Colleen Jay
BEYOND MEATAbout Colleen Jay
Independent director at Beyond Meat since 2022; Class III director with term expiring in 2028. Age 63 as of October 16, 2025. Former Global Division President at Procter & Gamble (retired 2017) with deep global consumer, brand and operations experience; BBA from Wilfrid Laurier University . Independent under Nasdaq and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Procter & Gamble Company | Global Division President | 2015–2017 | Led complex transition and divestitures; ran multi‑billion-dollar businesses in U.S., Canada, China and global units . |
| The Procter & Gamble Company | President, Global Retail Hair Care & Color | 2012–2015 | Global category leadership . |
| The Procter & Gamble Company | President, Global Female Beauty | 2010–2012 | Global category leadership . |
External Roles
| Company | Listing | Role | Committees/Positions |
|---|---|---|---|
| The Cooper Companies, Inc. | NASDAQ: COO | Director (since Apr 2016) | Chair, Organization & Compensation Committee; Member, Corporate Governance & Nominating Committee . |
| Treasury Wine Estates Limited | ASX: TWE | Director (since Apr 2018) | Member, Human Resources Committee; Member, Wine Operations & Sustainability Committee; previously on Audit & Risk Committee . |
Board Governance
| Attribute | Detail |
|---|---|
| Independence | Independent director . |
| Years of service | Director since 2022; current Class III term to 2028 . |
| Committee roles (2024–2025) | Chair, Human Capital Management & Compensation Committee (effective May 23, 2024); Member, Risk Committee; served as Risk Committee Chair through May 23, 2024 . |
| Meeting cadence (2024) | Board met 6 times in 2024; HCM & Compensation met 5 times; Risk Committee met 4 times . |
| Attendance | In 2024, each director attended at least 75% of aggregate Board and committee meetings on which they served (except Ms. Bakhshi); implies Jay met ≥75% threshold . |
| Stockholder alignment practices | Outside director stock ownership guideline: 5x annual cash retainer within 5 years of Oct 22, 2024 or appointment; as of 12/31/2024, each non‑employee director was compliant or on track . |
| Anti‑hedging/pledging | Company policy prohibits directors from hedging or pledging company stock . |
| Say‑on‑Pay outcomes | Support of 85% in 2024 and 87% in 2025, signaling shareholder support of compensation oversight under committee leadership (Jay chaired beginning 5/23/2024) . |
Fixed Compensation
| Program Element | Amount ($) | Notes |
|---|---|---|
| Board annual cash retainer | 40,000 | Paid quarterly in arrears; prorated for service changes . |
| Audit Committee retainer (member/chair) | 7,500 / 17,500 | |
| HCM & Compensation Committee retainer (member/chair) | 5,000 / 10,000 | Jay served as Chair effective 5/23/2024 . |
| Nominating & Corporate Governance Committee (member/chair) | 3,000 / 8,000 | |
| Risk Committee (member/chair) | 3,000 / 8,000 | Jay was member in 2024 and former chair through 5/23/2024 . |
| Lead Independent Director retainer | 48,000 (in lieu of member retainer) | |
| Chair of Board retainer | 67,500 (in lieu of member retainer) | |
| Transaction Committee (member/chair) | 37,500 / 50,000 (effective 1/1/2025) | Committee later disbanded; retainers prorated . |
| Jay’s 2024 Director Pay | Cash Fees ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Amounts Earned | 53,989 | 107,244 | 161,233 |
Notes:
- Equity compensation for non‑employee directors (initial and annual awards) was suspended in May and September 2025 until further determination by the Board .
Performance Compensation
- Beyond Meat does not disclose performance‑conditioned equity for directors; stock awards are RSUs valued at grant-date fair value under ASC 718 . No director performance metrics (e.g., TSR, EBITDA) are tied to director compensation were disclosed.
Other Directorships & Interlocks
- Current public company boards: The Cooper Companies (COO) and Treasury Wine Estates (TWE) .
- Compensation Committee interlocks: During 2024, HCM & Compensation Committee members (including Jay) were not officers/employees of the Company, had no relationships requiring Item 404 disclosure, and there were no executive officer cross‑board interlocks disclosed .
- No related‑party transactions involving Jay required disclosure under Item 404 (captured by committee statement) .
Expertise & Qualifications
- Consumer packaged goods leadership; global P&L and category ownership at P&G .
- Human capital and compensation governance (chairs compensation committees at two public companies) .
- Risk oversight, including cyber review as Risk Committee member and prior chair .
- Education: BBA, Wilfrid Laurier University .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (as of 10/15/2025) | 33,205 shares; <1% of outstanding . |
| Outstanding unvested RSUs (12/31/2024) | 7,229 RSUs . |
| Stock options | None outstanding as of 12/31/2024 (only Goldman and Waller had options) . |
| Ownership guideline | 5x annual cash retainer within 5 years of Oct 22, 2024 or appointment; all non‑employee directors in compliance or on track as of 12/31/2024 . |
| Hedging/pledging | Prohibited by policy . |
Insider Filings (Section 16)
| Filing | Date Filed | Summary/Link |
|---|---|---|
| Form 3 | May 25, 2022 | Initial statement of beneficial ownership as BYND director . |
| Form 4 | May 25, 2022 | Director equity award reported (RSUs) . |
| Form 4 | May 26, 2023 | Director equity award reported . |
Note: Third‑party trackers show award entries on 5/24/2022 consistent with RSU grants; see Fintel for a consolidated log with SEC links .
Director Compensation Structure Analysis
- 2024 mix: approx. 33% cash ($53,989) and 67% equity ($107,244), aligning a majority of pay with stock value .
- 2025 change: suspension of director equity awards reduces ongoing equity alignment until reinstated; could modestly weaken pay‑for‑performance signal at the board level .
- Ownership guidelines (5x cash retainer) and anti‑hedging/pledging policies counterbalance alignment concerns .
Governance Assessment
-
Strengths
- Independent director with strong consumer and international operating background; chairs the HCM & Compensation Committee and serves on Risk, indicating high governance engagement .
- Meets ≥75% attendance expectation in 2024; serves on committees with regular meetings (HCM: 5; Risk: 4) .
- No compensation committee interlocks; no Item 404 related‑party disclosures for committee members in 2024 .
- Robust alignment policies: 5x retainer ownership guideline; anti‑hedging and anti‑pledging .
- Positive Say‑on‑Pay outcomes (85% in 2024; 87% in 2025), supporting compensation oversight under committee leadership in 2024–2025 .
-
Watch items
- Board suspended director equity awards in 2025; if prolonged, equity alignment for directors could diminish relative to cash retainers .
- Beneficial ownership <1%; adherence to ownership guideline mitigates concern, but continued tracking advisable until full compliance window ends .
-
RED FLAGS
- None identified related to conflicts, related‑party transactions, hedging/pledging, or low attendance based on disclosed 2024 data .