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Posted 15 February, 2024

CENTRAL GARDEN & PET CO appointed new CEO

CEO Change detected for ticker Nasdaq:CENT in a 8-K filed on 15 February, 2024.


  Mr. Cofer resigned as the Company's Chief Executive Officer effective October 6, 2023.  

Don't how to trade CEO change? Read Reasons for CEO Turnover and Effect on Stock Performance.
Overview of CENTRAL GARDEN & PET CO
Consumer Goods • Nondurable Household Products
Central Garden & Pet Co. engages in the production and distribution of branded and private label products for the lawn, and garden and pet supplies markets. It operates through the following segments: Pets and Garden. The Pet segment includes dog and cat supplies such as dog treats and chews, toys, pet beds and grooming products, waste management and training pads, pet containment, supplies for aquatics, small animals, reptiles and pet birds including toys, cages and habitats, bedding, food and supplements, products for equine and livestock, animal and household health and insect control products, live fish and small animals as well as outdoor cushions. The Garden segment includes lawn and garden consumables such as grass, vegetable, flower and herb seed, wild bird feed, bird houses and other birding accessories, weed, grass, and other herbicides, insecticide and pesticide products, fertilizers and live plants. The company was founded by William E. Brown in 1980 and is headquartered in Walnut Creek, CA.
Market Cap
$2.35B
View Company Details
Relevant filing section
Item 5.02 
Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


Fiscal 2023 Bonus Determinations

On February 9, 2024, the Compensation Committee of the Company's Board of Directors approved cash bonus payments to the Company's named executive officers in respect of fiscal 2023. This bonus compensation information was not included in the Summary Compensation Table included in the Company's Proxy Statement for its 2024 Annual Meeting of Stockholders, filed with the Securities and Exchange Commission on December 28, 2023 (the "Proxy Statement"), because the amount of the bonuses had not been determined at the time of filing the Proxy Statement. In accordance with Item 5.02(f), the table below updates the Non-Equity Incentive Plan Compensation and Total columns in the fiscal 2023 summary compensation table for the named executive officers previously set forth in the Proxy Statement. No other amounts have changed.

SUMMARY COMPENSATION TABLE


Name and Principal Position


Year


Salary ($)


Bonus ($)


Stock 

Awards

 (1)($)


Option Awards (2)($)


Non-Equity

Incentive Plan Compensation ($)


All Other Compensation (3)($)


Total ($)


Timothy P. Cofer Former Chief Executive Officer(4)

2023

1,080,902

-

2,299,977

614,800

-

2,620,159

6,615,838


2022

1,017,308

-

3,199,970

-

581,175

2,407,971

7,206,424


2021

992,404

-

1,149,978

1,107,000

1,512,000

264,624

5,026,006


Nicholas Lahanas

Chief Financial Officer

2023

508,669

-

249,998

-

222,000

11,685

992,352


2022

478,662

-

249,983

-

125,400

10,426

864,471


2021

466,988

-

100,013

75,442

326,000

9,998

978,441


John Hanson President Pet Consumer Products

2023

545,838

-

249,998

-

328,000

48,113

1,171,949


2022

513,716

-

249,983

-

135,300

100,112

999,111


2021

501,235

-

100,013

75,442

342,000

132,955

1,151,645


Joyce M. McCarthy

General Counsel

and Secretary

2023

448,252

50,000

199,998

-

157,000

124,742

979,992


John D. Walker President Garden Consumer Products

2023

559,000

-

249,998

-

136,000

43,735

988,733


2022

525,519

-

249,983

-

127,100

38,098

940,700


2021

512,733

-

100,013

75,442

320,000

47,272

1,055,460


__________________________


(1)

This column represents the grant date fair value in accordance with ASC 718 of restricted stock and performance share units ("PSUs") awarded the named executive officers in fiscal 2023. The amounts shown include the aggregate grant date fair value of the shares issuable for PSUs at target achievement. The aggregate grant date fair values of the maximum number of shares issuable pursuant to the PSUs are $2,587,494 for Mr. Cofer, $281,257 for each of Messrs. Lahanas, Hanson, and Walker, and $224,998 for Ms. McCarthy. These amounts do not represent the actual value that may be realized by the named executive officers.


(2)

This column represents the grant date fair value in accordance with ASC 718. Please refer to Note 14, "Stock-Based Compensation", in the Notes to Consolidated Financial Statements included in our Annual Report on Form 10−K filed on November 28, 2023 for the relevant assumptions used to determine the compensation cost of our stock option awards. These amounts do not represent the actual value, if any, that may be realized by the named executive officers.


2


(3)

The components of the "All Other Compensation" column for fiscal 2023 are detailed in the following table:


Description


Cofer


Lahanas


Hanson


McCarthy


Walker


Company matching contribution to 401(k) plan 

$

9,900

$

9,900

$

9,900

$

12,842

$

9,900


Retention payment 

2,393,453

-

-

-

-


Medical and life insurance premiums and medical reimbursement

22,355

1,785

22,176

8,927

24,235


Car allowance or lease

13,200

-

12,000

-

9,600


Commute expense reimbursement

37,106

-

-

-

-


Mobile device 

-

-

1,080

-

-


Housing allowance

67,516

-

2,306

-

-


Relocation 

-

-

-

89,139

-


Tax gross up 

48,164

-

651

13,834

-


Financial planning allowance

28,465

-

-

-

-


Total

$

2,620,159

$

11,685

$

48,113

$

124,742

$

43,735


(4)

Mr. Cofer resigned as the Company's Chief Executive Officer effective October 6, 2023.


In addition, the Compensation Committee approved an increase in Mr. Lahanas's base salary to $503,846, Mr. Hanson's base salary to $540,638, Ms. McCarthy's base salary to $444,008, and Mr. Walker's base salary to $553,924. The increases were effective as of January 1, 2024.

On February 13, 2024, the Board of Directors approved a grant of 3,281 shares of restricted stock to each of the directors under the Company's 2003 Omnibus Equity Incentive Plan.