8-KLeadership Changes

PEPSICO INC 8-K Report, Executive Changes (Mar 7, 2019)

Filed March 7, 2019For Securities:PEP

Summary

PepsiCo, Inc. (PEP) announced a significant addition to its Board of Directors through an 8-K filing on March 7, 2019, detailing the election of Michelle Gass as an independent director, effective March 6, 2019. Ms. Gass brings extensive retail and consumer goods leadership experience, most notably as the CEO of Kohl's Corporation and prior roles at Starbucks and Procter & Gamble. Her appointment is expected to enhance the strategic guidance and oversight provided to the company. Investors should note that Ms. Gass's compensation for her board service is in line with PepsiCo's standard program for non-employee directors. This includes an initial stock award and a pro-rated phantom stock unit award based on the company's stock price, as well as a pro-rated annual cash retainer. This move signals PepsiCo's commitment to leveraging diverse executive talent to navigate the evolving market landscape.

Key Highlights

  • 1Michelle Gass elected as an independent member of PepsiCo's Board of Directors.
  • 2Ms. Gass's appointment is effective March 6, 2019.
  • 3Ms. Gass has significant leadership experience, including CEO of Kohl's Corporation.
  • 4She also held key executive positions at Starbucks and The Procter & Gamble Company.
  • 5Her background in retail and consumer brands is expected to be valuable to the Board.
  • 6Ms. Gass will receive compensation in the form of stock awards and cash retainer as per the company's non-employee director program.
  • 7Compensation includes an initial stock award of 1,000 shares and a pro-rated phantom stock unit award.

Frequently Asked Questions

Michelle Gass is a seasoned executive with extensive experience in the retail and consumer goods sectors, most recently serving as the CEO of Kohl's Corporation. Her appointment to PepsiCo's Board of Directors is significant as it brings a fresh perspective and deep industry knowledge that can contribute to strategic decision-making and corporate governance.

Ms. Gass will be compensated according to PepsiCo's standard program for new non-employee directors. This includes an initial award of 1,000 shares of PepsiCo Common Stock, a pro-rated phantom stock unit award based on the market price of the stock, and a pro-rated semi-annual cash retainer of $27,500.

Ms. Gass's background, particularly her leadership roles at Kohl's and Starbucks, suggests she can offer valuable insights into consumer behavior, brand management, marketing strategies, and retail operations, which are crucial for PepsiCo's continued growth and success in its diverse markets.

Ms. Gass receives a pro-rated annual equity award in the form of phantom stock units. The number of these units is determined by dividing $105,000 (the value of the annual award) by the closing price of PepsiCo Common Stock on March 6, 2019. These units are designed to provide the economic equivalent of owning PepsiCo Common Stock.