Advance Auto Parts Inc. Files Definitive Proxy Statement

Ticker: AAP · Form: DEF 14A · Filed: Apr 8, 2024 · CIK: 1158449

Sentiment: neutral

Topics: Proxy Statement, DEF 14A, Advance Auto Parts, Executive Compensation, Equity Awards

TL;DR

<b>Advance Auto Parts Inc. has filed its Definitive Proxy Statement for the fiscal year ending December 30, 2023.</b>

AI Summary

ADVANCE AUTO PARTS INC (AAP) filed a Proxy Statement (DEF 14A) with the SEC on April 8, 2024. Advance Auto Parts Inc. filed a Definitive Proxy Statement (DEF 14A) on April 8, 2024. The filing covers the fiscal year ending December 30, 2023. The company's principal executive offices are located at 4200 Six Forks Road, Raleigh, NC 27609. The filing includes information related to equity awards reported, granted, and unvested for PEO and non-PEO members across multiple fiscal years. The SIC code for Advance Auto Parts Inc. is 5531 (Retail - Auto & Home Supply Stores).

Why It Matters

For investors and stakeholders tracking ADVANCE AUTO PARTS INC, this filing contains several important signals. This DEF 14A filing is a standard disclosure for publicly traded companies, providing shareholders with information necessary to vote on corporate matters, including executive compensation and director elections. The detailed breakdown of equity awards across different executive categories and fiscal years offers insight into the company's long-term incentive structures and past compensation decisions.

Risk Assessment

Risk Level: low — ADVANCE AUTO PARTS INC shows low risk based on this filing. The filing is a routine proxy statement and does not contain new financial performance data or strategic announcements that would significantly alter the risk profile.

Analyst Insight

Review the detailed executive compensation and equity award information to understand the incentives and potential dilution for shareholders.

Key Numbers

Key Players & Entities

FAQ

When did ADVANCE AUTO PARTS INC file this DEF 14A?

ADVANCE AUTO PARTS INC filed this Proxy Statement (DEF 14A) with the SEC on April 8, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by ADVANCE AUTO PARTS INC (AAP).

Where can I read the original DEF 14A filing from ADVANCE AUTO PARTS INC?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by ADVANCE AUTO PARTS INC.

What are the key takeaways from ADVANCE AUTO PARTS INC's DEF 14A?

ADVANCE AUTO PARTS INC filed this DEF 14A on April 8, 2024. Key takeaways: Advance Auto Parts Inc. filed a Definitive Proxy Statement (DEF 14A) on April 8, 2024.. The filing covers the fiscal year ending December 30, 2023.. The company's principal executive offices are located at 4200 Six Forks Road, Raleigh, NC 27609..

Is ADVANCE AUTO PARTS INC a risky investment based on this filing?

Based on this DEF 14A, ADVANCE AUTO PARTS INC presents a relatively low-risk profile. The filing is a routine proxy statement and does not contain new financial performance data or strategic announcements that would significantly alter the risk profile.

What should investors do after reading ADVANCE AUTO PARTS INC's DEF 14A?

Review the detailed executive compensation and equity award information to understand the incentives and potential dilution for shareholders. The overall sentiment from this filing is neutral.

How does ADVANCE AUTO PARTS INC compare to its industry peers?

Advance Auto Parts operates in the retail auto and home supply stores industry.

Are there regulatory concerns for ADVANCE AUTO PARTS INC?

The filing is a DEF 14A, a type of registration statement filed with the SEC by companies to solicit shareholder proxies.

Industry Context

Advance Auto Parts operates in the retail auto and home supply stores industry.

Regulatory Implications

The filing is a DEF 14A, a type of registration statement filed with the SEC by companies to solicit shareholder proxies.

What Investors Should Do

  1. Analyze the detailed breakdown of equity awards granted to PEO and non-PEO members for fiscal years 2023, 2022, 2021, and 2019.
  2. Review any disclosed information regarding shareholder proposals or director nominations.
  3. Note the company's fiscal year-end dates and filing dates for comparative analysis.

Year-Over-Year Comparison

This filing is a DEF 14A, which is a routine disclosure. No specific comparative financial data from a previous filing is presented here, but it references prior fiscal years for equity award data.

Filing Stats: 4,422 words · 18 min read · ~15 pages · Grade level 13.9 · Accepted 2024-04-08 16:02:37

Filing Documents

Executive Compensation Highlights

Executive Compensation Highlights Our compensation programs continue to center on a pay for performance philosophy. Compensation actions in 2023 were directly aligned with this philosophy to ensure our leadership's interests are aligned with those of our stockholders. As company performance lagged, compensation for our executive officers also significantly declined. Notably for 2023, our executive officers did not receive any payout for short-term incentive awards or any payout for long-term performance-based awards. Fu rthermore, awards for executives in role transition were thoughtfully designed to provide market appropriate levels of compensation. The following table summarizes the compensation elements provided for our Named Executive Officers ("NEOs") in 2023: iii Element Purpose Metrics Base Salary Fixed annual cash compensation to attract and retain executives Established after review of base salaries of executives of companies in our peer group and the performance of each executive officer Short-Term Incentive ("STI") (1) Performance-based, variable pay that delivers cash incentives when executives meet or exceed key financial and operating targets 1/3 Enterprise Comparable Store Sales 1/3 Enterprise Operating Income 1/3 Free Cash Flow If all financial objective thresholds achieved, payouts modified up to +/- 5 percentage points based on achievement of individualized, functional diversity, equity and inclusion ("DEI") related goals Long-Term Incentive ("LTI") Performance- and service-based equity compensation to reward executives for a balanced combination of meeting or exceeding key financial and operating targets and creating long-term shareholder value 50% Performance-based Restricted Stock Units ("PSUs") 25% Time-based Restricted Stock Units ("RSUs") 25% Nonqualified stock options (1) Enterprise Comparable Stores Sales represents revenue generated by stores, branches and e-commerce in 2023 relative to the revenue generated by stores

Security Ownership of Certain Beneficial Owners and Management 46

Security Ownership of Certain Beneficial Owners and Management 46 Director Compensation 15 Stock Ownership Guidelines for Directors and Executive Officers 48 2023 Director Summary Compensation 15 Delinquent Section 16(a) Reports 49 Directors' Outstanding Equity Awards at 2023 Fiscal-Year End 16 Equity Compensation Plan Information 49 Proposal No. 2 Stockholder Advisory Vote to Approve the Compensation of the Company's Named Executive Officers 17 Proposal No. 3 Ratification of Appointment of Deloitte & Touche LLP as our Independent Registered Public Accounting Firm for 2024 50 Compensation Discussion and Analysis 18 Proposal No. 4 Approval of Amendment to Our Restated Certificate of Incorporation to Eliminate or Limit the Personal Liability of Officers to the Fullest Extent Permitted by the Delaware General Corporation Law 53 Executive Summary 18 Other Matters 55 Compensation Governance 26 Appendix A - Amendment to Restated Certificate of Incorporation A-1 Note : Unless otherwise indicated in the text, any reference to a year is intended to refer to the Company's fiscal year of the same date as described in the Company's 2023 Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") on March 12, 2024 (the "2023 Form 10-K"). vi Proposal No. 1 Election of Directors At the 2024 annual meeting of stockholders (the "Annual Meeting"), you will vote to elect as directors the eleven nominees listed below to serve until our 2025 annual meeting of stockholders or until their respective successors are elected and qualified. Our Board has nominated Carla J. Bailo, John F. Ferraro, Joan M. Hilson, Jeffrey J. Jones II, Eugene I. Lee, Jr., Shane M. O'Kelly, Douglas A. Pertz, Thomas W. Seboldt, Gregory L. Smith, Sherice R. Torres and A. Brent Windom for election as directors. All of the nominees are current members of our Board. Each nominee has consented to being named in this Proxy Statement as a nominee and has agreed to ser

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