Only five days after announcing her hire in December, Tracy Preston, chief legal officer at Macy’s Inc, was paid more than $1.5 million. This payment came prior to the publicization of an investor group’s offer to take the company private. Preston’s earnings included a $49,900 salary, $10,200 for relocation costs, $630,000 stock awards, and an $840,000 signing bonus in 2023 to balance ‘forfeited awards’ from Preston’s employment at HanesBrands Inc.
Only days after Preston began her tenure, Macy’s was confronted with a $5.8 billion buyout offer by Arkhouse Management Co. and Brigade Capital Management LP. While this bid was initially rejected by the retailing giant, it later conceded to accommodate two directors nominated by Arkhouse to its board. The company signalled its intention to continue engaging with Arkhouse and Brigade concerning their acquisition bid.
Preston’s future at Macy’s envisages a potential compensation package nearing $2.6 million, split between a $775,000 annual base salary and $1.2 million in ‘time and performance-based’ restricted stock units, as noted in Macy’s proxy statement.
Preston is also the board chair for the Association of Corporate Counsel this year. The structure of her new equity awards stipulates 50% to vest on the second and third anniversaries of their grant date, confirmed by Macy’s.
Preston is the successor to Elisa Garcia, Macy’s previous top lawyer who retired recently. Garcia, who joined Macy’s in 2016 after leading in-house legal teams at Office Depot Inc. and Domino’s Pizza Inc., took home more than $2 million in total compensation last year, according to the company’s most recent proxy.
Macy’s has been working with the corporate partners David Katz and Elina Tetelbaum from Wachtell, Lipton, Rosen & Katz on its proxy fight with Arkhouse which is advised by Cadwalader, Wickersham & Taft Arkhouse. Paul, Weiss, Rifkind, Wharton & Garrison is representing the overall buyer group.
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