George Dowdie
CONAGRA BRANDSAbout George Dowdie
Independent director of Conagra Brands since March 1, 2022; age 69. Former Executive Vice President, Global Supply Chain at Starbucks and prior senior roles in food safety, R&D, and commercialization at Campbell Soup Company, Seagram Co. Ltd., and Frito-Lay. Serves on the Audit/Finance Committee; the Board affirms his independence under NYSE and company standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Starbucks Corporation | EVP, Global Supply Chain; SVP, Global Food Safety, Quality & Regulatory | 2020–2023 (EVP); 2013–2020 (SVP) | Led global supply chain; oversaw food safety and quality/regulatory programs across geographies |
| Campbell Soup Company | Various management roles | Not disclosed | Product development, commercialization, innovation; consumer packaged goods experience |
| Seagram Co. Ltd. | Various management roles | Not disclosed | Supply chain, quality strategy, and new product development |
| Frito-Lay | Various management roles | Not disclosed | Market-facing commercialization and new business development |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| None | — | — | No current other public company directorships |
Board Governance
- Committee memberships: Audit/Finance (member); Board’s committees are 100% independent; Audit/Finance met 9 times in FY2025 .
- Independence: Board determined Dowdie has no material relationships; satisfies NYSE and SEC independence (including heightened audit committee standards) .
- Attendance: Board and committees held 25 meetings in FY2025; all directors attended ≥75% of meetings; combined attendance averaged 98% .
- Election support: At the Sept 17, 2025 annual meeting, votes for Dowdie were 360,544,572; against 2,350,970; abstain 1,297,164; broker non-votes 54,529,577 .
| Board & Committee Participation (FY2025) | Meetings Held | Role |
|---|---|---|
| Board of Directors | 8 | Director; independent |
| Audit/Finance Committee | 9 | Member |
| HR Committee | 4 | Not a member |
| Nominating & Corporate Governance | 4 | Not a member |
| Executive Committee | 0 | Not a member |
| 2025 Annual Meeting Voting Results (Selected Items) | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| Election of George Dowdie | 360,544,572 | 2,350,970 | 1,297,164 | 54,529,577 |
| Ratification of KPMG (FY2026) | 396,411,569 | 21,145,769 | 1,164,945 | — |
- Related-party transactions: Audit/Finance Committee policy requires prior review and approval; no related-party transactions arose in fiscal 2025 .
Fixed Compensation
| Component | Amount/Terms | Notes |
|---|---|---|
| Annual cash retainer | $105,000 | Standard non-employee director retainer |
| Committee chair retainer | N/A for Dowdie | Audit chair $25,000; other committee chairs $20,000; Dowdie is not a chair |
| Meeting fees | None (unless >24 total meetings) | $1,500 per meeting above 24 annually if attendance required |
| Annual equity (RSUs) | $180,000 grant value; 5,857 RSUs on May 28, 2024; one-year vest | Dividend equivalents accrue in stock; prorated vesting if term <1 year; accelerated on death/disability |
| Dowdie FY2025 Director Compensation (USD) | Cash Fees | Stock Awards (Grant-date FV) | All Other Compensation | Total |
|---|---|---|---|---|
| FY2025 | $105,000 | $174,129 | $0 | $279,129 |
Historical board entry terms:
- Appointed effective March 1, 2022; Board affirmed independence; received prorated RSUs with grant-date value $41,250 (April 1, 2022 grant) and prorated cash retainer per standard program .
Performance Compensation
- Directors do not receive performance share units or options; annual equity is time-based RSUs with one-year vesting. No PSU metrics, option repricing, or performance hurdles apply to director pay .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None |
| Prior public company boards | None disclosed for Dowdie |
| Interlocks with competitors/suppliers/customers | None disclosed; Board reviewed any commercial relationships and affirmed independence |
Expertise & Qualifications
- Supply chain leadership; food safety/quality/regulatory oversight; commercialization and innovation in CPG; international operations experience .
- Contributes to Audit/Finance oversight on operational/financial risk, cybersecurity, and environmental compliance as part of committee’s remit .
Equity Ownership
| Metric (as of July 23, 2025) | Value |
|---|---|
| Shares of common stock owned | 6,204 |
| Right to acquire within 60 days | 0 |
| Percent of class | <1% (asterisk in table denotes less than 1%) |
| Deferred shares (director deferred comp plan) | 11,562 |
| Ownership guidelines | Required to hold at least $525,000 in stock (5x cash retainer) within 5 years of first election; directors must retain shares until guideline met |
| Hedging/pledging policy | Insider Trading Policy prohibits pledging, short sales, or hedging of company stock by directors |
| Guideline compliance status | All board members met guidelines or had <5 years of service and followed retention requirement (Dowdie within 5-year window) |
Governance Assessment
- Positive signals: Strong shareholder support for re-election; independent status; service on Audit/Finance with robust charter covering financial integrity, cybersecurity, and environmental compliance; no related-party transactions in FY2025; director pay is balanced (cash + time-based equity) with ownership alignment and anti-hedging/pledging policy .
- Alignment: Prior supply chain and food safety leadership is directly relevant to Conagra’s operational risk oversight, supporting board effectiveness on the Audit/Finance Committee .
- Watch items: None disclosed specific to Dowdie; note broader investor scrutiny of executive pay program addressed by board through design changes (relative TSR modifier; 3-year cumulative metrics), though annual meeting vote counts should be monitored over time .
Appointment and compensation details, independence determinations, and ownership figures are drawn from Conagra’s DEF 14A; election results from Form 8-K (Sept 22, 2025). All claims and figures are cited accordingly.