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Greg Morris

Senior Vice President and President, Agricultural Services and Oilseeds at Archer-Daniels-MidlandArcher-Daniels-Midland
Executive

About Greg Morris

Greg A. Morris is Senior Vice President and President, Agricultural Services and Oilseeds at ADM, with 30 years at the company as of March 2025 . In 2024, ADM delivered $85.5B of revenue, $4.2B total segment operating profit, adjusted EPS of $4.74, and 8.3% adjusted ROIC, while the Board and Compensation Committee applied negative discretion to certain payouts tied to the ongoing investigation into Nutrition segment accounting, affecting Morris’s incentives . Compensation programs emphasize pay-for-performance through adjusted EBITDA and ROIC in annual incentives and three-year average adjusted ROIC and cumulative adjusted EPS in PSUs; the company earned 112% of target on 2022–2024 PSUs before negative discretion was applied to select participants, including Morris .

Past Roles

Not disclosed in the proxy statement for Morris. [No citation available in ADM DEF 14A]

External Roles

Not disclosed in the proxy statement for Morris. [No citation available in ADM DEF 14A]

Fixed Compensation

Multi‑year compensation summary (reported)

Metric (USD)FY 2022FY 2023FY 2024
Salary$711,668 $714,000 $731,920
Stock Awards (grant-date fair value)$3,223,194 $3,239,765 $3,300,077
Non‑Equity Incentive (Annual Cash)$1,172,388 $863,405 $258,896
All Other Compensation$204,083 $241,841 $250,553
Total Compensation$5,311,334 $5,273,437 $4,541,446

Notes:

  • 2024 base salary was increased to $735,504 effective during the year; the Summary Compensation Table shows the amount actually paid in 2024 .

Performance Compensation

2024 Annual Cash Incentive Design and Outcome

ComponentWeightTargetActual ResultPayout Contribution
Adjusted EBITDA75%100% at plan32.85% factor achieved32.85% before ROIC modifier
Adjusted ROIC Modifier+/-10%9.8% target8.3% (0.925x)Reduces company component to 30.4% of 75% target
Committee Negative DiscretionApplied to certain NEOsCompany component cut by 50% for Morris to 15.2%
Individual Performance25%25%20% awarded to Morris20% of total opportunity

Additional details:

  • Morris’s 2024 target bonus was 100% of salary; actual cash bonus paid was $258,896 (35.2% of target) .

Long‑Term Incentives (Structure and 2022–2024 PSU Outcome)

  • 2024 LTI mix: 60% PSUs (3‑year performance), 40% time‑vested RSUs (1/3 per year), target grant value for Morris $3,300,000 .
  • 2024 PSU metrics: 50% average adjusted ROIC (3‑year), 50% cumulative adjusted EPS (3‑year), plus a two‑goal Strive 35 ESG modifier of +/-10% for the 2024 awards .
  • 2022–2024 PSU payout: Company result 112% of target (above max on ROIC, zero on EPS, positive ESG modifier); the Committee exercised negative discretion to reduce earned shares by 50% for certain NEOs, including Morris (Target 25,025 → Earned 14,014) .
2022–2024 PSU CycleTarget PSUsEarned PSUs (pre‑discretion)ESG ModifierCommittee AdjustmentFinal Earned PSUs
Morris25,025 28, — (112% of target company result; summarized in CD&A) Positive -50% for select NEOs 14,014

Equity Ownership & Alignment

Ownership and compliance

ItemValue
Common stock beneficially owned (3/21/2025)279,563 shares; includes 705 shares in 401(k) & ESOP; <1% of outstanding
Unvested RSUs (excluded from beneficial ownership)48,539 units
Options (exercisable within 60 days)None for Morris
Executive ownership guideline4x base salary; Morris at 19.3x (compliant)
Hedging / pledgingProhibited; no shares subject to pledge

Vesting schedules and potential selling pressure

  • 2024 vested awards: 48,683 shares vested for Morris (RSUs/PSUs), value realized $2,478,581; no option exercises in 2024 .
  • Upcoming RSU vesting schedule for Morris (as of 12/31/2024):
Vesting DateShares
2/9/20255,241
2/10/202516,683
3/18/20257,430
2/9/20265,240
3/20/20267,211
3/18/20277,210

Outstanding equity at FY2024 year‑end

InstrumentCountMark‑to‑Market Value Basis
Unvested RSUs49,015$2,476,238 (at $50.52 on 12/31/2024)
Unearned PSUs (2023–2025, 2024–2026 target)56,599$2,859,381 (target basis at $50.52)

Employment Terms

  • No employment contract; at‑will employment. ADM maintains a severance program (non‑contractual) that may provide benefits upon termination without cause and generally requires non‑compete and/or non‑solicit covenants to receive severance .
  • Change‑in‑control equity treatment: double‑trigger (termination without cause or for good reason within 24 months post‑CIC, or non‑assumption) → RSUs accelerate in full; PSUs vest at greater of target or truncated performance .
  • Clawback: NYSE‑compliant Compensation Recovery Policy adopted in 2023; incentive compensation subject to recoupment upon a financial restatement; award agreements include forfeiture for cause and for covenant breaches .
  • Hedging/pledging: prohibited for executives .
  • Death/disability/retirement: RSUs accelerate at death; PSUs vest at target at death; vesting generally continues on original schedules for disability or retirement (per award terms) .

Quantified accelerated vesting (as of 12/31/2024)

ScenarioRSUsPSUs
Death (Morris)$2,476,238 $3,567,369

Pension benefits

PlanYears CreditedPresent Value of Accumulated Benefit
ADM Retirement Plan30$735,635
ADM Supplemental Retirement Plan30$1,223,085

Performance & Track Record

  • 2024 segment context (Ag Services & Oilseeds): overall performance below plan, but record global production volumes in canola/rapeseed crush and refined oils & biodiesel; global expansion of Regenerative Ag program across 8 countries and 9 commodities; exceeded program goals by 41%; progress in origination and destination marketing volumes .
  • 2022 results (Ag Services & Oilseeds): record annual operating profit (+58% YoY), record ROIC and EVA driven by commercial execution and strategic actions; exceptional risk management; launched Regenerative Agriculture program (1.2M acres secured in year 1) .
  • Enterprise‑level 2024 performance: $85.5B revenue; $4.2B total segment operating profit; adjusted EPS $4.74; trailing 4Q adjusted ROIC 8.3%; capital return of $3.3B; dividend +11% (52nd consecutive year) .

Governance and compensation alignment signals

  • 2024 negative discretion reduced company component of annual incentive and reduced 2022 PSU shares for select NEOs in relevant leadership roles (Morris included), signaling accountability amid the Nutrition segment investigation .
  • Say‑on‑pay support was ~87% at the 2024 annual meeting .
  • 2025 plan refresh: greater focus on free cash flow (20%) and cash conversion cycle (5%), lower EBITDA weight (50%), removal of ROIC modifier; PSUs retain 50/50 ROIC/EPS but remove ESG modifier—simplifying and sharpening financial alignment .

Investment Implications

  • Alignment: Large personal ownership (279.6k shares) and 19.3x salary ownership vs 4x guideline, coupled with no pledging/hedging, indicate strong alignment with shareholders and lower governance risk .
  • Incentive sensitivities: Near‑term vesting (29.4k RSUs in 2025; 12.5k in 2026; 7.2k in 2027) plus PSU cycles create periodic share deliveries; 48.7k shares vested in 2024—typical tax‑related sales could create transitory technical pressure around vest dates .
  • Pay‑for‑performance and accountability: 2024 annual cash payout at 35.2% of target and PSU share reductions via negative discretion show tight Board control; future upside for Morris depends on delivering FCF/CCC and multi‑year ROIC/EPS, given 2025 metric changes .
  • Retention risk: No employment contract, but retirement‑eligible vesting treatment and sizable unvested equity (49k RSUs; 56.6k target PSUs) support retention; severance is discretionary and tied to restrictive covenants .