Bradlen Cashaw
CHURCH & DWIGHT CO INC /DE/About Bradlen S. Cashaw
Independent director at Church & Dwight (CHD) since 2021; age 61. Former COO of Agropur (Dec 2021–Oct 2024) and long-tenured CPG supply chain executive. Currently serves on CHD’s Audit and Governance, Nominating & Corporate Responsibility Committees; also a member of the ad hoc Finance Committee. Determined independent under NYSE standards; all incumbent directors attended at least 75% of 2024 meetings and the 2024 annual meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ingenium OpEx, LLC | Principal & CEO | Feb 2025–present | Operational excellence leadership |
| Agropur (top-15 global dairy) | Chief Operating Officer; Director (Agropur USA & Agropur Inc.) | Dec 2021–Oct 2024 | Oversaw end-to-end supply chain operations |
| Flowers Foods | Chief Supply Chain Officer | Sep 2020–Nov 2021 | Enterprise supply chain transformation |
| Dean Foods | EVP & Chief Supply Chain Officer | Mar 2016–Sep 2019 | Led national fluid dairy supply chain |
| Kraft Foods Group (Cheese & Dairy) | VP, Integrated Supply Chain | Oct 2013–Aug 2015 | Integrated supply chain leadership |
| Kellogg Company (Snacks) | SVP, Snacks Supply Chain | Apr 2012–Sep 2013 | Snacks supply chain strategy |
| Quaker Foods & Snacks | VP, Supply Chain; VP, Operations North America | Sep 2008–Feb 2012; Nov 2006–Sep 2008 | North America operations leadership |
| PepsiCo | Project engineer → plant manager/director (24+ years) | Various | Progressive manufacturing/operations roles |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Agropur USA / Agropur Inc. | Director | During Agropur COO tenure | Board membership concurrent with COO role |
Board Governance
- Committees: Audit; Governance, Nominating & Corporate Responsibility; Finance (ad hoc). Not a committee chair.
- Independence: Board affirmed Cashaw is independent under NYSE and CHD categorical standards.
- Attendance and engagement: Each incumbent director attended ≥75% of aggregate Board/committee meetings in 2024; all incumbent directors attended the 2024 annual meeting.
- Board/committee meeting cadence (2024): Board 9; Audit 5; Compensation & Human Capital 5; Governance, Nominating & Corporate Responsibility 4; Executive 0.
- Executive sessions and leadership: Independent director executive sessions presided by Lead Director; fully independent Audit, Compensation, and Governance committees. Anti-hedging/pledging policy applies to directors.
Fixed Compensation
| Component | Policy (2024) | Amount |
|---|---|---|
| Annual cash retainer – Non-employee director | Standard retainer | $120,000 |
| Committee chair fees | Audit chair | $145,000 |
| Committee chair fees | Compensation & Human Capital chair | $140,000 |
| Committee chair fees | Governance, Nominating & Corporate Responsibility chair | $140,000 |
| Lead Director retainer | Additional | $150,000 |
| Finance Committee chair (per meeting) | Ad hoc | $2,000 |
| Special assignment fee (per meeting) | Ad hoc cap $20,000 per member | $2,000 |
| Annual director equity | Target grant value | $160,000 |
| Bradlen S. Cashaw – 2024 Director Compensation (ASC 718 grant-date fair value) | Amount ($) |
|---|---|
| Fees earned or paid in cash | — |
| Stock awards (RSUs/stock retainer paid in shares) | $200,000 |
| Option awards | $80,000 |
| Total | $280,000 |
| Deferred compensation election (portion of 2024 fees) | $120,000 |
- Payment elections: Directors may elect 100% cash (if guidelines met), 50% cash/50% stock, or 100% stock (default). Retainer/special fees paid in stock are converted at NYSE closing price; amounts may be deferred to notional share accounts.
Performance Compensation
Directors do not receive performance-based pay; equity awards are time-based and designed to strengthen alignment.
| Instrument | Grant Mechanics | Vesting | Retirement/COC Provisions | 2024 Indicators |
|---|---|---|---|---|
| RSUs | 50% of annual equity grant; first open window after earnings release tied to annual meeting | 100% on 1st anniversary if still on Board | Death/disability: vest in full; Retirement (≥6 years service): 100% immediate vest | Cashaw RSUs held at 12/31/24: 750; expected to vest within 60 days of 3/5/25: 750 |
| Stock options | 50% of annual equity grant | 100% on 3rd anniversary or 3rd annual meeting (if still on Board) | Death/disability: continue vesting to 3rd anniversary; Retirement: continue vesting; remain outstanding for option term | Cashaw options held at 12/31/24: 19,780; exercisable within 60 days of 3/5/25: 8,140 |
Other Directorships & Interlocks
- External public-company directorships: None disclosed for Cashaw.
- Compensation committee interlocks: CHD disclosed no interlocks or insider participation for Compensation & Human Capital Committee in 2024.
- Related-party transactions: None disclosable in 2024.
Expertise & Qualifications
- 35+ years of progressive CPG supply chain leadership across Fortune 300 companies, covering manufacturing, distribution, finance, business analytics, and strategic planning; provides global perspective and deep supply chain oversight capability.
Equity Ownership
| Ownership Detail (as of Mar 5, 2025 unless noted) | Value |
|---|---|
| Beneficial shares owned | 9,913 |
| Percent of class | <1% |
| Notional shares in Deferred Compensation Plan | 3,723 |
| Options exercisable within 60 days | 8,140 |
| RSUs vesting within 60 days | 750 |
| Options held (total, 12/31/2024) | 19,780 |
| RSUs held (12/31/2024) | 750 |
| Shares pledged as collateral | None; CHD states no shares held by directors/officers are pledged, and hedging/pledging prohibited by policy. |
- Director stock ownership guidelines: Minimum holdings equal to 5x the standard annual retainer ($120,000), i.e., $600,000 within five years; until met, directors must retain 50% of net shares from option exercises or grants. All non-employee directors are on track to meet requirements within five years of April 27, 2022 amendment or their join date.
Governance Assessment
- Board effectiveness: Cashaw’s Audit and Governance committee roles plus Finance Committee participation bolster risk oversight (financial reporting, compliance, cybersecurity) and board composition/succession diligence; affirmed independence and robust attendance support investor confidence.
- Alignment and incentives: Mix of time-based RSUs/options and stock retainer (with $120,000 fee deferral) aligns director incentives with long-term shareholder value; anti-hedging/pledging policy and ownership guidelines strengthen alignment.
- Conflicts and related-party exposure: No related-party transactions disclosed for 2024; categorical independence affirmed; overboarding limits in guidelines (≤4 public boards for non-employee directors) with annual compliance review.
- Shareholder signals: 2024 say-on-pay approval at ~88.6% indicates broad investor support for CHD’s compensation governance; continued stockholder engagement and majority voting/resignation policy further accountability.
RED FLAGS: None observed specific to Cashaw—no pledging/hedging, no related-party transactions, and independence affirmed. Monitor future external roles for potential interlocks; verify continued compliance with ownership guidelines over the five-year window.