Ryan Cohen Performance-Based Compensation Plan
GameStop CEO and board chair Ryan Cohen may soon have his compensation fully based on performance. The proposed plan ties his pay to GameStop’s success, replacing his salary and guaranteed pay with performance-based stock options. While Cohen did not help develop the plan, he has agreed to it.
Cohen’s stock options will vest only if GameStop reaches specific financial milestones, including a $100 billion market cap and $10 billion in cumulative performance EBITDA. The stock options will be given out in nine tranches, based on achieving milestones.
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Plan Structure and Conditions
To unlock the first tranche of options, GameStop must achieve a $20 billion market cap and $2 billion in cumulative EBITDA. If these targets are not met, no options will vest.
Cohen’s pay will be “entirely at-risk,” meaning he won’t receive a salary, cash bonuses, or stock that vests over time unless GameStop hits these ambitious goals. The plan is designed to incentivize Cohen to drive significant growth for the company.
Why This Plan Makes Sense
GameStop’s board believes this compensation structure is justified given Cohen’s success since joining the board. The former Chewy CEO led an effort to revamp GameStop, which had struggled during the streaming boom. Under his leadership, the company’s market cap rose by 615%, from $1.3 billion to $9.3 billion.
In addition, GameStop reduced its total selling, general, and administrative expenses by over 44%, from $1.7 billion in 2021 to $950.8 million in recent quarters. The company also turned a net loss into a net income of $421.8 million.
High Stakes for High Rewards
This compensation plan could potentially earn Cohen $35 billion if he meets the goals, according to Reuters. However, GameStop faces challenges. Q3 sales dropped by 4.6%, reaching $821 million, though net income grew from $17.4 million in 2024 to $77.1 million in 2025. The company saw declines in hardware, accessories, software, and its bitcoin assets.
Despite these challenges, the board believes Cohen’s leadership will push the company toward its high targets. Cohen, who recused himself from the development of the plan, will also step aside from the upcoming shareholder vote, expected in March or April.
