Ziad Nabulsi
FRESH DEL MONTE PRODUCEAbout Ziad Nabulsi
Senior Vice President, North American Operations at Fresh Del Monte Produce (FDP). Age 51 as of April 14, 2025; executive officer listed in the 2025 proxy . He has served as SVP, North American Operations since May 2021 and previously held roles across Costa Rica, North America, and Jordan; the proxy also notes family ties to the Abu-Ghazaleh family (Ahmad is his cousin; Mohammad is his uncle‑in‑law) . Before FDP, he spent 11 years as General Manager at a telecom services company . Education: University of Jordan (LinkedIn profile) . Corporate performance metrics tied to executive compensation include EBITDA (for PSUs), EPS, Free Cash Flow, and ROE; in 2024 FDP achieved EPS $2.44 vs $2.11 target, ROE 7.3% vs 5.7% target, and FCF $203m vs $126m target . Pay-versus-performance disclosures show alignment of compensation actually paid with cumulative TSR and EBITDA over time .
Past Roles
| Organization | Role | Period | Strategic Impact |
|---|---|---|---|
| Fresh Del Monte Produce Inc. | Senior Vice President, North American Operations | May 2021–present | Leads North American operations across procurement, quality, engineering, logistics; role confirmed in 2023 and 2025 executive officer sections . |
| Fresh Del Monte Produce Inc. | Operations roles across Costa Rica, North America, and Jordan | 14-year tenure through 2023 | Advanced through regional operations; began tenure in Costa Rica; indicates deep operational expertise . |
| Del Monte Fresh Produce N.A. | Named SVP Operations in NA during 2021 restructuring | Apr 2021 | Post-restructure leadership to drive operations strategy and logistics in North America . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Telecom services company | General Manager | 11 years | Ran operations prior to joining FDP; operational leadership experience . |
Fixed Compensation
| Metric | 2022 | 2023 |
|---|---|---|
| Base Salary ($) | 438,308 | 440,000 |
| Target AIP ($) | 220,000 | 220,000 |
| Actual AIP Paid ($) | 168,960 | 0 |
| LTIP Paid ($) | 0 (not eligible for 2020–2022 cycle) | 47,997 (2021–2023 cycle) |
| All Other Compensation ($) | 35,280 | 9,450 |
| Total Compensation ($) | 795,097 | 720,493 |
Notes: The 2024 proxy states Nabulsi was “no longer an executive officer as of the end of 2023,” reflecting reporting structure changes, though he is again listed as an executive officer in 2025 .
Performance Compensation
| Plan/Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Senior Executive AIP (2022) | Corporate metrics (Net Sales, EPS, FCF) plus individual objectives | $220,000 | Corporate achievement 87%; individual factors reviewed | 76.8% of target ($168,960) | Cash (annual) |
| Senior Executive AIP (2023) | Corporate metrics and individual objectives | $220,000 | Company met only FCF at max; negative discretion applied | $0 | Cash (annual) |
| PSUs (2022 grant) – EBITDA | N/A | $248m EBITDA | $241.8m (97.3%) | 97.3% earned | Vests equally over 3 years from grant anniversary; achieved shares vest between Jun 15, 2023 and Mar 2, 2025 |
| PSUs (2023 grant) – EBITDA | N/A | $270m EBITDA | $124m (0%) | 0% earned; forfeited | N/A (forfeited) |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership | 10,498 FDP shares as of Aug 5, 2025 (Form 4) . |
| Ownership % of outstanding | ~0.022% (10,498 / 47,854,123 shares outstanding on Apr 14, 2025) . |
| Unvested equity at FY 2023 | PSUs: 2,891 (2022) ; 3,572 (2023, subsequently forfeited) . RSUs: 163 (2020), 695 (2021), 1,517 (2022), 3,572 (2023) . |
| Market value of unvested equity at FY 2023 | $75,900 (2022 PSUs), $93,760 (2023 PSUs), $4,267 (2020 RSUs), $18,250 (2021 RSUs), $39,809 (2022 RSUs), $93,760 (2023 RSUs); valued at $26.25 close on 12/29/2023 . |
| Vested in 2023 | 3,121 shares vested; value realized $88,759 . |
| Options | None disclosed for Nabulsi; no options in outstanding awards table . |
| Pledging/Hedging | Executive hedging prohibited; CEO/family pledged shares disclosed; no pledging disclosed for Nabulsi . |
| Share ownership guidelines | SVPs must hold 2x base salary; within 5 years; must retain at least 50% of shares until guideline met (rules around counting unvested awards differ slightly across 2024/2025 proxies) . |
Employment Terms
| Scenario | Cash Severance | Cash Bonus Payment | Health Benefits | Equity Acceleration | Gross-ups | Total |
|---|---|---|---|---|---|---|
| Termination (no change of control) | $101,538 | — | — | — | — | $101,538 |
| Termination upon Change of Control | $101,538 | — | — | $325,746 (valued at 12/29/2023 close) | — | $427,284 |
- Severance policy: U.S. general policy up to 26 weeks based on years of service (applies to NEOs other than CEO) .
- Clawbacks: Broad recoupment policy across cash and equity with 3-year lookback for inaccuracies, misconduct, policy violations, non-compete breaches, detrimental behavior; SEC/Nasdaq-compliant executive officer clawback also adopted .
- Perquisites: Phone allowance and 401(k) employer match included in “All Other Compensation” ; 401(k) match 50% up to 6% contribution; life insurance equal to 2x base salary up to $600,000 .
Compensation Structure Analysis
- Mix and risk: For 2023, FDP reports 59% of non-CEO NEO target compensation was at-risk; equity vests over three years; strong ownership requirements and clawbacks reinforce alignment . In 2025 proxy, at-risk increased to 62% for non‑CEO NEOs .
- Metric changes: The Compensation Committee shifted from ROA to ROE in 2024 for CEO AIP, retaining EPS and FCF; senior executives remained on corporate metrics plus individual objectives .
- Discretion and discipline: 2023 PSUs were forfeited due to EBITDA miss; senior exec AIP payouts for Nabulsi were cut to zero under negative discretion despite FCF at max, reflecting tight linkage to enterprise performance and unit proximity .
- Year-over-year: Nabulsi’s stock awards rose from $152,551 (2022) to $223,046 (2023), while cash incentives fell (AIP: $168,960 in 2022 to $0 in 2023; LTIP paid $47,997 for 2021–2023 cycle) .
Related Party Considerations
- Family ties: Ahmad Abu‑Ghazaleh is Nabulsi’s cousin; Mohammad Abu‑Ghazaleh is his uncle‑in‑law . Company-level related party transactions include ~$427,000 with Arab Wings (affiliated with Abu‑Ghazaleh family) and ~$162,419 with Polygon in 2024; transactions subject to Audit Committee review under policy .
Risk Indicators & Signals
- Insider selling: Nabulsi sold 1,000 shares on Aug 5, 2025 for $35,950; remaining direct ownership 10,498 shares (Form 4) . The scale is modest but adds marginal selling pressure.
- Governance checks: Independent Compensation Committee with WTW as consultant; strong clawbacks; ownership guidelines; restrictions on hedging .
Investment Implications
- Alignment: Significant at‑risk pay and multi‑year vesting, combined with ownership requirements and broad clawbacks, support alignment; Nabulsi’s forfeited 2023 PSUs and zero AIP payout underline performance sensitivity .
- Retention: Severance economics are modest vs peers (cash ~$102k; CoC total ~$427k), suggesting retention relies on ongoing equity and role scope; unvested RSUs/PSUs through 2025 create vesting-based retention .
- Trading signals: August 2025 sale is small relative to holdings; monitor subsequent Form 4s for pattern changes and upcoming vesting dates (RSU tranches in March 2024–2026; PSU tranches earned from 2022 grant) .
- Governance risk: Family ties to controlling leadership and documented related‑party transactions warrant continued oversight by investors, though policies and independent committee processes are in place .