TrueBlue, Inc. Announces 2024 Annual Meeting of Shareholders

Ticker: TBI · Form: DEF 14A · Filed: Apr 4, 2024 · CIK: 768899

Trueblue, INC. DEF 14A Filing Summary
FieldDetail
CompanyTrueblue, INC. (TBI)
Form TypeDEF 14A
Filed DateApr 4, 2024
Risk Levellow
Pages14
Reading Time17 min
Key Dollar Amounts$1.9 billion, $29.0 million, $33.9 million
Sentimentneutral

Sentiment: neutral

Topics: Proxy Statement, Annual Meeting, Shareholders, Virtual Meeting, DEF 14A

TL;DR

<b>TrueBlue, Inc. will host its 2024 Annual Meeting of Shareholders virtually on May 15, 2024, allowing shareholders to participate and submit questions online.</b>

AI Summary

TrueBlue, Inc. (TBI) filed a Proxy Statement (DEF 14A) with the SEC on April 4, 2024. The 2024 Annual Meeting of Shareholders for TrueBlue, Inc. will be held virtually on May 15, 2024, at 8:00 a.m. Pacific Daylight Time. Shareholders can participate and submit written questions during the meeting via www.virtualshareholdermeeting.com/TBI2024. A recording of the meeting will be available on the TrueBlue Investor Relations website post-event. The company is filing a Definitive Proxy Statement (DEF 14A) under the Securities Exchange Act of 1934. The filing date for this proxy statement is April 4, 2024.

Why It Matters

For investors and stakeholders tracking TrueBlue, Inc., this filing contains several important signals. This DEF 14A filing provides essential information for shareholders regarding the upcoming annual meeting, including details on how to attend and participate in the virtual format. The virtual format and Q&A session are designed to facilitate shareholder engagement and provide transparency on company matters.

Risk Assessment

Risk Level: low — TrueBlue, Inc. shows low risk based on this filing. The filing is a routine proxy statement for an annual shareholder meeting, with no immediate financial or operational performance data presented.

Analyst Insight

Review the proxy statement for details on director nominations, executive compensation, and any shareholder proposals to be voted on at the May 15, 2024 meeting.

Key Numbers

Key Players & Entities

FAQ

When did TrueBlue, Inc. file this DEF 14A?

TrueBlue, 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 TrueBlue, Inc. (TBI).

Where can I read the original DEF 14A filing from TrueBlue, 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 TrueBlue, Inc..

What are the key takeaways from TrueBlue, Inc.'s DEF 14A?

TrueBlue, Inc. filed this DEF 14A on April 4, 2024. Key takeaways: The 2024 Annual Meeting of Shareholders for TrueBlue, Inc. will be held virtually on May 15, 2024, at 8:00 a.m. Pacific Daylight Time.. Shareholders can participate and submit written questions during the meeting via www.virtualshareholdermeeting.com/TBI2024.. A recording of the meeting will be available on the TrueBlue Investor Relations website post-event..

Is TrueBlue, Inc. a risky investment based on this filing?

Based on this DEF 14A, TrueBlue, Inc. presents a relatively low-risk profile. The filing is a routine proxy statement for an annual shareholder meeting, with no immediate financial or operational performance data presented.

What should investors do after reading TrueBlue, Inc.'s DEF 14A?

Review the proxy statement for details on director nominations, executive compensation, and any shareholder proposals to be voted on at the May 15, 2024 meeting. The overall sentiment from this filing is neutral.

How does TrueBlue, Inc. compare to its industry peers?

TrueBlue, Inc. operates in the workforce solutions industry, providing staffing services across various sectors.

Are there regulatory concerns for TrueBlue, Inc.?

The filing is made under Rule 14a-101 of the Securities Exchange Act of 1934, which governs the content of proxy statements.

Industry Context

TrueBlue, Inc. operates in the workforce solutions industry, providing staffing services across various sectors.

Regulatory Implications

The filing is made under Rule 14a-101 of the Securities Exchange Act of 1934, which governs the content of proxy statements.

What Investors Should Do

  1. Review the proxy statement for details on proposals to be voted on.
  2. Check eligibility and instructions for virtual participation in the May 15, 2024 meeting.
  3. Note the deadline for submitting questions for the Q&A session.

Key Dates

Year-Over-Year Comparison

This is the initial filing for the 2024 Annual Meeting of Shareholders; prior filings would relate to previous years' meetings or other corporate actions.

Filing Stats: 4,190 words · 17 min read · ~14 pages · Grade level 14.5 · Accepted 2024-04-04 16:18:15

Key Financial Figures

Filing Documents

Executive Compensation Program Overview

Executive Compensation Program Overview 32 Pay-for-Performance Emphasis 32 Incorporating Environmental, Social, and Governance-Related Objectives 32 2023 Target Total Compensation Mix 34 Strong Governance and Best Pay Practices 34 Shareholder Feedback 35 Effective Risk Management 35

Executive Compensation Process, Governance, and Philosophy

Executive Compensation Process, Governance, and Philosophy 35 Compensation Program Objectives 35 Compensation Committee Oversight of NEO Compensation 36 Independent Compensation Consultant 36 Peer and External Market Data 36 Incentive Plan Metrics 38 Meaningful Targets Put Compensation at Risk 38 2023 NEO Compensation 39 Base Salaries 39 Short-Term Incentive Plan 40 Long-Term Equity Incentive Plan 43 2023 Promotion Awards 44 Additional 2023 NEO Compensation Considerations 44 Other Compensation Elements 46 Nonqualified Deferred Compensation Plan 46 Employee Stock Purchase Plan 46 Employment Agreements 46 Change-in-Control Agreements 46 Additional Policies 46 Stock Ownership Guidelines 46 Clawback Policies 47 Insider Trading and Anti-Hedging Policy 47 Compensation Committee Report 47 PAY VERSUS PERFORMANCE 48

EXECUTIVE COMPENSATION TABLES

EXECUTIVE COMPENSATION TABLES 51 Summary Compensation Table 51 Grants of Plan-Based Awards 52 Outstanding Equity Awards at Fiscal Year-End 54 Stock Vested 55 Nonqualified Deferred Compensation 56 Post-Employment Payments 57 PROPOSAL 3. APPROVAL OF THE AMENDMENT AND RESTATEMENT OF THE COMPANY'S 2016 OMNIBUS INCENTIVE PLAN 62 AUDIT 68 AUDIT COMMITTEE REPORT 68 PROPOSAL 4. RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 70 Fees Paid to Independent Registered Public Accountant for Fiscal Years 2022 and 2023 70 Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Registered Public Accounting Firm 70 OTHER INFORMATION 71 CEO PAY RATIO 71 EQUITY COMPENSATION PLAN INFORMATION 72 Equity Compensation Plan Table 72 INFORMATION ABOUT THE MEETING 73 Background 73 Voting Procedure 73 Proposals by Shareholders 75 Nominations by Shareholders 76 Additional Company Information 76

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 77 OTHER BUSINESS 78 FORM 10-K REPORT AVAILABLE 79 APPENDIX A. TrueBlue, Inc. Non-GAAP Financial Measures and Non-GAAP Reconciliations 80 APPENDIX B. TrueBlue, Inc. 2016 Omnibus Incentive Plan as Amended and Restated 83 TrueBlue, Inc. 2024 Proxy StatementP. 4 TABLE OF CONTENTS TrueBlue, Inc. 2024 Proxy StatementP. 5 TABLE OF CONTENTS About TrueBlue TrueBlue 2023 Business Highlights Revenue $1.9 billion Adjusted EBITDA (1) $29.0 million Return of Capital $33.9 million of common stock, 1,877,078 shares repurchased in 2023 10.1 million shares repurchased in the past five years, a 25% reduction in shares outstanding Technology Developments Successfully launched pilot for our new, proprietary version of JobStack, for our PeopleReady Brand. (1) Please see Appendix A to this proxy statement for a detailed definition and reconciliation of the non-generally accepted accounting principles ("non-GAAP") financial measure to the most directly comparable GAAP financial measure. TrueBlue, Inc. 2024 Proxy StatementP. 6 TABLE OF CONTENTS Proxy Summary This summary highlights information contained elsewhere in this proxy statement. This summary does not contain all of the information that you should consider, and you should read the entire proxy statement carefully before voting. TrueBlue, Inc. 2024 Proxy StatementP. 7 TABLE OF CONTENTS Proxy Summary TrueBlue, Inc. 2024 Proxy StatementP. 8 TABLE OF CONTENTS Proxy Summary TrueBlue, Inc. 2024 Proxy StatementP. 9 TABLE OF CONTENTS Proxy Summary Risk Ranking: Low Risk Exposure: Low Risk Management: Average TrueBlue, Inc. 2024 Proxy StatementP. 10 TABLE OF CONTENTS DIRECTORS PROPOSAL 1. ELECTION OF DIRECTORS The Nominees The board of directors (the "Board") has nominated the following persons for election as directors: Colleen B. Brown, William C. Goings, Kim Harris Jones, R. Chris Kreidler, Sonita Lontoh, Tary

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