Anil Arora

About Anil Arora

Independent director at Conagra Brands (CAG) since July 17, 2018; age 64. Current CAG board committee assignments: Human Resources (HR) Committee and Nominating & Corporate Governance (NCG) Committee. Background spans fintech and consumer products: former CEO of Yodlee and Envestnet | Yodlee; senior partner at The TIFIN Group (2020–2024); prior leadership roles at Gateway, The Pillsbury Company, and Kraft Foods. Current public directorship: ON24, Inc. (Lead Independent Director since 2023). The CAG board has determined Mr. Arora is independent.

Past Roles

Organization	Role	Tenure	Committees/Impact
Envestnet	Vice Chairman (prior)	Not disclosed	Fintech leadership; integration of Yodlee post-acquisition
Envestnet	Envestnet	Yodlee – Chief Executive Officer	2015–2019
Yodlee, Inc.	Chief Executive Officer	2000–2015	Led from start-up through IPO and sale to Envestnet
Gateway, Inc.	Strategy/marketing leadership	Not disclosed	Consumer technology operating experience
The Pillsbury Company	Leadership roles	Not disclosed	Consumer products experience
Kraft Foods Group	Leadership roles	Not disclosed	Consumer products experience

External Roles

Organization	Role	Tenure	Notes
ON24, Inc.	Director; Lead Independent Director	2022–present; Lead ID since 2023	Only current public board (per CAG “# other boards: 1”)

Board Governance

Independence: The board affirmed 9 of 10 nominees (all except the CEO) are independent, including Mr. Arora.
Committee assignments (FY2025): Human Resources Committee (member) and Nominating & Corporate Governance Committee (member).
Board/committee activity (FY2025): Board met 8 times; combined board+committee attendance averaged 98%; each director attended at least 75% of applicable meetings. Audit/Finance (9 meetings), HR (4), NCG (4), Executive (0).
Annual meeting participation: Directors are expected to attend; all directors at the time attended the 2024 annual meeting.
Other public boards: 1 (ON24).

Committee Meetings (FY2025)

Body	Meetings
Board of Directors	8
Audit/Finance Committee	9
Human Resources Committee	4
Nominating & Corporate Governance Committee	4
Executive Committee	0

Fixed Compensation (Director)

Program structure (FY2025): Annual cash retainer $105,000; Committee chair retainers: Audit $25,000, other committees $20,000; no meeting fees unless >24 meetings (then $1,500 per extra meeting); Annual RSU grant $180,000 (one-year vest).
FY2025 director grant mechanics: 5,857 RSUs granted May 28, 2024 (valued at $180,000) to each non-employee director; vested May 28, 2025; dividend equivalents accrue in shares.

Arora – Non-Employee Director Compensation (Reported)

Metric	FY2024	FY2025
Fees earned or paid in cash ($)	105,000	105,000
Stock awards ($)	167,027	174,129
All other compensation ($)	10,000 (charitable match)	10,000 (charitable match)
Total ($)	282,027	289,129

Performance Compensation (Director Equity)

Grant	RSUs (#)	Grant Date	Vesting	Notes
FY2024 director RSUs	4,871	May 30, 2023	May 30, 2024	Dividend equivalents in shares upon vesting
FY2025 director RSUs	5,857	May 28, 2024	May 28, 2025	Dividend equivalents in shares upon vesting
FY2025 year-end RSUs held	6,081	As of May 25, 2025	Vested May 28, 2025	Each non-employee director other than chair held 6,081 RSUs at FY-end

Director stock ownership guidelines: Minimum $525,000 (5x cash retainer) to be met within five years; during FY2025, all board members met the guideline or were under 5 years and adhered to retention requirements.

Other Directorships & Interlocks

Current Public Boards

Company	Role	Committee Roles	Potential Interlocks/Exposure
ON24, Inc.	Director; Lead Independent Director (since 2023)	Not disclosed	CAG board independence review found any commercial relationships of nominees to be ordinary course and did not affect independence.

Prior Public Company Boards

Company	Role	Tenure
Ping Identity Holding Corp.	Director	2022
Envestnet, Inc.	Director	2015–2021
Yodlee, Inc.	Director	2011–2015
Visual Sciences, Inc.	Director	2005–2008

Related-party transactions: None reported in FY2025.
Section 16(a): All director and officer filings were timely in FY2025.

Expertise & Qualifications

Public company leadership and fintech operator: Led Yodlee through IPO and acquisition; CEO of Envestnet | Yodlee; vice chairman at Envestnet.
Technology, data, and M&A expertise applied to CAG’s strategy and oversight.
Consumer products operating background (Gateway, Pillsbury, Kraft).

Equity Ownership

Holder	Shares Beneficially Owned	Right to Acquire (60 days)	Percent of Class	Deferred Shares	Notes
Anil Arora	37,135	—	* (<1%)	6,174	Includes 33,606 shares held indirectly via trust

Anti-hedging/pledging: Company policy prohibits directors from pledging, short sales, or hedging of Company stock.

Governance Assessment

Positive alignment signals: Independent director; serves on HR Committee (which led responsive changes to executive compensation, incl. adding a 3-year cumulative LTI design and TSR modifier) and NCG Committee (oversees director succession and governance).
Engagement and oversight: Board/committee attendance robust (98% average); independent directors meet in executive session each regular meeting, reinforcing oversight quality.
Ownership and incentives: Director pay mix combines cash ($105k) and one-year RSUs ($180k target) with dividend equivalents; stock ownership guideline ($525k) supports alignment; Arora beneficially owns 37,135 shares plus 6,174 deferred shares.
Conflict controls: No related-party transactions in FY2025; independence determinations reviewed potential commercial relationships and maintained independence; Section 16 compliance was timely; hedging/pledging prohibited.

No red flags identified in FY2025 filings regarding related-party transactions, attendance shortfalls, or Section 16 compliance for Mr. Arora; company-level policies further mitigate alignment risks (anti-hedging/pledging, clawback policy).