Olu Beck

About Olu Beck

Olu Fajemirokun‑Beck (age 58) has served as an independent director of Freshpet since October 2019. She is a member of the Operations and Food Safety & Quality Assurance (FSQA) Committee. Her background spans CEO roles (Wholesome Sweeteners), senior marketing leadership at Johnson & Johnson, and 20 years in finance and sales at Mars, including CFO of Ben’s Original (formerly Uncle Ben’s). She currently serves on the boards of Denny’s Corporation, Saputo Inc., and Tropicana Brand Group, and previously chaired the Audit Committee at Hostess Brands until its sale in November 2023 . Freshpet’s Board identifies all directors other than the CEO as independent; the Board met five times in 2024, and each director attended at least 75% of Board and committee meetings and attended the 2024 annual meeting .

Past Roles

External Roles

Board Governance

• Committee assignments: Operations & FSQA Committee member; the committee oversees manufacturing, supply chain execution, FSQA, operational capex, and consults on risk with the Audit Committee .
• Independence: All directors other than the CEO are independent; committees comprise solely independent directors .
• Attendance: Board met 5 times in 2024; Operations & FSQA met 4 times; each director attended ≥75% of applicable meetings; all members attended the 2024 annual meeting .
• Leadership structure: Independent, non‑executive Chair (Walter N. George III); CEO and Chair roles are split .
• Overboarding policy: Prior notice required before joining another public company board; Board may require resignation if service would interfere; no explicit numeric limit .
• Conflict of Interest Policy (Feb 22, 2024) with oversight by Nominating & Governance Committee; all potential conflicts must be disclosed .

Fixed Compensation

Program summary:

• Non‑employee directors receive RSUs valued at $120,000 (Board Chair $190,000), vesting on the first anniversary; number of RSUs is based on grant date closing price .
• Stipends: Committee Chairs ($15,000 annually) and members ($7,500 annually) .

Performance Compensation

Directors do not receive performance‑based equity; annual grants are time‑vesting RSUs (no revenue, EBITDA, TSR, or ESG performance conditions) .

Note: Freshpet’s clawback policy applies to “Covered Officers” under SEC/Nasdaq rules; directors are not covered by this executive policy . The Insider Trading Policy prohibits hedging and pledging transactions for all covered persons (including directors) .

Other Directorships & Interlocks

• External boards: Denny’s, Saputo, Tropicana Brand Group (food/restaurant/CPG adjacency). No related‑party transactions requiring reporting were disclosed by Freshpet .
• Overboarding oversight mitigant: Prior notice and Board review for additional public boards; potential resignation requirement to avoid overextension .

Expertise & Qualifications

• Top skills highlighted by Freshpet: Fresh Food Retail & Pet Industries, Finance, Human Capital Management; extensive experience scaling high‑growth consumer businesses and executing transformational strategies (organic and M&A) .

Equity Ownership

Governance Assessment

• Strengths: Independent status; material consumer/CPG finance and operations expertise; oversight role on Operations & FSQA in a manufacturing‑intensive business; strong director equity alignment via annual RSUs and ownership guidelines .
• Potential conflicts/overboarding: Multiple external boards in adjacent sectors; mitigated by Freshpet’s governance requiring prior notice and potential resignation if service interferes with duties; no related‑party transactions disclosed involving Ms. Beck .
• Attendance and engagement: Board and committee attendance standards met (≥75%); Board and Ops/FSQA meeting cadence indicates active oversight in 2024 .
• Signals/Red Flags:
  • Administrative late Form 4 filings for March 15, 2024 grants (including Ms. Beck) noted by the company; characterized as oversight and not indicative of misconduct .
  • Executive leadership turnover (CFO resignation Oct 2025) is a general company risk signal; not specific to Beck but relevant to Board oversight of finance—Board appointed an interim CFO with internal tenure .
• Shareholder confidence: 2025 annual meeting saw all director nominees elected; say‑on‑pay passed; advisory vote endorsed annual frequency—supports governance credibility of Board composition including Beck .

Additional Reference Data

Committee and Meeting Detail

Director Compensation (Context/Trend)

Program changes: Board retainer increased from $60,000 (2023) to $70,000 (2024); equity grants remained time‑based RSUs and similar grant‑date value; committee membership stipends continued .

Insider Trades and Filings

Related Party & Conflicts

• Freshpet disclosed “no related person transactions” requiring reporting in the latest proxy .
• Conflict of Interest Policy (Feb 22, 2024) mandates immediate disclosure of actual/potential conflicts to Nominating & Governance Committee; Board determines remedies .