SEC: Express Didn’t Disclose $1M in Perks to Ex-CEO

The U.S. Securities and Exchange Commission said it has settled charges with Express (Columbus, Ohio) for failing to disclose nearly $1 million executive compensation it paid to its former CEO. The regulatory agency said the apparel retailer did not report $979,269 worth of perks and personal benefits provided to its CEO for fiscal years 2019, 2020 and 2021, according to a press release.

The retailer understated the “all other compensation” portion of its CEO compensation package by an average of 94% over those fiscal years, per the agency. Expenses included the chief executive’s use of chartered flights for personal reasons.

The SEC did not name the CEO in its announcement. However, in its coverage of the matter, Retail Dive reported that the apparel retailer appointed Tim Baxter as the company’s head in 2019, where he stayed in the role until his resignation in 2023.

Express parent company WHP Global had not responded to Retail Dive regarding the matter as of this posting.

The SEC did not impose a civil penalty because the company self-reported and cooperated with officials, according to Sanjay Wadhwa, acting director of the its Division of Enforcement. Express agreed to a cease-and-desist order without admitting or denying the agency’s findings.

“Public companies have a duty to comply with their disclosure obligations regarding executive compensation, including perks and personal benefits, so that investors can make educated investment decisions,” Wadhwa said in the SEC statement.

This is the latest chapter in a tumultuous year for the retailer. This past spring, Express filed for Chapter 11 protection and closed several stores. A few months later, the company’s assets were bought out of bankruptcy for $174 million through a joint venture between WHP Global and mall owners Simon, Brookfield and Centennial, which made it a private company.