Jill Waite

About Jill Waite

Jill Waite (age 47) is Chief People Officer at Portillo’s, joining in 2019 after HR and operations roles at Sephora and 24-Hour Fitness. She holds a Bachelor’s degree in Management from the University of Florida and leads talent pipeline development, retention, and learning programs; in 2024, management turnover reached record lows with all new restaurant openings staffed by experienced leaders, supporting operational execution . Company performance context: FY2024 revenue was $710.6M, Adjusted EBITDA $104.8M (14.7% margin), restaurant-level adjusted EBITDA $168.1M (23.7% margin), and same-restaurant sales declined (0.6)%; cumulative TSR from IPO equated to $30.86 per $100 initial investment through FY2024 .

Past Roles

Organization	Role	Years	Strategic Impact
Sephora	Human Resources and Operations roles	Not disclosed	People leadership for multi-unit retail; foundation for culture and talent programs
24-Hour Fitness	Human Resources and Operations roles	Not disclosed	Operations and HR experience in high-volume consumer services

External Roles

No external board or committee roles disclosed for Jill Waite .

Fixed Compensation

Metric	2023	2024
Base Salary ($)	$401,906	$417,513
Target Bonus % of Salary	50% (historical offer letter target); increased to 60% in 2024	60%
Actual STI Bonus ($)	$259,062	$177,795
Perquisites/Other ($)	$54,374 (incl. health insurance, ESPP, commuter, 401(k), phone)	$91,631 (incl. commuter $45,654; health insurance $32,259; ESPP $1,500; personal financial management $10,438; 401(k) match $1,000; phone $780)

Performance Compensation

Plan Component	Metric	Weighting	Target	Actual/Payout	Vesting
2024 STIP (Cash)	Adjusted EBITDA	75%	$110.7M at 100% payout	Company payout 70.5%	Cash after FY-end
2024 STIP (Cash)	Individual Objectives	25%	Objectives aligned to strategic pillars	Jill Waite individual payout applied at 70.5% in 2024	Cash after FY-end
2024 LTI (PSUs)	3-year Cumulative Revenue Growth ($)	50%	50% payout at $225M; 100% at $320M; 200% at $380M+	Earned at end of 2024–2026 period (linear interpolation)	Vests after performance period; accelerated on change-in-control per plan terms
2024 LTI (PSUs)	3-year Cumulative Adjusted EBITDA Growth ($)	50%	50% payout at $25.0M; 100% at $40.0M; 200% at $58.0M+	Earned at end of 2024–2026 period (linear interpolation)	Vests after performance period; plan change-in-control treatment
2024 LTI (RSUs)	Time-based	—	Target grant value $225,000; 18,844 RSUs granted on 5/2/2024	N/A	Vests ratably on each of the first three anniversaries of 5/2/2024 (May 2, 2025/2026/2027)

2024 Grants Detail (Equity)	Grant Date	Shares/Units	Grant Date FV ($)
RSUs	5/2/2024	18,844	$225,000
PSUs (Target)	5/2/2024	18,844	$225,000

Equity Ownership & Alignment

Category	Detail
Total Beneficial Ownership	184,737 shares; <1% of Class A outstanding
Stock Ownership Guidelines	Other C-suite: 3x annual base salary; compliance assessed on rolling 90-day avg price
Compliance Status	All management and directors satisfied or on track as of FY2024 year-end
Hedging/Pledging	Prohibited under Insider Trading Policy (hedging disallowed; pledging/margin accounts prohibited)
ESPP Participation	Participated in 2024 ESPP; $1,500 reported in “All other compensation”

Options and Unvested Equity (as of 12/29/2024)	Type	Status	Quantity	Exercise Price	Expiration
2019 Options	Exercisable	178,456	$4.30	8/7/2029	N/A
2021 Performance Options	Unearned (performance-based)	61,741	$20.00	10/21/2031	N/A
2024 RSUs	Unvested	18,844	N/A	N/A	$169,219 (at $8.98 close)
2024 PSUs (Target)	Unearned	18,844	N/A	N/A	$169,219 (at $8.98 close; target-level)

Employment Terms

Item	Terms
Offer Letter	Dated 5/22/2019; at-will employment; initial base salary $360,000; annual incentive target 50% (prorated for 2019); eligible for equity; sign-on bonus $75,000 (subject to repayment under certain early terminations)
Senior Executive Severance Plan	Without cause: 1.0x base salary + pro-rated bonus + subsidized COBRA + outplacement; Double-trigger change in control: 2.0x (CEO is 3.0x) base salary + target bonus + pro-rated bonus + subsidized COBRA + outplacement
Waite Severance Quantification (as of 12/29/2024)	Without cause: $420,319 salary; $177,795 STI; $390,031 equity; $32,892 health benefits; Double-trigger CoC: $840,638 salary; $355,590 STI; $892,875 equity; $32,892 health; $25,000 outplacement; Death/Disability: $502,844 equity
Change-in-Control Equity Treatment	Unvested equity vests upon double-trigger or if surviving entity fails to assume awards; PSUs/Perf options valued at target for disclosure
Clawback	Incentive-based compensation recovery policy adopted Oct 2023 (Nasdaq Rule 5608 compliant); no recoveries applied as of proxy date
Hedging/Pledging	Prohibited (see policies above)
Deferred Compensation	No participation in non-qualified deferred compensation plan
Tax Gross-Ups	Company avoids tax gross-ups for bonuses and incentives; per practices summary

Investment Implications

Pay-for-performance alignment improved in 2024 with reintroduced LTI split evenly between PSUs and RSUs; PSU metrics directly tied to multi-year revenue and Adjusted EBITDA growth, reducing discretionary equity risk and increasing performance linkage .
Short-term incentive payout was below target (70.5%) due to underperformance against the Adjusted EBITDA target, signaling disciplined cash bonus calibration amid mixed operating trends; Jill’s STI reflected this outcome (actual $177,795 vs. target $252,191) .
Retention risk appears contained: substantial unvested equity (RSUs over 2025–2027; PSUs through FY2026) and double-trigger severance protections provide continuity incentives; hedging/pledging prohibitions and ownership guidelines further align executive incentives with TSR .
Execution lever: record-low turnover and staffing of new openings with experienced leaders supports expansion; sustained PSU thresholds (3-year revenue/EBITDA growth dollars) will require continued improvement in traffic and margins to unlock full payouts, tying Jill Waite’s people leadership directly to value creation .