B&G Foods, Inc. Announces Annual Meeting of Stockholders on May 23, 2024

Ticker: BGS · Form: DEF 14A · Filed: Apr 4, 2024 · CIK: 1278027

B&G Foods, INC. DEF 14A Filing Summary
FieldDetail
CompanyB&G Foods, INC. (BGS)
Form TypeDEF 14A
Filed DateApr 4, 2024
Risk Levellow
Pages16
Reading Time19 min
Sentimentneutral

Sentiment: neutral

Topics: B&G Foods, Annual Meeting, Proxy Statement, Executive Compensation, KPMG LLP

TL;DR

<b>B&G Foods, Inc. will hold its virtual annual meeting on May 23, 2024, to elect directors, vote on executive compensation, and ratify the appointment of its auditor.</b>

AI Summary

B&G Foods, Inc. (BGS) filed a Proxy Statement (DEF 14A) with the SEC on April 4, 2024. B&G Foods, Inc. will hold its annual meeting of stockholders on May 23, 2024, at 9:00 a.m. Eastern Time. The meeting will be conducted in a virtual-only format via live audio webcast. Stockholders will vote on the election of ten directors. An advisory vote on executive compensation ('say on pay') will be conducted. The appointment of KPMG LLP as the independent registered public accounting firm for fiscal year 2024 will be ratified.

Why It Matters

For investors and stakeholders tracking B&G Foods, Inc., this filing contains several important signals. The virtual format aims to improve meeting efficiency and reduce costs for B&G Foods. The meeting agenda includes key governance items such as director elections and executive compensation review, providing stockholders a voice.

Risk Assessment

Risk Level: low — B&G Foods, Inc. shows low risk based on this filing. The filing is a routine proxy statement for an annual meeting and does not contain new financial or operational information that would indicate significant risk.

Analyst Insight

Review the director nominees and executive compensation proposals to make informed voting decisions at the May 23rd annual meeting.

Key Numbers

Key Players & Entities

FAQ

When did B&G Foods, Inc. file this DEF 14A?

B&G Foods, Inc. filed this Proxy Statement (DEF 14A) with the SEC on April 4, 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 B&G Foods, Inc. (BGS).

Where can I read the original DEF 14A filing from B&G Foods, 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 B&G Foods, Inc..

What are the key takeaways from B&G Foods, Inc.'s DEF 14A?

B&G Foods, Inc. filed this DEF 14A on April 4, 2024. Key takeaways: B&G Foods, Inc. will hold its annual meeting of stockholders on May 23, 2024, at 9:00 a.m. Eastern Time.. The meeting will be conducted in a virtual-only format via live audio webcast.. Stockholders will vote on the election of ten directors..

Is B&G Foods, Inc. a risky investment based on this filing?

Based on this DEF 14A, B&G Foods, Inc. presents a relatively low-risk profile. The filing is a routine proxy statement for an annual meeting and does not contain new financial or operational information that would indicate significant risk.

What should investors do after reading B&G Foods, Inc.'s DEF 14A?

Review the director nominees and executive compensation proposals to make informed voting decisions at the May 23rd annual meeting. The overall sentiment from this filing is neutral.

How does B&G Foods, Inc. compare to its industry peers?

B&G Foods, Inc. operates in the food and kindred products industry, a sector characterized by consumer demand, supply chain dynamics, and regulatory oversight.

Are there regulatory concerns for B&G Foods, Inc.?

The filing is made under the Securities Exchange Act of 1934, specifically Schedule 14A, which governs the solicitation of proxies from shareholders.

Industry Context

B&G Foods, Inc. operates in the food and kindred products industry, a sector characterized by consumer demand, supply chain dynamics, and regulatory oversight.

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, specifically Schedule 14A, which governs the solicitation of proxies from shareholders.

What Investors Should Do

  1. Review the list of director nominees and their qualifications.
  2. Understand the details of the executive compensation plan being presented for advisory vote.
  3. Confirm the ratification of KPMG LLP as the independent auditor for fiscal year 2024.

Key Dates

Year-Over-Year Comparison

This filing is a proxy statement (DEF 14A) for the upcoming annual meeting, not a financial report, so direct comparison of financial metrics from a previous filing is not applicable.

Filing Stats: 4,817 words · 19 min read · ~16 pages · Grade level 12.5 · Accepted 2024-04-04 16:51:06

Filing Documents

Executive Compensation Clawback Policy

Executive Compensation Clawback Policy 42 Stock Ownership Guidelines 42 Limited Trading Windows 42 Anti-hedging Policy 43 Compensation Committee Interlocks and Insider Participation 43 REPORT OF THE COMPENSATION COMMITTEE 43

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 44 Summary Compensation Table 44 Grants of Plan-Based Awards in Fiscal 2023 46 Outstanding Equity Awards at 2023 Fiscal Year-End 47 Option Exercises and Stock Vested in Fiscal 2023 48 Management Employment Agreements 48 401(k) Plan 50 Pension Plan 51 Pay Ratio Disclosure 51 Pay Versus Performance Disclosure 52 PROPOSAL NO. 2—ADVISORY VOTE ON EXECUTIVE COMPENSATION 57 Introduction 57 Required Vote 57 Recommendation of the Board of Directors 57

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 58 DELINQUENT SECTION 16(a) REPORTS 59 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 59 REPORT OF THE AUDIT COMMITTEE 60 PROPOSAL NO. 3—APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 62 Introduction 62 Independent Registered Public Accounting Firm Fees 62 Pre-approval Policy 63 Required Vote 63 Recommendation of the Board of Directors 63 OTHER MATTERS 64 ADDITIONAL INFORMATION 64 ii TABLE OF CONTENTS Four Gatehall Drive Parsippany, NJ 07054 PROXY STATEMENT FOR AN ANNUAL MEETING OF STOCKHOLDERS TO BE HELD MAY 23, 2024 GENERAL INFORMATION Why am I receiving these materials? This proxy statement is provided to the stockholders of B&G Foods, Inc. ("B&G Foods," "we," or "our company") in connection with the solicitation of proxies by our board of directors to be voted at an annual meeting of stockholders to be held in a virtual-only format at https://meetnow.global/MN2FCDC, at 9:00 a.m. Eastern Time, on Thursday, May 23, 2024, and at any adjournment or postponement of the meeting. Online access to the live audio webcast will open approximately 15 minutes prior to the start of the annual meeting. Stockholders will not be able to attend the annual meeting in person. This proxy statement and the related materials are first being distributed or made available to stockholders on or about April 4, 2024. This proxy statement provides information that should be helpful to you in deciding how to vote on the matters to be voted on at the annual meeting. What items will be voted on at the annual meeting and what are the board's recommendations? Proposal No. Proposal Summary Board Recommendation Page Reference 1 The election of ten directors to hold office until the next annual meeting of stockholders. FOR 22 2 An advisory proposal on executive compensation, commonly referred to as a "say on pay" proposal. FOR 57

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