Joshua Guenser
About Joshua Guenser
Chief Financial Officer (since May 9, 2024), age 45, with prior finance leadership at MOD Pizza (CFO, 2020–2024) and Starbucks (SVP Finance—Americas; VP Finance—US Retail), and degrees from the University of Washington (Master of Professional Accounting; B.A. in Business Administration) . His 2024 incentive plan tied to Total Revenue and Adjusted EBITDA achieved maximum payout (200%) as the company delivered $1,281.0 million in revenue and $230.3 million in Adjusted EBITDA against targets, and BROS’ cumulative TSR in 2024 equated to $142.80 on a $100 base—demonstrating strong alignment between pay and performance . As CFO, he provides guidance on revenues, margins, unit openings, and capital efficiency; in Q3 2025 he raised 2025 guidance (total revenues $1.61–$1.615B; system SSS ~5%; adjusted EBITDA $285–$290M; 160 shop openings; capex $240–$260M) and highlighted liquidity of ~$706M and capex discipline (avg $1.4M per shop) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| MOD Super Fast Pizza Holdings, LLC | Chief Financial Officer | 2020–2024 | Led finance for high-growth fast-casual, relevant to scaling, unit economics, and capital efficiency |
| Starbucks Corporation | SVP Finance—Americas; VP Finance—US Retail | 2018–2020; broader tenure 2009–2020 | Directed large-scale retail finance and Americas P&L, underpinning transaction growth and margin discipline |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Dutch Bros Foundation (non-profit) | Director | 2024–present | Governance role alongside other Dutch Bros executives; ~$4.3M donated by BROS in 2024 |
Fixed Compensation
| Item | 2024 | 2025 (effective 1/1/2025) |
|---|---|---|
| Base Salary ($) | $478,958 | $550,000 |
| Target Bonus (% of Salary) | 75% | 75% |
| Annual Equity Award Target ($) | $1,015,000 one-time + $1,015,000 annual (RSUs) | $1,250,000 annual (RSUs) |
| All Other Compensation ($) | $202,405 (moving expenses $199,814; stipends; insurance) | Eligible for relocation reimbursement up to $150,000 with potential tax gross-up |
Performance Compensation
Annual Cash Incentive Plan – 2024 Metrics and Payout
| Metric | Weight | Threshold ($mm) | Target ($mm) | Maximum ($mm) | Actual ($mm) | Payout % |
|---|---|---|---|---|---|---|
| Total Revenue | 50% | 1,149.6 | 1,197.5 | 1,245.4 | 1,281.0 | 200% |
| Adjusted EBITDA | 50% | 171.0 | 190.0 | 209.0 | 230.3 | 200% |
| Total Payout Factor | — | — | — | — | — | 200% |
| Executive | Base Salary ($) | Bonus Eligibility (% of Salary) | Percent Payout | Actual Bonus Paid ($) |
|---|---|---|---|---|
| Joshua Guenser | $550,000 | 75% | 200% | $825,000 |
Notes: BROS does not grant options; long-term incentives are RSUs. From 2025, 50% of executive LTI will vest based on three-year relative TSR vs a Compensation Committee-approved peer group, increasing performance linkage .
Long-Term Equity Incentive Awards (RSUs)
| Grant Date | Shares (#) | Grant-Date Fair Value ($) | Vesting Schedule |
|---|---|---|---|
| Mar 1, 2024 | 34,209 | $1,014,981 | 1/3 on each of the 1st, 2nd, 3rd anniversaries of grant, subject to service |
| Mar 1, 2024 | 34,209 | $1,014,981 | 1/3 on each of the 1st, 2nd, 3rd anniversaries of grant, subject to service |
Upcoming vest tranches per grant: Mar 1, 2025; Mar 1, 2026; Mar 1, 2027 (each tranche equals one-third of 34,209 = 11,403 shares per grant) .
Equity Ownership & Alignment
| Category | Detail |
|---|---|
| Total Beneficial Ownership | 15,101 Class A shares (<1% of total) as of Mar 18, 2025 |
| Ownership as % Outstanding | <1% of 162,728,606 total common shares outstanding |
| Unvested RSUs at 12/31/2024 | 68,418 units (two grants of 34,209 each) |
| Market Value of Unvested RSUs | $3,583,734 at $52.38/share (12/31/2024 close) |
| Options | None; Company has not granted options to NEOs |
| Pledging/Hedging | Prohibited by Insider Trading Policy (no margin, pledging, hedging, derivatives, or short selling) |
| Stock Ownership Guidelines | 3.0x base salary for “All Other Covered Officers”; 5-year compliance window from Jan 16, 2025 or hire/promotion date; measured annually |
| Compliance Status | Not disclosed; Committee may restrict sales or pay in stock if below guideline |
Employment Terms
| Term | Provision |
|---|---|
| Appointment & Start | Appointed CFO May 9, 2024; start date scheduled Feb 19, 2024 |
| Agreement Type | At-will employment; standard confidential information and inventions assignment; indemnification agreement |
| Base Salary | $550,000 effective Jan 1, 2025 |
| Target Bonus | 75% of base salary |
| Annual Equity | $1,250,000 target (2025); 2024 one-time RSUs ~$1,015,000 plus annual ~$1,015,000 |
| Signing Bonus | $200,000 (repayable if resignation w/o good reason or terminated for cause within 2 years) |
| Relocation | Reimbursement up to $150,000; policy provides for tax gross-up eligibility; 2024 actual moving expenses $199,814 |
| Severance (Regular Termination) | 12 months base salary (salary paid over severance period), prorated target bonus, 12 months COBRA premiums; no equity acceleration |
| Severance (Change-in-Control Termination) | 12 months base salary (lump sum), 100% target bonus, prorated target bonus, 12 months COBRA premiums, 100% equity acceleration; estimated total $4,984,328 (as of 12/31/2024 assumptions) |
| Death/Disability | Prorated target bonus; full equity acceleration |
| Clawbacks | SOX 304 reimbursement for CEO/CFO in restatements due to misconduct; Dodd-Frank-compliant recoupment policy applies regardless of misconduct |
Investment Implications
- Pay-for-performance alignment is strong: cash bonuses tied 50/50 to revenue and Adjusted EBITDA paid out at 200% as metrics exceeded maximums; 2025 LTI adds 50% market-based vesting on three-year relative TSR, reinforcing shareholder return alignment .
- Near-term selling pressure risk: Guenser has three annual vest dates (Mar 1, 2025–2027) on two 2024 RSU grants; while pledging/hedging are prohibited and stock ownership guidelines may constrain discretionary sales, tax-withholding sales around vest dates are possible .
- Retention economics: Regular termination yields 12 months’ salary plus prorated bonus; change-in-control termination is “double trigger” with full equity acceleration and target bonus—attractive but not excessive multiples (~1x salary; 100% bonus) reduce windfall risk while protecting continuity .
- Skin-in-the-game: Direct ownership is modest (15,101 shares), but substantial unvested RSU exposure (~68,418 units; ~$3.58M at 12/31/2024) aligns incentives to sustained performance and vesting through 2027 .
- Execution track record: CFO commentary emphasizes capex discipline (build-to-suit, $1.4M per shop), increased guidance, and liquidity ($706M), supporting scale-up economics and margin visibility despite coffee cost and labor headwinds—favorable for multi-year growth narratives and estimate stability .