Henry Hope
About Henry Hope
Henry Melville Hope, III is 64 and has served as Chief Financial Officer and Treasurer of First Watch Restaurant Group, Inc. since December 2019; he has also been CFO, EVP and Treasurer of First Watch Restaurants, Inc. (subsidiary) since July 2018 and a director of that subsidiary since June 2021 . His prior roles include CFO of Popeyes Louisiana Kitchen, Inc. (2008–2014), Managing Director of Blue Plate Development & Consulting (2014–2016), and Managing Director/COO of Genesis Real Estate Advisers (2016–2018) . Compensation is tied to Adjusted EBITDA and individual objectives; company Adjusted EBITDA rose from $99.5M in FY2023 to $113.8M in FY2024 (≈+14%) and funded company-based bonus pools at 203.5% and 113.1% respectively .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| First Watch Restaurant Group, Inc. | Chief Financial Officer & Treasurer | Dec 2019–present | Not disclosed |
| First Watch Restaurants, Inc. (subsidiary) | CFO, EVP & Treasurer; Director | CFO/EVP/Treasurer since Jul 2018; Director since Jun 2021 | Not disclosed |
| Genesis Real Estate Advisers, LLC | Managing Director & Chief Operating Officer | Mar 2016–Aug 2018 | Not disclosed |
| Blue Plate Development & Consulting, LLC | Managing Director | May 2014–Feb 2016 | Not disclosed |
| Popeyes Louisiana Kitchen, Inc. | Chief Financial Officer | Feb 2008–May 2014 | Not disclosed |
External Roles
| Organization | Role | Years |
|---|---|---|
| Not disclosed in proxy | — | — |
Fixed Compensation
| Year | Base Salary ($) | All Other Compensation ($) | Notes |
|---|---|---|---|
| 2022 | 404,863 | 21,776 | Includes life insurance, LTD, health premiums, executive physical; 401(k) match not listed for 2022 |
| 2023 | 439,761 | 23,660 | 2023 was a 53-week year; annual base used for bonus calc was $431,179 |
| 2024 | 446,270 | 28,348 | Includes life insurance, 401(k) match, LTD, health premiums, executive physical |
Breakdown of “All Other Compensation” (selected years):
- 2024: Life insurance $1,287; 401(k) match $7,066; LTD $6,088; Health premiums $9,407; Executive physical $4,500; Total $28,348 .
- 2023: Life insurance $1,287; 401(k) match $1,990; LTD $6,088; Health premiums $9,795; Executive physical $4,500; Total $23,660 .
Performance Compensation
| Year | Metric | Weighting | Thresholds/Target | Actual Company Payout % | Company Portion Paid ($) | Individual Objectives Payout % | Individual Portion Paid ($) | Total Annual Bonus Paid ($) |
|---|---|---|---|---|---|---|---|---|
| 2022 | Adjusted EBITDA + Individual Objectives | 70% company / 30% individual | Company pool funds: 90% threshold; 100% at target; 200% at ≥114.4%; Committee used discretion to pay 87.5% vs calculated 75% | 87.5% | 173,585 | 100% | 85,021 | 233,808 |
| 2023 | Adjusted EBITDA + Individual Objectives | 70% company / 30% individual | Company pool funds: >85% threshold; 100% at target; 200% at ≥128.6%; Adjusted EBITDA actual $99.5M | 203.5% | 430,008 | Not disclosed | Not disclosed | 520,556 |
| 2024 | Adjusted EBITDA + Individual Objectives | 70% company / 30% individual | Company pool funds: >85% threshold; 100% at target; 200% at ≥125.7%; Adjusted EBITDA actual $113.8M | 113.1% | 247,332 | Not disclosed | Not disclosed | 341,049 |
Equity grants used in performance mix:
- 2022: Stock options grant-date fair value $850,000 .
- 2023: RSUs grant-date fair value $800,000 .
- 2024: RSUs grant-date fair value $800,000 .
Equity Ownership & Alignment
Outstanding Equity Awards (as of FY year-end)
| Grant Date | Instrument | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration | Unvested RSUs (#) | RSU Market Value ($) |
|---|---|---|---|---|---|---|---|
| 7/30/2018 | Stock Options | 177,570 | — | 8.45 | 7/30/2028 | — | — |
| 7/31/2019 | Stock Options | 69,055 | — | 13.52 | 7/31/2029 | — | — |
| 3/25/2022 | Stock Options | 81,769 | 40,886 | 12.58 | 3/25/2032 | — | — |
| 3/9/2023 | RSUs | — | — | — | — | 34,364 | 642,607 |
| 3/7/2024 | RSUs | — | — | — | — | 32,271 | 603,468 |
Vesting schedules:
- Pre-IPO option awards: equal installments over five years and separate tranches linked to IPO anniversaries (1/3 each on first two IPO anniversaries and day 273 after the second anniversary) .
- Post-IPO options and RSUs: time-based vesting in equal installments on each of the first three anniversaries of grant date, subject to continued service .
Beneficial Ownership and Near-Term Exercisability
| As-of Date (Proxy) | Options exercisable or exercisable within 60 days (#) | Total beneficial shares |
|---|---|---|
| Record date 2022 | 80,499 | 81,499 |
| 2024 proxy footnote (Form 4 reference Mar 14, 2024) | 287,223 | Not disclosed |
| 2025 proxy footnote (Form 4 reference Nov 15, 2024) | 369,280 | Not disclosed |
Pledging/Hedging:
- No pledging or hedging by Henry Hope is disclosed in the proxies; stock ownership guidelines are not disclosed for NEOs in these filings .
Employment Terms
- Offer letter date: July 2018; eligible for annual cash incentive plan, executive health program, cell phone and fitness reimbursements, and reimbursement for professional licensing fees .
- Severance: If terminated without “cause” or resigns for “good reason,” continued base salary for 12 months, subject to release of claims .
- Definitions: “Cause” includes felonies, gross misconduct/fraud, misappropriation, materially injurious willful conduct, policy violations, failure to follow board directions or substantially perform duties; “Good reason” includes material diminution in responsibilities or relocation >50 miles from primary location/residence .
- Change-in-control: Except as discussed (e.g., for other individuals), NEOs have no contractual entitlement to severance or other payments upon termination or change in control beyond the above; no acceleration terms for Mr. Hope are disclosed in the proxies .
Compensation Structure Analysis
- Mix shift: Options in 2022 ($850,000) transitioned to RSUs in 2023 and 2024 ($800,000 each), reducing risk vs. options and increasing guaranteed time-based equity .
- Pay-for-performance: Annual cash incentives weighted 70% Adjusted EBITDA and 30% individual objectives; payouts tied to exceeding EBITDA targets (203.5% in 2023; 113.1% in 2024) .
- Discretionary adjustment: Compensation Committee exercised discretion to increase company-based payout from 75% to 87.5% in 2022 due to mitigating factors (e.g., Hurricane Ian) .
- Governance: As an “emerging growth company,” First Watch does not hold say‑on‑pay or say‑on‑frequency advisory votes, limiting external feedback on executive pay design .
Investment Implications
- Alignment: Significant time-based RSU grants and large option holdings with expirations in 2028–2032 align Mr. Hope with equity value creation but can create sell pressure around vest dates and expirations (vesting over three years; options expiring 2028/2029/2032) .
- Performance linkage: Bonus outcomes are tightly linked to Adjusted EBITDA and individual objectives; with EBITDA at $99.5M (FY2023) and $113.8M (FY2024), payouts scaled to 203.5% and 113.1% respectively, indicating sensitivity to operating performance .
- Red flags: 2022 discretionary bonus uplift (75% → 87.5%) introduces subjectivity risk in pay outcomes; lack of disclosed clawback and CIC acceleration terms reduces protective governance clarity for investors .
- Retention: Three-year RSU vesting cadence and options still outstanding suggest continued retention hooks; severance limited to 12 months base salary (no bonus multiple), implying moderate retention economics and limited departure windfall .