Kelly E. Garcia
About Kelly E. Garcia
Kelly E. Garcia is Executive Vice President and Chief Technology Officer at Domino’s Pizza (DPZ), a role she has held since October 2, 2020, after joining Domino’s in 2012 to lead eCommerce development; she holds a computer science and engineering degree from The Ohio State University and has driven Domino’s digital innovation agenda including AnyWare platforms, GPS delivery tracking, and Carside Delivery . Company performance during her senior technology tenure has been solid: Consolidated Adjusted EBITDA rose 18% from 2022 to 2024 and the stock price climbed 24% from year-end 2022 to year-end 2024 . Global retail sales reached $19.1B in 2024, with 5.9% growth excluding FX and continued store expansion, underscoring strong execution in DPZ’s “Hungry for MORE” strategy .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Domino’s Pizza | SVP, Chief Technology Officer; SVP eCommerce Development & Emerging Technologies; VP eCommerce Development | 2012–2020 | Led development of AnyWare digital ordering, GPS delivery tracking, and Carside Delivery, advancing DPZ’s digital leadership |
| R.L. Polk & Co. | VP, Business Intelligence and North American Operations | 2004–2012 | Led BI and NA operations; oversaw global application development and support |
| Capgemini; Ernst & Young (Consulting) | Manager (Technology/Supply Chain Consulting) | Pre-2004 | Delivered technology and supply chain consulting; foundation in enterprise systems |
External Roles
No external public-company directorships or committee roles for Garcia are disclosed in DPZ’s proxy statements; skip if not disclosed .
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | $482,692 | $519,231 | $544,231 |
| AIP Target (% of Salary) | 100% | 100% | 100% |
| Actual AIP Paid ($) | $249,000 | $558,075 | $585,200 (106.4% of target; plan achievement 100.64%) |
| All Other Compensation ($) | $31,491 | $38,743 | $45,751 |
Notes:
- 2024 annual base salaries were set at $550,000 for Garcia (effective in-year), with the proxy reflecting actual paid salary during the period .
- The AIP payout mechanism in 2024 awarded 1% of target for every incremental 0.1% over the 90% threshold up to caps, based on Incentive Adjusted EBITDA .
Performance Compensation
Annual Incentive Plan (AIP)
| Metric | Weighting | FY 2024 Target | FY 2024 Actual | Payout Factor | Vesting |
|---|---|---|---|---|---|
| Incentive Adjusted EBITDA | 100% | $1.008B | 100.64% of target | 106.4% of target | Cash (annual) |
AIP design: Threshold at 90% of target; linear payout to caps; metric defined as Consolidated Adjusted EBITDA with specified adjustments .
Long-Term Incentives (PSUs, RSUs, Options)
| Award Type | Metric(s) | Weighting | Grant/Target | Valuation/Fair Value | Vesting Terms |
|---|---|---|---|---|---|
| PSUs (2024 grant) | Incentive Adjusted EBITDA growth; Global retail sales growth (ex-FX); Relative TSR modifier vs S&P 1500 Restaurants | 70%; 30%; +/-25% | 827 target shares | $396,456 grant-date fair value (Monte Carlo $479.39 per unit) | 3-year performance; measures annual growth targets banked, TS R modifier applied; scheduled to vest around Mar 2027 subject to employment |
| RSUs (2024 grant) | Time-based | — | 827 shares | $367,105 grant-date fair value | Ratable over 3 years; convert to stock at vest |
| Stock Options (2024 grant) | Time-based | — | 2,622 options @ $443.90 strike | $366,739 grant-date fair value | 3-year ratable vest; expires 3/11/2034 |
Recent PSU performance outcome: 2022 PSUs (Jan 2022–Dec 2024 period) earned 59.6% of target based on cumulative adjusted segment income and cumulative global retail sales (ex-FX); TSR ranked 24th percentile (S&P 500 comparator), applying a -15% modifier to earned shares; vest scheduled Mar 10, 2025 .
Equity Ownership & Alignment
- Beneficial ownership: 22,779 shares as of Dec 29, 2024 (less than 1% of class), including 17,631 options exercisable within 60 days .
- Outstanding awards (as of Dec 29, 2024):
| Category | Amount | Payout/Market Value |
|---|---|---|
| RSUs unvested (424; 827) | 424 shares; 827 shares | $182,159; $355,296 |
| PSUs unearned (2022 tranche due 2025) | 379 shares | $162,826 |
| PSUs unearned (2023 target) | 2,499 shares | $1,073,620 |
| PSUs unearned (2024 target) | 827 shares | $355,296 |
| Options exercisable/unexercisable | Multiple strikes/expirations | See detailed schedule below |
Option schedule (selected): 2,622 unexercisable options at $443.90 expiring 3/11/2034; 2,740 exercisable and 5,480 unexercisable at $300.16 expiring 3/10/2033; additional tranches at varied strikes/expirations from 2026–2032 .
- Hedging/pledging: All employees and directors are prohibited from hedging and subject to anti-pledging policy under DPZ’s Insider Trading Policy .
- Stock ownership guidelines: Other executives must hold 3x base salary within five years; DPZ discloses all named executives who completed the accumulation period are in compliance .
Insider selling pressure indicator:
- 2024 exercises/vestings: Garcia exercised 2,200 options (value realized $889,812) and had 1,923 shares vest from stock awards (value realized $880,211), indicating periodic liquidity events tied to option/RSU vesting .
Employment Terms
- Employment agreement and restrictive covenants: DPZ uses written agreements for named executives with 2-year non-compete and non-solicit provisions post-termination .
- Severance (without cause or for good reason): One times annual base salary, paid as six months’ salary at 6 months post-termination plus monthly payments for the next six months; pro-rata AIP at target for the year of termination; company-paid medical insurance premiums during severance period; earned but unpaid prior-year AIP also payable .
- Disability/death/retirement: Pro-rata AIP at target; for death, unvested options fully vest with extended exercisability; retirement provisions allow retention/vesting subject to tenure/age thresholds; as of Dec 29, 2024 no named executives were retirement eligible .
- Change in control (covered transaction): All unvested stock options and RSUs vest; PSUs accelerate—2022 PSUs at greater of target or actual performance to date; 2023–2024 PSUs accelerate at target (with actual previously certified annual performance used where applicable) .
- Clawback/recoupment: Policy compliant with Nasdaq and SEC rules to recoup excess incentive compensation after restatements .
- Tax gross-ups: No tax gross-ups on change-in-control payments .
Compensation Structure Analysis
- Mix emphasizes performance: For non-CEO named executives including the CTO, average ~77% of target total direct compensation is variable (AIP, PSUs, RSUs, options) in 2024, aligning pay with operational and stock performance .
- Shift to PSUs: Long-term program uses PSUs with annual growth targets, balancing profitability (Incentive Adjusted EBITDA) and brand expansion (global retail sales ex-FX), plus a relative TSR modifier to reinforce shareholder alignment .
- No repricing/gross-ups; robust governance: Anti-hedging/anti-pledging, clawback policy, and independent Compensation and Human Capital Committee oversight mitigate pay-risk concerns .
Performance & Track Record
- Company performance during Garcia’s senior tech leadership: Consolidated Adjusted EBITDA increased 18% from 2022 ($857.5M) to 2024 ($1,011.7M); store count rose to 21,366; stock price at FYE advanced 24% (from $346.40 to $429.62) . DPZ delivered 31st consecutive year of global retail sales growth ex-FX, +5.9% in 2024 .
- Digital innovation milestones: Led AnyWare ordering partnerships (Ford SYNC, Apple Watch, Samsung TV, Twitter, Amazon Echo, Google Home, Facebook Messenger) and advanced AI ordering; autonomous delivery tests with Ford; GPS delivery and Carside Delivery launches .
Compensation Peer Group & Shareholder Feedback
- Peer group (unchanged): Bloomin’ Brands; Chipotle; Darden; Expedia; Hilton; Hyatt; InterContinental Hotels Group; Norwegian Cruise Line; Papa John’s; Restaurant Brands International; Royal Caribbean; Texas Roadhouse; Wayfair; Wendy’s; Wyndham; Yum! Brands .
- Target positioning: Committee generally targets market median for total direct compensation, with executive-specific adjustments based on strategy, performance, and tenure .
- Say-on-pay: Strong support—nearly 94% in 2024; more than 92% in 2023; committee continued engagement and structure using PSUs/RSUs/options .
Equity Ownership & Vesting Details
| Options (selected tranches) | Exercisable | Unexercisable | Strike ($) | Expiration |
|---|---|---|---|---|
| 3/11/2034 grant | 0 | 2,622 | 443.90 | 3/11/2034 |
| 3/10/2033 grant | 2,740 | 5,480 | 300.16 | 3/10/2033 |
| 3/10/2032 grant | 1,534 | 768 | 393.14 | 3/10/2032 |
| 3/31/2031 grant | 1,137 | 0 | 367.79 | 3/31/2031 |
| RSUs & PSUs (as of 12/29/2024) | Shares | Market/Payout Value ($) |
|---|---|---|
| RSUs (unvested, 424) | 424 | 182,159 |
| RSUs (unvested, 827) | 827 | 355,296 |
| PSUs (2022 payout tranche, unearned) | 379 | 162,826 |
| PSUs (2023 target, unearned) | 2,499 | 1,073,620 |
| PSUs (2024 target, unearned) | 827 | 355,296 |
Investment Implications
- Alignment: High proportion of at-risk, performance-linked pay (AIP and PSUs with EBITDA & sales growth plus TSR modifier) aligns incentives with profitability, growth, and shareholder returns; anti-hedging/pledging and clawback policies reduce governance risk .
- Retention risk moderate: 2-year non-compete/non-solicit and time-based RSUs/options encourage retention; severance at 1x salary is standard and not excessive; change-of-control acceleration could create event-driven overhang but is industry-typical .
- Selling pressure: Periodic option exercises and RSU vestings (2024 realizations ~$1.77M combined) can create incremental supply but are consistent with normal vesting cycles for executives .
- Execution track record: Company-level EBITDA and stock gains during Garcia’s CTO tenure, combined with continued store growth and digital initiatives, support value creation and sustained strategic execution .
Footnotes: All company and compensation values are from DPZ’s 2025 and 2024 DEF 14A proxy statements unless otherwise cited. Executive background details from Domino’s press release and The Org profile.