Monica McGurk
About Monica McGurk
Independent director at Bunge Global SA (BG); age 55; joined the Board in 2023. Current committees: Human Resources & Compensation and Sustainability & Corporate Responsibility; previously served on the Enterprise Risk Management Committee in 2024. CEO of Glanbia Performance Nutrition Americas since September 2024; prior senior roles at Tropicana Brands Group, Kellogg, Tyson Foods, and The Coca-Cola Company. Education: B.A. in Government (Harvard), M.B.A. and Certificate in Public Management, and M.A. in Education (Stanford); executive programs in Agribusiness (Harvard Business School), Ethics of AI (University of Helsinki), and Introduction to ESG (CFI) . The Board classifies her as independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Tropicana Brands Group | CEO, North America; CEO, Mainstream Brands BU | Sep 2022–Aug 2024 | Led strategy and commercial initiatives in a large-scale beverage portfolio |
| Kellogg Company | Chief Growth Officer; Chief Global Revenue & eCommerce Officer | 2019–2022; 2018–2019 | Enterprise risk management, digital transformation, and commercial strategy |
| Tyson Foods | Various leadership positions | Not disclosed | Strategy, P&L leadership, digital media |
| The Coca-Cola Company | Various leadership positions | Not disclosed | Strategy, P&L leadership, digital media |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Glanbia Performance Nutrition Americas | Chief Executive Officer | Since Sep 2024 | Leadership in food ingredient value chain; technology/cybersecurity and risk oversight experience |
| PivotBio (private) | Non‑employee director (former) | Not disclosed | Private company board experience |
| Public company boards (last 5 years) | None | — | — |
Board Governance
- Committee assignments: Human Resources & Compensation; Sustainability & Corporate Responsibility; nominee for HRCC membership for 2025 (alongside Simril, Walt contingent on Viterra close, and Winship) .
- 2024 committee service: Enterprise Risk Management Committee member (4 meetings); SCRC (4 meetings); HRCC held 7 meetings in 2024 .
- Independence: non‑employee director; Board determined all non‑employee directors who served in 2024 and current nominees are independent under NYSE standards .
- Attendance and engagement: the Board met 6 times and acted by written consent twice in 2024; all directors serving as of Dec 31, 2024 attended over 99% of combined Board and committee meetings; executive sessions of independent directors at each Board meeting .
- Annual meeting attendance: policy requires directors to attend; in 2024 all nominees serving at the time attended the AGM .
- Board leadership and structure: independent Board Chair; five fully independent committees; active risk oversight through ERMC; cybersecurity oversight via Audit Committee .
Fixed Compensation
| Component | BG Policy (2024) | Monica McGurk – 2024 Actual |
|---|---|---|
| Annual cash retainer | $150,000 (increase effective as of 2024 AGM) | $131,319 fees earned or paid in cash |
| Committee member fees | Audit: $10,000; all other committees: $— | Not disclosed as received; she was not an Audit Committee member in 2024 |
| Committee chair fees | Audit Chair: $25,000; all other committee chairs: $20,000 | Not a chair in 2024 |
| Meeting fees (>10/year) | $1,000 per additional meeting | Not itemized |
| Total 2024 director comp (cash+equity) | — | $331,276 total (cash $131,319; stock awards $199,957) |
The Board increased the annual cash retainer by $50,000 in 2024 to maintain competitiveness and mitigate incremental Swiss tax obligations following redomestication to Switzerland .
Performance Compensation
| Equity Award Type | Grant Date | Units Granted | Grant-Date Fair Value | Vesting Terms |
|---|---|---|---|---|
| Restricted Stock Units (RSUs) | May 15, 2024 | 1,947 RSUs (standard annual grant to non‑employee directors) | $199,957 (based on $102.70 average high/low price) | Generally vest at the first AGM following grant (approx. one year), contingent on continued Board service; unvested RSUs do not count toward ownership guidelines |
- Non‑employee director equity plan: annual awards under the 2017 NED Plan; grant‑date fair value cap $540,000 per director per calendar year; change‑in‑control provisions provide for vesting if awards are not assumed/substituted or if service terminates on/before first anniversary of the change‑in‑control; 320,000 shares authorized; 188,358 granted as of Dec 31, 2024 (including dividend equivalents) .
- Prohibitions: short sales, hedging, margin accounts, and pledging of BG securities are prohibited for directors .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None |
| Private/other boards | Former non‑employee director, PivotBio (private) |
| Potential interlocks with customers/suppliers | BG prohibits directors from serving on competitor boards or owning >1% of competitors; directors must pre‑clear new public boards with Board leadership |
| Independence review of related transactions | Board annually reviews relationships; all non‑employee directors deemed independent; specified arm’s‑length relationships reviewed for certain directors (not including Ms. McGurk) |
Expertise & Qualifications
- Risk management across financial, technological, regulatory/political, and sustainability domains; food ingredient sector knowledge; business technology/cybersecurity/AI; global strategy and commercial leadership .
- Academic credentials: Harvard and Stanford; executive programs in agribusiness, AI ethics, ESG .
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Class | Notes |
|---|---|---|---|
| Monica McGurk | 1,983 registered shares (direct/indirect; excludes unvested RSUs) | <1.0% (“*” per BG disclosure) | Unvested RSUs from 2024 grant outstanding; directors must hold 100% of net shares from equity awards until ownership guidelines are met |
- Director ownership guidelines: 5× annual cash retainer ($750,000) to be met within five years of initial election; unvested RSUs do not count; 100% of net shares from equity awards must be held until guideline met .
Governance Assessment
- Board effectiveness: high attendance (~99%); independent Board Chair and fully independent committees; robust executive sessions; strong risk oversight through ERMC and committee structure (including cybersecurity oversight) .
- Committee engagement: active HRCC role (7 meetings) with responsibilities spanning executive/director pay, ownership guidelines, clawback administration, and succession; SCRC oversight of sustainability commitments; prior ERMC service enhances risk oversight continuity .
- Alignment and incentives: director pay mix with substantial equity ($200,000 annual RSUs); stringent ownership guidelines and prohibitions on hedging/pledging promote alignment; say‑on‑pay support for NEOs (96.7% in 2024) signals constructive shareholder engagement and compensation governance .
- Conflicts/related‑party risk: BG’s independence framework and annual reviews found no material relationships for non‑employee directors; while Ms. McGurk is an operating executive in the food/ingredients ecosystem, the proxy does not disclose any related‑person transactions involving her; ongoing monitoring advisable given industry adjacency .
RED FLAGS: None disclosed specific to Ms. McGurk (no hedging/pledging allowed; no related‑person transactions disclosed for her). Watch‑items: dual role as operating CEO in the broader food ingredient space warrants routine independence checks and transaction reviews consistent with BG policy .