Ross Stores management check
ROST · Consumer Discretionary · Apparel Retail · CEO James G. Conroy
Filings as of
4 good · 3 to watch · 0 flagged, across the seven questions below.
- Watch
Have owners done well?
Trailed its chosen peers$100 invested at the start of fiscal 2022 grew to $179, against $209 for the peer group the company picked itself.
- Good
Does pay follow performance?
Pay rose and fell with returnsOver 5 years, the CEO's pay actually paid (equity valued at the share price) had a correlation of 0.69 with shareholder return. 1 means pay moved in step; below 0, the opposite way.
- Good
What does the CEO cost owners?
0.8% of net income$17.4m of reported pay in fiscal 2026, against $2.1bn of net income.
- Watch
Do they own the stock?
CEO stake ≈ 2.4 years of payThe CEO holds 183,554 shares, directly or through trusts (unvested awards not counted): about 2.4 years of pay. 2 insiders sold $12.8m in the last six months and none bought.
- Good
Are owners being diluted?
Share count shrinkingDiluted shares changed -1.9% a year over the last three fiscal years. Stock-based pay was 0.8% of revenue in the latest year.
- Watch
Is leadership stable?
2 CEOs in the pay tableCEOs in the pay table: Barbara Rentler, James G. Conroy. 7 filings under 8-K item 5.02 (officers or directors leaving or joining, or new pay arrangements) in the last 3 years.
- Good
Are the books clean?
No red flags on fileNo restatements, auditor changes or late filings since 2021.
Against the S&P 500
Each check's score (0–100) and how it compares: the share of ranked S&P 500 companies it matches or beats, and the median in Consumer Discretionary.
| Check | Score | At or above | Sector median |
|---|---|---|---|
| Owner returns | 32 | 70 | |
| Pay for performance | 85 | 79 | |
| CEO cost | 58 | 44 | |
| Skin in the game | 34 | 36 | |
| Dilution | 74 | 74 | |
| Stable leadership | 50 | 80 | |
| Clean books | 100 | 100 |
Closest peers
Others in Apparel Retail, by management score. Ross Stores is 31st of 47 in its sector.
- 109TJXTJX Companies76
- 292ROSTRoss Stores62
- 303DRIDarden Restaurants61
- 306BBYBest Buy61
- 311TSCOTractor Supply60
- 315DASHDoorDash60
Pay versus performance
From the proxy statement filed April 7, 2026. "Actually paid" values stock awards at the share price, so it rises and falls with the stock.
| Fiscal year | CEO | CEO pay | Actually paid | Other executives (avg) | $100 became | Peers | Net income |
|---|---|---|---|---|---|---|---|
| 2026 | James G. Conroy | $17.4m | $29.4m | $7.3m | $179 | $209 | $2.1bn |
| 2025 | Barbara Rentler | $17.0m | $22.2m | $18.1m | $141 | $173 | $2.1bn |
| 2024 | Barbara Rentler | $18.1m | $33.0m | $8.4m | $134 | $135 | $1.9bn |
| 2023 | Barbara Rentler | $11.3m | $11.2m | $4.3m | $110 | $121 | $1.5bn |
| 2022 | Barbara Rentler | $16.0m | $16.5m | $6.3m | $87 | $111 | $1.7bn |
The board says pay is tied most to Pre-tax earnings.
Insiders and the CEO's stake
James Grant Conroy (CHIEF EXECUTIVE OFFICER) held 183,554 shares directly after their latest Form 4 on Sep 14, 2026, roughly $42.1m at that filing's price.
2 insiders sold $12.8m in the last six months and none bought.
- SoldJames Grant ConroyCHIEF EXECUTIVE OFFICER$11.3mSep 14, 2026
- SoldStephen C BrinkleyPRESIDENT, OPERATIONS$1.5mSep 14, 2026
Leadership and governance on file
- Sep 17, 2026Leadership change8-K 5.02
- Nov 24, 2025Leadership change8-K 5.02
- Sep 2, 2025Leadership change8-K 5.02
- Feb 20, 2025Leadership change8-K 5.02
- Oct 28, 2024Leadership change8-K 5.02
- Sep 10, 2024Leadership change8-K 5.02
- Jan 31, 2024Leadership change8-K 5.02
- Oct 11, 2023Leadership change8-K 5.02
- Aug 31, 2023Leadership change8-K 5.02
- Jun 20, 2023Leadership change8-K 5.02
- Dec 20, 2022Leadership change8-K 5.02
- Oct 6, 2022Leadership change8-K 5.02
Latest shareholder vote results: May 27, 2026, including the say-on-pay vote.
Where the money went
Over 2021–2025: $7.0bn returned to owners in buybacks and dividends, 74% of net income, and $733.3m of pay in stock.
| Fiscal year | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|
| Revenue | $18.9bn | $18.7bn | $20.4bn | $21.1bn | $22.8bn |
| Net income | $1.7bn | $1.5bn | $1.9bn | $2.1bn | $2.1bn |
| Stock-based pay | $134.2m | $121.9m | $145.5m | $156.3m | $175.4m |
| Buybacks | $650.0m | $950.0m | $950.0m | $1.0bn | $1.1bn |
| Dividends | $405.1m | $431.3m | $454.8m | $488.7m | $528.1m |
| Diluted shares | 354m | 345m | 337m | 331m | 324m |
Educational only, not investment advice. Figures are as filed with the SEC: pay from the proxy's pay-versus-performance table, capital allocation from 10-K XBRL data, insider trades from Form 4s over the last six months, events from the last 5 years of filings. The peer group is the one the company chose. See the method.