Adam Haggard - Senior Vice President, Co-Chief Financial Officer | ODP (ODP) Executive Profile & Compensation

About Adam Haggard

Senior Vice President and Co-Chief Financial Officer of The ODP Corporation, appointed effective December 9, 2024; based in Boca Raton. Age 45 with 20+ years at ODP across accounting, FP&A, real estate and supply chain roles; prior experience at a mid-sized auditing firm . Company 2024 results: sales $7.0B (-11% y/y), Adjusted EBITDA $268M (vs. $459M in 2023), GAAP EPS from continuing ops $3.08 (vs. $6.22); adjusted EPS $3.30 (vs. $6.61) . 2024 annual bonus plan paid 20% of target for Haggard, driven solely by ESG metrics as Adjusted EBITDA and Net Sales were below threshold .

Past Roles

Organization	Role	Years	Strategic Impact
The ODP Corporation	Senior Vice President, Co-Chief Financial Officer	Not disclosed	Co-principal financial officer; continued principal accounting oversight remains with co-CFO peer .
The ODP Corporation	Senior Vice President, Financial Planning & Analysis	Not disclosed	Led enterprise FP&A; budgeting/forecasting and performance management .
The ODP Corporation	Vice President, FP&A & Real Estate Development	Not disclosed	Integrated financial planning with portfolio/footprint optimization .
The ODP Corporation	Vice President, FP&A	Not disclosed	Division and corporate FP&A leadership .
The ODP Corporation	Senior Director, Retail Real Estate & Supply Chain	Not disclosed	Supported retail footprint and supply chain efficiency .
Mid-sized auditing firm	Auditor	Not disclosed	Foundational accounting/audit experience .

External Roles

No public company directorships or external roles disclosed for Haggard in company filings .

Fixed Compensation

Component	2024 Amount/Terms	2023 Amount/Terms	Notes
Base Salary	$400,000 (effective Dec 1, 2024, subject to Board approval of appointment)	$275,000	Weekly payroll; exempt employee .
Target Annual Bonus	60% of annual eligible earnings	50%	Paid under Corporate Incentive Plan .
2024 Bonus Paid (Actual)	$33,260	—	20% of target due to ESG only; EBITDA and Net Sales below threshold .
Car Allowance	$400 bi-weekly	—	Executive Car Allowance Program .
Paid Time Off	208 hours/year	—	Company PTO policy .
Perquisites	Financial planning, executive physicals, car allowance; core benefits; 401(k) match (50% on first 6% deferral)	—	Peer-aligned perquisites .
Clawbacks	SEC 10D-compliant and broader recoupment policy	—	Applies to cash and equity .

Performance Compensation

2024 Annual Bonus Plan – Metrics and Outcomes (Haggard)

Metric	Weight	Threshold (50%)	Target (100%)	Max (175%)	2024 Actual	Payout (Weighted)
Total Company Adjusted EBITDA	40%	$400.0M	$411.0M	$472.7M	$267.6M	0%
Total Company Net Sales	40%	$7.32B	$7.71B	$8.09B	$6.99B	0%
Non-Financial ESG (3 initiatives equally weighted)	20%	See grids	See grids	See grids	116.67% attainment (capped at 100%)	20%
Total Bonus Payout vs. Target	—	—	—	—	—	20%

ESG sub-metrics included: absolute plastic reduction (target 4%), diverse supplier spend (target 4.6%), and Scope 1 & 2 GHG reduction (target 5%); payout curves specified, with cap unless EBITDA target met .

Long-Term Incentives (LTIP)

2024 Grants and Structure

Element	Grant Date	Units/Value	Vesting	Performance Measure(s)	Parameters
RSUs	Mar 25, 2024	2,136 units; $110,000 grant date fair value	Time-based; equal tranches on Mar 25, 2025/2026/2027	—	—
PSUs – EPS-CAGR	Mar 25, 2024	Target 1,602 (threshold 801; max 3,204)	Cliff vest in Mar 2027; continued employment required	3-year adjusted EPS-CAGR	Threshold 12.8%; Target 17.1%; Max 21.4%
PSUs – rTSR	Mar 25, 2024	Target 1,284 (threshold 642; max 2,568)	Cliff vest in Mar 2027; continued employment required	3-year relative TSR vs peer group	Threshold 25th percentile; Target 50th; Max 85th; cap at 100% if absolute TSR negative
Special RSU	Sep 6, 2024	12,438 units; $350,000 grant date fair value	Time-based (see award agreement)	—	—

Notes: Proxy also references PSU vesting on March 10, 2027; award table indicates March 25, 2027 cliff vest; both disclosures confirm March 2027 vesting framework .

Historical PSU Outcomes

Cycle	Performance Measure	Period	Outcome
2022 PSU	Relative TSR	Mar 10, 2022 – Mar 10, 2025	15.58th percentile; payout 25%
2021 PSU	Relative TSR	3-year cycle (TSR leg)	53.33rd percentile; payout 108.33%

Equity Ownership & Alignment

Item	Detail
Beneficial Ownership (as of Mar 3, 2025)	18,657 shares; <1% of outstanding .
Outstanding Unvested RSUs (FY-end 2024)	2,136 ($48,957), 1,539 ($35,274), 1,750 ($40,110), 12,438 ($285,079), 453 ($10,383) – values at $22.92 share price .
Outstanding PSUs (Unearned at FY-end 2024)	2,886 ($66,147) and 3,223 ($73,871) – values at $22.92 .
Options	None disclosed for Haggard .
Stock Ownership Guidelines (NEOs)	3x base salary; must retain 50% of net shares until guideline met; unearned PSUs and unexercised options do not count .
Hedging/Pledging	Prohibited for directors and executive officers .
Clawbacks	SEC-mandated plus broader recoupment of incentive pay, including non-financial goals, since 2010 .

Employment Terms

Provision	Term
Role and Effective Date	Senior Vice President, Co-Chief Financial Officer; effective upon Board approval Dec 9, 2024 .
Base Salary / Bonus	$400,000 base (retroactive to Dec 1, 2024); target bonus 60% of eligible earnings .
LTIP Eligibility (2025)	Aggregate grant date value $450,000 under 2021 LTIP, form aligned to peers .
Severance (without Cause)	Lump sum: 15 months base salary; 15× COBRA premium differential; pro-rata bonus for year of termination; prior year earned/ unpaid bonus (subject to release) .
CIC Plan Eligibility	Executive Change in Control Severance Plan (Tier 2); double-trigger coverage window (6 months pre-CIC to 24 months post-CIC for qualifying terminations) .
CIC Severance Amount	1.5× (base salary + average annual bonus for prior 3 years) + 18× COBRA differential; plus pro-rata and prior-year bonus; equity per award terms; outplacement (24 months) .
Non-Compete	Greater of 6 months or severance payment period post-termination .
Non-Solicit	12 months for customers and employees .
Clawback	Company clawback policies apply to all incentive compensation .

Tabular potential payments (as of Dec 28, 2024 hypothetical scenarios):

Scenario	Total	Key Components
Involuntary Termination (pre-CIC)	$674,300	Severance $517,041; partial RSU vesting; pro-rata bonus; COBRA (values at $22.92) .
Involuntary or Good Reason Termination upon/after CIC	$1,394,407	CIC severance $842,450; accelerated RSU/PSU vesting; outplacement $22,500; pro-rata/prior bonus .

Compensation Structure Signals

Equity-heavy with rigorous performance linkage (60% PSUs in 2024; split between rTSR and EPS-CAGR; TSR capped if absolute TSR is negative) .
2024 STI design emphasized enterprise EBITDA and Net Sales (80% weight) with ESG at 20%; 2025 plan simplifies to Adjusted EBITDA and Adjusted Free Cash Flow, removing ESG, and includes BU financial metrics for accountability .
Best-practice governance: no excise tax gross-ups; no option repricing; no hedging/pledging; robust clawbacks and ownership requirements .

Investment Implications

Alignment and retention: Material unvested RSUs (incl. 12,438 special grant) and two active PSU cycles vesting in March 2027 create strong retention incentives and alignment with shareholder TSR and EPS growth .
Pay-for-performance discipline: 2024 bonus paid at 20% of target given EBITDA and Net Sales misses, indicating tight linkage to financial outcomes; 2025 plan intensifies focus on EBITDA and Free Cash Flow—key levers for capital returns and deleveraging .
Risk controls: Double-trigger CIC, anti-hedging/pledging, and dual clawbacks mitigate governance red flags; beneficial ownership is <1% (typical for NEOs at mid-cap distributors), with progress expected under 3× salary ownership guideline .
Trading signals: 2027 cliff vest PSUs and annual RSU tranches in 2025/2026/2027 define potential supply overhang windows; however, retention of 50% net shares until guidelines are met and prohibition on hedging/pledging temper near-term selling pressure .