Andrew Vogel
Executive Vice President and President of Meals and Interim President of Spices & Flavor Solutions at 
B&G Foods
B&G FoodsExecutive
About Andrew Vogel
Andrew D. Vogel is Executive Vice President and President of Meals at B&G Foods, serving since October 2022; he was 44 years old as of March 25, 2025 . His background includes general management and category leadership roles at 8th Avenue Food & Provisions, Energizer Holdings, TreeHouse Foods, McKinsey & Company, and ExxonMobil, providing operational, strategy, and integration credentials across CPG categories . Company incentive frameworks emphasize excess cash and long‑term equity alignment; notably, the 2022–2024 performance share LTIAs paid out 0% due to below-threshold cumulative excess cash, highlighting a demanding performance environment . B&G’s insider trading policy imposes limited trading windows and prohibits hedging and pledging, reinforcing alignment and reducing risk of misaligned liquidity actions .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| B&G Foods | EVP & President of Meals | Oct 2022–present | Leads Meals portfolio; role leverages prior GM experience to drive execution across brands . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| 8th Avenue Food & Provisions | SVP & GM, Nut Butters Division | Aug 2020–Apr 2022 | P&L leadership in nut butters; portfolio/category management . |
| Energizer Holdings | Auto Care Global Category Leader | Aug 2019–Aug 2020 | Global category leadership; pricing, assortment, and international execution . |
| TreeHouse Foods | VP & GM (RTE cereal, oatmeal, snack bars, dry blends); VP Strategy & Integration | 2012–2019 | General management and integration; category turnaround and synergies realization . |
| McKinsey & Company | Consultant | Prior to 2012 | Strategic advisory, operations and growth projects . |
| ExxonMobil Corporation | Early career roles | Prior to McKinsey | Foundational operations/analytical experience . |
Fixed Compensation
- Not disclosed for Vogel in the latest proxy; he is an executive officer but not a named executive officer in the Summary Compensation Table .
Performance Compensation
- Company LTI structure and metrics (framework relevant to executive officers):
- Performance Share LTIAs use cumulative “excess cash” (adjusted EBITDA minus cash interest, taxes, capex, dividends, and tax-withholding for net share withholding, with specified adjustments) as the metric; 2022–2024 period earned 0% (below threshold), emphasizing liquidity and accretive cash flow discipline .
- Time-based restricted stock grants to Vogel (vesting and tax events):
- 27,560 restricted shares granted on March 25, 2025; vest one-third on each of 3/25/2026, 3/25/2027, and 3/25/2028 .
- On March 25, 2025, 10,626 restricted shares vested (covering one-third of grants from 10/3/2022, 3/24/2023, and 3/25/2024); 3,641 shares were withheld to satisfy taxes .
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Excess Cash (PS LTIAs, FY2022–FY2024) | Not disclosed (company-level) | Threshold $119.9m; Target $133.2m; Max $159.9m | $(51.5)m | 0.0% | PS LTIAs terminate on change-in-control; pro‑rata issuance of target upon CoC based on months elapsed . |
Equity Ownership & Alignment
| Date | Shares Owned After | Ownership Form | Transaction Type | Price | Notes |
|---|---|---|---|---|---|
| Nov 13, 2024 | 37,064 | Direct | Open-market purchase of 7,500 shares | $6.36 (weighted avg.) | Insider buy; executed across $6.35–$6.37 . |
| Mar 25, 2025 | 60,983 | Direct | A: award of 27,560 RS; F: 3,641 shares withheld for taxes on vesting of 10,626 RS | $0 (award); $6.60 (tax) | Three‑year vest schedule for 2025 grant; withheld shares reflect tax on vesting of prior grants . |
- Ownership as % of shares outstanding: Approximately 0.077% based on 60,983 shares vs 79,138,243 shares outstanding as of March 19, 2025 .
- Hedging and pledging: Prohibited for directors and executive officers; policy enforces pre‑clearance and limited trading windows .
- Stock ownership guidelines: Company currently does not maintain executive officer stock ownership guidelines; alignment is pursued via long‑term incentives .
Employment Terms
- Insider trading policy: Transactions permitted only in approved windows with mandatory pre‑clearance; anti‑hedging and anti‑pledging restrictions apply to executive officers .
- Clawback: Adopted Nov 2023; recovery of incentive-based compensation from current/former executive officers upon accounting restatement, irrespective of misconduct .
- Management employment agreements (company disclosure for named executive officers): Auto one‑year extensions; non‑compete for one year post voluntary resignation/termination for cause; severance benefits and continuation of certain benefits upon termination without cause (specific severance economics disclosed for NEOs only) .
- Pension/401(k): Executives may participate in 401(k) with matching; defined benefit pension participation depends on hire date; benefits consistent with broader employee population, with exceptions like automobile allowance .
Investment Implications
- Alignment: Vogel’s open-market purchase in Nov 2024 and increasing beneficial ownership signal confidence and reduce near‑term selling pressure risk; prohibition on pledging/hedging further aligns incentives .
- Retention: Unvested time‑based restricted stock through 2028 implies multi‑year retention hooks; tax-withholding events reflect vesting cadence without discretionary sales .
- Pay-for-performance context: Company PS LTIAs tied to excess cash paid out 0% for 2022–2024—executive equity reliance places upside on future cash generation, while recent frameworks and clawback reduce risk of misaligned outcomes .
- Data gaps: Base salary, target bonus, and severance specifics for Vogel are not disclosed (non‑NEO), limiting precise pay-for-performance calibration at the individual level; monitoring future proxies and 8‑Ks is warranted for any changes in role or contract terms .