The 3-year TSR trigger fires (IPAR lost 9.7% while ^IXIC gained 77.6%, an 87.3pp gap exceeding the 30pp threshold), but the 5-year record shows IPAR gained 83.7% compared to roughly 87% for ^IXIC — a gap well under the 80pp threshold — so the 3-year underperformance appears to be a recent development within an otherwise adequate longer-term track record, triggering the 5-year mitigant and a FOR vote.

Same TSR analysis as Jean Madar applies; the 3-year underperformance trigger fires but the 5-year mitigant applies given IPAR's 83.7% 5-year return versus approximately 87% for ^IXIC, a gap well under the 80pp ETF fallback threshold.

Mr. Atwood joined in September 2022, giving him roughly 3 years of tenure overlapping the underperformance period; however, the 5-year mitigant applies board-wide (IPAR's 5-year gap vs ^IXIC is well under the 80pp threshold), and his relevant fragrance industry and CFO experience qualifies him for the role.

Mr. Bouillonnec was first elected to the board in September 2025, making him exempt from the TSR trigger under the 24-month new-director exemption, and his deep commercial experience growing Interparfums USA qualifies him for his role.

Mr. Heilbronn has served since 1988 and the 3-year TSR trigger fires, but the 5-year mitigant applies given IPAR's 5-year return gap vs ^IXIC is well under 80pp; his Harvard MBA and business consulting experience in retail and consumer goods supports his continued service as Audit Committee chair.

Mr. Bensoussan has served since 1997 and the 3-year TSR trigger fires, but the 5-year mitigant applies; his extensive luxury retail and beauty industry experience (J. Choo, Lululemon, Feelunique, Oriflame) is relevant and no other disqualifying factors are present.

Mr. Bousquet-Chavanne joined the board in 2025 and is effectively within the 24-month new-director exemption period; his extensive beauty and retail executive background at Estée Lauder, LVMH, and Marks & Spencer is highly relevant to Interparfums.

Ms. Hermann is a first-time nominee and is fully exempt from the TSR trigger; her extensive luxury brand leadership experience at Ralph Lauren, Saint Laurent, and Coach/Reed Krakoff makes her well-qualified to contribute to the board.

Ms. Epinay is a first-time nominee and fully exempt from the TSR trigger; her role as CEO of Comité Colbert, the official body representing the French luxury industry, brings directly relevant strategic and advocacy expertise for Interparfums' luxury fragrance business.