Carrie L. Anderson
CAMPBELL'SAbout Carrie L. Anderson
Carrie L. Anderson served as Executive Vice President and Chief Financial Officer of The Campbell’s Company (CPB) from February 6, 2023, through October 20, 2025, when the company announced she would leave the role; she is entitled to severance under the Executive Severance Plan and the 2022 Long‑Term Incentive Plan . She was age 54 at appointment, previously CFO of Integra LifeSciences, with senior finance roles at Dover and Delphi, and currently serves on the board of Embecta Corp. . During her tenure, company net sales rose from $9,357 million in fiscal 2023 to $10,253 million in fiscal 2025, while net income moved from $858 million (FY23) to $602 million (FY25); CPB’s TSR “value of $100” was $77 in 2025 versus $107 in 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Integra LifeSciences | EVP & CFO | 2019 – 2022 | Public company CFO experience in med‑tech finance . |
| Dover Corporation | VP & Controller; VP & CFO, Engineered Systems; VP & CFO, Printing & Identification | 2014 – 2019 | Segment and corporate finance leadership in diversified industrials . |
| Delphi (Delphi Product & Service Solutions and other roles) | VP & CFO (division); various finance, treasury, IR roles | Prior to 2014 | Broad finance, treasury, and investor relations experience in automotive supply chain . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Embecta Corp. | Director | Current (as of appointment) | Public company board service . |
Fixed Compensation
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Base Salary ($) | 361,823 | 778,125 | 803,677 |
| AIP Target % of Salary | 90% (pro‑rated at hire) | — (not disclosed) | 100% |
| AIP Target ($) | — (pro‑rated, not disclosed) | — (not disclosed) | 807,300 |
| LTI Target % of Salary | — | 250% (for FY24) | 250% |
| LTI Target ($) | — | — | 1,959,375 |
Performance Compensation
Annual Incentive Plan (AIP) – Design and FY2025 Outcome
- Metrics/weights: Net Sales (40%), Adjusted EBIT (40%), Free Cash Flow (20%). FY2025 scores and weighting produced a 74% total company score; no discretionary adjustment was made .
- Ms. Anderson’s FY2025 AIP payout: $807,300 × 74% × 100% individual factor = $597,402 .
| Metric (FY2025) | Weight | Performance Assessment | Score | Weighted Contribution |
|---|---|---|---|---|
| Net Sales ($mm) | 40% | Threshold | 81% | 32% |
| Adjusted EBIT ($mm) | 40% | Threshold | 75% | 30% |
| Free Cash Flow ($mm) | 20% | Threshold | 58% | 12% |
| Total Company Score | — | — | — | 74% |
| Individual Factor | — | — | 100% | — |
| AIP Award ($) | — | — | — | 597,402 |
| AIP Component | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Non‑Equity Incentive Plan Compensation ($) | 390,575 | 550,193 | 597,402 |
Long‑Term Incentive (LTI) – Design, Grants, and Vesting
- Structure: 30% TSR PRSUs (3‑yr relative TSR), 30% EPS PRSUs (3‑yr adjusted EPS CAGR), 40% time‑lapse RSUs (3‑year ratable vest) .
- FY2025 grants (10/1/2024): Awarded at 115% of target; TSR PRSUs 13,351; EPS PRSUs 13,351; RSUs 17,802; grant‑date fair values $612,130, $645,654, and $860,905, respectively .
- Performance calibration: FY2023–2025 EPS PRSUs certified at 48% of target based on adjusted EPS CAGR; FY2024–2026 and FY2025–2027 EPS PRSUs shown at threshold (50%) as of FY2025 end (final outcomes depend on full periods) .
- Options: CPB ceased issuing options to executive officers in fiscal 2020; Ms. Anderson had no option exercises in FY2025 (0 shares, $0) .
| Grant Component (10/1/2024) | Shares/Units | Grant‑Date FV ($) |
|---|---|---|
| TSR PRSUs (30%) | 13,351 | 612,130 |
| EPS PRSUs (30%) | 13,351 | 645,654 |
| Time‑lapse RSUs (40%) | 17,802 | 860,905 |
| Total LTI Grant Value | — | 2,118,689 (sum reflected in SCT) |
Vesting schedules (time‑lapse RSUs):
- 10/1/2024 grant: 1/3 each on 9/30/2025, 9/30/2026, 9/30/2027 .
- 10/1/2023 grant: 1/2 each on 9/30/2025 and 9/30/2026 .
- 3/1/2023 inducement RSUs: 100% on 3/1/2026 .
Realized vesting FY2025:
- Shares vested: 20,157; value realized: $872,575. Details: 7,289 RSUs at $49.36 on 9/30/2024 and 12,868 RSUs at $39.85 on 3/1/2025 .
Equity Ownership & Alignment
| Item | As Disclosed |
|---|---|
| Beneficial Ownership (9/24/2025) | Shares owned: 23,617; Acquirable within 60 days: 13,223; Total beneficial: 36,840; Percent of class: <1% (297,703,053 shares outstanding) . |
| Stock Ownership Guidelines | CEO 6x salary; Other NEOs 3.5x salary; unvested RSUs/PRSUs and options do not count . |
| Compliance/Retention | NEOs are compliant with retention requirements; all have met or are making meaningful progress toward their ownership standard . |
| Hedging/Pledging | Hedging prohibited; pledging prohibited (no existing pledge agreements by executives or directors) . |
| 2025 Stock Vested | 20,157 shares; $872,575 value realized (pre‑tax) . |
Insider selling pressure and unlock calendar:
- Upcoming scheduled time‑lapse RSU tranches (subject to continued service/plan terms): 9/30/2026 and 9/30/2027 from the 10/1/2024 grant; 9/30/2026 from the 10/1/2023 grant; 3/1/2026 inducement RSUs .
- Note: Company disclosed on 10/7/2025 that Ms. Anderson will leave the CFO role and is entitled to severance and other benefits under the Executive Severance Plan and 2022 LTIP; treatment of outstanding awards will follow those plan terms .
Employment Terms
| Term | Detail |
|---|---|
| Appointment | Appointed EVP & CFO effective Feb 6, 2023; base salary $750,000; AIP target 90% (pro‑rated in FY2023); FY2024 LTI target 250% of salary; one‑time RSU grant $2,000,000 (vests in 3 equal annual installments beginning year 1); one‑time cash $1,500,000; Personal Choice Program $8,000 per quarter; Executive Retirement Contribution equal to 10% of base + annual incentive; entered CIC agreement in standard form . |
| FY2025 Target Changes | AIP target increased from 90% to 100% for FY2025 to be competitive; LTI target 250% of salary ($1,959,375) . |
| Change‑in‑Control (CIC) | Double‑trigger CIC agreements; no excise‑tax gross‑ups . |
| Clawbacks | Mandatory recoupment upon accounting restatement; discretionary recoupment in certain cases; award agreements allow clawback for breach of duty of loyalty . |
| Employment Agreements | Company discloses it does not have employment agreements with NEOs . |
| Severance – Potential Payments (as of 8/3/2025) | Involuntary termination without cause: Cash severance $1,614,600; Total estimated value $3,606,325. Involuntary termination without cause following CIC: Cash severance $4,036,500; Total estimated value $8,333,904. Disability/Death: Total $2,204,352 (assumes PRSUs at 100% target except CIC per CIC terms) . |
| AIP/Equity Treatment – Plan Terms | For retirement‑eligible treatment, AIP can be pro‑rated; time‑lapse RSUs and PRSUs have specific pro‑rata/continued‑service rules; general forfeiture for voluntary resignation or termination for cause; see plan table for detailed treatment by scenario . |
| Nonqualified Deferred Compensation | FY2025 registrant contribution to Supplemental Retirement Plan: $210,782 (includes unvested Executive Retirement Contributions); Ms. Anderson elective contributions $0; aggregate FY2025 earnings $52,401; aggregate balance at FYE $147,410; unvested Executive Retirement Contributions at FYE: $328,307 . |
| Pension/SERP | Not eligible for Qualified Plan or SERP (plan closed; only Mr. Foley eligible) . |
Multi‑Year Compensation (Summary Compensation Table extract)
| Component ($) | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Salary | 361,823 | 778,125 | 803,677 |
| Bonus (one‑time at hire) | 1,500,000 | — | — |
| Stock Awards (Grant‑date FV) | 2,003,882 | 2,296,622 | 2,118,689 |
| Non‑Equity Incentive Plan Comp | 390,575 | 550,193 | 597,402 |
| All Other Compensation | 71,817 | 230,532 | 267,282 |
| Total | 4,328,097 | 3,855,472 | 3,787,050 |
Performance & Track Record
- FY2025 AIP drivers: Company performance scored 74% based on Net Sales, Adjusted EBIT, and Free Cash Flow; Ms. Anderson’s individual performance was assessed at 100% .
- Noted accomplishments: Leadership in cash flow management and cost savings, successful integration of Sovos Brands, and advancing strategic corporate development initiatives .
- Pay‑for‑performance calibration: 2023–2025 EPS PRSUs certified at 48% of target; in‑flight 2024–2026 and 2025–2027 EPS PRSUs shown at threshold as of FY2025 end, reflecting challenging EPS CAGR performance to date .
- Company performance context (Pay vs Performance table): Net sales increased to $10,253 million in FY2025 (from $9,357 million in FY2023), while net income in FY2025 was $602 million; TSR “value of $100” measured $77 in 2025 vs $107 in 2024 .
Compensation Structure Analysis
- Mix and risk: For other NEOs, approximately 75% of target total direct compensation is at risk; the LTI program emphasizes performance PRSUs (60%) over time‑based RSUs (40%), supporting alignment with TSR and EPS outcomes .
- Target adjustments: Ms. Anderson’s AIP target increased from 90% to 100% for FY2025 to align with peer benchmarks; FY2025 LTI target set at 250% of salary ($1.96 million) .
- No options/repricing: CPB stopped issuing stock options to executive officers in fiscal 2020; no option repricing and none exercised by Ms. Anderson in FY2025 .
- Clawbacks and no gross‑ups: Robust clawback policies; CIC agreements do not provide excise tax gross‑ups .
- Hedging/pledging: Prohibited; no existing pledges by executives or directors .
Risk Indicators & Red Flags
- Pledging/Hedging: Prohibited; no existing pledges by executives or directors (reduces alignment risk) .
- CIC protections: Double‑trigger only; no tax gross‑up (shareholder‑friendly) .
- Equity outcomes: Below‑target EPS PRSU payout (48% for 2023–2025) and threshold status for in‑flight EPS PRSUs highlight execution risk on multi‑year EPS growth targets .
- Departure timing: Announced CFO transition effective October 20, 2025; Ms. Anderson is entitled to severance and applicable LTI treatment, which may accelerate RSUs/PRSUs per plan and CIC agreements if applicable .
Investment Implications
- Pay alignment: AIP paid at 74% of target on FY2025 results while multi‑year EPS PRSUs paid well below target (48%), indicating compensation calibrated to mixed near‑term vs. multi‑year performance delivery .
- Retention/overhang: With her departure, severance and potential equity acceleration under plan terms reduce near‑term selling pressure from scheduled RSU releases; however, leadership transition introduces execution risk until the new CFO is fully embedded .
- Governance quality: No hedging/pledging, double‑trigger CIC without gross‑ups, and active clawback provisions support shareholder alignment and mitigate compensation risk .
- Strategic execution: Contributions in cash flow, cost savings, and Sovos integration align with corporate priorities; yet TSR and EPS‑linked outcomes signal the bar for long‑term value creation remains high and central to future incentive payouts .