is qualified to serve as a director based on his experience as the chief executive officer of a large, publicly-traded company as well as his strong operational and supply chain experience. Mr. Hourican holds an undergraduate degree in Economics and a master’s degree in Supply Chain Management from The Pennsylvania State University.

  43. Director Qualifications, Skills and Experience

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  44. Director Qualifications, Skills and Experience

    | 26 | 2025 PROXY STATEMENT | |

  45. Director Qualifications, Skills and Experience

    | ALAN LAU | | Age: 50 • Director since 2023 • Independent Committees: Audit | | Business Experience: | | » Chief Business Officer for Animoca Brands (2022 – Current) » Chairman and CEO of Tencent WeSure (2016 – 2022) » Various roles, most recent, Senior Partner; Asia head for McKinsey Digital (1997 – 2016) | | Other Experience and Community Involvement: | | Vice-chair of M+ in Hong Kong Co-chair of the Asia committees at both Tate and The Guggenheim |

  46. Director Qualifications, Skills and Experience

    Mr. Lau is qualified to serve as a director based on his broad experience in engaging consumers across digital channels and leveraging technology and data analytics, as well as his deep knowledge of the important China market. Mr. Lau holds a master’s degree in Engineering from Oxford University.

  47. Director Qualifications, Skills and Experience

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  48. Director Qualifications, Skills and Experience

    | PAMELA LIFFORD | | Age: 62 • Director since 2020 • Independent Committees: Human Resources | | Business Experience: | | » President, Global Brands, Franchises, and Experiences, Warner Bros. Discovery (2016 – 2023) » Executive Vice President, Global Licensing, Quicksilver (2013 – 2015) » Executive Vice President, General Manager Global Fashion/Home/Infant - Disney Consumer Products, The Walt Disney Company (2000 – 2012) |

  49. Director Qualifications, Skills and Experience

    Ms. Lifford is qualified to serve as a director based on her unique and proven abilities to create global lifestyle brands through successful collaborations and her extensive experience in retail and licensing.

  50. Director Qualifications, Skills and Experience

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  51. Director Qualifications, Skills and Experience

    | | 2025 PROXY STATEMENT | 27 |

  52. Director Qualifications, Skills and Experience

    | ANNABELLE YU LONG | | | Age: 52 • Director since 2016 • Independent | | | Business Experience: | | | » Founding and Managing Partner of BAI Capital (2021 – Current) » Bertelsmann (2008 - Current) » Bertelsmann Group Management Committee (2011 – Current); Chief Executive Officer of Bertelsmann China Corporate Center (2008 – 2020); Managing partner of Bertelsmann Asia Investments (2008 – 2020); Bertelsmann Digital Media Investments & Bertelsmann Asia Media Development (2007); Bertelsmann Entrepreneur Program (2004 – 2006) | | | U.S. Public Board Memberships: | Other Experience and Community Involvement: | | Current Nio Inc. LexinFintech Holdings Ltd. | The Hongkong and Shanghai Banking Corporation Limited, Independent Director Linmon Media Limited, former Independent Director Governor of China Venture Capital and Private Equity Association |

  53. Director Qualifications, Skills and Experience

    Ms. Long is qualified to serve as a director based on her insight about the Chinese consumer and knowledge of and experience with the media landscape in China, along with her track record of investing in digital and lifestyle companies. Ms. Long holds a bachelor’s degree in electrical engineering from the University of Electronic Science and Technology in China and an MBA from Stanford Graduate School of Business

  54. Director Qualifications, Skills and Experience

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  55. Director Qualifications, Skills and Experience

    | 28 | 2025 PROXY STATEMENT | |

  56. Director Qualifications, Skills and Experience

    | | PROPOSAL 2: RATIFICATION OF APPOINTMENT OF OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM |

  57. Director Qualifications, Skills and Experience

    This section should be read in conjunction with the Audit Committee Report presented below.

  58. Executive Compensation Practices

    | WHAT WE DO | | WHAT WE DON’T DO | | | | Pay for Performance. | | No Excise Tax Gross-Ups Upon Change in Control. | | | Stock Ownership Policy for NEOs. | | No Excessive Executive Perquisites. | | | Double Trigger Equity Acceleration upon a Change-in-Control. | | No Tax Gross-Ups on Perquisites or Benefits, other than Standard Relocation Costs. | | | Independent Compensation Consultant retained by HR Committee. | | No Payment of Dividends on Unvested Long-term Incentives. | | | Regular Review of Share Utilization with Burn Rate of 1.5% in fiscal year 2025. | | No Repricing of Underwater Stock Options without Stockholder Approval. | | | Maintain a Clawback Policy that Applies to Both Section 16 officers and a Broader Group of Key Executives. | | No Inclusion of Long-term Incentive Awards in Severance or Retirement Benefit Calculations. | | | Minimum Required Notice Period for voluntary resignations of NEOs. | | No Permitted Hedging, Short Sales or Derivative Transactions in Company stock. | | | Balance of Short and Long-term Performance Metrics. | | No Guaranteed or Automatic Annual Salary Increases for NEOs. | | | Annual Say on Pay Vote. | | No Fixed Term or Evergreen NEO Employment Agreements. | | | Regular Stockholder Outreach. | | |

  59. Compensation Program Objectives

    | • | support the attainment of the Company’s short- and long-term strategic and financial objectives; |

  60. Compensation Program Objectives

    | • | be competitive with our peer companies. |

  61. Elements of Compensation

    Elements of Compensation Compensation for our NEOs includes both fixed and performance-based components, with an emphasis on performance-based elements to support the objectives listed above. We consider a component to be performance-based if the amount eventually earned or paid varies based on one or more elements of the Company’s financial performance (e.g., sales, operating income, gross margin, etc.), operational measures or stock price appreciation. Performance-based components are designed so that above-plan performance is rewarded with above-target payouts and vice versa. The fixed components of compensation are designed to be competitive and are typically a minority portion of the total mix of each executive’s compensation package. We do not attempt to align each element of compensation to specific peer company percentiles or ratios; rather, peer company data is one of several factors considered by the HR Committee when determining executive compensation. See Compensation Decision Making Process for details. The following table briefly describes each element of compensation. A detailed explanation of each component for fiscal year 2025 is provided in the next section, Fiscal Year 2025 Compensation.

  62. Elements of Compensation

    | Compensation Component | Reason to Provide | Performance Based | Not- Performance Based | Value Linked to Stock Price | Value Linked to Operating Results | | Annual Incentive: AIP | Rewards for achieving the annual financial performance goals established by the HR Committee early in each fiscal year. | | | | | | Long-term Incentive: PRSUs | Granted to drive focus on Tapestry’s long-term performance, align executive rewards with stockholders and link explicitly to achievement of long-term value creation. To maximize TSR growth, a portion of the PRSU is tied to relative TSR. | | | | | | Long-term Incentive: RSUs | Granted to encourage retention. Although the number of shares earned is fixed, provided the executive is still employed, their value rises and falls with the price of our common stock, adding a performance element. | | | | | | Long-term Incentive: Stock Options | Granted to drive focus on Tapestry’s long-term performance and align executive rewards with stockholders on an absolute basis. Stock options have value only when our stock price increases from the price on the date of grant so they are a tool to support Tapestry’s success and growth; we utilize stock options because of this strong pay for performance relationship. | | | | | | Base salary | Competitive base salaries are necessary to attract and retain qualified, high-performing executives. Prior experience, scope of responsibility and performance are key elements considered in setting base salaries. | | | | | | Benefits & Limited Perquisites | Competitive benefits and modest perquisites are necessary to attract and retain qualified, high-performing executives. | | | | |

  63. Fiscal Year 2025 Compensation Summary—Target Pay Mix

    | Fiscal Year 2025 Compensation Program Highlights | Rationale | | Did not provide salary increases to our NEOs. | Considered benchmarking data and did not see compelling reason to adjust salaries. | | Increased target annual bonus as a percent of salary for Mr. Kahn. | To align more closely with competitive total compensation for similar positions in our executive compensation peer group. | | Awarded a one time special RSU to Mr. Howard. | To acknowledge the extraordinary commitment and contribution sustained over an 18-month period in pursuing potential strategic M&A opportunities. |

  64. Base Salary

    Base Salary Tapestry employees, including our NEOs, are paid a salary based on the responsibilities of their position, the skills and experience required for the position, their individual performance, business performance, labor market conditions and with consideration of salary levels for similar positions in our peer companies. For our NEOs, in addition to these factors, it is Tapestry’s practice to recommend salary increases for HR Committee consideration only if there is clear evidence (based on benchmarking) that their salary lags the market. During fiscal year 2025 our NEOs did not receive salary increases:

  65. Annual Incentive Plan

    Annual Incentive Plan The Tapestry AIP rewards eligible employees, including NEOs, for achievement of key financial and operational performance targets established by the HR Committee. The fiscal year 2025 financial measures were intended to incentivize and reward management for delivering results that prioritize sustainable brand health and drive TSR growth. The HR Committee sets rigorous financial performance measures, targets and incentive payout schedule for the AIP, taking into consideration prior fiscal year performance, desired financial and operational performance levels in line with our annual operating plan, long-term strategic plan and general economic conditions, peer group practices and trends, guidance provided to investors and estimated industry growth rates. The fiscal year 2025 target award levels for each NEO were determined by the HR Committee based on the role and responsibility of each position and on peer company target award levels for similar positions. The HR Committee certified the results after the end of the fiscal year. Payouts for Tapestry and Coach brand results were above target.

  66. Annual Incentive Plan

    | Fiscal Year 2025 Measure | Reason for Measure | Fiscal Year 2025 Weight | Performance / Payout Curve | | Net Sales | Top drivers of P/E multiple expansion, leading to long-term TSR growth | 35% | For maximum performance, 200% of the target award can be earned, and for threshold performance, 30% of the target award can be earned. | | Gross Margin | | 35% | | | Operating Income | Core profitability measure driving increases in operating cash flow and a measure of brand health | 30% | |

  67. Annual Incentive Plan

    | 44 | 2025 PROXY STATEMENT | |

  68. Annual Incentive Plan

    The target AIP metric goals for fiscal year 2025 required growth in Net Sales, Operating Income and Gross Margin on a non-GAAP, constant currency basis versus fiscal year 2024 for Tapestry overall. These values were aligned with the Company’s strategic objective to drive long-term profitability, making necessary investments to support the health of its brands, while also drawing focus to the agility and discipline required to increase gross margin. Initial AIP funding was determined based on performance versus predefined financial goals. The HR Committee also set individual brand-level targets based on operating plans for each brand. For NEOs leading a brand, corporate financial goals were weighted 40% and brand goals were weighted 60%. In setting the fiscal year 2025 threshold and maximum performance and payout values, the HR Committee considered several factors including the degree of difficulty in achieving each metric while balancing the uncertainty driven by global macroeconomic conditions. The HR Committee deemed these targets would be sufficiently challenging to merit payout of the target AIP awards. The maximum performance levels were set such that maximum payout would be achieved for truly outstanding results versus fiscal year 2024. The operational component of the AIP served as a potential positive or negative 10% modifier on financial performance (with no adjustment for achieving target performance), based on the HR Committee’s assessment of performance versus a predefined dashboard of inclusion and belonging goals. Actual AIP payments are made in cash, based on the degree to which the objectives have been achieved, as certified and approved by the HR Committee. No executive may receive an annual incentive payment exceeding $6.0 million under the AIP for any fiscal year. The fiscal year 2025 AIP components for each NEO are displayed below.

  69. Annual Incentive Plan

    | | | | Component and its Weight as a Percent of Each NEOs Target Annual Incentive | | | | Named Executive Officer | Business Segment | Target Annual Incentive as a % of Salary | Tapestry, Inc. Component | Brand Component | Operational Modifier(1) | | Joanne Crevoiserat | Tapestry, Inc. | 200% | 100% | | | | Scott Roe | Tapestry, Inc. | 125% | 100% | | | | Todd Kahn | Coach | 150% | 40% | 60% | | | David Howard | Tapestry, Inc. | 70% | 100% | | | | Denise Kulikowsky | Tapestry, Inc. | 70% | 100% | | |

  70. Annual Incentive Plan

    (1) The modifier is a potential positive or negative 10% modifier on initial AIP funding based on financial results.

  71. Annual Incentive Plan

    | | 2025 PROXY STATEMENT | 45 |

  72. Annual Incentive Plan

    The financial performance measures, target values established by the HR Committee, and the certified financial results for the fiscal year 2025 AIP appear below. Tapestry, Inc.

  73. Applied to all Named Executive Officers

    | ($ in millions) | Weight | Fiscal Year 2024 Results(1) | Fiscal Year 2025 Award Targets(2)(3) | | | Fiscal Year 2025 Results(3) | Payout as a % of Target Incentive(2) | | | | | Threshold | Target | Maximum | | | | Net sales | 35% | $6,671.2 | $6,503.3 | $6,845.5 | $7,016.7 | $7,024.1 | 200.0% | | vs. prior year | | | | 3% | | 5% | | | Operating income (excluding AIP $) | 30% | $1,365.4 | $1,234.4 | $1,452.3 | $1,641.1 | $1,574.4 | 165.0% | | vs. prior year | | | | 6% | | 15% | | | Gross Margin | 35% | 73.3% | 73.3% | 73.8% | 74.1% | 74.9% | 200.0% | | vs. prior year | | | | 1% | | 2% | | | Weighted average payout as a % of Target: | | | | | | | 189.4% |

  74. Applied to Mr. Kahn

    | ($ in millions) | Weight | Fiscal Year 2024 Results(1) | Fiscal Year 2025 Award Targets(2)(3) | | | Fiscal Year 2025 Results(3) | Payout as a % of Target Incentive(2) | | | | | Threshold | Target | Maximum | | | | Net sales | 35% | $5,095.3 | $4,955.9 | $5,216.7 | $5,347.2 | $5,609.9 | 200.0% | | vs. prior year | | | | 2% | | 10% | | | Operating income (excluding AIP $) | 30% | $1,696.9 | $1,548.9 | $1,721.0 | $1,858.7 | $1,952.3 | 200.0% | | vs. prior year | | | | 1% | | 15% | | | Gross Margin | 35% | 76.1% | 76.1% | 76.5% | 76.7% | 78.1% | 200.0% | | vs. prior year | | | | 1% | | 3% | | | Weighted average payout as a % of Target: | | | | | Coach: | | 200.0% | | | | | | | Combined with Tapestry: | | 195.8% |

  75. Applied to Mr. Kahn

    (1) Fiscal year 2024 results reflect Non-GAAP financial figures in nominal currency. As a result, these will differ from the financial figures presented in the 2024 proxy statement, which were restated at FY23 FX rates. See Appendix A for a reconciliation to results as reported under GAAP. (2) For all metrics, actual payout is 0% if performance is below threshold, 30% of target for performance at threshold, 100% of target for target performance and 200% of target for maximum performance, with interpolation for performance levels between the amounts above. (3) Fiscal year 2025 targets and actual results reflect the impact of currency adjustments. See Appendix A for a reconciliation to results as reported under GAAP.

  76. Applied to Mr. Kahn

    The potential +/- 10% operational modifier component of the fiscal year 2025 AIP consisted of a scorecard of shared goals to make sure we create a culture where everyone feels welcome, reflect the communities we serve, support the neighborhoods we live and work in, and strengthen how our brands are perceived by consumers. No component of the scorecard had a pre-assigned weighting. Following a holistic evaluation of performance against scorecard objectives—some of which were exceeded, others met, and a few not fully achieved—the HR Committee determined that the objectives were collectively achieved at the target level. This determination resulted in no upward or downward adjustment to the formulaic financial performance achievement described above. Calculation of Fiscal Year 2025 Annual Incentive Awards: The following table shows the fiscal year 2025 target AIP awards as of the end of the fiscal year for each NEO, applies the results described above to each target award, and shows the actual award earned. The resulting payouts are also displayed in the Summary Compensation Table in the column “Non-Equity Incentive Plan Compensation.”

  77. Applied to Mr. Kahn

    | | | Financial Performance(1) | | | Operational Modifier | Total Performance and Payout(1) | | | | | | | [Tapestry Weight * b] + [Brand Weight * c] | | [d * e] | [a * f] | | Named Executive Officer | Target Annual Incentive(2) (a) | Tapestry(2) (0% - 200%) (b) | Brand(2) (0% - 200%) (c) | Total Tapestry & Brand (0% - 200%) (d) | Adjustment Range (90% - 110%) (e) | Total Financial and operational performance (f) | Annual Incentive Award(3) (g) | | Joanne Crevoiserat | $2,800,000 | 189.4% | | 189.4% | 100% | 189.4% | $5,303,200 | | Scott Roe | $1,218,750 | 189.4% | | 189.4% | 100% | 189.4% | $2,308,313 | | Todd Kahn | $1,500,000 | 189.4% | 200.0% | 195.8% | 100% | 195.8% | $2,937,000 | | David Howard | $420,000 | 189.4% | | 189.4% | 100% | 189.4% | $795,480 | | Denise Kulikowsky | $420,000 | 189.4% | | 189.4% | 100% | 189.4% | $795,480 |

  78. Long-Term Incentive Plan

    Long-Term Incentive Plan Long-term incentives (“LTI”) represent a significant proportion of compensation for our Chief Executive Officer and other NEOs. They are designed to align NEOs’ interests with those of our stockholders, reward NEOs for enhancing stockholder value and support retention of key officers. NEOs’ awards are typically a set mix of stock options, PRSUs and RSUs. In addition, approximately 2,400 of our employees, including nearly all of our store managers, received an annual long-term equity award in fiscal year 2025. We offer an “Equity Choice” program, under which eligible employees may elect to receive their annual LTI in the form of stock options, RSUs or a combination of the two. Under this program, the ratio of stock options to RSUs is set so that the grant date fair market value of stock options and RSUs is approximately equal. Equity Choice is not available to our Chief Executive Officer or our other NEOs. The number of PRSUs, stock options and/or RSUs granted to an NEO each year is based on a target grant value. The values granted are converted to shares based on the closing price of Tapestry common stock on the date of grant, and, in the case of stock options, on the estimated Black-Scholes value of the stock option. The exercise price for stock options is the closing price of Tapestry common stock on the grant date. Adjustments to the target grant value for each NEO may be made based on changes in the executive’s responsibilities and performance, changes in the competitive marketplace, or other factors determined by the HR Committee. From time to time, we also grant special PRSU and/or RSU awards as part of new hire agreements or other special circumstances. In fiscal year 2025 our burn rate (calculated as full value shares and stock options granted during the fiscal year divided by weighted average common shares outstanding excluding share repurchases) was 1.5%. All awards are made under the terms and conditions of the 2018 Stock Incentive Plan. The majority of the awards are granted during or around the Board and HR Committee’s regularly scheduled August meetings, at approximately the same time that salary increases and AIP award payments are approved. Off-cycle grants for new hires and other special events may be made on the first business day of the month following such event. Fiscal Year 2025 Long-Term Incentive Awards: In August 2024, the HR Committee granted the LTI awards shown in the table below to the NEOs with consideration given to median total compensation for NEOs in our industry, the competitive landscape for NEO talent, each executive’s performance and the Company’s guidelines for executive compensation. The fiscal year 2025 PRSU measures were intended to incentivize and reward management for delivering results that prioritize sustainable brand health and maximize TSR growth over a longer time horizon. These metrics support focus on effective achievement of our long-term strategy to build a global house of brands.

  79. Long-Term Incentive Plan

    | Fiscal Year 2025 Measure | Reason for Measure | Fiscal Year 2025 Weight | Performance / Payout Curve | | Sales | While Sales is also part of AIP, it is an essential measure to incentivize not only short-term, but long-term stable top line expansion in-line with our externally stated ambitions | 33% | For maximum performance, 200% of the target award can be earned, and for threshold performance, 30% of the target award can be earned. | | Return on Invested Capital (“ROIC”) | Designed to measure how efficiently the Company manages its deployed capital. ROIC aligns closely with how investment community views Tapestry | 33% | | | Relative TSR | Supports alignment of executive compensation and stockholder return outcomes | 33% | See below |

  80. Long-Term Incentive Plan

    | | 2025 PROXY STATEMENT | 49 |

  81. Long-Term Incentive Plan

    For 33% of the PRSU award, potential payout is based on Company TSR over a three-year performance period relative to a predefined PRSU Peer Group. Objective criteria were used to select the PRSU Peer Group, which represents companies from the S&P 1500 Composite and Euronext Indexes in Apparel, Accessories and Luxury Goods which we believe are most relevant to Tapestry as far as their global reach, the products and services offered, the talent landscape we compete with, and are viewed as alternative investment choices by capital markets. Given the size of Tapestry, companies with a market cap over $100 billion were removed. The below chart outlines the PRSU Peer Group companies and describes the PRSU payout levels tied to relative performance.

  82. Long-Term Incentive Plan

    | Performance Peer Group for FY25 – FY27 Relative TSR Measurement | | | | Criteria: S&P 1500 Composite and Euronext Indexes in Apparel, Accessories and Luxury Goods with less than $100 billion in market cap | adidas AG | Kontoor | | | Burberry | Moncler | | | Capri | Movado | | | Carter’s, Inc. | Oxford | | | Columbia | Pandora A/S | | | Richemont | PVH Corp. | | | Luxottica | Ralph Lauren | | | Fossil Group, Inc. | Swatch | | | G-III Apparel Group, Ltd. | Under Armour | | | Hanesbrands Inc. | VF | | | Hugo Boss AG | Vera Bradley | | | Kering SA | |

  83. Long-Term Incentive Plan

    | FY25 – FY27 Relative TSR Performance / Payout Curve | | | | | | PRSU Payout: | No Payout | 30% | 100% | 200% | | rTSR: | Bottom Quartile | Threshold | Median | Top Quartile | | | 0 - 24% | 25% | 50% | 75 - 100% |

  84. Long-Term Incentive Plan

    The Company’s long-term strategic plan was a basis for the HR Committee in setting the financial performance targets for each measure, and the maximum and threshold performance goals and payout levels to establish a clear performance standard. For maximum performance, 200% of the target number of stock units can be earned, and for threshold performance, 30% of the target number of stock units can be earned. The following table presents the HR Committee’s decisions for the NEO target value for equity grants and corresponding shares granted in fiscal year 2025:

  85. Long-Term Incentive Plan

    | | FY25 Long-Term Incentive Awards | | | | | | | | | Stock Options | | Target PRSUs | | RSUs | | Total | | Named Executive Officer | Shares | Grant Value ($) | Shares | Grant Value ($) | Shares | Grant Value ($) | Grant Value ($) | | Joanne Crevoiserat | 331,675 | 4,000,000 | 98,571 | 4,000,000 | 49,285 | 2,000,000 | 10,000,000 | | Scott Roe | 124,378 | 1,500,000 | 36,964 | 1,500,000 | 18,482 | 750,000 | 3,750,000 | | Todd Kahn | 99,502 | 1,200,000 | 29,571 | 1,200,000 | 14,786 | 600,000 | 3,000,000 | | David Howard(1) | 41,459 | 500,000 | 12,321 | 500,000 | 12,321 | 500,000 | 1,500,000 | | Denise Kulikowsky | 27,640 | 333,333 | 8,214 | 333,333 | 8,214 | 333,333 | 1,000,000 |

  86. Long-Term Incentive Plan

    (1) In recognition of his extraordinary commitment and contribution during an 18-month period in support of the Company’s proposed M&A activity, in addition to annual target values illustrated in the table above, Mr. Howard was awarded a one-time special RSU for $250,000.

  87. Long-Term Incentive Plan

    | 50 | 2025 PROXY STATEMENT | |

  88. Long-Term Incentive Plan

    While the table above summarizes how the HR Committee viewed its annual target equity decisions for the NEOs, it is not a substitute for the Summary Compensation Table which represents the accounting value of each award at grant, calculated in accordance with FASB ASC Topic 718, which includes the incremental expense (versus what is shown above) associated with incorporation of a relative TSR metric. Completed Performance Period: After the close of the fiscal year 2025, the HR Committee certified the results for the performance-based LTI awards: FY23 - 25 Annual PRSU: This award had Tapestry performance metrics and multi-year goals of cumulative sales, average ROIC and relative TSR for the FY23 - 25 performance period. Financial results for the three year period were above target and 118.3% of the target shares were earned.

  89. Grant Date: August 22, 2022

    | | | | Performance Requirements(1)(2) | | | | | Weighted Payout as a % of Target | | Performance Period: | Performance Measures and Weights | | Threshold | Target | Maximum | Result(2) | | | | Fiscal Years 2023 - 2025 | 3- year Cumulative Sales Total Tapestry, Inc. | 33% | $18,636 | $21,591 | $23,863 | $20,343 | 94.2% | 23.5% | | Fiscal Years 2023 - 2025 | 3-year Average Return on Capital (ROIC) Total Tapestry, Inc. | 33% | 23.1% | 25.8% | 29.4% | 25.2% | 97.7% | 28.2% | | August 22, 2022 - August 22, 2025 | 3-year Relative Total Shareholder Return (rTSR) Total Tapestry, Inc. | 33% | 25% | 50% | 75-100% | 200% | 200% | 66.7% | | Weighted average payout as a % of Target: | | | | | | | | 118.3% |

  90. Grant Date: August 22, 2022

    (1) For all metrics, actual payout is 0% if performance is below threshold, 30% of target for performance at threshold, 100% of target for target performance and 200% of target for maximum performance, with interpolation for performance levels between the amounts above. (2) Fiscal year 2025 targets and results reflect non-GAAP financial figures. See Appendix A for a reconciliation to results as reported under GAAP. Shares Earned: The following table displays the number of shares each NEO earned from the FY23-25 Annual PRSUs which were distributed in August 2025.

  91. Developments for Fiscal Year 2026

    | Key Fiscal Year 2026 Developments | Rationale | | Awarded salary increases to Mses. Crevoiserat and Kulikowsky and Mr. Howard | To achieve closer alignment with competitive total compensation levels for comparable roles within our executive compensation peer group. | | Increased target AIP as a % of salary for Ms. Kulikowsky and Messrs. Howard and Roe | | | Increased annual equity value for Mses. Crevoiserat and Kulikowsky and Messrs. Kahn and Roe | | | Sunset operational modifier and returned AIP to exclusively focus solely on financial performance metrics | The HR Committee determined that the foundational elements of the Company’s human capital management program are well integrated into overall strategy and that growth and profit objectives should be the focus of the AIP program. | | Increased weight of PRSUs to 50% of annual LTI mix | In FY26, the annual LTI mix for NEOs will shift to a structure consisting of 50% PRSUs, 25% Options and 25% RSUs. This represents a change from FY25, which consisted of 40% PRSUs, 40% Options and 20% RSUs. The move to a heavier performance-weighted mix enhances alignment with the Company’s long-term strategic objectives. | | On August 18, 2025, a one-time special equity award with a target value of $15 million (the “Special Grant”) was granted to Ms. Crevoiserat | The Special Grant is equally weighted between PRSUs under which vesting is subject to achievement of a target earnings per share on a non-GAAP basis for the Company’s fiscal year 2028, and time-based RSUs. Both components of the Special Grant cliff-vest on the third anniversary of the grant date. The Special Grant is intended to incent Ms. Crevoiserat to continue to deliver durable growth and stockholder value creation at Tapestry, and to support long-term talent retention and succession planning objectives. The HR Committee determined that awarding the Special Grant is in the best interests of the Company and its stockholders and that the amount and terms of the award are appropriate. Among other things, the HR Committee considered Ms. Crevoiserat’s sustained high performance, strategic leadership and proven record of stockholder value creation. The HR Committee also considered that Ms. Crevoiserat becomes eligible for retirement treatment on her existing and upcoming annual equity grants in November 2025 upon reaching the age of 62 with over five years of service with the Company. The Special Grant is subject to continued service requirements that are more restrictive than those applicable to our standard equity awards. Specifically, the Special Grant is subject to forfeiture in its entirety if Ms. Crevoiserat’s service terminates during the vesting period due to her retirement or voluntary termination without Good Reason as well as in the event of her termination for cause. Ms. Crevoiserat will receive pro-rata vesting of the award in the event of her involuntary termination without cause or her voluntary termination with Good Reason. The award will vest in its entirety in the event of Ms. Crevoiserat’s death or disability. |

  92. Developments for Fiscal Year 2026

    The Company’s retirement plans consist of a qualified 401(k) plan (the “401(k) Savings Plan”) and a voluntary, non-qualified defined contribution plan (the “Executive Deferred Compensation Plan” or “EDCP”). Employees, including our NEOs, are eligible to participate in the 401(k) Savings Plan after completing one month of service; the Company matches 100% of employee contributions, up to 3% of compensation contributed and 50% of the next 2% of compensation contributed. These matching contributions are immediately vested. Highly compensated employees whose annual target cash compensation exceeds the IRS 401(a)(17) compensation limit, are also eligible to participate in the EDCP. Under this plan, eligible employees, including our NEOs, may elect to defer a portion of their salary and/or annual incentive into the plan and invest the assets in substantially similar mutual funds as those offered under the qualified 401(k) Savings Plan. The Company matches 100% of employee contributions up to 3%, less the maximum Company match available in the 401(k) Savings Plan. Deferral and distribution elections are made annually in accordance with IRS rules under Section 409A. Certain of our NEOs also maintain balances in the Supplemental Retirement Plan (the “SRP”), a non-qualified defined contribution plan frozen to new contributions as of December 31, 2015. Company contributions to the various retirement plans are included in the “All Other Compensation” column of the Summary Compensation Table and in the related footnote. Contributions, earnings and account balances for the EDCP and SRP are detailed in the Non-Qualified Deferred Compensation Table. None of these benefits or perquisites are included in the base compensation on which annual incentives and retirement plan contributions are calculated. Compensation Decision Making Process

  93. Roles and Responsibilities

    Both firms reported directly to the HR Committee and received input from management at the Committee’s direction. Neither provided additional services to Tapestry or its affiliates during fiscal year 2025. After evaluating factors outlined in NYSE listing standards and Rule 10C-1(b)(4) of the Exchange Act, the Committee confirmed both CAP’s and FW Cook’s independence and found no conflicts of interest. Throughout fiscal year 2025, the engaged compensation consultant attended HR Committee meetings, met with members without management present, and advised on matters including peer group compensation practices, new hire packages, investor perspectives, and AIP measures and long-term incentive measures. The consultant reviewed materials prepared by management and provided independent analyses and recommendations, which the Committee considered in its decision-making. CAP and FW Cook reviewed and commented on materials prepared by management and also presented the HR Committee with their own analyses and recommendations. The HR Committee considered CAP and FW Cook’s advice in its decision-making on the compensation actions described in the sections Executive Summary and Fiscal Year 2025 Compensation. Typically, the CEO and other members of management work with the HR Committee Chair and the engaged compensation consultant to set meeting agendas and prepare materials for HR Committee meetings. Certain members of management typically attend HR Committee meetings to present information on the Company and the competitive environment for talent, discuss compensation and benefits policies and provide technical advice. The CEO is responsible for reviewing the performance of certain key executives, including the NEOs (other than herself), and recommending changes in their compensation to the HR Committee for approval. The HR Committee consults with the compensation consultant and determines and approves changes in the CEO’s compensation based on its own review of the CEO’s performance and other factors in its discretion. The HR Committee considers information on all elements of compensation over a period of years, as well as the impact of various termination scenarios in evaluating the appropriateness of executive compensation. Actual pay earned by our NEOs in prior years from AIP and LTI compensation is reviewed but is not specifically taken into account by the HR Committee in making the current year’s compensation decisions. Decisions to change an NEO’s (other than the CEO) base salary, AIP opportunity and/or LTI award are based on various factors, including the judgment of our CEO and the HR Committee. They consider the scope of their positions and any changes to those responsibilities, the skills and experience required for the job, their individual performance, business performance, labor market conditions and peer company compensation levels based on public disclosure and purchased industry compensation surveys. Salary increases, AIP opportunity and/or LTI award changes are considered annually and upon significant role changes, and are based on both financial and non-financial results achieved by the Company and the NEO during the preceding fiscal year. All changes are subject to HR Committee approval.

  94. Peer Group and Competitive Assessment of Compensation

    Peer Group and Competitive Assessment of Compensation Compensation at a defined group of companies is one reference point considered by the HR Committee and management in setting NEO compensation levels, although we do not attempt to link any single element of compensation to specific peer company percentiles or ratios. Pay practices at this group of companies are also reviewed by the HR Committee. The composition of the peer group is reviewed periodically and is determined by the HR Committee, considering input from its independent compensation consultant. The most recent review was completed in May 2025 and will be revisited in fiscal year 2027. The peer group used during fiscal year 2025 is shown below. It includes 15 companies whose aggregate profile was comparable to Tapestry in terms of size, industry, operating characteristics and/or competition for executive talent. As a secondary reference point, the HR Committee considers publicly available data from the following foreign-listed and private companies with whom Tapestry competes for certain executive talent: Burberry Group plc, Hermes International, J. Crew Group, Inc., Kering S.A., and LVMH, as well as industry compensation surveys.

  95. Peer Group and Competitive Assessment of Compensation

    | Company Name | Sub-Industry (as defined by GICS codes) | Revenue(1) | Market Valuation as of 6/28/2025(2) | | Compagnie Financière Richemont SA(3) | Apparel, Accessories and Luxury Goods | $23,129 | $110,046 | | The Gap, Inc. | Apparel Retail | $15,086 | $8,170 | | The Estée Lauder Companies Inc. | Personal Care Products | $14,326 | $28,813 | | Lululemon Athletica Inc. | Apparel, Accessories and Luxury Goods | $10,588 | $28,128 | | V.F. Corporation | Apparel, Accessories and Luxury Goods | $9,505 | $4,615 | | PVH Corp. | Apparel, Accessories and Luxury Goods | $8,653 | $3,160 | | Williams-Sonoma, Inc. | Homefurnishing Retail | $7,712 | $20,199 | | Ralph Lauren Corporation | Apparel, Accessories and Luxury Goods | $7,079 | $16,739 | | Tapestry, Inc. | Apparel, Accessories and Luxury Goods | $7,011 | $18,092 | | Levi Strauss & Co. | Apparel, Accessories and Luxury Goods | $6,355 | $7,325 | | Victoria’s Secret & Co. | Apparel Retail | $6,230 | $1,543 | | Coty Inc. | Personal Care Products | $5,893 | $4,021 | | Urban Outfitters, Inc. | Apparel Retail | $5,551 | $6,221 | | American Eagle Outfitters, Inc. | Apparel Retail | $5,329 | $1,712 | | Under Armour, Inc. | Apparel, Accessories and Luxury Goods | $5,164 | $2,875 | | Capri Holdings Limited | Apparel, Accessories and Luxury Goods | $4,442 | $2,073 | | Tapestry, Inc. Percentile Rank | | 49th | 74th |

  96. Peer Group and Competitive Assessment of Compensation

    (1) As reported in the Form 10-K for the most recent fiscal year (in millions). (2) As reported by S&P Capital IQ (in millions). (3) Revenue was converted to U.S. dollars (US$) based on the average exchange rate for the fiscal year ending 3/31/25. Market valuation was converted to US$ based on the exchange rate as of 6/28/2025.

  97. Peer Group and Competitive Assessment of Compensation

    | | 2025 PROXY STATEMENT | 55 |

  98. Peer Group and Competitive Assessment of Compensation

    Additional Information

  99. Impact of Accounting and Tax Treatment

    Management periodically reviews and shares with the HR Committee our compensation policies and practices and evaluates the degree to which they may motivate any employee, including our NEOs, to take on inappropriate or excessive risk. We believe that our various compensation programs are aligned to our strategy and objectives, and that they encourage prudent risk-taking to drive performance. As a result of its review and evaluation of our fiscal year 2025 compensation programs, the HR Committee, together with its independent compensation consultant, FW Cook, determined that our compensation policies and practices for our employees are not reasonably likely to have a material adverse effect on Tapestry. Factors evaluated by management and the HR Committee include the overall mix of pay between base salary, annual and long-term incentives, the performance metrics used in each program, the range of performance required to earn a payout under each program and incentive plan components such as maximum payouts, vesting, stock ownership requirements and clawbacks. Some of the key factors supporting the HR Committee’s conclusion that our programs do not drive inappropriate or excessive risk include capped payouts on all of our incentive plans, use of multiple, counter-balancing financial performance criteria in our AIP and Long-Term Incentive Plan, executive and independent director stock ownership and anti-hedging policies, a market-competitive weight on each component of pay, multiple-year vesting for LTI, a variety of performance metrics for PRSUs and an incentive compensation clawback policy. When the HR Committee and management are developing new or modified compensation programs and selecting performance measures for annual and long-term incentives, risk-taking is considered and affects decisions accordingly.

  100. Impact of Accounting and Tax Treatment

    | Name & Principal Position | Fiscal Year | Salary(1) ($) | Bonus ($) | Stock Awards(2) ($) | Option Awards(3) ($) | Non-Equity Incentive Plan Compensation(4) ($) | All Other Compensation(5) ($) | Total ($) | | Joanne Crevoiserat Chief Executive Officer | 2025 | 1,400,000 | — | 6,573,679 | 3,999,999 | 5,303,200 | 63,471 | 17,340,349 | | | 2024 | 1,390,385 | — | 6,323,364 | 3,999,753 | 3,654,000 | 62,711 | 15,430,213 | | | 2023 | 1,350,000 | — | 6,694,692 | 4,002,498 | 2,381,400 | 60,913 | 14,489,503 | | Scott Roe Chief Financial Officer and Chief Operating Officer | 2025 | 975,000 | — | 2,465,129 | 1,499,996 | 2,308,313 | 61,311 | 7,309,749 | | | 2024 | 965,385 | — | 2,371,288 | 1,499,903 | 1,590,469 | 78,033 | 6,505,078 | | | 2023 | 925,000 | — | 2,175,777 | 1,300,807 | 1,019,813 | 98,542 | 5,519,939 | | Todd Kahn Chief Executive Officer and Brand President, Coach | 2025 | 1,000,000 | — | 1,972,110 | 1,199,992 | 2,937,000 | 85,611 | 7,194,713 | | | 2024 | 990,385 | — | 1,896,988 | 1,199,925 | 1,875,000 | 62,467 | 6,024,765 | | | 2023 | 950,000 | — | 1,673,684 | 1,000,624 | 1,240,938 | 75,913 | 4,941,159 | | David Howard Chief Legal Officer and Secretary | 2025 | 600,000 | — | 1,321,692 | 499,994 | 795,480 | 40,736 | 3,257,902 | | | 2024 | 595,192 | — | 1,040,456 | 499,967 | 548,100 | 34,188 | 2,717,903 | | | 2023 | 575,000 | — | 869,454 | 400,246 | 355,005 | 49,791 | 2,249,496 | | Denise Kulikowsky(6) Chief People Officer | 2025 | 600,000 | — | 714,454 | 333,339 | 795,480 | 14,911 | 2,458,184 |

  101. Impact of Accounting and Tax Treatment

    (1) Salary amounts reflect the actual base salary payments made in fiscal years 2025, 2024 and 2023. (2) Reflects the aggregate grant date fair value of all stock awards granted in the years shown. The aggregate grant date fair value is the amount that the Company expects to expense for accounting purposes over the award’s vesting schedule as of the grant date and does not correspond to the actual value that the NEOs will realize from the award. To determine the aggregate grant date value of the fiscal year 2025 PRSU under FASB ASC Topic 17, given the relative TSR performance metric, the market value on the grant date is adjusted to reflect the probable outcome of the relative TSR component based on Monte Carlo simulation, determined as of the grant date, which results in a fair value per PRSU under FASB ASC Topic 718 that is 114.3% of the market value of the underlying shares on the grant date. The grant date fair values for awards granted during fiscal year 2025 were as follows:

  102. Impact of Accounting and Tax Treatment

    | • | For Ms. Crevoiserat, annual RSUs and PRSUs (assuming target performance for the PRSUs). The annual PRSUs have a grant date fair value of $4,573,694; at the maximum achievement level, the total fair value would be $9,147,388. |

  103. Impact of Accounting and Tax Treatment

    | • | For Mr. Roe, annual RSUs and PRSUs (assuming target performance for the PRSUs). The annual PRSUs have a grant date fair value of $1,715,129; at the maximum achievement level, the total fair value would be $3,430,258. |

  104. Impact of Accounting and Tax Treatment

    | • | For Mr. Kahn, annual RSUs and PRSUs (assuming target performance for the PRSUs). The annual PRSUs have a grant date fair value of $1,372,094; at the maximum achievement level, the total fair value would be $2,744,188. |

  105. Impact of Accounting and Tax Treatment

    | • | For Mr. Howard, annual RSUs and PRSUs (assuming target performance for the PRSUs). The annual PRSUs have a grant date fair value of $571,694; at the maximum achievement level, the total fair value would be $1,143,388. |

  106. Impact of Accounting and Tax Treatment

    | • | For Ms. Kulikowsky, annual RSUs and PRSUs (assuming target performance for the PRSUs). The Annual PRSUs have a grant date fair value of $381,130; at the maximum achievement level, the total fair value would be $762,260. |

  107. Impact of Accounting and Tax Treatment

    The amounts for fiscal years 2024 and 2023 are described in the similar sections of our fiscal year 2024 and 2023 proxy statements.

  108. Impact of Accounting and Tax Treatment

    | 60 | 2025 PROXY STATEMENT | |

  109. Impact of Accounting and Tax Treatment

    (3) Reflects the aggregate grant date fair value of all stock options granted in fiscal year 2025. The weighted-average assumptions used in calculating the grant date fair value of option awards are shown in the table below. The applicable weighted average assumptions for fiscal years 2024 and 2023 are described in Note 7, “Share-Based Compensation” of Tapestry’s Annual Report on Form 10-K for fiscal year ended June 28, 2025.

  110. Impact of Accounting and Tax Treatment

    | | Stock Option | | Expected Term (years) | 4.9 | | Expected Volatility | 40.9% | | Risk-free Interest Rate | 3.8% | | Dividend Yield | 3.5% |

  111. Impact of Accounting and Tax Treatment

    (4) Amounts in this column reflect compensation earned under the AIP for the years shown. The amounts for fiscal year 2025 are described in detail in the section titled Compensation Discussion and Analysis—Fiscal Year 2025 Compensation—Annual Incentive Plan. The AIP and the amounts for fiscal years 2024 and 2023 are described in the applicable sections of our 2024 and 2023 proxy statements. (5) “All Other Compensation” includes the following amounts for the years shown:

  112. Impact of Accounting and Tax Treatment

    | Name & Principal Position | Fiscal Year | Company Contributions to Qualified Defined Contribution Plans ($) | Company Contributions to Non-Qualified Defined Contribution Plans ($) | Life Insurance Premiums ($) | Other(a) ($) | | Joanne Crevoiserat Chief Executive Officer | 2025 | 14,000 | 46,200 | 396 | 2,875 | | | 2024 | 14,800 | 46,800 | 396 | 715 | | | 2023 | 12,200 | 47,800 | 396 | 517 | | Scott Roe Chief Financial Officer and Chief Operating Officer | 2025 | 14,000 | 46,200 | 396 | 715 | | | 2024 | 14,800 | 43,842 | 396 | 18,995 | | | 2023 | 12,200 | 46,561 | 396 | 39,385 | | Todd Kahn Chief Executive Officer and Brand President, Coach | 2025 | 13,965 | 46,200 | 396 | 25,050 | | | 2024 | 14,556 | 46,800 | 396 | 715 | | | 2023 | 12,200 | 47,800 | 396 | 15,517 | | David Howard Chief Legal Officer and Secretary | 2025 | 16,240 | 19,610 | 396 | 4,490 | | | 2024 | 13,400 | 14,087 | 396 | 6,305 | | | 2023 | 13,000 | 26,037 | 396 | 10,358 | | Denise Kulikowsky Chief People Officer | 2025 | 13,800 | — | 396 | 715 |

  113. Impact of Accounting and Tax Treatment

    (a) Fiscal year 2025 amounts shown include:

  114. Impact of Accounting and Tax Treatment

    | • | Long-term disability insurance premium of $715 for Mses. Crevoiserat and Kulikowsky and Messrs. Roe, Kahn and Howard. |

  115. Impact of Accounting and Tax Treatment

    | • | Company matching charitable contributions under the Company’s Matching Gift program of $9,030 for Mr. Kahn and $3,775 for Mr. Howard. |

  116. Impact of Accounting and Tax Treatment

    | • | For Ms. Crevoiserat and for Mr. Kahn, the value of personal transportation paid for by Tapestry. During fiscal year 2025, the amount was $2,160 for Ms. Crevoiserat and $15,305 for Mr. Kahn; Ms. Crevoiserat and Mr. Kahn paid all taxes on this benefit. |

  117. Impact of Accounting and Tax Treatment

    | • | The amounts for fiscal years 2024 and 2023 are described in the applicable sections of our 2024 and 2023 proxy statements. |

  118. Impact of Accounting and Tax Treatment

    (6) Ms. Kulikowsky was not a Named Executive Officer in fiscal years 2024 and 2023.

  119. Impact of Accounting and Tax Treatment

    | | 2025 PROXY STATEMENT | 61 |

  120. Impact of Accounting and Tax Treatment

    Grants of Plan-based Awards

  121. Impact of Accounting and Tax Treatment

    | | | | Estimated Possible Payouts Under Non-Equity Incentive Plan Awards(1) | | | Estimated Possible Payouts Under Equity Incentive Plan Awards(2) | | | All Other Stock Awards: Number of Shares of Stock or Units (#) | All Other Option Awards: Number of Securities Underlying Options (#) | Exercise or Base Price of Option Awards(3) ($/Share) | Closing Market Price on Grant Date ($/share) | Grant Date Fair Value of Stock and Option Awards(4) ($) | | Name & Principal Position | Award Type | Grant Date | Threshold ($) | Target ($) | Maximum ($) | Threshold (#) | Target (#) | Maximum (#) | | | | | | | Joanne Crevoiserat Chief Executive Officer | Annual incentive | | 840,000 | 2,800,000 | 5,600,000 | | | | | | | | | | | Annual stock option grant | 8/19/2024 | | | | | | | | 331,675 | 40.58 | 40.58 | 3,999,999 | | | Annual RSU grant | 8/19/2024 | | | | | | | 49,285 | | | 40.58 | 1,999,985 | | | Annual Performance RSU grant | 8/19/2024 | | | | 29,571 | 98,571 | 197,142 | | | | 40.58 | 4,573,694 | | Scott Roe Chief Financial Officer and Chief Operating Officer | Annual incentive | | 365,625 | 1,218,750 | 2,437,500 | | | | | | | | | | | Annual stock option grant | 8/19/2024 | | | | | | | | 124,378 | 40.58 | 40.58 | 1,499,996 | | | Annual RSU grant | 8/19/2024 | | | | | | | 18,482 | | | 40.58 | 750,000 | | | Annual Performance RSU grant | 8/19/2024 | | | | 11,089 | 36,964 | 73,928 | | | | 40.58 | 1,715,129 | | Todd Kahn Chief Executive Officer and Brand President, Coach | Annual incentive | | 450,000 | 1,500,000 | 3,000,000 | | | | | | | | | | | Annual stock option grant | 8/19/2024 | | | | | | | | 99,502 | 40.58 | 40.58 | 1,199,992 | | | Annual RSU grant | 8/19/2024 | | | | | | | 14,786 | | | 40.58 | 600,016 | | | Annual Performance RSU grant | 8/19/2024 | | | | 8,871 | 29,571 | 59,142 | | | | 40.58 | 1,372,094 | | David Howard Chief Legal Officer and Secretary | Annual incentive | | 126,000 | 420,000 | 840,000 | | | | | | | | | | | Annual stock option grant | 8/19/2024 | | | | | | | | 41,459 | 40.58 | 40.58 | 499,994 | | | Annual RSU grant | 8/19/2024 | | | | | | | 12,321 | | | 40.58 | 499,985 | | | Special RSU Grant | 8/19/2024 | | | | | | | 6,161 | | | 40.58 | 250,013 | | | Annual Performance RSU grant | 8/19/2024 | | | | 3,696 | 12,321 | 24,642 | | | | 40.58 | 571,694 | | Denise Kulikowsky Chief People Officer | Annual incentive | | 126,000 | 420,000 | 840,000 | | | | | | | | | | | Annual stock option grant | 8/19/2024 | | | | | | | | 27,640 | 40.58 | 40.58 | 333,339 | | | Annual RSU grant | 8/19/2024 | | | | | | | 8,214 | | | 40.58 | 333,324 | | | Annual Performance RSU grant | 8/19/2024 | | | | 2,464 | 8,214 | 16,428 | | | | 40.58 | 381,130 |

  122. Impact of Accounting and Tax Treatment

    (1) These columns represent the range of possible cash payouts for fiscal year 2025 associated with established levels of performance under the AIP. If performance falls below the pre-established thresholds, the payout is $0. Amounts actually earned are displayed in the Summary Compensation Table. For details, please see the section titled Compensation Discussion and Analysis—Fiscal Year 2025 Compensation—Annual Incentive Plan. (2) These columns represent the range of possible share payouts associated with pre-established levels of performance for PRSUs granted in fiscal year 2025. If performance falls below the pre-established thresholds, no shares will be earned or distributed. These awards are described in the section titled Compensation Discussion and Analysis—Fiscal Year 2025 Compensation—Long Term Incentive Plan. (3) The exercise price for stock option grants is the closing stock price on the date of grant. (4) The amounts reported represent the grant date fair value of all stock and option awards granted to NEOs in fiscal year 2025. For RSU grants, the grant date fair value is calculated using the closing price of Tapestry common stock on the grant date and for stock options, the grant date fair value is calculated using the Black-Scholes value as of the grant date. For the PRSU grants, under FASB ASC Topic 17 and given the relative TSR performance metric, the market value on the grant date is adjusted to reflect the probable outcome of the relative TSR component based on Monte Carlo simulation, determined as of the grant date, which results in a fair value per PRSU under FASB ASC Topic 718 that is 114.3% of the market value of the underlying shares on the grant date. The weighted average assumptions used in calculating the grant date fair value of these stock option awards are described in a footnote 3 to the Summary Compensation Table. Annual stock options and annual RSUs vest 25% per year over four years; annual PRSUs vest 100% after completion of the three-year performance period.

  123. Impact of Accounting and Tax Treatment

    | 62 | 2025 PROXY STATEMENT | |

  124. Impact of Accounting and Tax Treatment

    Outstanding Equity Awards at Fiscal Year-end 2025

  125. Impact of Accounting and Tax Treatment

    | Name & Principal Position | Option Awards | | | | | Stock Awards | | | | | | | Number of Securities Underlying Unexercised Options Exercisable (#) | Number of Securities Underlying Unexercised Options Unexercisable (#) | Option Grant Date | Option Exercise Price ($/share) | Option Expiration Date | Number of Shares or Units of Stock that Have Not Vested (#) | Restricted Stock Unit Grant Date | Market Value of Shares or Units of Stock that Have Not Vested(a) ($) | Equity Incentive Plan Awards: Number of Unearned Shares, Units, or Other Rights that Have Not Vested(b) (#) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units, or Other Rights that Have Not Vested(a) ($) | | Joanne Crevoiserat Chief Executive Officer | 224,081(1) | — | 8/19/2019 | 20.97 | 8/19/2029 | | | | | | | | 121,166(1) | — | 8/17/2020 | 15.83 | 8/17/2030 | | | | | | | | 141,535(1) | — | 11/2/2020 | 23.63 | 11/2/2030 | | | | | | | | 171,858(1) | 57,286(1) | 8/23/2021 | 42.31 | 8/23/2031 | | | | | | | | 166,736(1) | 166,736(1) | 8/22/2022 | 35.41 | 8/22/2032 | | | | | | | | 95,165(1) | 285,492(1) | 8/21/2023 | 33.81 | 8/21/2033 | | | | | | | | — | 331,675 (1) | 8/19/2024 | 40.58 | 8/19/2034 | | | | | | | | | | | | | 10,641(c) | 8/23/2021 | 926,904 | | | | | | | | | | 30,957(c) | 8/22/2022 | 2,696,628 | | | | | | | | | | 47,083(c) | 8/21/2023 | 4,101,369 | | | | | | | | | | 50,391(c) | 8/19/2024 | 4,389,601 | | | | | | | | | | | 8/22/2022 | | 146,488(f) | 12,760,576 | | | | | | | | | 8/21/2023 | | 251,109(g) | 21,874,107 | | | | | | | | | 8/19/2024 | | 201,568(g) | 17,558,583 | | Scott Roe Chief Financial Officer and Chief Operating Officer | 57,541(1) | — | 6/1/2021 | 44.97 | 6/1/2031 | | | | | | | | — | 54,188(1) | 8/22/2022 | 35.41 | 8/22/2032 | | | | | | | | — | 107,059(1) | 8/21/2023 | 33.81 | 8/21/2033 | | | | | | | | — | 124,378(1) | 8/19/2024 | 40.58 | 8/19/2034 | | | | | | | | | | | | | 10,061(c) | 8/22/2022 | 876,401 | | | | | | | | | | 17,657(c) | 8/21/2023 | 1,538,059 | | | | | | | | | | 18,897(c) | 8/19/2024 | 1,646,112 | | | | | | | | | | | 8/22/2022 | | 47,609(f) | 4,147,227 | | | | | | | | | 8/21/2023 | | 94,167(g) | 8,202,882 | | | | | | | | | 8/19/2024 | | 75,588(g) | 6,584,446 | | Todd Kahn Chief Executive Officer and Brand President, Coach | 55,423(1) | — | 8/16/2018 | 51.38 | 8/16/2028 | | | | | | | | 90,874(1) | — | 8/17/2020 | 15.83 | 8/17/2030 | | | | | | | | 42,965(1) | 14,321(1) | 8/23/2021 | 42.31 | 8/23/2031 | | | | | | | | 41,684(1) | 41,684(1) | 8/22/2022 | 35.41 | 8/22/2032 | | | | | | | | 28,550(1) | 85,647(1) | 8/21/2023 | 33.81 | 8/21/2033 | | | | | | | | — | 99,502(1) | 8/19/2024 | 40.58 | 8/19/2034 | | | | | | | | | | | | | 2,660(c) | 8/23/2021 | 231,677 | | | | | | | | | | 7,740(c) | 8/22/2022 | 674,223 | | | | | | | | | | 14,125(c) | 8/21/2023 | 1,230,392 | | | | | | | | | | 15,118(c) | 8/19/2024 | 1,316,925 | | | | | | | | | | | 8/22/2022 | | 36,623(f) | 3,190,200 | | | | | | | | | 8/21/2023 | | 75,332(g) | 6,562,158 | | | | | | | | | 8/19/2024 | | 60,470(g) | 5,267,521 |

  126. Impact of Accounting and Tax Treatment

    | | 2025 PROXY STATEMENT | 63 |

  127. Impact of Accounting and Tax Treatment

    | Name & Principal Position | Option Awards | | | | | Stock Awards | | | | | | | Number of Securities Underlying Unexercised Options Exercisable (#) | Number of Securities Underlying Unexercised Options Unexercisable (#) | Option Grant Date | Option Exercise Price ($/share) | Option Expiration Date | Number of Shares or Units of Stock that Have Not Vested (#) | Restricted Stock Unit Grant Date | Market Value of Shares or Units of Stock that Have Not Vested(a) ($) | Equity Incentive Plan Awards: Number of Unearned Shares, Units, or Other Rights that Have Not Vested(b) (#) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units, or Other Rights that Have Not Vested(a) ($) | | David Howard Chief Legal Officer and Secretary | — | 5,370(1) | 8/23/2021 | 42.31 | 8/23/2031 | | | | | | | | — | 16,673(1) | 8/22/2022 | 35.41 | 8/22/2032 | | | | | | | | — | 35,686(1) | 8/21/2023 | 33.81 | 8/21/2033 | | | | | | | | — | 41,459(1) | 8/19/2024 | 40.58 | 8/19/2034 | | | | | | | | | | | | | 1,995(c) | 8/23/2021 | 173,742 | | | | | | | | | | 6,192(c) | 8/22/2022 | 539,382 | | | | | | | | | | 11,771(c) | 8/21/2023 | 1,025,344 | | | | | | | | | | 6,299(d) | 8/19/2024 | 548,734 | | | | | | | | | | 12,598(c) | 8/19/2024 | 1,097,378 | | | | | | | | | | | 8/22/2022 | | 14,649(f) | 1,276,035 | | | | | | | | | 8/21/2023 | | 31,390(g) | 2,734,355 | | | | | | | | | 8/19/2024 | | 25,195(g) | 2,194,756 | | Denise Kulikowsky Chief People Officer | 8,259(2) | 24,777(2) | 11/1/2023 | 26.59 | 11/1/2033 | | | | | | | | — | 27,640(1) | 8/19/2024 | 40.58 | 8/19/2034 | | | | | | | | | | | | | 7,393(e) | 11/1/2023 | 643,989 | | | | | | | | | | 8,398(c) | 8/19/2024 | 731,585 | | | | | | | | | | | 11/1/2023 | | 19,715(h) | 1,717,393 | | | | | | | | | 8/19/2024 | | 16,797(g) | 1,463,171 |

  128. Impact of Accounting and Tax Treatment

    (1) Annual Stock Option grant: vests 25% each year beginning one year from date of grant. (2) Annual Stock Option grant awarded upon hire for Ms. Kulikowsky and vests 25% each year beginning one year from the date of grant. (a) The market value of stock awards is the number of shares shown in the table multiplied by $87.11, the closing price per share of our common stock on June 27, 2025. (b) This column displays the number of shares that may be earned subject to expected performance conditions at the end of the relevant performance period. Please see Compensation Discussion and Analysis—Fiscal Year 2025 Compensation—Long Term Incentive Plan for details. (c) Annual RSU grant: vests 25% each year beginning one year from date of grant. (d) Special RSU grant awarded for Mr. Howard and vests 100% two years from date of grant. (e) Annual RSU grant awarded upon hire for Ms. Kulikowsky and vests 25% each year beginning one year from date of grant. (f) Annual PRSU grant: subject to a three-year performance period, may vest 100% three years from date of grant. As of June 28, 2025, performance period for two measures was complete, and as of August 22, 2025, the third measure was complete. 118.3% of target shares vested on August 22, 2025. Shares and market values shown reflect actual performance achieved. (g) Annual PRSU grant: subject to a three-year performance period, may vest 100% three years from date of grant. As of June 28, 2025, performance period was incomplete. Shares and market values shown assume maximum performance. (h) Annual PRSU grant awarded upon hire for Ms. Kulikowsky: subject to a three-year performance period, may vest 100% three years from date of grant. As of June 28, 2025, performance period was incomplete. Shares and market values shown assume maximum performance.

  129. Impact of Accounting and Tax Treatment

    | 64 | 2025 PROXY STATEMENT | |

  130. Impact of Accounting and Tax Treatment

    2025 Option Exercises and Stock Vested

  131. Impact of Accounting and Tax Treatment

    | Name & Principal Position | Option Awards | | Stock Awards | | | | Number of Shares Acquired on Exercise (#) | Value Realized on Exercise ($) | Number of Shares Acquired on Vesting(1) (#) | Value Realized on Vesting(2) ($) | | Joanne Crevoiserat Chief Executive Officer | — | — | 142,257 | 5,887,278 | | Scott Roe Chief Financial Officer and Chief Operating Officer | 89,877 | 4,654,900 | 46,557 | 2,055,757 | | Todd Kahn Chief Executive Officer and Brand President, Coach | 389,307 | 11,099,460 | 41,547 | 1,714,098 | | David Howard Chief Legal Officer and Secretary | 44,682 | 955,056 | 26,362 | 1,080,820 | | Denise Kulikowsky Chief People Officer | — | — | 2,430 | 114,137 |

  132. Impact of Accounting and Tax Treatment

    (1) 72,625 shares were withheld to cover the taxes related to the vesting of Ms. Crevoiserat’s RSUs and PRSUs; 22,632 shares were withheld to cover the taxes related to Mr. Roe’s RSUs and PRSUs; 19,504 shares were withheld to cover the taxes related to the vesting of Mr. Kahn’s RSUs and PRSUs; 14,581 shares were withheld to cover the taxes related to the vesting of Mr. Howard's RSUs and PRSUs; 877 shares were withheld to cover the taxes related to the vesting of Ms. Kulikowsky's RSUs. (2) Represents the product of the number of shares vested and the market value of Tapestry, Inc.’s common stock on the vesting date.

  133. Impact of Accounting and Tax Treatment

    | | 2025 PROXY STATEMENT | 65 |

  134. Impact of Accounting and Tax Treatment

    2025 Non-Qualified Deferred Compensation

  135. Impact of Accounting and Tax Treatment

    | Name & Principal Position | Non-Qualified Plan | Executive Contributions in Last FY(1) ($) | Registrant Contributions in Last FY(2) ($) | Aggregate Earnings in Last FY(3) ($) | Aggregate Withdrawals/ Distributions ($) | Aggregate Balance at Last FYE(4) ($) | | Joanne Crevoiserat | EDCP | 670,320 | 46,200 | 321,227 | — | 3,389,568 | | Chief Executive Officer | SRP | — | — | — | — | — | | Scott Roe | EDCP | 260,081 | 46,200 | 232,458 | — | 2,458,561 | | Chief Financial Officer and Chief Operating Officer | SRP | — | — | — | — | — | | Todd Kahn | EDCP | 220,590 | 46,200 | 162,758 | — | 1,620,574 | | Chief Executive Officer and Brand President, Coach | SRP | — | — | 5,256 | — | 126,624 | | David Howard | EDCP | 41,864 | 19,610 | 34,082 | — | 329,280 | | Chief Legal Officer and Secretary | SRP | — | — | 2,385 | — | 19,816 | | Denise Kulikowsky | EDCP | — | — | 0 | — | — | | Chief People Officer | SRP | — | — | — | — | — |

  136. Impact of Accounting and Tax Treatment

    (1) Amounts shown represent elective salary and AIP deferrals made by NEOs into the Tapestry, Inc. Executive Deferred Compensation Plan (“EDCP”) in fiscal year 2025. (2) In fiscal year 2025, Tapestry made matching contributions to the accounts of employees who participated in the EDCP (including our NEOs) during the 2024 plan year. The matching formula is 100% of up to 3% of up to $2 million in salary and AIP deferred in the previous plan year, less the maximum match available in the qualified 401(k) Savings Plan, as described in the Other Compensation and Benefits Elements section. All contributions shown are also reported as compensation for fiscal year 2025 in the Summary Compensation Table. (3) Amounts shown represent total investment earnings (losses) under the EDCP and the Supplemental Retirement Plan (“SRP”). Both plans are funded non-tax qualified plans in which participants select investment options as frequently as desired based on substantially similar mutual funds available to participants in the 401(k) Savings Plan. The value of each mutual fund varies daily based on stock market conditions. The SRP is frozen and there have been no contributions to the plan since December 31, 2015. (4) Includes Executive Contributions, Registrant Contributions and Aggregate Earnings earned in the last fiscal year for each plan as applicable. Vested account balances are distributed six months after a participant’s termination. Under the EDCP, the deferred amounts and company match reported as compensation in the Summary Compensation Table were:

  137. Impact of Accounting and Tax Treatment

    | • | For Ms. Crevoiserat, $420,940 for fiscal year 2023 ($47,800 of which represented company match), $551,239 for fiscal year 2024 ($46,800 of which represented company match), and $716,520 for fiscal year 2025 ($46,200 of which represented company match). |

  138. Impact of Accounting and Tax Treatment

    | • | For Mr. Roe, $329,264 for fiscal year 2023 ($46,561 of which represented company match), $231,850 for fiscal year 2024 ($43,842 of which represented company match), and $306,281 for fiscal year 2025 ($46,200 of which represented company match). |

  139. Impact of Accounting and Tax Treatment

    | • | For Mr. Kahn, $150,756 for fiscal year 2023 ($47,800 of which represented company match), $132,762 for fiscal year 2024 ($46,800 of which represented company match), and $266,790 for fiscal year 2025 ($46,200 of which represented company match). |

  140. Impact of Accounting and Tax Treatment

    | • | For Mr. Howard, $53,937 for fiscal year 2023 ($26,037 of which represented company match), $48,386 for fiscal year 2024 ($14,087 of which represented company match), and $61,474 for fiscal year 2025 ($19,610 of which represented company match). |

  141. Impact of Accounting and Tax Treatment

    | • | Ms. Kulikowsky has not participated in the EDCP. |

  142. Impact of Accounting and Tax Treatment

    | 66 | 2025 PROXY STATEMENT | |

  143. Impact of Accounting and Tax Treatment

    Employment Agreements and Compensatory Arrangements

  144. Treatment of Long-Term Incentives Upon Termination or Change in Control

    Treatment of Long-Term Incentives Upon Termination or Change in Control In general, the annual stock option, PRSU and RSU grants made to our NEOs and outstanding as of the end of fiscal year 2025 are treated as indicated below in the event of termination or change-in-control. The HR Committee retains discretion to modify the terms of any agreement in certain situations.

  145. Treatment of Long-Term Incentives Upon Termination or Change in Control

    | Reason for Termination | Treatment of Unvested Awards | | Voluntary (including a resignation without “Good Reason,” as defined above under Employment Agreements and Compensatory Arrangements) | Unvested awards forfeit. Vested stock options remain exercisable for 90 days. | | Retirement (departure from the Company, other than for cause, if employee has attained age 65 and five years of service or age 55 and ten years of service with the Company; or other contractually negotiated retirement requirements) | Unvested awards remain outstanding and become vested according to their original schedule, subject to compliance with the restrictive covenants through the last vesting date. The number of PRSUs that vest is based on actual company performance. Vested options continue to be exercisable for the remainder of the ten-year term. | | Severance Event (including resignation with “Good Reason” or termination without “Cause,” as defined above under Employment Agreements and Compensatory Arrangements) | Unvested awards vest pro-rata as of the employee’s termination date. The number of PRSUs that ultimately vest will be based on actual performance relative to the pre-established targets. Exercisability of vested stock options continues for the 90 days following termination date. | | Death or Long-Term Disability | Vesting of unvested awards and target PRSUs is accelerated. The estate (or the executive) may exercise stock options for five years. | | Termination upon a Change-in-Control | Vesting of unvested awards is accelerated (at target performance for PRSUs if prior to completion of performance period). | | Cause (as defined above under Employment Agreements and Compensatory Arrangements) | Vested and unvested stock options and unvested RSUs and PRSUs forfeit, and financial gains realized in the twelve months prior to termination must be repaid. | | Change-in-Control without termination | Outstanding awards shall continue vesting as scheduled assuming continued employment, or an equivalent award shall be substituted by the successor corporation. PRSUs shall be deemed earned at target performance if Change-in-Control is prior to end of performance period. |

  146. Treatment of Long-Term Incentives Upon Termination or Change in Control

    | 68 | 2025 PROXY STATEMENT | |

  147. Treatment of Long-Term Incentives Upon Termination or Change in Control

    Potential Payments Upon Termination or Change in Control The tables below reflect the amount of compensation that would have been owed to each of our NEOs in the event of employment termination, including due to a change in control, on June 28, 2025. The tables include amounts earned through June 28, 2025, as well as estimates of the amounts which would have been paid to such NEOs following that date. The actual amounts to be paid out can only be determined at the time of an NEO’s termination. Regardless of the reason for an NEO’s termination of employment, an NEO may be entitled to receive amounts earned during the term of employment. Such amounts include:

  148. Treatment of Long-Term Incentives Upon Termination or Change in Control

    | • | any vested balance in our qualified and non-qualified retirement plans; |

  149. Treatment of Long-Term Incentives Upon Termination or Change in Control

    | • | the ability to convert life insurance at the NEO’s own expense; |

  150. Treatment of Long-Term Incentives Upon Termination or Change in Control

    | • | the ability to exercise vested stock options for a defined period of time. |

  151. Treatment of Long-Term Incentives Upon Termination or Change in Control

    In the event an NEO dies or is terminated due to disability, such NEO or beneficiary would receive benefits under our broad-based life insurance or long-term disability plan, as appropriate. The amounts of compensation due upon various termination situations reflect the specific employment terms and conditions for each executive as described under Employment Agreements and Compensatory Arrangements, and were calculated using the following assumptions:

  152. Treatment of Long-Term Incentives Upon Termination or Change in Control

    | • | LTI amounts reflect the intrinsic value of unvested stock options, RSUs and PRSUs whose vesting would be pro-rated, accelerated or continued due to the termination, assuming a closing price of our common stock on June 27, 2025 of $87.11 the last trading day before the assumed termination date. For termination reasons in which the value of PRSUs earned depends on satisfaction of the performance criteria, the FY23-25 PRSUs reflect actual performance of 118.3% of target, as certified by the HR Committee in August 2025, and 100% of target for in-cycle awards. |

  153. Treatment of Long-Term Incentives Upon Termination or Change in Control

    | • | The HR Committee does not exercise its discretion to pro rata vest, increase or decrease any equity awards. |

  154. Treatment of Long-Term Incentives Upon Termination or Change in Control

    | • | The values shown for continuation of benefits and perquisites reflect our cost for each program as of June 28, 2025. These costs may change annually. |

  155. Treatment of Long-Term Incentives Upon Termination or Change in Control

    | • | The “Total” row represents the sum of all estimated payments in the column. |

  156. Treatment of Long-Term Incentives Upon Termination or Change in Control

    | | 2025 PROXY STATEMENT | 69 |

  157. Pay versus Performance Relationship

    Pay versus Performance Relationship See the Compensation Discussion & Analysis for a description of how the HR Committee assesses the relationship between executive compensation and performance. The chart below provides a comparison between (i) the TSR of Tapestry and of the S&P Composite 1500 Apparel, Accessories & Luxury Goods Index assuming a fixed $100 initial investment on June 27, 2020 and reinvestment of dividends, and (ii) the compensation actually paid to our PEOs and the average compensation actually paid to our non-PEO NEOs for the fiscal years 2021, 2022, 2023, 2024 and 2025. Because our TSR outperformed the TSR of our industry index, and because LTI are the most significant element of pay for our PEO and our other NEOs, compensation actually paid is substantially higher than amounts reported in the Summary Compensation Table on a cumulative basis for fiscal years 2021, 2022, 2023, 2024, and 2025. While we are extremely pleased with our strong absolute and relative TSR performance over the last five years, we realize that there is no guarantee that our executives will actually realize the amounts reported below as compensation actually paid.

  158. Pay versus Performance Relationship

    | | FY 2020 | FY 2021 | FY 2022 | FY 2023 | FY 2024 | FY 2025 | | Tapestry TSR | $100 | $339.92 | $251.94 | $360.87 | $374.35 | $779.94 | | S&P Composite 1500 Apparel, Accessories & Luxury Goods Index | $100 | $200.09 | $122.52 | $115.41 | $101.21 | $101.11 | | PEO Compensation Actually Paid - Zeitlin | | $4,088,619 | NA | NA | NA | NA | | PEO Compensation Actually Paid - Crevoiserat | | $32,598,067 | $8,274,188 | $21,941,536 | $16,312,370 | $77,657,770 | | Avg non-PEO NEO Compensation Actually Paid | | $9,037,986 | $2,782,806 | $5,632,476 | $4,968,207 | $17,746,944 |

  159. Pay versus Performance Relationship

    | 76 | 2025 PROXY STATEMENT | |

  160. Pay versus Performance Relationship

    The chart below provides a comparison between (i) Tapestry’s GAAP Net Income and (ii) compensation actually paid to our PEOs and average compensation actually paid to our non-PEO NEOs for the fiscal years 2021, 2022, 2023, 2024 and 2025

  161. Pay versus Performance Relationship

    | | FY 2021 | FY 2022 | FY 2023 | FY 2024 | FY 2025 | | GAAP Net Income (in millions) | $834 | $856 | $936 | $816 | $183 | | PEO Compensation Actually Paid - Zeitlin | $4,088,619 | NA | NA | NA | NA | | PEO Compensation Actually Paid - Crevoiserat | $32,598,067 | $8,274,188 | $21,941,536 | $16,312,370 | $77,657,770 | | Avg non-PEO NEO Compensation Actually Paid | $9,037,986 | $2,782,806 | $5,632,476 | $4,968,207 | $17,746,944 |

  162. Pay versus Performance Relationship

    | | 2025 PROXY STATEMENT | 77 |

  163. Pay versus Performance Relationship

    The chart below provides a comparison between (i) Tapestry’s Net Sales and (ii) compensation actually paid to our PEOs and average compensation actually paid to our non-PEO NEOs for the fiscal years 2021, 2022, 2023, 2024 and 2025.

  164. Pay versus Performance Relationship

    | | FY 2021 | FY 2022 | FY 2023 | FY 2024 | FY 2025 | | Net Sales (in millions) | $5,746 | $6,685 | $6,661 | $6,671 | $7,011 | | PEO Compensation Actually Paid - Zeitlin | $4,088,619 | NA | NA | N/A | N/A | | PEO Compensation Actually Paid - Crevoiserat | $32,598,067 | $8,274,188 | $21,941,536 | $16,312,370 | $77,657,770 | | Avg non-PEO NEO Compensation Actually Paid | $9,037,986 | $2,782,806 | $5,632,476 | $4,968,207 | $17,746,944 |

  165. 13. What happens if a director nominee does not receive a majority of the votes cast?

    13. What happens if a director nominee does not receive a majority of the votes cast? Under our Corporate Governance Principles, a director nominee, running uncontested, who does not receive a majority of the votes cast, is required to tender his or her resignation for consideration by the GN Committee. The GN Committee will recommend to the Board whether to accept or reject the resignation. The Board will act on the tendered resignation and publicly disclose its decision within 90 days following certification of the election results. Unless all directors have tendered their resignation, any director who tenders his or her resignation will not participate in the Board’s decision with respect to his or her resignation.