Gerardo Lopez
MGP INGREDIENTSAbout Gerardo I. Lopez
Gerardo I. Lopez, 65, is an independent Group B director of MGP Ingredients, appointed on April 14, 2025 and standing for his first election at the May 20, 2025 annual meeting. He serves on the Audit, Human Resources and Compensation, and Nominating and Governance Committees and is designated an audit committee financial expert; the Board has determined he is independent under Nasdaq rules. Lopez is a seasoned consumer-sector executive (Extended Stay America CEO; AMC Entertainment CEO; senior roles at Starbucks, PepsiCo, and P&G) with deep human capital, food & beverage, M&A, and finance experience.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| SoftBank Investment Advisers | Executive in Residence; Head of Operating Group | 2018–2022; Head 2019–2021 | Founded an operating group of 30+ ex-executives to advise portfolio companies; $160B AUM context |
| Extended Stay America, Inc. | Chief Executive Officer | 2015–2018 | Built executive team, succession plans; strategic growth platform |
| AMC Entertainment Holdings, Inc. | Chief Executive Officer | 2009–2015 | Organizational overhaul (marketing, HR elevation, strategic planning); drove equity value +66% pre-sale/IPO |
| Starbucks Coffee Company | President, Global Consumer Products, SBC & Foodservice | 2004–2009 | Formed first consumer products group; $300M NOPBT; global partnerships (PepsiCo, Kraft, Hershey’s, Sysco, Suntory, etc.) |
| Frito-Lay (PepsiCo) | Area Vice President; Sr. Marketing Manager | 1991–1996; 1986–1990 | Consumer packaged goods leadership |
| Procter & Gamble | Unit Manager | 1984–1986 | Early operating role |
External Roles
| Company | Role | Tenure | Notes |
|---|---|---|---|
| CBRE Group, Inc. (NYSE: CBRE) | Director | 2015–present | Public company directorship |
| Newell Brands Inc. (Nasdaq: NWL) | Director | 2018–present | Public company directorship |
| Realty Income Corporation (NYSE: O) | Director | 2018–present | Public company directorship |
| Brinker International, Inc. (NYSE: EAT) | Director | 2012–2018 | Prior public company board |
| Extended Stay America, Inc. (Nasdaq: STAY) | Director | 2015–2018 | Prior public company board |
| AMC Entertainment Holdings, Inc. (NYSE: AMC) | Director | 2007–2009 | Prior public company board |
Board Governance
- Independence and committee roles: Lopez is independent and serves on Audit, Human Resources and Compensation, and Nominating and Governance; he is an audit committee financial expert. He is not a committee chair.
- Appointment and nomination: Appointed April 14, 2025 via third‑party search firm; standing for first election at the 2025 annual meeting.
- Board activity/attendance context: In 2024, the Board met 11 times; Audit 8; HR & Compensation 9; Nominating & Governance 6; independent directors held three executive sessions. Each then‑serving director attended >75% of meetings; directors are expected to attend annual meetings (8 of 9 attended in 2024).
- Risk oversight: Audit oversees financial reporting/internals/cyber/ERM; HR & Compensation oversees compensation risks and succession; Nominating & Governance oversees governance, board composition, independence, and sustainability matters.
- Service limits: Non‑executive directors may serve on up to four public boards (including MGPI) without approval; Audit Committee members may not serve on audit committees of more than two other public companies without Board approval.
Fixed Compensation
| Component | Amount | Terms |
|---|---|---|
| Annual cash retainer | $75,000 | Payable quarterly |
| Committee chair fees | $0 | Lopez is not a chair (Audit $15k; HR&Comp $10k; N&G $8k chair fees apply to chairs only) |
| Meeting fees | $0 | Not part of program |
| Initial RSU grant | $90,000 | Granted April 14, 2025; vests on second anniversary of grant (4/14/2027) |
| Annual director equity (common stock) | $90,000 | Vests immediately on grant; new directors received initial RSUs instead; annual equity elections available for incumbents |
Notes:
- The Board’s independent compensation consultant advises on director compensation; HR & Compensation Committee annually reviews director pay against peer data.
Performance Compensation
- No performance‑linked compensation is disclosed for non‑employee directors; annual equity awards vest time‑based (immediate for standard annual grants; two‑year vest for Lopez’s initial RSU). No options or PSUs are part of director pay.
Other Directorships & Interlocks
| Potential Interlock Area | Observation |
|---|---|
| Number of public boards | Lopez serves on three other public boards (CBRE, NWL, O); with MGPI this is four, at the Board’s stated limit without additional approval. Watch for overboarding if roles intensify. |
| Audit committee service elsewhere | MGPI guideline caps audit committee service on >2 other public companies without approval; Lopez is an audit committee financial expert at MGPI. External audit committee memberships not disclosed here. |
| Related parties | No related‑party transactions disclosed involving Lopez. Audit Committee reviews and approves related‑party transactions; disclosed transactions involve Lux family entities/employees, not Lopez. |
Expertise & Qualifications
- Human capital leadership and succession planning (Extended Stay CEO; AMC organizational redesign).
- Food & beverage operating experience and partnerships (Starbucks consumer products; partnerships with PepsiCo, Kraft, Hershey’s, Sysco, Suntory, Dong Suh, Uni‑President).
- Strategic transformation and M&A execution (AMC turnaround; SoftBank operating group formation).
- Finance/accounting literacy and risk management; audit committee financial expert designation.
- Public company executive and director experience across real estate, hospitality, manufacturing, consumer products.
Equity Ownership
| Holder | Common Shares | % | Preferred Shares | % |
|---|---|---|---|---|
| Gerardo I. Lopez | 0 | * | 0 | * |
Additional alignment:
- Director stock ownership guideline: 3× annual retainer ($225,000) in common stock, to be met within 5 years; each non‑employee director (including Lopez as of 4/14/2025) has met or is within the phase‑in period.
- Hedging/pledging: Prohibited for directors; as of the proxy date, no directors or executive officers had pledged shares.
Governance Assessment
- Strengths: Independent status; service across all three key committees; audit committee financial expert; robust Board governance (independent consultant for comp; clawback policy; prohibitions on hedging/pledging); structured ERM oversight; strong say‑on‑pay support in 2024 (common 97%, preferred 94%).
- Alignment: Initial RSU creates retention incentive; ownership guideline enforces skin‑in‑the‑game over 5‑year period; option grants not used for directors, reducing reprice risk.
- Watch items: At-limit public board service count (four total including MGPI); monitor workload and any external audit committee service for overboarding relative to MGPI guidelines. Initial ownership is zero; expect accumulation toward guideline.
- Related‑party oversight context: Audit Committee (which includes Lopez) oversees and approves related‑party transactions; disclosed transactions involve Lux family entities and employment—not Lopez. Continued vigilance is warranted given concentrated ownership blocs.
RED FLAGS: None disclosed specific to Lopez (no related‑party transactions, hedging/pledging, or attendance issues referenced). Maintain surveillance for potential overboarding and ensure timely progress toward ownership guidelines.