Lori Tauber Marcus
FRESH DEL MONTE PRODUCEAbout Lori Tauber Marcus
Independent director at Fresh Del Monte Produce (FDP) since 2021; age 62; founder of Courtyard Connections LLC and a retired Chief Marketing Officer with 35+ years in consumer-focused industries, bringing strategic vision and direct-to-consumer, e-commerce, digital marketing, and social media expertise. Committee roles: Audit Committee member and financial expert; Compensation Committee member; previously served on Governance Committee through April 30, 2024. Board independence affirmed by the Board under NYSE standards; part of a majority-independent board. Board held 6 meetings in 2024; each incumbent director attended at least 75% of Board and relevant committee meetings; independent directors meet in executive session at each scheduled Board meeting (presiding director: Michael J. Berthelot).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Harvard Business School – Kraft Precision Medicine Accelerator | Chair, Direct-to-Patient Initiative | 2017–2020 | Led D2P initiative bridging health care and consumer engagement |
| Peloton Interactive, Inc. | Interim Chief Marketing Officer | 2016 | Drove marketing in a public fitness platform context |
| Keurig Green Mountain, Inc. | EVP & Chief Global Brand and Product Officer | 2013–2015 | Public company; global brand leadership |
| The Children’s Place | Chief Marketing Officer | 2011–2012 | Public company; retail marketing leadership |
| PepsiCo | Various marketing & GM roles; SVP, Marketing Activation (PepsiCo Beverages NA) | ~24 years (culminating in SVP role) | Scaled consumer branding and activation |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| 24 Hour Fitness (private) | Director | Since Jan 2021 | Fitness company board service |
| Primo Water Corporation (public) | Director | May 2023 – Nov 2024 | Public company board service |
| Phunware, Inc. (public) | Director | Dec 2018 – Sep 2021 | Enterprise software board service |
| Golub Corporation (private) | Director | Prior service | Private company board |
| DNA Diagnostic Center (private) | Director | Prior service | Private company board |
| Talalay Global (private) | Director | Prior service | Private company board |
| Multiple Myeloma Research Foundation (non-profit) | Director | Since 2004 | Longstanding non-profit board service |
Board Governance
- Independence and engagement: Affirmatively determined independent under NYSE and Rule 10A-3(b)(1); participated in a board with 6 meetings in 2024; all directors met ≥75% attendance threshold; independent directors hold executive sessions every scheduled meeting (presiding director: Berthelot).
- Committee assignments and chair roles: Audit (member; financial expert), Compensation (member); Governance (member through April 30, 2024). 2024 committee meetings: Audit 7, Compensation 6, Governance 6.
- Audit Committee: Participated in oversight of financial reporting; Audit Committee report signed April 18, 2025 by Cloyd (Chair), Berthelot, Marcus, and Puri.
- Compensation Committee: Members in 2024 were Berthelot (Chair), Beard, and Marcus; committee is independent; used Willis Towers Watson (WTW) as independent consultant with no other company engagements; committee found no conflicts with WTW.
- Compensation Committee interlocks: No transactions requiring related-party disclosure with any 2024 compensation committee member; no cross-director/executive compensation committee interlocks reported.
Fixed Compensation
| Component (Directors) | 2024 Amount | Detail |
|---|---|---|
| Annual cash retainer | $90,000 | Standard non-employee director retainer |
| Audit Committee member fee | $15,000 | Annual member retainer |
| Compensation Committee member fee | $7,500 | Annual member retainer |
| Governance Committee member fee | $5,000 | Annual member retainer (Marcus served through Apr 30, 2024) |
| Lead Independent Director fee | $35,000 | Not applicable to Marcus |
| Committee Chair fees | $25,000 (Audit); $20,000 (Comp); $15,000 (Governance) | Not applicable to Marcus |
| Lori Tauber Marcus – Fees earned (cash) | $114,084 | Actual 2024 cash fees paid |
Performance Compensation
| Equity Instrument | Grant Date | Quantity | Grant-Date Fair Value | Vesting | Notes |
|---|---|---|---|---|---|
| RSUs (annual grant to non-employee directors) | May 7, 2024 | 6,162 units | $149,983 | Vests May 7, 2025 | Directors must hold vested shares until ownership guidelines are met |
- No director stock options or PSUs disclosed for non-employee directors; equity is service-based RSUs with multi-year vesting; directors are required to retain shares until guidelines are met.
Other Directorships & Interlocks
| Area | Disclosure |
|---|---|
| Compensation Committee Interlocks | No related-party transactions requiring disclosure for 2024 members (Berthelot, Beard, Marcus); no cross-committee/officer interlocks reported. |
| Potential interlocks/conflicts | No FDP disclosure of conflicts arising from Marcus’s other public/private boards; Board independence affirmed. |
Expertise & Qualifications
- Audit Committee financial expert designation; deep consumer marketing leadership across public companies; direct-to-consumer, e-commerce, digital and social expertise; leadership, human capital, and international experience.
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Lori Tauber Marcus | 22,624 | <1% | Beneficial ownership table as of April 14, 2025; counts include RSUs vesting within 60 days and currently exercisable options; 47,854,123 shares outstanding used for % calc |
- Director share retention: Upon RSU vesting, directors must hold shares until director ownership guidelines are met (policy noted; specific multiple not disclosed). Hedging of company shares is prohibited; pledging restrictions apply under insider trading policy.
Governance Assessment
- Board effectiveness: Marcus serves on both Audit (financial expert) and Compensation, indicating strong governance involvement across financial reporting and pay oversight; 2024 committee cadence (Audit 7; Compensation 6) supports active oversight.
- Independence and conflicts: Independence affirmed; Compensation Committee reported no related-party transactions and employed an independent consultant (WTW) with no other company engagements; low conflict risk.
- Alignment and incentives: Director compensation mix blends cash retainer/committee fees with annual RSUs subject to service-based vesting and post-vesting holding until ownership guidelines met—positive for alignment; no option grants or discretionary bonuses disclosed for directors.
- Attendance and engagement: Board met 6 times in 2024 with ≥75% attendance by each director; independent directors hold executive sessions each scheduled meeting; signals healthy independent oversight culture.
- Policy safeguards: Robust anti-hedging policy; pledging restrictions; broad clawback regime for employees and an SEC/Nasdaq-compliant executive officer clawback (contextual governance strength, though clawbacks primarily apply to executives).
RED FLAGS: None disclosed specific to Marcus (no related-party transactions, no attendance shortfall, no hedging/pledging exceptions). Company-wide: significant share pledging exists among controlling holders (Abu-Ghazaleh-related holdings) but not attributed to Marcus; monitor general pledging risk at the company level.