Sean M. Connolly

President and CEO at CONAGRA BRANDS

Board

Since April 6, 2015

Age

58 years

Tenure

Joined Conagra Brands on April 6, 2015, as President and CEO and has remained in that role, leading transformational growth and strategic initiatives ever since.

Also at CONAGRA BRANDS

AOE

Alexandre O. Eboli

EVP and Chief Supply Chain Officer

CLB

Carey L. Bartell

EVP, General Counsel, and Corporate Secretary

Charisse Brock

EVP and Chief Human Resources Officer

About

At 58 years old as of July 2024, he is recognized as a seasoned leader with extensive experience in the consumer packaged goods and food industries. His career highlights include notable leadership roles that have shaped the operations and strategic direction of major food and consumer brands.

Before joining the current organization, he held executive positions at several prominent companies such as The Hillshire Brands Company, where he served as President, CEO, and Director; Sara Lee Corporation, acting as Executive Vice President and CEO of North American Retail and Foodservice; and significant roles at Campbell Soup Company encompassing various leadership positions. Early in his career, foundational experiences at The Procter & Gamble Company further developed his expertise in marketing and brand management.

Since assuming the role on April 6, 2015, his leadership at the company has been marked by transformational growth, strategic initiatives, and an unwavering focus on building leading consumer brands. His approach combines deep industry knowledge with a results-driven mindset, contributing to the company’s continued marketplace and financial success.

$CAG Performance Under Sean M. Connolly

Past Roles

Organization	Role	Date Range	Details
The Hillshire Brands Company	President and Chief Executive Officer	June 2012 to August 2014	Also served as director
Sara Lee Corporation	Executive Vice President and Chief Executive Officer, Sara Lee North American Retail and Foodservice	January 2012 to June 2012	Role undertaken in anticipation of the spin-off of Hillshire Brands
Campbell Soup Company	President, Campbell North America	October 2010 to December 2011	N/A
Campbell Soup Company	President, Campbell USA	2008 to 2010	N/A
Campbell Soup Company	President, North American Foodservice	2007 to 2008	N/A
The Procter & Gamble Company	Various marketing and brand management roles	N/A	Focused on consumer packaged goods

External Roles

Organization	Role	Date Range	Details
S.C. Johnson & Son, Inc.	Board Member	N/A	Privately held consumer products company

Fixed Compensation

Data from FY 2024

Component Name	Amount ($)	Payment Schedule	Additional Details
Base Salary	1,366,346	Annual	Fixed annual salary
Qualified 401(k) Plan Contribution	27,629	Annual	Company contribution to the qualified 401(k) plan
VDCP Contribution	306,418	Annual	Company contribution to the Voluntary Deferred Compensation Plan (VDCP)
Personal Use of Aircraft	184,031	Annual	Incremental cost for personal use of company aircraft; costs below $150,000 threshold
Security Expenses	37,800	Annual	Cost for company car and driver for security purposes

Performance Compensation

Data from FY 2024

Annual Incentive Plan (AIP)

Metric (Weight)	Threshold	Target	Maximum (Cap)	Additional Details
Adjusted Operating Profit (50%)	$1,625 million	$2,031 million	$2,336 million	Payout increases from 25% to 200%; Above Target at $2,092 million (105% payout)
Adjusted Net Sales (25%)	$11,168 million	$12,409 million	$13,650 million	Payout increases from 25% to 150%; Above Target at $13,030 million (105% payout)
Adjusted Free Cash Flow (25%)	$942 million	$1,178 million	$1,413 million	Payout increases from 25% to 250%; Above Target at $1,236 million (105% payout)

Evaluation Period: Fiscal 2024 for the AIP
Payout Details: Target Opportunity was $2,459,423; Actual Payout reached $3,246,069, which is 132.0% of target after a negative adjustment of (7.8%).
Vesting: No vesting schedule as the AIP is a cash-based incentive.

Performance Shares

Metric	Threshold/Target/Maximum	Weight/Detail	Additional Details
Adjusted EPS (70% weight)	Threshold: $2.37, Target: $2.52, Maximum: $2.65	70% weight	Year-over-year growth rate approach
Adjusted Net Sales (30% weight)	Threshold: $11,702 million, Target: $12,449 million, Maximum: $13,196 million	30% weight	Year-over-year growth rate approach

Payout Range: 0% to 200% of targeted Performance Shares.
Evaluation Period: Fiscal 2024 to 2026.
Grant Date: July 19, 2023.
Vesting: Performance Shares vest after a 3-year performance period.

Stock Awards (CEO Performance and Retention Award)

Award Type	Grant Date Fair Value ($)	Weight	Vesting Schedule	Performance Criteria/Additional Details
Performance Shares	8,000,000	80%	Vests based on 3-year performance (2024-2026)	Based on 3-year EPS and Net Sales goals; subject to full negative discretion
Restricted Stock Units	2,000,000	20%	Cliff vesting on July 19, 2026	Service-based vesting; accrues dividend equivalents paid in additional shares

Grant Date Stock Price: Determined by the average closing price over the 10 trading days prior to the grant date.
Evaluation Period: Fiscal 2024 to 2026 for stock awards.

This breakdown provides a comprehensive view of the performance compensation components, including the AIP, Performance Shares, and Stock Awards for fiscal 2024, with exact dollar amounts, weights, thresholds, targets, and vesting schedules as detailed in the documents.