Dean General
About Dean General
Dean General, 58, joined Advantage Solutions (ADV) as Chief Operating Officer, Branded Services effective March 24, 2025, and transitioned to the newly created role of Chief Industry Development Officer effective August 25, 2025; he holds a B.S. from Rider University and an Executive Scholar credential from Northwestern University’s Kellogg School of Management . Company performance during his 2025 tenure shows mixed trends: Q3 2025 revenues were $915 million (-2.6% YoY) and Adjusted EBITDA was $99.6 million (-1.4% YoY), with segment commentary citing strength in Experiential Services offset by macro headwinds in Branded Services and project timing in Retailer Services . ADV’s long-term incentive design emphasizes pay-for-performance with PSUs tied to ACE (Adjusted EBITDA less capital and stock-comp charges) and Adjusted EBITDA Margin (75%/25% weighting), where 2024 achievement levels were 133.7% for ACE and 112.1% for Adjusted EBITDA Margin, subject to a relative TSR modifier over 2024–2026 .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Henkel Consumer Brands | GM, Retailer Brands & SVP, Commercial Development | Jun 2021 – Mar 2025 | Drove profitable revenue and share growth through commercial strategy . |
| TreeHouse Foods, Inc. | Chief Commercial Officer & SVP | Feb 2019 – Jan 2021 | Led private-brand commercial transformation; profitable revenue and share growth . |
| Newell Brands; Kraft Heinz; Kraft Foods (prior) | Senior leadership roles | Not disclosed | Broad CPG leadership across sales/commercial roles . |
Fixed Compensation
| Component | Terms |
|---|---|
| Base salary | $600,000 per year . |
| Sign-on bonus | $500,000 cash, paid in two installments (Apr 11, 2025 and Jul 15, 2025); subject to after-tax repayment/forfeiture if resignation without good reason or termination for cause before 1st anniversary . |
| Target annual bonus | 80% of base salary; for 2025, guaranteed no less than target or actual (whichever is greater), prorated for days employed in 2025 . |
| Long-term equity eligibility | Beginning in 2026, eligible for annual equity awards valued at $1,000,000 under the A&R 2020 Plan . |
Performance Compensation
| Program element | Metric/terms | Weighting | Target (2024 program) | 2024 achievement | Vesting/other |
|---|---|---|---|---|---|
| Performance Stock Units (PSUs) | ACE (Adjusted EBITDA less capital/stock-comp charges) | 75% | $276.5mm ACE | 133.7% of target for 2024 | Earned over three 1-year periods (2024–2026); subject to relative TSR modifier over 3 years . |
| Performance Stock Units (PSUs) | Adjusted EBITDA Margin from Continuing & Discontinued Ops | 25% | 11.87% margin | 112.1% of target for 2024 | Same as above; TSR floor/cap mechanics (≥75th pct → ≥100% target; ≤25th pct → capped at 100%) . |
| RSUs (company practice) | Time-based | — | — | — | Standard 3 equal annual installments for 2024 grants (illustrative of plan design) . |
| Stock options (company practice) | Time-based; strike at grant-date close | — | — | — | Standard 3 equal annual installments for 2024 grants (illustrative of plan design) . |
Notes: Mr. General’s 2026 LTI awards will follow plan design then in effect; his 2025 offer references annual eligibility starting 2026 but does not disclose an initial grant size. His severance has a specific provision regarding vesting of two-thirds of his initial equity grant if terminated before the second anniversary (see Employment Terms) .
Equity Ownership & Alignment
- Stock ownership guidelines: CEO 6x salary; Other Named Executive Officers 3x; Other Senior Executive Team 1x; 50% retention of net after-tax shares until in compliance (100% if not met by deadline). As of Dec 31, 2024, executives were either in compliance or within the allowed timeframe .
- Anti-hedging and anti-pledging: Officers, directors, employees prohibited from hedging and from pledging Company securities (policy also applies to household/family accounts they influence) .
- Section 16 readiness: Dean General executed a Power of Attorney on March 17, 2025 to enable timely Forms 3/4/5 filings under Section 16 .
- Beneficial ownership: Mr. General is not listed in the 2025 proxy’s beneficial ownership table (the table covers directors, director nominees, and 2024 Named Executive Officers); thus, his share count/percent ownership is not disclosed there .
Employment Terms
| Term | Key points |
|---|---|
| Start date / roles | Appointed COO, Branded Services effective March 24, 2025; transitioned to Chief Industry Development Officer effective August 25, 2025 . |
| Severance (no CIC) | If terminated without cause or resigns for good reason: 12 months of base salary; 12 months of health coverage at active rates; pro‑rata vesting of time‑based awards next vest date; performance award treatment per agreements; plus vesting of two‑thirds of his initial equity grant if terminated prior to the second anniversary of commencement . |
| Change-in-control (equity) | A&R 2020 Plan: if awards not assumed/substituted, full acceleration upon CIC; if assumed/substituted, double‑trigger acceleration upon termination without cause or resignation for good reason within 12 months of CIC . |
| Clawback | Company has a mandatory recoupment policy aligned with SEC Rule 10D‑1 and NASDAQ listing standards for erroneously awarded incentive compensation over prior 3 years . |
| Tax gross-ups | Company states it does not provide 280G excise tax gross‑ups; potential “best‑net” reduction may apply per agreements . |
Company Performance Context (2025 to date)
| Metric | Q3 2024 | Q3 2025 | 9M 2024 | 9M 2025 |
|---|---|---|---|---|
| Revenues ($000s) | $939,270 | $915,012 | $2,674,039 | $2,610,511 |
| Adjusted EBITDA ($000s) | $100,920 | $99,554 | $261,458 | $244,142 |
| Adjusted EBITDA Margin (%) | 10.7% | 10.9% | 9.8% | 9.4% |
Segment Adjusted EBITDA (Q3)
- Branded Services: $48,796 (Q3’24) → $41,657 (Q3’25), -14.6% YoY .
- Experiential Services: $23,299 (Q3’24) → $35,320 (Q3’25), +51.6% YoY .
- Retailer Services: $28,825 (Q3’24) → $22,577 (Q3’25), -21.7% YoY .
Management commentary highlighted strong Experiential demand and execution, ongoing macro headwinds in Branded Services, and Retailer Services impacted by project timing .
Compensation Committee, Peer Group, and Say‑on‑Pay
- Human Capital Committee (Comp Committee) scope includes CEO goals, executive pay, HCM/talent oversight, and compensation consultants; 2024 members: Robin Manherz (Chair), Timothy J. Flynn, Tiffany Han, Brian K. Ratzan .
- Compensation consultant: Mercer engaged in 2024; no conflict identified; consultant fees < $0.1m for executive comp advisory, other services ~$1.4m .
- Peer group (2024 benchmarking) includes: Kelly Services, TreeHouse Foods, Central Garden & Pet, Flowers Foods, Robert Half, Sprouts Farmers Market, Reynolds Consumer Products, Verisk, FTI Consulting, Hain Celestial, Kforce, Korn Ferry, Coca‑Cola Consolidated, Insperity, TrueBlue, Energizer, Edgewell, SpartanNash, Spectrum Brands .
- Say‑on‑pay: 97.2% approval at 2024 annual meeting; Board/Committee cite strong alignment of NEO pay and performance .
Risk Indicators & Red Flags (policy posture)
- No hedging or pledging allowed for officers/directors/employees (alignment positive) .
- SEC‑compliant clawback policy adopted (mitigates risk of erroneous incentive payouts) .
- No excise tax gross‑up commitments; potential 280G cutback approach (shareholder‑friendly stance) .
Investment Implications
- Pay-for-performance alignment: Future LTI eligibility (from 2026) will likely tie a significant portion of Mr. General’s compensation to ACE, EBITDA margin, and relative TSR under company PSU constructs—metrics that historically have explicit targets and achieved >100% of target in 2024, reinforcing performance linkage if similar designs continue .
- Retention and selling pressure: Near-term retention levers include a 2025 guaranteed bonus and a $500k sign-on subject to clawback within year one; severance provides 12 months salary and pro‑rata vesting, with additional vesting of two‑thirds of his initial equity if terminated before the two‑year anniversary—features that reduce immediate voluntary turnover risk but could concentrate vesting/supply events around separation or service anniversaries .
- Governance protections: Anti-hedge/pledge and clawback policies reduce misalignment risks, and CIC equity treatment requires a double trigger when awards are assumed—tempering windfall concerns .
- Execution watchpoints: Branded Services softness persisted in Q3 2025 while Experiential strength offset; as Chief Industry Development Officer, Mr. General’s mandate to deepen enterprise retailer partnerships and client engagement will be important to restoring growth/expanding margins in Branded Services over time . Monitoring segment KPIs, incentive metric targets, and any future Section 16 filings will be key for assessing alignment and potential selling pressure.
Sources
- ADV 2025 DEF 14A – Executive Officers, Compensation programs, policies, severance/CIC terms, ownership guidelines, clawbacks, peer group, say‑on‑pay .
- Press releases and 8‑Ks – Appointment/transition announcements; Q3 2025 results and segment commentary .
- Q3 2025 10‑Q – Consolidated and segment financial tables .