Cover
Cover | 12 Months Ended |
Jan. 28, 2023 | |
Document Information [Line Items] | |
Document Type | DEF 14A |
Amendment Flag | false |
Entity Information [Line Items] | |
Entity Registrant Name | Bath & Body Works, Inc. |
Entity Central Index Key | 0000701985 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure Unit_pure in Millions | 12 Months Ended | ||
Jan. 28, 2023 USD ($) | Jan. 29, 2022 USD ($) | Jan. 30, 2021 USD ($) | |
Pay vs Performance Disclosure [Table] | |||
Pay vs Performance [Table Text Block] | 2022 Pay Versus Performance Disclosure The following table sets forth the compensation for our Principal Executive Officers (“PEO”) and the average compensation for our other non-PEO BOSWELL (1) NASH (1) MESLOW (1) WEXNER (1) YEAR SUMMARY COMPENSATION (2) SUMMARY ($) COMPENSATION ($) (2) SUMMARY COMPENSATION ($) (2) SUMMARY ($) COMPENSATION ($) (2) 2022 6,908,991 7,029,815 22,795,013 21,646,899 9,467,439 (115,380,126 ) N/A N/A 2021 N/A N/A N/A N/A 17,668,627 90,562,269 N/A N/A 2020 N/A N/A N/A N/A 18,494,939 56,713,648 1,554,209 (1,902,884 ) AVERAGE ($) (2)(3) AVERAGE ($) (2)(3) VALUE OF INITIAL FIXED $100 YEAR TOTAL SHAREHOLDER ($) (4) PEER GROUP TOTAL ($) (4) NET INCOME ADJUSTED OPERATING ($M) (5) 2022 6,048,032 5,371,173 248.05 123.99 800 1,376 2021 5,340,605 6,947,481 297.58 149.72 1,333 2,019 2020 3,550,502 3,936,298 178.17 141.39 844 1,634 (1) The Company’s PEOs include the following: (i) for fiscal 2022, Gina Boswell, Sarah Nash and Andrew Meslow; (ii) for fiscal 2021, Andrew Meslow; and (iii) for fiscal 2020, Andrew Meslow and Leslie Wexner. (2) The “compensation actually paid” (“CAP”) for the PEOs and average CAP for the Company’s non-PEO TOTAL FROM SUBTRACT FAIR ADD FV OF EQUITY ADD FV OF GRANTED DURING THE CHANGE IN FV OF ALL THE CHANGE IN FV OF CHANGE IN FV OF COMPENSATION Fiscal 2022: Ms. Boswell 6,908,991 3,853,024 3,973,847 0 0 0 0 7,029,815 Ms. Nash 22,795,013 17,412,228 16,342,298 0 (43,538 ) 0 (34,646 ) 21,646,899 Mr. Meslow 9,467,439 0 0 0 (451,632 ) (124,395,933 ) 0 (115,380,126 ) Non-PEO NEO 6,048,032 2,642,339 2,409,483 0 (141,718 ) 0 (302,285 ) 5,371,173 Fiscal 2021: Mr. Meslow 17,668,627 7,348,518 6,102,879 0 1,405,205 0 72,734,076 90,562,269 Non-PEO NEO 5,340,605 1,126,764 1,023,384 0 735,793 (480,289 ) 1,454,751 6,947,481 Fiscal 2020: Mr. Meslow 18,494,939 12,330,555 47,762,216 — (287,960 ) — 3,075,007 56,713,648 Mr. Wexner 1,554,209 — — — (1,416,835 ) (3,181,827 ) 1,141,568 (1,902,884 ) Non-PEO NEO 3,550,502 266,664 318,622 — (218,354 ) (760,169 ) 1,312,361 3,936,298 (a) Represents the fair value of equity awards calculated in accordance with ASC Topic 718 Compensation—Stock Compensation. Stock options are valued on the applicable measurement date using the Black-Scholes option pricing model. Valuation assumptions are based on an expected term calculated as the product of (i) the original expected term multiplied by (ii) the ratio of remaining and original terms. Dividend yield is calculated based on the projected dividend at the time of measurement over the expected term. Volatility is calculated based on historical volatility at the time of measurement for the same time period as the expected term. The risk-free interest rate is based on U.S. treasury rates on the measurement date for a time period that most closely aligns with the expected term. RSUs and PSUs are valued based on the fair market value of a share of Common Stock on the measurement date, adjusted for anticipated dividend yields. PSU value is determined based on the probable outcome of the performance conditions as of the applicable measurement date. (3) The average compensation for the non-PEO (4) TSR is cumulative for the measurement periods beginning on February 2, 2020, and ending on the last day of each of fiscal 2022, 2021 and 2020, calculated in accordance with Item 201(e) of Regulation S-K, spin-off (5) Adjusted operating income is a non-GAAP non-GAAP | ||
Company Selected Measure Name | Adjusted operating income | ||
Named Executive Officers, Footnote [Text Block] | The average compensation for the non-PEO | ||
Peer Group Issuers, Footnote [Text Block] | Peer group TSR for purposes of this table is calculated based on the Standard & Poor’s 500 Retail Composite Index. | ||
Adjustment To PEO Compensation, Footnote [Text Block] | (2) The “compensation actually paid” (“CAP”) for the PEOs and average CAP for the Company’s non-PEO TOTAL FROM SUBTRACT FAIR ADD FV OF EQUITY ADD FV OF GRANTED DURING THE CHANGE IN FV OF ALL THE CHANGE IN FV OF CHANGE IN FV OF COMPENSATION Fiscal 2022: Ms. Boswell 6,908,991 3,853,024 3,973,847 0 0 0 0 7,029,815 Ms. Nash 22,795,013 17,412,228 16,342,298 0 (43,538 ) 0 (34,646 ) 21,646,899 Mr. Meslow 9,467,439 0 0 0 (451,632 ) (124,395,933 ) 0 (115,380,126 ) Non-PEO NEO 6,048,032 2,642,339 2,409,483 0 (141,718 ) 0 (302,285 ) 5,371,173 Fiscal 2021: Mr. Meslow 17,668,627 7,348,518 6,102,879 0 1,405,205 0 72,734,076 90,562,269 Non-PEO NEO 5,340,605 1,126,764 1,023,384 0 735,793 (480,289 ) 1,454,751 6,947,481 Fiscal 2020: Mr. Meslow 18,494,939 12,330,555 47,762,216 — (287,960 ) — 3,075,007 56,713,648 Mr. Wexner 1,554,209 — — — (1,416,835 ) (3,181,827 ) 1,141,568 (1,902,884 ) Non-PEO NEO 3,550,502 266,664 318,622 — (218,354 ) (760,169 ) 1,312,361 3,936,298 (a) Represents the fair value of equity awards calculated in accordance with ASC Topic 718 Compensation—Stock Compensation. Stock options are valued on the applicable measurement date using the Black-Scholes option pricing model. Valuation assumptions are based on an expected term calculated as the product of (i) the original expected term multiplied by (ii) the ratio of remaining and original terms. Dividend yield is calculated based on the projected dividend at the time of measurement over the expected term. Volatility is calculated based on historical volatility at the time of measurement for the same time period as the expected term. The risk-free interest rate is based on U.S. treasury rates on the measurement date for a time period that most closely aligns with the expected term. RSUs and PSUs are valued based on the fair market value of a share of Common Stock on the measurement date, adjusted for anticipated dividend yields. PSU value is determined based on the probable outcome of the performance conditions as of the applicable measurement date. | ||
Non-PEO NEO Average Total Compensation Amount | $ 6,048,032 | $ 5,340,605 | $ 3,550,502 |
Non-PEO NEO Average Compensation Actually Paid Amount | $ 5,371,173 | 6,947,481 | 3,936,298 |
Adjustment to Non-PEO NEO Compensation Footnote [Text Block] | (2) The “compensation actually paid” (“CAP”) for the PEOs and average CAP for the Company’s non-PEO TOTAL FROM SUBTRACT FAIR ADD FV OF EQUITY ADD FV OF GRANTED DURING THE CHANGE IN FV OF ALL THE CHANGE IN FV OF CHANGE IN FV OF COMPENSATION Fiscal 2022: Ms. Boswell 6,908,991 3,853,024 3,973,847 0 0 0 0 7,029,815 Ms. Nash 22,795,013 17,412,228 16,342,298 0 (43,538 ) 0 (34,646 ) 21,646,899 Mr. Meslow 9,467,439 0 0 0 (451,632 ) (124,395,933 ) 0 (115,380,126 ) Non-PEO NEO 6,048,032 2,642,339 2,409,483 0 (141,718 ) 0 (302,285 ) 5,371,173 Fiscal 2021: Mr. Meslow 17,668,627 7,348,518 6,102,879 0 1,405,205 0 72,734,076 90,562,269 Non-PEO NEO 5,340,605 1,126,764 1,023,384 0 735,793 (480,289 ) 1,454,751 6,947,481 Fiscal 2020: Mr. Meslow 18,494,939 12,330,555 47,762,216 — (287,960 ) — 3,075,007 56,713,648 Mr. Wexner 1,554,209 — — — (1,416,835 ) (3,181,827 ) 1,141,568 (1,902,884 ) Non-PEO NEO 3,550,502 266,664 318,622 — (218,354 ) (760,169 ) 1,312,361 3,936,298 (a) Represents the fair value of equity awards calculated in accordance with ASC Topic 718 Compensation—Stock Compensation. Stock options are valued on the applicable measurement date using the Black-Scholes option pricing model. Valuation assumptions are based on an expected term calculated as the product of (i) the original expected term multiplied by (ii) the ratio of remaining and original terms. Dividend yield is calculated based on the projected dividend at the time of measurement over the expected term. Volatility is calculated based on historical volatility at the time of measurement for the same time period as the expected term. The risk-free interest rate is based on U.S. treasury rates on the measurement date for a time period that most closely aligns with the expected term. RSUs and PSUs are valued based on the fair market value of a share of Common Stock on the measurement date, adjusted for anticipated dividend yields. PSU value is determined based on the probable outcome of the performance conditions as of the applicable measurement date. | ||
Compensation Actually Paid vs. Total Shareholder Return [Text Block] | CAP vs. TSR The chart below shows that the cumulative amount of CAP to our PEOs and the average amount of CAP to our other NEOs are aligned with the Company’s TSR over the covered fiscal years. We believe this is due primarily to the significant emphasis we place on long-term equity incentive awards in our executive compensation program, the values of which are tied directly to our stock price performance, as well as the Company’s financial performance. | ||
Compensation Actually Paid vs. Net Income [Text Block] | CAP vs. Net Income The chart below reflects the close alignment of CAP with our net income. As shown in the chart below, the Company’s net income increased in fiscal 2021 compared to fiscal 2020 but decreased in fiscal 2022 when the challenging macroeconomic environment, including inflationary pressure, negatively impacted our cost structure and customer spending. The decrease in net income in fiscal 2022 is directly tied to corresponding decreases in our PEOs’ cumulative CAP and the average of our other NEOs’ CAP in fiscal 2022. | ||
Compensation Actually Paid vs. Company Selected Measure [Text Block] | CAP vs. Adjusted Operating Income As reflected in the chart below, the trend in our adjusted operating income performance during fiscal 2020 through 2022 is reflected in our PEOs’ cumulative CAP and the average of our other NEOs’ CAP during the same period. Adjusted operating income is a key company performance measure utilized under our short-term performance-based incentive compensation program, as well as our long-term equity incentive program (in the form of operating income margin). In fiscal 2020 and 2021, adjusted operating income performance exceeded expectations resulting in short-term incentive payouts above target. In fiscal 2022, short-term cash incentive payments to our NEOs reflected a lower percentage of target compared to prior years, which aligned with our adjusted operating income performance. | ||
Total Shareholder Return Vs Peer Group [Text Block] | Relationship Between Company TSR and Peer Group TSR As shown in the chart below, the Company’s three-year cumulative TSR has outperformed companies included in our industry index (S&P 500 Retail Composite Index). | ||
Tabular List [Table Text Block] | PERFORMANCE MEASURE Adjusted operating income Revenue growth Cumulative operating income as a percentage of cumulative sales (“operating income margin”) | ||
Total Shareholder Return Amount | $ 248.05 | 297.58 | 178.17 |
Peer Group Total Shareholder Return Amount | 123.99 | 149.72 | 141.39 |
Net Income (Loss) | $ 800,000,000 | $ 1,333,000,000 | $ 844,000,000 |
Company Selected Measure Amount | 1,376 | 2,019 | 1,634 |
Measure [Axis]: 1 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Adjusted operating income | ||
Non-GAAP Measure Description [Text Block] | Adjusted operating income is a non-GAAP non-GAAP | ||
Measure [Axis]: 2 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Revenue growth | ||
Measure [Axis]: 3 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Cumulative operating income as a percentage of cumulative sales (“operating income margin”) | ||
Gina Boswell [Member] | |||
Pay vs Performance Disclosure [Table] | |||
PEO Total Compensation Amount | $ 6,908,991 | ||
PEO Actually Paid Compensation Amount | $ 7,029,815 | ||
PEO Name | Gina Boswell | ||
Sarah Nash [Member] | |||
Pay vs Performance Disclosure [Table] | |||
PEO Total Compensation Amount | $ 22,795,013 | ||
PEO Actually Paid Compensation Amount | $ 21,646,899 | ||
PEO Name | Sarah Nash | ||
Andrew Meslow [Member] | |||
Pay vs Performance Disclosure [Table] | |||
PEO Total Compensation Amount | $ 9,467,439 | $ 17,668,627 | $ 18,494,939 |
PEO Actually Paid Compensation Amount | $ (115,380,126) | $ 90,562,269 | $ 56,713,648 |
PEO Name | Andrew Meslow | Andrew Meslow | Andrew Meslow |
Leslie Wexner [Member] | |||
Pay vs Performance Disclosure [Table] | |||
PEO Total Compensation Amount | $ 1,554,209 | ||
PEO Actually Paid Compensation Amount | $ (1,902,884) | ||
PEO Name | Leslie Wexner | ||
PEO [Member] | Gina Boswell [Member] | Fair Value Of Awards Granted In Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ 3,853,024 | ||
PEO [Member] | Gina Boswell [Member] | Fair Value Of Equity Awards Granted During The Covered Fiscal Year Remaining Outstanding And Unvested At The End Of The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 3,973,847 | ||
PEO [Member] | Gina Boswell [Member] | Fair Value Of Equity Awards Granted During The Covered Fiscal Year And Vested During The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | ||
PEO [Member] | Gina Boswell [Member] | Change In Fair Value Of All The Equity Awards Granted During Any Prior Fiscal Year And Vested During The Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | ||
PEO [Member] | Gina Boswell [Member] | Change In Fair Value Of Equity Awards Granted During Any Prior Fiscal Year That Fail To Meet The Applicable Vesting Conditions During The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | ||
PEO [Member] | Gina Boswell [Member] | Change In Fair Value Of Equity Awards Granted During Any Prior Fiscal Year Remaining Outstanding And Unvested As Of The End Of The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | ||
PEO [Member] | Sarah Nash [Member] | Fair Value Of Awards Granted In Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 17,412,228 | ||
PEO [Member] | Sarah Nash [Member] | Fair Value Of Equity Awards Granted During The Covered Fiscal Year Remaining Outstanding And Unvested At The End Of The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 16,342,298 | ||
PEO [Member] | Sarah Nash [Member] | Fair Value Of Equity Awards Granted During The Covered Fiscal Year And Vested During The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | ||
PEO [Member] | Sarah Nash [Member] | Change In Fair Value Of All The Equity Awards Granted During Any Prior Fiscal Year And Vested During The Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (43,538) | ||
PEO [Member] | Sarah Nash [Member] | Change In Fair Value Of Equity Awards Granted During Any Prior Fiscal Year That Fail To Meet The Applicable Vesting Conditions During The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | ||
PEO [Member] | Sarah Nash [Member] | Change In Fair Value Of Equity Awards Granted During Any Prior Fiscal Year Remaining Outstanding And Unvested As Of The End Of The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (34,646) | ||
PEO [Member] | Andrew Meslow [Member] | Fair Value Of Awards Granted In Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | $ 7,348,518 | $ 12,330,555 |
PEO [Member] | Andrew Meslow [Member] | Fair Value Of Equity Awards Granted During The Covered Fiscal Year Remaining Outstanding And Unvested At The End Of The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | 6,102,879 | 47,762,216 |
PEO [Member] | Andrew Meslow [Member] | Fair Value Of Equity Awards Granted During The Covered Fiscal Year And Vested During The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | 0 | |
PEO [Member] | Andrew Meslow [Member] | Change In Fair Value Of All The Equity Awards Granted During Any Prior Fiscal Year And Vested During The Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (451,632) | 1,405,205 | (287,960) |
PEO [Member] | Andrew Meslow [Member] | Change In Fair Value Of Equity Awards Granted During Any Prior Fiscal Year That Fail To Meet The Applicable Vesting Conditions During The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (124,395,933) | 0 | |
PEO [Member] | Andrew Meslow [Member] | Change In Fair Value Of Equity Awards Granted During Any Prior Fiscal Year Remaining Outstanding And Unvested As Of The End Of The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | 72,734,076 | 3,075,007 |
PEO [Member] | Leslie Wexner [Member] | Change In Fair Value Of All The Equity Awards Granted During Any Prior Fiscal Year And Vested During The Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (1,416,835) | ||
PEO [Member] | Leslie Wexner [Member] | Change In Fair Value Of Equity Awards Granted During Any Prior Fiscal Year That Fail To Meet The Applicable Vesting Conditions During The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (3,181,827) | ||
PEO [Member] | Leslie Wexner [Member] | Change In Fair Value Of Equity Awards Granted During Any Prior Fiscal Year Remaining Outstanding And Unvested As Of The End Of The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 1,141,568 | ||
Non-PEO NEO [Member] | Fair Value Of Awards Granted In Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 2,642,339 | 1,126,764 | 266,664 |
Non-PEO NEO [Member] | Fair Value Of Equity Awards Granted During The Covered Fiscal Year Remaining Outstanding And Unvested At The End Of The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 2,409,483 | 1,023,384 | 318,622 |
Non-PEO NEO [Member] | Fair Value Of Equity Awards Granted During The Covered Fiscal Year And Vested During The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | 0 | |
Non-PEO NEO [Member] | Change In Fair Value Of All The Equity Awards Granted During Any Prior Fiscal Year And Vested During The Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (141,718) | 735,793 | (218,354) |
Non-PEO NEO [Member] | Change In Fair Value Of Equity Awards Granted During Any Prior Fiscal Year That Fail To Meet The Applicable Vesting Conditions During The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | (480,289) | (760,169) |
Non-PEO NEO [Member] | Change In Fair Value Of Equity Awards Granted During Any Prior Fiscal Year Remaining Outstanding And Unvested As Of The End Of The Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ (302,285) | $ 1,454,751 | $ 1,312,361 |