Performance Food Group Executive Equity Awards Detailed

Ticker: PFGC · Form: DEF 14A · Filed: 2024-10-10T00:00:00.000Z

Sentiment: neutral

Topics: executive-compensation, proxy-statement, equity-awards, governance

Related Tickers: PFGC

TL;DR

PFGC DEF 14A out: Executive equity awards vesting dates & values for 2020-2024 detailed. See PEO/Non-PEO compensation.

AI Summary

Performance Food Group Co. filed a DEF 14A on October 10, 2024, detailing executive compensation and equity awards. The filing includes information on the vesting dates and fair values of equity awards granted to both "Peo" (likely Named Executive Officers) and "NonPeoNeo" (Non-Principal Executive Officer, Non-Employee Director) members for fiscal years ending between 2020 and 2024. Specific dates like July 3, 2022, July 1, 2023, and June 29, 2024, are mentioned in relation to these awards.

Why It Matters

This filing provides transparency into how Performance Food Group compensates its top executives and directors through equity awards, which can influence company strategy and shareholder value.

Risk Assessment

Risk Level: medium — DEF 14A filings related to executive compensation can sometimes signal changes in management sentiment or future performance expectations, but this specific filing is primarily informational.

Key Players & Entities

FAQ

What is the purpose of a DEF 14A filing?

A DEF 14A filing, also known as a Definitive Proxy Statement, is filed by companies to solicit proxies from shareholders for their annual or special meetings. It contains detailed information about matters to be voted on, including executive compensation, director elections, and other corporate governance issues.

Who are the 'PeoMember' and 'NonPeoNeoMember' mentioned in the filing?

While not explicitly defined in the provided snippet, 'PeoMember' likely refers to Principal Executive Officers, and 'NonPeoNeoMember' likely refers to Non-Employee Directors or other key non-executive personnel, in the context of executive compensation tables.

What specific fiscal years are covered by the equity award data in this filing?

The filing references equity awards for fiscal years ending between 2020 and 2024, with specific dates like 2020-06-28, 2021-07-03, 2022-07-03, 2023-07-02, and 2024-06-29 indicating periods of vesting or valuation.

What is the filing date and the period of report for this DEF 14A?

This DEF 14A filing was made on October 10, 2024 (20241010), and the conformed period of report is November 20, 2024 (20241120).

What is the company's Standard Industrial Classification (SIC) code?

Performance Food Group Co. has a Standard Industrial Classification (SIC) code of 5141, which corresponds to Wholesale-Groceries & General Line.

Filing Stats: 4,326 words · 17 min read · ~14 pages · Grade level 14 · Accepted 2024-10-10 16:31:01

Key Financial Figures

Filing Documents

Executive Compensation

Executive Compensation 50 Executive Sessions 27 Board Committees 28 PROPOSAL 03 Advisory Vote on Named Executive Officer Compensation 50 Special Committees 33 Board Practices, Processes and Policies 33 Report of the Human Capital and Compensation Committee 50 The Board of Directors and Certain Governance Matters 33 Compensation Committee Interlocks and Insider Participation 50 Board Meetings and Attendance 34 Compensation Discussion and Analysis 51 Board Performance Evaluations 34 Business Highlights for Fiscal 2024 52 Director Orientation and Continuing Education 34 Executive Summary 53 2024 Proxy Statement 11

Executive Compensation Program Objectives and Overview

Executive Compensation Program Objectives and Overview 53 Treatment of Equity Awards in Connection with a Change in Control or Qualifying Termination 73 Fiscal 2024 Executive Total Targeted Compensation Mix 54 CEO Pay Ratio Disclosure 76 Fiscal 2024 Compensation Program Changes 55 PFG's Practices Related to the Grants of Certain Equity Awards Close in Time to the Release of Material Non-Public Information 76

Executive Compensation Program Elements

Executive Compensation Program Elements 56 Base Salaries 56 Cash Bonus Opportunities 56 Pay Versus Performance 77 Long-Term Equity Incentive Awards 58 Relationship Between Pay and Financial Performance 78 Benefits and Perquisites 61 Severance and Other Benefits 61 Financial Performance Measures 79 Compensation Determination Process 62 Equity Compensation Plan Information 80 Annual Compensation Program Risk Assessment 63 Insider Trading Policy 63 2024 Omnibus Incentive Plan 81 Hedging and Pledging Policies 64 PROPOSAL 04 Approval of 2024 Omnibus Incentive Plan 81 Clawback Policy 64 Employment Agreements 64 Summary of Employment Agreement of Mr. Holm 64 Ownership of Securities 91 Non-Qualified Deferred Compensation Plan 65 Beneficial Ownership 91 Stock Ownership Guidelines 66 Tax Impact on Compensation 66 Instructions for the Virtual Annual Meeting 93 Section 409A of the Internal Revenue Code 66 Tabular Executive 67 Delinquent Section 16(a) Reports 94 Compensation Disclosure 67 General Information 95 Summary Compensation Table 67 Questions and Answers about Voting and the Annual Meeting 95 Fiscal 2024 Grants of Plan-Based Awards 68 Narrative to Summary Compensation Table and Fiscal 2024 Grants of Plan-Based Awards 69 Stockholder Proposals for the 2024 Annual Meeting 98 Outstanding Equity Awards at 2024 Fiscal Year-End 69 Other Business 99 Fiscal 2024 Option Exercises and Stock Vested 71 Fiscal 2024 Pension Benefits 71 Appendix A Reconciliation of Non-GAAP Items A- 1 Potential Payments Upon Termination or Change in Control 71 Severance Arrangements and Restrictive Covenants 72 Appendix B 2024 Omnibus Incentive Plan B- 1 Certain statements in this Proxy Statement are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statem

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