Abercrombie & Fitch Co. (ANF)
NYSE: ANF · Real-Time Price · USD
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Sep 28, 2026, 3:33 PM EDT - Market open
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AGM 2021

Jun 9, 2021

Terry Burman
Non-Executive Chairman of the Board, Abercrombie & Fitch Co

The annual report on Form 10-K and our 2021 proxy statement can be viewed by clicking on the Materials button at the bottom of the meeting website. These materials are also available on our investor website at corporate.abercrombie.com within the Our Company - Corporate Governance tab. We also remind you that any forward-looking statements made during this annual meeting are subject to the safe harbor statement found in our SEC filings. As shown on the agenda. It is an exciting time. More states and countries are opening, and we're getting closer every day to returning to a new normal. We look forward to the remainder of the year, but we will not be walking away from this past year's learnings and disciplines.

We will continue to expect the unexpected and will quickly react to whatever comes our way as we focus on serving the needs of all of our stakeholders, including our customers, associates, and shareholders. At this time, I would like to start the formal portion of this annual meeting. The 2021 Annual Meeting of Stockholders is called to order. I would like to ask Greg Henchel to begin the formal portion of this meeting and report on the notice for this meeting.

Greg Henchel
General Counsel and Corporate Secretary, Abercrombie & Fitch Co

Thank you, Terry. On April 26, 2021, a written notice of internet availability of proxy materials was mailed to stockholders of record at the close of business on April 12th, 2021, the record date for this meeting. Certified proof of mailing will be filed in the records of the meeting.

On April 26th, 2021, the company provided the stockholders of record with access to our online proxy materials, including written notice of this meeting, our fiscal 2020 annual report on , a proxy statement, and a form of proxy. Also on April 26th, 2021, the company filed our proxy materials with the SEC. A list of the registered stockholders of the company entitled to vote at this meeting can be viewed by clicking on the Materials button at the bottom of the meeting website that's open for examination by stockholders of the company logged into the meeting website until the close of the meeting. As I mentioned earlier, with us today are the inspectors. In addition to counting votes received, the inspectors will determine the number of shares which are represented in person or by proxy at this meeting.

Ms. McIntyre and Ms. Farrar are the individuals which will be keeping the records of the meeting. Ms. McIntyre, are the inspectors ready to report as to the existence of a quorum?

Christina Mclntyre
Senior Director Legal Securities and Corporate Governance, Abercrombie & Fitch Co

Yes, Mr. Henchel. We have determined that there are stockholders represented at this meeting holding shares of Class A Common Stock representing at least one-third of the outstanding shares of Class A Common Stock. Under the company's amended and restated bylaws, this is sufficient for a quorum for transacting the business at this meeting. Accordingly, Mr. Henchel, a quorum exists for this annual meeting. Therefore, all holders of record of Class A Common Stock as of the close of business on April 12th, 2021, are entitled to vote at this meeting on all business to come before the meeting.

Greg Henchel
General Counsel and Corporate Secretary, Abercrombie & Fitch Co

Thank you. As a quorum is present, we will now turn to the four items of business, which are described in the proxy statement. First, to elect 11 directors, each to serve for a term of one year expiring at the 2022 Annual Meeting of Stockholders. Second, to vote on a non-binding advisory resolution to approve executive compensation. Third, to approve an amendment to the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Associates to authorize 1,100,000 additional shares. Fourth, to ratify the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the fiscal year ending January 29th, 2022, our 2021 fiscal year.

With respect to proposal number one, upon the unanimous recommendation of the Nominating and Board Governance Committee, the Board of Directors has nominated the following individuals for election as directors of the company with terms expiring one year at the 2022 annual meeting. Kerrii Anderson, Terry Burman, Felix Carbullido, Susie Coulter, Sarah Gallagher, James Goldman, Michael Greenlees, Fran Horowitz, Helen McCluskey, Kenneth Robinson, and Nigel Travis. Since the company has not received timely notice of any other nominations, the nominations are closed. In an uncontested election, which this one is, each director nominee will be elected if the votes cast for such nominee's election exceed the votes cast against such nominee's election. Are there any questions at this time pertaining to any of the items of business for the meeting? If so, please submit them now via the Q&A button on the meeting website.

Ms. McIntyre, may we open the polls?

Christina Mclntyre
Senior Director Legal Securities and Corporate Governance, Abercrombie & Fitch Co

Yes. I now declare the polls for this meeting to be open. If there is any stockholder present who has not authorized a proxy to vote and wishes to vote at this time or wishes to revoke a proxy previously submitted, you may do so by clicking on the Voting button on the meeting website and following the instructions there. Stockholders who have already voted and do not want to change their vote do not need to take further action at this time.

Greg Henchel
General Counsel and Corporate Secretary, Abercrombie & Fitch Co

Thank you, Ms. McIntyre. I now declare the polls closed. Based on the votes represented by proxies received thus far, sufficient votes have already been cast to elect each director nominee and to approve proposals two through four. Ms. McIntyre, will you please report on the results of the vote with respect to the election of directors and proposals two through four?

Christina Mclntyre
Senior Director Legal Securities and Corporate Governance, Abercrombie & Fitch Co

Mr. Secretary and Mr. Chairman, I hereby report that first, Kerrii Anderson, Terry Burman, Felix Carbullido , Susie Coulter, Sarah Gallagher, James Goldman, Michael Greenlees, Fran Horowitz, Helen McCluskey, Kenneth Robinson, and Nigel Travis have been elected to the Board of Directors of the company. Second, the non-binding advisory resolution to approve executive compensation has been approved by the stockholders. Third, the amendment to the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Associates to authorize 1,100,000 additional shares has been approved by the stockholders. Fourth, the proposal to ratify the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for the fiscal year ending January 29, 2022, has been approved by the stockholders.

Greg Henchel
General Counsel and Corporate Secretary, Abercrombie & Fitch Co

Thank you, Ms. Beck. The certificate of the inspectors is included in the record of this meeting. We will be filing the final vote results on a Form 8-K to be filed within four business days. Mr. Chairman, the formal part of this meeting is concluded. There being no other matters to come before this meeting, with the chairman's permission, I recommend that the chairman adjourn the meeting.

Terry Burman
Non-Executive Chairman of the Board, Abercrombie & Fitch Co

Thank you, Greg. The meeting stands adjourned. Consistent with the rules of conduct, we can address any questions that were submitted now.

Christina Mclntyre
Senior Director Legal Securities and Corporate Governance, Abercrombie & Fitch Co

Mr. Henschel and Mr. Chairman, there were no questions submitted relevant to the meeting. I will now turn the call back to the chairman for closing remarks.

Terry Burman
Non-Executive Chairman of the Board, Abercrombie & Fitch Co

Thank you. I would like to thank everyone who attended today's virtual annual meeting. I'd like to add that we are very pleased with the support that our director nominees received at the meeting today. All were elected by substantial majorities. Now that the formal portion of the meeting has concluded, I would like to also recognize two former directors. First, I would like to recognize Archie Griffin for his 20 years of service as a board member. We thank Archie for all of his contributions and dedication to the company and our stockholders over the past two decades, including his commitment to philanthropy and diversity and inclusion in his role as chair of our CSR committee. Second, I would like to recognize Charlie Perrin for his seven years of service as a member of the board.

We also thank him for all his contributions and dedication to the company and our stockholders over the years, especially in his role as chair of the Nominating and Board Governance Committee. We wish both Archie Griffin and Charlie Perrin all the best moving forward. On behalf of the Board of Directors, thank you for attending today. The meeting is now concluded.