Angel Willis
Executive Vice President, Global General Counsel and Corporate Affairs Officer at 
Kraft Heinz
Kraft HeinzExecutive
About Angel Willis
Executive Vice President, Global General Counsel and Corporate Affairs Officer at The Kraft Heinz Company (KHC), appointed effective November 18, 2024, joining the Executive Leadership Team and reporting to the CEO . Background: VP, General Counsel & Secretary at Sealed Air (since Jan 2019); ~14 years at Ingersoll Rand/Trane Technologies in senior legal roles; earlier roles at Cummins and Ice Miller; degrees include BA (Economics & Political Science) and MBA (Clemson) and JD (University of Illinois); currently an independent director at SPX Technologies . Tenure at KHC has included serving as authorized signatory on SEC filings (e.g., 8‑K items and Annual Meeting results) in 2025 . Company performance context in 2024: net sales −3.0% YoY; operating income $1.7B (−63.2% YoY); net cash from operations $4.2B (+5.2% YoY); organic net sales −2.1% YoY; adjusted operating income $5.4B (+1.2% YoY); free cash flow $3.2B (+6.6% YoY) . Pay-versus-performance TSR aligned with equity-heavy comp design; TSR value of initial $100 for 2024 was 122.27 vs peer group 125.01 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Sealed Air Corporation | Vice President, General Counsel & Secretary | Jan 2019 – Oct 2024 | Led global legal, ethics & compliance, regulatory, corporate affairs; corporate secretary |
| Ingersoll Rand (now Trane Technologies) | VP & Deputy General Counsel – M&A, Finance & Restructuring; other senior legal roles | 14+ years (noted by company) | Led complex transactions, finance and restructuring legal support; global remit |
| Cummins, Inc. | Corporate Counsel | Not disclosed | Corporate legal counsel in industrial manufacturing |
| Ice Miller | Associate | Not disclosed | Foundational corporate and transactions experience |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| SPX Technologies, Inc. | Independent Director | Current (as of Oct 2024) | Governance, industrial portfolio oversight |
Fixed Compensation
KHC executive officer compensation structure emphasizes pay-for-performance and market competitiveness, with fixed base salary and annual cash incentives under the Performance Bonus Plan (PBP) .
| Element | Metric | Core Terms |
|---|---|---|
| Base Salary | — | Market competitive base cash compensation calibrated to role, performance, and experience |
| Performance Bonus Plan (PBP) | Weighted average of: PBP Adjusted Operating Income (60%), PBP Organic Net Sales (30%), PBP Free Cash Flow Conversion (10%) | Annual cash incentive; payouts tied to enterprise targets and individual goals; PBP financial measure max 120% of target |
Performance Compensation
KHC’s long-term incentives for executive officers are heavily weighted to performance share units (PSUs) with clear financial/TSR metrics and disciplined payout caps .
| Incentive | Metric | Weighting | Target / Payout Curve | Vesting |
|---|---|---|---|---|
| PSUs | 3-year average annual TSR vs peer group | 40% | Threshold 25%; Target 100%; Max 150% (TSR capped at target if negative TSR) | Earned PSUs vest per grant; e.g., 2022 PSUs vested with earned outcome; 2023/2024 PSUs on 3-year cycle |
| PSUs | 3-year Organic Net Sales CAGR | 30% | Threshold 25%; Target 100%; Max 150% | As above |
| PSUs | 3-year Cumulative Free Cash Flow | 30% | Threshold 25%; Target 100%; Max 150% | As above |
| RSUs | — | — | — | Time-based vesting: 75% on 3rd anniversary, 25% on 4th anniversary |
| Bonus Investment Plan (Matching RSUs) | Employee investment of 35% of PBP payout into KHC shares (match in RSUs) | — | Match size linked to PBP achievement | Matching RSUs vest 100% on 3rd anniversary, service-based |
| Stock Options (when granted) | Stock price appreciation (performance-sensitive) | — | Realized value tied to stock price | Generally vest in full after 3 years, service-based |
Equity Ownership & Alignment
- Stock ownership guidelines: rigorous requirements for directors and officers; CEO increased to 6x base salary beginning 2024; unearned PSUs and unexercised options do not count toward guidelines .
- Insider Trading Policy: prohibits hedging and pledging of KHC stock; bans holding KHC securities in margin accounts; restricts derivatives trading; policy filed as exhibit to 2024 10-K .
- Clawback Policy: mandatory recoupment for restatements per Nasdaq Rule 10D-1; discretionary forfeiture/repayment for misconduct or overpayment due to errors; effective Oct 2, 2023 .
Employment Terms
Applies to executive officers company-wide (including the General Counsel role); specific individual dollar amounts for Angel not disclosed in filings.
| Plan/Policy | Trigger | Economics | Other Key Terms |
|---|---|---|---|
| Severance Pay Plan (Amended & Restated, effective Jan 1, 2023) | Qualifying termination | CEO: 24 months base salary; Senior executives: 18 months base salary; continuation of health & welfare benefits for same periods; outplacement; equity vesting per award terms | Requires non-revocable release; continued compliance with restrictive covenants (non-compete/non-solicit) |
| Change-in-Control Severance Plan (effective Jan 1, 2023) | Double-trigger: qualifying termination within 3 months before or 24 months after a CIC | CEO: 2x (base + target PBP); Other executive officers: 1.5x (base + target PBP); prorated PBP at target; health & welfare continuation (CEO 24 months; others 18 months); outplacement; equity vesting per plan | Non-compete/non-solicit obligations extend for months equal to severance months; CIC defined via ownership/control change, board turnover, asset sale/liquidation |
| Anti-Hedging/Anti-Pledging | Ongoing | Prohibited hedging, pledging, margin accounts, derivatives; short sales banned | Applies to directors, executives, employees |
| Clawback | Restatement; misconduct; overpayment | Mandatory recoupment for restatements; discretionary forfeiture/repayment in specified circumstances | Covers options, PSUs, RSUs, PBP payouts |
Performance & Track Record
- Company performance context during early tenure: 2024 headline metrics (see table) .
- Pay vs Performance link: Compensation Actually Paid aligned with TSR trajectory due to equity-heavy design .
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| TSR ($ value of initial $100) | 117.05 | 123.00 | 148.13 | 140.65 | 122.27 |
| Peer Group TSR ($) | 105.53 | 119.88 | 132.48 | 126.06 | 125.01 |
| Net Income ($mm) | 361 | 1,024 | 2,368 | 2,846 | 2,746 |
| Adjusted Operating Income ($mm) | 5,558 | 5,268 | 4,989 | 5,297 | 5,360 |
| 2024 Operating Context | Value |
|---|---|
| Net Sales YoY | −3.0% |
| Operating Income | $1.7B (−63.2% YoY) |
| Net Cash from Operating Activities | $4.2B (+5.2% YoY) |
| Organic Net Sales YoY | −2.1% |
| Adjusted Operating Income | $5.4B (+1.2% YoY) |
| Free Cash Flow | $3.2B (+6.6% YoY) |
Governance & Shareholder Feedback (Compensation Program Signals)
- Executive compensation program is performance-weighted (approx. 75% at-risk; 70% PSUs/30% RSUs annual equity mix) with ambitious financial targets, TSR cap when negative, and no excise tax gross-ups; no single-trigger CIC; robust ownership guidelines and clawbacks .
- Strong say‑on‑pay support: ~96% approval at 2024 Annual Meeting; program design maintained for 2025 in light of feedback . 2025 Annual Meeting advisory vote results: For 872,898,769; Against 40,641,979; Abstain 3,418,775; Broker non-votes 107,453,606 .
Compensation Peer Group (Benchmarking, pay inflation risk)
KHC benchmarks executive pay and design vs a Consumer Staples peer set (ADM, Campbell Soup, Conagra, General Mills, Hormel, Kellanova, Keurig Dr Pepper, McCormick, Mondelēz, PepsiCo, Coca‑Cola, Hershey, J.M. Smucker, Colgate‑Palmolive, Kimberly‑Clark, Procter & Gamble, Tyson Foods) and uses a 13‑company performance peer subset for TSR .
Equity Ownership & Insider Selling Pressure (Vesting Schedules)
- Typical grant timing is annual Q1; RSUs vest 75% at year 3 and 25% at year 4; PSUs earn based on 3-year performance with payout capped at 150%; matching RSUs from the Bonus Investment Plan vest at 3 years . Anti-pledging/anti-hedging policies curtail leverage or hedged sales; clawbacks increase discipline .
- Specific grant sizes and current beneficial ownership for Angel are not disclosed in 2025 proxy filings; vesting/sale pressures should be assessed once individual Form 4 transactions and award details are available (see Form 4 monitoring) (general beneficial ownership table; Angel not listed as NEO/director in 2025 proxy).
Employment Terms (Retention risk, transition analysis)
- Severance protections (18 months base salary for senior execs) and double-trigger CIC economics (1.5x base + target bonus; health benefits; prorated target bonus) support retention during corporate change and reduce abrupt exit risk; restrictive covenants (non-compete/non-solicit) apply for the severance period .
- No single-trigger benefits; program designed to mitigate excessive risk-taking and align with long-term value creation .
Additional Signals
- As Global General Counsel & Corporate Affairs Officer, Angel has signed multiple 8‑K filings in 2025, evidencing role centrality in board changes and corporate communications, including director transitions and annual meeting results .
- Anti-pledging and anti-hedging policies eliminate alignment red flags commonly linked to executive stock collateralization .
Investment Implications
- Alignment: Equity-heavy LTI design (PSUs 70%/RSUs 30%), TSR cap when negative, and three-year KPI focus (Organic Net Sales CAGR, FCF) align legal leadership incentives with multi-year value creation and disciplined capital allocation .
- Retention/turnover risk: Severance/CIC protections and restrictive covenants lower near‑term exit risk; monitor award vesting cycles post-2025 grants for potential selling windows, subject to policy restrictions and blackout periods .
- Governance quality: Strong clawbacks and prohibitions on hedging/pledging reduce misalignment and signal conservative risk posture; say‑on‑pay support (~96% in 2024; strong approval again in 2025 by vote counts) indicates investor comfort with comp framework .
- Performance backdrop: 2024 operating compression (net sales and operating income down) with improving cash conversion and FCF create a higher hurdle for PSU metrics; TSR sensitivity in the comp design ties realized awards to equity performance, increasing execution stakes across legal, regulatory, and corporate affairs domains .