Sharon McCollam

About Sharon McCollam

Sharon McCollam, 63, has served as President and Chief Financial Officer of Albertsons Companies (ACI) since September 2021; prior roles include EVP, Chief Administrative and CFO at Best Buy (2012–2016) and COO/CFO at Williams‑Sonoma (2006–2012), reflecting deep retail transformation and finance leadership experience . Under ACI’s pay-versus-performance disclosure for FY2024, the company reported Net Income of $958.6M and Adjusted EBITDA of $4,004.7M; management also highlights that ACI has delivered higher cumulative total returns than the S&P 500 Retail Composite since its 2020 listing, underscoring long-term value creation during her finance tenure .

Past Roles

External Roles

No external public-company directorships or committee roles disclosed for McCollam in the latest filings. (No disclosure found in ACI’s 2025 DEF 14A or 2024 Form 10-K) .

Fixed Compensation

• For FY2024, base salary and target cash bonus were unchanged from FY2023; McCollam’s base salary was $1,000,000 and target bonus 125% of salary .
• She received a retention cash bonus related to the terminated Kroger merger (structured to mitigate attrition risk): $2,000,000 paid in December 2024; a second $2,000,000 installment is scheduled for October 13, 2025, contingent on continued employment .

Performance Compensation

• Annual and quarterly bonus metrics are formulaic: Adjusted EBITDA and Identical (ID) Sales (with a Senior Leader Scorecard modifier annually). Payouts are capped at 200% and targets are set pre-year by the Compensation Committee .
• FY2024 payouts: Annual Adjusted EBITDA achieved 48.55% of target; ID Sales achieved 100%; Scorecard 68.13%; total annual payout 71.09% of target. Quarterly payout factors across Q1–Q4 were 90.3%, 66.4%, 72.0%, and 34.0%, respectively .

• Long‑term incentives: annual equity split 50/50 PBRSUs and TBRSUs; TBRSUs vest one‑third annually at fiscal year‑end, while PBRSUs accrue annually on Adjusted EPS with a ROIC modifier and vest after three years, subject to continued service .
• FY2024 PBRSU accruals: McCollam was granted 99,701 target PBRSUs for FY2024 cycle; 33,234 were eligible for FY2024 performance and 27,694 (83.33%) were earned for that year’s tranche .

• Total incentive outcomes: FY2024 non‑equity incentive paid $866,826; stock awards at grant-date fair value $4,000,004 (at target) .

Equity Ownership & Alignment

• Beneficial ownership: 420,338 ACI shares (<1% of outstanding) as of the record date (563,990,471 shares) .
• Outstanding unvested/uneared equity at FY2024 YE (2/22/2025):
  • Not‑yet‑vested stock units (includes TBRSUs and earned PBRSUs from prior grants): 217,903 units (market value $4,477,907 at $20.55) .
  • Unearned PBRSUs at target (subject to future certification and service): 198,960 units (market value $4,088,628 at $20.55) .

• Vesting schedules and near‑term supply:
  • TBRSUs scheduled to vest on 2/28/2026 (71,379 units) and 2/27/2027 (32,810 units), subject to continued service .
  • PBRSUs accrued for FY2022 and FY2023 performance (19,058 and 31,827 earned units, respectively) vest at the end of their respective three‑year terms, contingent on service .
• Alignment and risk controls:
  • Executive stock ownership guidelines require covered executives to build holdings within five years (from June 30, 2020 or appointment) and to retain 50% of net shares until guidelines are met; short sales/speculative trading are prohibited, and pledging/hedging requires pre‑clearance .
  • Robust clawback policies include (i) fault/no‑fault recoupment for misconduct causing restatements or egregious conduct, and (ii) an SEC/NYSE‑compliant no‑fault restatement clawback for Section 16 officers .

Employment Terms

• Contract term: initial three‑year term with automatic one‑year renewals until termination .
• Annual equity minimum: not less than $4,000,000 fair value per year, 50% PBRSUs/50% TBRSUs (subject to committee action) .
• Severance economics (termination by Company without cause or by executive for good reason): lump sum equal to 200% of base salary + target bonus, pro‑rated current‑year bonus at actual, and up to 18 months of health coverage .
• Illustrative severance values as of 2/22/2025:
  • Without cause/Good Reason (no CIC): $10,736,400 total (Base+Paid Bonus $4,500,000; Unpaid Bonus $493,338; Health $35,083; Equity $5,707,979) .
  • CIC double‑trigger: $13,544,933 total (same structure with equity acceleration to target for open fiscal years) .
• Equity treatment on separation:
  • Death/Disability: 100% acceleration of unvested TBRSUs and PBRSUs at target for open years .
  • Company without cause/Good Reason: McCollam receives vesting of TBRSUs due on next anniversary and PBRSUs that would have vested for the fiscal year of termination based on certified accrual factor (other executives receive standard treatment) .
• Change‑in‑control: employment agreements use double‑trigger protections (best‑practice feature affirmed in program design) .
• Clawbacks: both misconduct-triggered and no‑fault restatement clawback policies apply .

Multi‑Year Compensation Summary (Realized and Granted)

Pay‑for‑Performance Mechanics (Key Details)

Performance & Track Record

• FY2024 results context: ACI reported Net Income of $958.6M and Adjusted EBITDA of $4,004.7M; Pay-versus-Performance also shows cumulative TSR outperformance vs. S&P 500 Retail Composite since listing (2020), indicating alignment between outcomes and long-term shareholder value .
• Operating commentary: As CFO, McCollam emphasized digital/pharmacy growth, productivity, and capital allocation (dividends/share repurchases) on earnings calls and Q2 FY2025 updates co-hosted with the CEO, reinforcing focus on returns and balance sheet strength .

Compensation Structure Analysis (Signals)

• High at‑risk mix with quantitative metrics tied to EBITDA, ID Sales, EPS, and ROIC; capped payouts constrain risk-taking .
• No tax gross‑ups; double‑trigger CIC; strong clawbacks; stock ownership and trading restrictions—shareholder‑friendly governance .
• Retention bonuses in connection with terminated Kroger merger were structured with delayed payments to mitigate attrition risk and stabilize leadership through and after transaction uncertainty; first installment paid Dec 2024; second due Oct 13, 2025 .

Risk Indicators & Red Flags

• Large equity overhang (earned and unearned RSUs) with scheduled vesting may create episodic selling pressure around vest dates (e.g., 378,444 shares vested for McCollam in FY2024, $14.43M value realized), though tax withholdings and retention requirements partially mitigate .
• Related‑party and governance practices broadly disclosed; no pledging disclosed for McCollam and pledging/hedging requires pre‑clearance per policy .
• Say-on-pay support was strong (90.3% in 2024), reducing headline governance risk on pay design .

Compensation Peer Group (Benchmarking)

Peer set used by the Compensation Committee in FY2024 includes large-cap retailers such as Best Buy, Costco, CVS, Kroger, Target, Walmart, and others, providing market context for salary, bonus, and equity grant levels .

Equity Ownership & Alignment (Policy Compliance)

• Executive stock ownership guidelines apply; covered executives must achieve targets within five years and retain 50% of net shares until compliant; pre‑clearance required for pledging/hedging; short sales/options prohibited .
• No explicit disclosure of McCollam’s guideline attainment status; beneficial ownership reported at 420,338 shares (<1%) .

Employment Terms (Severance and Change‑of‑Control Economics)

Additional equity treatment details: next-anniversary TBRSU vesting and fiscal‑year PBRSU accrual in certain separation scenarios unique to McCollam’s agreement .

Investment Implications

• Pay alignment and rigor: Cash incentives are tightly linked to EBITDA and ID Sales with clear curves and caps; PBRSUs tie to EPS and ROIC, aligning equity with profitable growth and capital discipline—supportive for long-term value creation and downside risk control .
• Retention risk: A $2M retention installment remains payable on Oct 13, 2025, incentivizing near‑term continuity; severance terms (2x salary+target bonus) and double‑trigger CIC protection further reduce departure risk in strategic scenarios .
• Selling pressure: Meaningful scheduled vesting (TBRSUs in 2026/2027; PBRSUs from prior and current cycles) may create periodic supply; however, retention/ownership policies reduce immediate float and speculative activity risk .
• Governance quality: Strong say‑on‑pay support, robust clawbacks, no gross‑ups, and double‑trigger CIC indicate shareholder‑friendly design, lowering governance discount and aligning with institutional preferences .
• Execution track record: Financial results (Net Income, Adjusted EBITDA) and TSR outperformance since listing underpin credibility of the compensation framework and management’s operating playbook across digital, pharmacy, and productivity initiatives that McCollam regularly articulates to the market .