Keira L. Lombardo
About Keira L. Lombardo
Cal-Maine Foods appointed Keira L. Lombardo as Chief Strategy Officer (executive officer) effective August 11, 2025; she is 44 years old and joins with two decades of food and agriculture leadership experience spanning Dairy MAX and Smithfield Foods . The CSO remit includes enterprise strategy, stakeholder engagement, corporate affairs, PR, and digital integration, aligning internal strategy with external priorities to drive long-term value . Company performance context around her arrival: FY2025 net sales rose to $4.3B vs. $2.3B in FY2024, net income to $1.2B vs. $277.9M in FY2024, with dozens sold up 11.8% YoY; cumulative TSR (value of $100 since 6/1/2020) improved from 158.30 (FY2024) to 264.77 (FY2025) .
Company performance snapshot:
| Metric | FY 2024 | FY 2025 |
|---|---|---|
| Net Sales ($USD Billions) | $2.3 | $4.3 |
| Net Income ($USD Millions) | $277.9 | $1,218.2 |
| Dozens Sold YoY Growth (%) | — | 11.8% |
| TSR – Value of $100 invested (6/1/2020 base) | 158.30 | 264.77 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Dairy MAX | Chief Executive Officer | 2024–2025 | Implemented ROI-focused operating model; aligned structure, talent, and strategy; elevated category positioning across wellness/sustainability |
| Smithfield Foods | Chief Administrative Officer | 2020–2022 | Helped reposition from commodity protein to branded, purpose-driven CPG; led corporate affairs, people/culture, stakeholder strategy |
| Smithfield Foods | EVP, Corporate Affairs & Compliance | 2019 | Corporate affairs and compliance leadership |
| Smithfield Foods | Corporate/IR roles | 2002–2019 | Progressive corporate and investor relations leadership |
External Roles
- No public company directorships disclosed for Lombardo in company filings as of her appointment .
Fixed Compensation
- Initial pay terms for Lombardo were not disclosed in the August 11, 2025 8-K or the 2025 proxy; she was not a named executive officer for FY2025 .
- Company program context (for NEOs in FY2025): base salaries are set below peer medians with increases granted Jan 1, 2025; annual bonus targets for NEOs generally 50% of (base + prior-year bonus), with profitability per dozen as a key metric; FY2025 bonus payout was 200% of target given record performance .
- Equity for NEOs includes time-vested restricted share awards (RSAs) that vest 100% on the third anniversary; grants are typically authorized mid-December, effective mid-January .
Performance Compensation
Annual bonus (program design in FY2025 for NEOs):
| Element | Detail |
|---|---|
| Target bonus | 50% of base salary + prior-year bonus for NEOs (25% for Board Chair) |
| Primary metric | Profitability threshold: ≥$0.05 pre-tax profit per dozen produced yields full profitability portion (50% of total) |
| Discretion | Committee may adjust based on workload/performance |
| FY2025 outcome | 200% of target bonus for NEOs given record earnings and operational performance |
Long-term incentives:
| Instrument | Metric | Weight | Performance Period | Payout Range | Vesting |
|---|---|---|---|---|---|
| PSUs (introduced for execs beginning FY2026) | Cumulative adjusted EBITDA | 50% | 3 years (from June 1, 2025) | 0%–150% of target | After 3 years, subject to service and performance |
| PSUs (introduced for execs beginning FY2026) | Relative TSR vs peer group | 50% | 3 years (from June 1, 2025) | 0%–150% of target | After 3 years, subject to service and performance |
| RSAs (NEOs) | Time-based | — | 3 years | — | 100% on 3rd anniversary; accelerates on death, disability, change in control; retirement discretionary |
Notes:
- The new performance-based LTIP design and double-trigger severance approach were adopted in 2025 to strengthen pay-for-performance and retention alignment; clawback policy applies to incentive compensation in the event of restatement .
Equity Ownership & Alignment
- Executive stock ownership guidelines: CEO 5x salary; CFO 3x; other executive officers 2x; expected compliance within five years of appointment .
- Clawback: Nasdaq-compliant recoupment policy for incentive-based compensation if financials are restated .
- Hedging prohibited; pledging restricted (pre-7/23/2024 legacy exceptions; otherwise allowed only with demonstrated repayment capacity and prior approval); margin accounts prohibited except legacy holdings .
- Insider trading policy with additional restrictions for directors and executive officers; policy filed as Exhibit 19.1 to FY2025 10-K .
Employment Terms
| Term | Detail |
|---|---|
| Start date | August 11, 2025 |
| Role | Chief Strategy Officer (executive officer) |
| Employment agreement | No employment agreement for Lombardo is disclosed in the 8-K or 2025 proxy . |
| Severance / CIC | In April 2025, the Company entered severance/CIC agreements with the CEO, CFO, COO, and General Counsel; no such agreement for Lombardo is disclosed as of the 2025 proxy . |
| Indemnification | Company maintains indemnification agreements for directors and executive officers, including expense advancement; post–change in control determinations by independent counsel; duration extends up to 10 years after service . |
Compensation Peer Group (program context)
- Mercer advised on executive/director compensation with a 16-company peer set (e.g., Lamb Weston, Post, Flowers, Darling, Vital Farms, TreeHouse, Simply Good Foods, Hain, Lancaster Colony, Seneca, Utz, B&G, J&J Snack, Primo Water, Fresh Del Monte); peer data informed LTIP changes and severance design in 2025 .
Investment Implications
- Pay-for-performance signals: Introduction of PSUs tied equally to cumulative adjusted EBITDA and relative TSR over 3 years, plus a robust clawback, enhances alignment and can moderate windfall risk in a volatile commodity cycle .
- Ownership alignment and risk controls: 2x salary ownership guideline for “other executive officers,” anti-hedging, and constrained pledging policies reduce agency and overhang risks; new execs have five years to comply (watch future disclosures for Lombardo’s progress) .
- Retention risk watchlist: As of the 2025 proxy, severance/CIC protections were disclosed for four incumbents but not for Lombardo; absence of disclosed severance terms could modestly elevate early-tenure retention risk until initial equity grants and/or agreements are reported .
- Vesting and selling pressure: Company practice uses mid-December authorizations with mid-January RSA grants and 3-year cliffs; monitor forthcoming 2026 proxy/8-Ks for Lombardo’s first disclosed awards and potential 3-year vesting cadence that can create event-time selling pressure windows .
- Strategic execution edge: Her Smithfield and Dairy MAX track record in stakeholder, brand, and operating model transformation supports CALM’s shift into value-added egg products and prepared foods—areas management highlighted (MeadowCreek, Crepini, egg products) as growth vectors in FY2025 .