Scott D. Hull
CAL-MAINE FOODSAbout Scott D. Hull
Scott D. Hull is Vice President – Sales at Cal-Maine Foods. He became an executive officer on April 4, 2024, has served as VP–Sales since October 1, 2021, and previously progressed through National Sales Manager (from September 2016) after serving as general manager in Louisburg, NC; he has been with the company since 2009 . Age: 38 . Contextual company performance during his sales leadership tenure: fiscal 2025 net sales were $4.3B vs $2.3B in fiscal 2024; net income was $1.2B vs $277.9M; dozens sold increased 11.8% year over year . Cal-Maine also introduced performance-based PSUs measured on cumulative adjusted EBITDA and relative TSR for named executive officers beginning June 1, 2025 .
Company performance context
| Metric | FY 2024 | FY 2025 |
|---|---|---|
| Net Sales ($USD Billions) | $2.3 | $4.3 |
| Net Income ($USD Millions) | $277.9 | $1,218.2 |
| Dozens Sold YoY (%) | — | +11.8% |
| Metric | FY 2021 | FY 2022 | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|---|---|
| Company TSR – $100 Cumulative Value | 78.41 | 108.43 | 117.77 | 158.30 | 264.77 |
| Peer Group TSR – $100 Cumulative Value | 124.39 | 133.27 | 140.40 | 128.16 | 118.82 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Cal-Maine Foods, Inc. | General Manager, Louisburg, NC | Prior to 2014 (exact start not disclosed) | Not disclosed |
| Cal-Maine Foods, Inc. | National Sales Manager | Sep 2016–Oct 2021 | Not disclosed |
| Cal-Maine Foods, Inc. | Vice President – Sales | Oct 2021–present | Not disclosed |
| Cal-Maine Foods, Inc. | Executive Officer (VP–Sales) | Apr 4, 2024–present | Not disclosed |
| Cal-Maine Foods, Inc. | Tenure at CALM | Since 2009 | Not disclosed |
External Roles
None disclosed for Hull in company filings .
Fixed Compensation
| Component | FY 2024 | FY 2025 | Notes |
|---|---|---|---|
| Base Salary | Not disclosed for Hull | Not disclosed for Hull | Named executive officer (NEO) salaries are disclosed, but Hull is not a NEO in FY2025 . |
| Target Bonus % | Not disclosed for Hull | Not disclosed for Hull | NEO targets were 25% for Board Chair and 50% for other NEOs; Hull-specific targets not disclosed . |
| Actual Bonus Paid | Not disclosed for Hull | Not disclosed for Hull | NEOs received 200% of target given record FY2025 results; Hull-specific bonus not disclosed . |
Performance Compensation
- Company program components:
- Time-vested RSAs granted January 14, 2025 to a broad base of employees including NEOs; RSAs vest fully on the third anniversary (January 14, 2028), with acceleration upon death, disability, or change in control; retirement vesting discretionary by the Compensation Committee .
- Performance-based PSUs implemented effective June 1, 2025 for named executive officers; metrics and weights: cumulative adjusted EBITDA (50%) and relative TSR vs peer group (50%); payout range 0–150% at end of three-year performance period, subject to service and performance conditions .
- Hull-specific awards were not disclosed (he is an executive officer but not listed among named executive officers in FY2025; the proxy specifies PSU grants only for named executive officers) .
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Cumulative Adjusted EBITDA (Company PSU program for NEOs) | 50% | Not disclosed | Not applicable (in-flight) | 0–150% of target | 3-year performance period; service required; accelerations per plan not stated for PSUs |
| Relative TSR vs Peer Group (Company PSU program for NEOs) | 50% | Not disclosed | Not applicable (in-flight) | 0–150% of target | 3-year performance period; service required |
Equity Ownership & Alignment
| Item | Hull | Program/Policy |
|---|---|---|
| Beneficial Ownership (shares) | Not disclosed | Proxy table lists directors and NEOs; Hull is not included . |
| Ownership % of Shares Outstanding | Not disclosed | 48,497,477 shares outstanding as of Aug 8, 2025 . |
| Vested vs Unvested Shares | Not disclosed | RSAs vest on 3-year schedule for recipients; acceleration on death/disability/change-in-control; retirement vesting discretionary . |
| Options (exercisable/unexercisable) | None disclosed | Program emphasizes RSAs and new PSUs; no options reported in FY2025 tables . |
| Pledging | Restricted | Pledging of company securities generally prohibited, with limited exceptions requiring prior approval and demonstrated repayment capacity; margin accounts prohibited except grandfathered positions as of July 23, 2024 . |
| Hedging | Prohibited | Company insider trading policy prohibits hedging or monetization transactions for Insiders (includes executive officers) . |
| Ownership Guidelines | Applicable | CEO 5x base salary; CFO 3x; other executive officers 2x base salary; compliance timing: 5 years from appointment; Hull-specific compliance not disclosed . |
| Clawback | Applicable | Nasdaq-compliant recoupment policy requiring recovery of covered incentive-based compensation in event of required financial restatement . |
Employment Terms
| Term | Detail |
|---|---|
| Executive Officer Effective Date | April 4, 2024 |
| Role Tenure | VP–Sales since October 1, 2021; National Sales Manager from September 2016; prior GM in Louisburg, NC; with CALM since 2009 |
| Employment Agreement | None disclosed for Hull |
| Severance / Change-in-Control (CIC) | Not disclosed for Hull; the company entered Severance & CIC Agreements effective April 8, 2025 with CEO, CFO, COO, and General Counsel only, specifying pre-CIC severance of 2x salary+bonus for CEO and 1.5x for others, and CIC-related severance of 3x for CEO and 2x for others, plus “Termination Bonus” and benefit continuation; no single-trigger cash payments; no excise tax gross-up; release required . |
| Indemnification Agreement | CALM entered indemnification agreements with each director and certain officers, including executive officers, providing indemnification to fullest extent permitted by law, advancement of expenses, continued coverage under D&O insurance, independent counsel determination post-CIC; duration extends 10 years after service or one year after final disposition of related proceedings . |
| Non-Compete / Non-Solicit / Garden Leave | Not disclosed. |
| Insider Trading Policy | Applies to Insiders, including executive officers; includes anti-hedging, pledging limits, and confirms company will not transact in violation of applicable securities laws; policy filed as Exhibit 19.1 to FY2025 10-K . |
| Section 16(a) Compliance | FY2025 delinquent filing disclosure noted one late Form 4 for COO Walters; no delinquency noted for Hull . |
Investment Implications
- Alignment: Executive ownership guidelines require Hull, as an executive officer, to hold stock worth 2x base salary within 5 years, with strict anti-hedging and limited pledging—supportive of long-term alignment and reducing hedging/pledging risk .
- Incentive Design: Company-wide shift to performance PSUs tied to cumulative adjusted EBITDA and relative TSR strengthens pay-for-performance for NEOs; Hull’s specific participation was not disclosed, but sales leadership sits in front of key operational metrics (dozens produced/sold, production cost per dozen) disclosed as core pay-versus-performance drivers .
- Retention Risk: Hull does not have a disclosed severance/CIC agreement, unlike the CEO/CFO/COO/GC, which may imply lower contractual retention protection; however, the indemnification agreement coverage and multi-year RSA program used across a broad employee base can provide retention glue via vesting and legal protections .
- Trading Signals: No reported Section 16 delinquency for Hull; absence of disclosed pledging and a strict insider policy reduces forced-selling risk. Lack of Form 4 detail in filings prevents conclusions on recent insider selling pressure specific to Hull .
- Execution Context: Under Hull’s tenure in the sales organization, CALM delivered record FY2025 results (net sales $4.3B, net income $1.2B, +11.8% dozens sold), and company TSR outperformed the peer index in FY2024–FY2025—supportive backdrop for sales-led value creation, though attribution to an individual is not disclosed .
Key gaps: Hull’s base salary, bonus targets/actuals, individual equity grants/vesting amounts, and beneficial ownership were not disclosed in the proxy; monitoring future proxies and Section 16 filings is necessary to quantify pay-for-performance and selling pressure at the individual level .