Theresa Zandhuis
Chief People Officer at DNUT
Executive
About Theresa Zandhuis
Theresa Zandhuis, age 56, is Chief People Officer (CPO) of Krispy Kreme (DNUT), serving since August 2017. She previously was EVP & Chief People Officer at AOL (Verizon) and VP, Human Resources at eBay Enterprise; she holds a B.A. in Organizational Management from the University of Michigan and serves as Vice Chair of Make-A-Wish Central & Western North Carolina and as a board member at National Veterinary Associates . In fiscal 2024, DNUT’s annual bonus plan paid zero due to EBITDA growth below threshold, evidencing pay-for-performance discipline; Zandhuis’ base salary was $550,000 with a 70% target bonus, and equity is the core of her pay mix going forward .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| AOL (Verizon) | EVP, Chief People Officer | Jul 2015 – Sep 2016 | Led people strategy during integration under Verizon |
| eBay Enterprise | Vice President, Human Resources | Apr 2012 – Jun 2015 | Human capital leadership in e-commerce enablement |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Make-A-Wish Central & Western North Carolina | Vice Chair, Board | Current | Governance and community engagement |
| National Veterinary Associates | Board Member | Current | Talent/HR expertise for multi-site healthcare services |
Fixed Compensation
| Metric | FY 2024 |
|---|---|
| Base Salary ($) | 550,000 |
| Target Bonus (% of Salary) | 70% |
| Actual AIP Payout ($) | 0 (below EBITDA threshold) |
| All Other Compensation ($) | 17,838 (Cell phone $1,200; 401(k) match $13,800; Group life $2,838) |
Performance Compensation
Annual Incentive Plan (AIP) – FY 2024 Design and Outcome
| Metric | Threshold | Target | Maximum | Weighting | Actual/Payout |
|---|---|---|---|---|---|
| Net Revenue Growth | 4.0% | 6.1% | 10.0% | N/A (multiplicative design) | Above threshold (component); plan paid 0% due to EBITDA threshold fail |
| Adjusted EBITDA Growth | 4.0% | 8.9% | 14.0% | N/A | Below threshold; plan paid 0% (threshold gate) |
| Free Cash Flow ($) | 7.5m | 15.0m | 35.0m | N/A | Below threshold (component); plan paid 0% |
Notes: Payout matrix is multiplicative with a 0–200% range; FY24 AIP paid 0% because Adjusted EBITDA growth threshold was not met .
Long-Term Incentive Plan (LTIP) – Structure and Grants
- Mix: 50% Performance Stock Units (PSUs), 50% time-based RSUs; PSUs vest after the 3-year period (2024–2026) upon certification; RSUs vest 60% on 3rd anniversary, 20% on 4th, 20% on 5th (longer-than-market schedule) .
- FY 2024 grant to Zandhuis: 86,726 RSUs (vesting: 60% on 4/11/2027; 20% on 4/11/2028; 20% on 4/11/2029) and PSUs with target value $300,010 and max $600,020; total grant-date fair value $1,600,033 .
| Award Type | Grant Date | Units/Value | Performance Period | Vesting |
|---|---|---|---|---|
| RSU | 4/11/2024 | 86,726 units | N/A | 60% on 4/11/2027; 20% on 4/11/2028; 20% on 4/11/2029 |
| PSU | 4/11/2024 | Target $300,010; Max $600,020 | FY2024–FY2026 | Vests upon certification of FY2026 results |
Retention Grants (approved 7/1/2025)
| Award Type | Quantity | Terms |
|---|---|---|
| Stock Options | 200,000 | 6-year term; vest in 3 years |
| RSU | 100,000 | Vest on 2nd anniversary of grant |
| PSU | 100,000 | Performance goals for 2026–2028; vests upon goal achievement |
Equity Ownership & Alignment
Beneficial Ownership (as of April 10, 2025)
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Theresa Zandhuis | 498,377 | <1% (out of 170,657,690 shares) | Includes 33,146 options vesting within 60 days, 13,307 RSUs vesting within 60 days, and 99,438 exercisable options |
- Stock ownership guidelines: All NEOs met requirements as of Dec 29, 2024 .
- Trading policies: Company maintains clawback, anti-hedging, and anti-pledging policies .
2024 Stock Vested (Realized)
| Name | RSUs Vested (#) | Value Realized ($) |
|---|---|---|
| Theresa Zandhuis | 68,481 | 811,735 |
Unvested/Outstanding Equity (FY 2024 Year-End)
| Grant / Type | Unvested Units (#) | Vesting Schedule | Exercise Price | Expiration | Market/Payout Value ($) |
|---|---|---|---|---|---|
| 5/1/2021 NSO | 66,292 unexercisable (99,438 exercisable separately) | 50% on 5/1/2025; 50% on 5/1/2026 | $14.61 | 5/1/2031 | — |
| 4/1/2021 RSU | 26,614 | 10/1/2025 | — | — | 260,285 (at $9.78) |
| 5/1/2021 RSU | 26,614 | 50% on 5/1/2025; 50% on 5/1/2026 | — | — | 260,285 (at $9.78) |
| 4/4/2022 RSU | 27,605 | 60% on 4/4/2025; 20% on 4/4/2026; 20% on 4/4/2027 | — | — | 269,977 (at $9.78) |
| 5/9/2023 RSU | 19,737 | 60% on 5/9/2026; 20% on 5/9/2027; 20% on 5/9/2028 | — | — | 193,028 (at $9.78) |
| 5/9/2023 PSU | 9,869 (threshold) | 3-year period ended 12/28/2025; vests on certification | — | — | 96,514 (threshold value at $9.78) |
| 4/11/2024 RSU | 86,726 | 60% on 4/11/2027; 20% on 4/11/2028; 20% on 4/11/2029 | — | — | 848,180 (at $9.78) |
| 4/11/2024 PSU | 20,014 (target) | 3-year period ended 1/3/2026; vests on certification | — | — | 195,737 (target value at $9.78) |
Note: Market values based on closing price $9.78 on 12/27/2024 .
Near-Term Vesting Calendar (Potential Selling Pressure Windows)
| Date | Award | Approx. Shares |
|---|---|---|
| 4/4/2025 | 2022 RSU (60%) | ~16,563 (60% of 27,605) |
| 5/1/2025 | 2021 RSU (50%) | 13,307 (50% of 26,614) |
| 5/1/2025 | 2021 NSO (50% of remaining unexercisable) | 33,146 (half of 66,292) |
| 10/1/2025 | 4/1/2021 RSU | 26,614 |
| 5/1/2026 | 2021 RSU (remaining 50%) | 13,307 |
| 5/1/2026 | 2021 NSO (remaining unexercisable) | 33,146 |
| 5/9/2026 | 2023 RSU (60%) | 11,842 (60% of 19,737) |
Employment Terms
| Term | Detail |
|---|---|
| Employment status | Executive officer; company generally does not enter employment agreements with NEOs other than CEO |
| Severance (no CIC) | Lump sum equal to 12 months base salary plus ~12 months COBRA subsidy; for Zandhuis, estimated cash $990,564 if terminated without cause/for good reason (as of 12/29/2024, includes AIP at target) |
| Change-in-control (CIC) | Double-trigger for NEOs (other than CEO): benefits if involuntarily terminated without cause or resign for good reason within 2 years post-CIC; no tax gross-ups for CIC benefits |
| Equity on CIC/Separation | Value of stock upon CIC termination or if awards not assumed estimated at $2,220,520 for Zandhuis (as of 12/29/2024); death/disability acceleration value also $2,220,520 (performance shares remain subject to performance) |
| Clawback & trading policy | Clawback, anti-hedging, and anti-pledging policies in place |
| Restrictive covenants | Equity awards conditioned on agreeing to restrictive covenants (Asset Protection Agreement or Key Employee Agreement) as a condition to vesting |
| Pensions/Deferred comp | No defined benefit pension or non-qualified deferred compensation plans for NEOs |
Investment Implications
- Retention risk appears low: large unvested RSU/PSU overhang through 2029 plus incremental July 2025 retention grants (200k options, 100k RSUs, 100k PSUs) create meaningful “golden handcuffs,” particularly with double-trigger CIC treatment and no CIC tax gross-ups .
- Pay-for-performance alignment: 2024 AIP paid 0% due to EBITDA threshold not met, while LTIP emphasizes multi-year goals (2024–2026), signaling disciplined incentive design; stock ownership guidelines are met, and anti-hedging/pledging and clawback policies mitigate misalignment risk .
- Potential insider selling pressure windows: substantial vesting events in 2025–2026 (RSUs and option tranches) could create liquidity windows; monitoring Form 4s around the 4/4/2025, 5/1/2025, 10/1/2025, and 5/1/2026 dates is advisable .
- Alignment via ownership: Zandhuis beneficially owns 498,377 shares (<1%); footnotes indicate additional near-term acquirable shares via options/RSUs, reinforcing exposure to DNUT equity outcomes .