Michael Sims
Mission ProduceAbout Michael Sims
Michael Bryan Sims was appointed to Mission Produce’s board on May 5, 2025 as an independent Class II director; he serves on the Audit Committee with a term expiring at the 2028 Annual Meeting of Stockholders . He is a seasoned finance leader, including EVP/CFO of TruGreen (2019–2023, now Senior Advisor), SVP/CFO/Treasurer of AdvancePierre Foods (2012–2017), and senior roles at Chiquita Brands (1988–2012; CFO 2009–2012) . Sims currently sits on The Hain Celestial Group’s board (Audit Committee Chair; Compensation and Strategy Committees) and Winland Foods’ board; he holds a BS in Accounting from Indiana University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| TruGreen | Executive Vice President & Chief Financial Officer; Senior Advisor post‑retirement | CFO: Feb 2019–Feb 2023; Senior Advisor since Feb 2023 | Led financial restructurings, operational improvements, and strategic capital deployment |
| AdvancePierre Foods Holdings, Inc. | SVP, CFO & Treasurer | 2012–2017 | Helped take company public; facilitated acquisition by Tyson Foods |
| Chiquita Brands International | Senior finance and business development roles; SVP & CFO | 1988–2012; CFO: 2009–2012 | Led global finance and business development initiatives |
External Roles
| Organization | Ticker | Role | Committees | Tenure |
|---|---|---|---|---|
| The Hain Celestial Group | HAIN | Director | Audit Committee Chair; Compensation Committee; Strategy Committee | Since Oct 2019 |
| Winland Foods, Inc. (private) | — | Director | Not disclosed | Since Apr 2023 |
Board Governance
- Appointment and committee assignment: Independent Class II director; Audit Committee member effective May 5, 2025; Stephen A. Beebe concurrently stepped off the Audit Committee; Board size increased from eight to nine directors .
- Audit Committee charter scope: Oversees auditor appointment and oversight, financial reporting and MD&A, risk management (including cybersecurity), internal audit, legal/compliance, earnings releases/guidance, and legally mandated sustainability reporting .
- Compensation and Nominating/Governance Committee context: Compensation Committee oversees executive and director pay, stock ownership guideline compliance, incentive plan/recoupment policies, and uses independent consultant (Pearl Meyer; determined independent in 2024); met four times in FY2024 . Nominating/Governance oversees director qualifications, independence, board evaluations, executive succession, and sustainability oversight; met four times in FY2024 .
- Committee meeting frequency (FY2024): Audit (4), Compensation (4), Nominating/Governance (4) .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Board cash retainer | $60,000 | Paid quarterly; pro‑rated for partial quarters |
| Audit Committee member retainer | $7,500 | Paid only if the director attends the meeting(s) in the quarter |
| Initial equity (RSUs) | $100,000 | Pro‑rated from appointment date to next annual meeting; time‑based vest |
| Annual equity (RSUs) | $100,000 | Granted at each annual meeting; time‑based vest |
| Change‑in‑control treatment | Full vesting of director RSUs upon CIC | Applies to RSUs under the 2020 Incentive Award Plan |
| Deferred compensation | Available for directors (nonqualified plan) | RSUs/Chairman RSUs may be deferred; distribution elections per plan; amounts are unsecured Company liabilities |
Structure signal: Equity is the majority of target director pay (e.g., $100k equity vs. $60k cash plus $7.5k audit member retainer), reinforcing alignment with shareholders .
Performance Compensation
- No performance‑based director compensation disclosed; non‑employee directors receive time‑vested RSUs (no options/PSUs in the director program) .
Other Directorships & Interlocks
| Company | Relationship to AVO | Interlock/Conflict Notes |
|---|---|---|
| The Hain Celestial Group (consumer health foods) | Unrelated category to AVO’s avocado/mango/blueberry sourcing/distribution | No related‑party transactions with Sims requiring Item 404(a) disclosure; independent director status affirmed |
| Winland Foods (private label/branded foods; private) | Food manufacturer; not disclosed as AVO supplier/customer | No related‑party transactions with Sims requiring Item 404(a) disclosure |
Expertise & Qualifications
- Financial leadership: Long‑tenured CFO across food/agriculture/consumer sectors; deep operational, strategic, and capital deployment experience .
- Public company governance: Audit Committee Chair at Hain; service on Compensation and Strategy Committees enhances oversight breadth .
- Transactional acumen: IPO and subsequent sale of AdvancePierre to Tyson; transformative initiatives at TruGreen .
- Education: BS in Accounting, Indiana University .
Equity Ownership
| Item | Detail |
|---|---|
| Director stock ownership guideline | $300,000 (five times $60,000 cash retainer) |
| Time to achieve guideline | Within five years of 2021 adoption or appointment date |
| Counting toward guideline | Direct/indirect common stock, unvested time‑based RSUs, and deferred director equity |
| Prohibitions | Company prohibits short sales and hedging of Company stock |
| Deferral elections | Non‑employee directors may defer up to 100% of annual equity awards; distributions per plan elections; unsecured Company obligations |
| Initial grant expectation | Approx. $100,000 in RSUs pro‑rated to next annual meeting (per policy) |
As a May 2025 appointee, Sims’s beneficial ownership and any deferral elections are not disclosed in the February 2025 proxy; compliance with guidelines will be assessed at fiscal year‑end per policy .
Governance Assessment
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Positives
- Independence and Audit Committee placement strengthen financial oversight; board expanded to add his skills .
- Extensive CFO background and current Audit Chair role at Hain suggest strong financial literacy and control environment rigor .
- Director compensation program emphasizes equity alignment; robust director stock ownership guidelines ($300k) and hedging prohibitions support investor alignment .
- No related‑party transactions with Sims requiring disclosure; standard indemnification agreement to be executed .
-
Watch Items / Potential Red Flags
- New appointee—attendance and engagement at Mission not yet observable; committee retainers are contingent on meeting attendance, so monitoring quarterly participation is warranted .
- Multiple board commitments (Hain Audit Chair; Winland Director) may create workload considerations; monitor Audit Committee engagement and time allocation at Mission .
- Press release initially referenced “Class I” while 8‑K classifies Sims as “Class II”; rely on 8‑K for official classification and monitor for any charter/class adjustments .
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Implications for investors
- Audit‑centric expertise and absence of related‑party ties improve board effectiveness and reduce conflict risk .
- Equity‑heavy director pay structure and ownership guidelines support long‑term alignment; CIC single‑trigger vesting for director RSUs is standard but accelerates value on change‑in‑control—note in takeover scenarios .