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Judith Buckner

President, Reynolds Cooking & Baking at Reynolds Consumer ProductsReynolds Consumer Products
Executive

About Judith Buckner

Judith Buckner, age 56, is President of Reynolds Cooking & Baking (RCB) at Reynolds Consumer Products (REYN), a role she has held since November 2022. She joined Reynolds in 2000 after nine years in engineering and operations roles at Hoechst‑Celanese/Invista; she holds a B.S. in Chemical Engineering from Purdue University . Company performance context during her recent tenure includes FY2024 adjusted EBIT of $549 million, net income of $352 million, FY2024 net revenues of $3,695 million, adjusted EPS of $1.67, and Free Cash Flow of $369 million; FY2024 AIP paid at 121% of target and PSUs earned at 188% of target, reflecting pay-for-performance alignment. Cumulative TSR since listing equated to $109 vs a $100 initial investment at year-end 2024 .

Past Roles

OrganizationRoleYearsStrategic Impact
Reynolds Consumer ProductsPresident, Reynolds Cooking & BakingNov 2022–presentLeads flagship RCB brand portfolio; accountable for growth and margin delivery
Reynolds Consumer ProductsPresident, Presto Products2019–Nov 2022Led business unit operations and commercial execution
Reynolds Consumer ProductsSVP, Business Transformation2017–2019Drove enterprise transformation initiatives in operations and processes
Reynolds Consumer ProductsEngineering/Operations roles (Engineering Manager; Director of Manufacturing; Plant Manager; Director of Engineering & NPD; VP Operations & Engineering)2000–2017Built deep plant/engineering expertise; led NPD and operational excellence
Hoechst‑Celanese/InvistaEngineering and leadership roles in product development and operations1991–2000Early career in polymer/product engineering and operations

External Roles

No external public company directorships or committee roles for Ms. Buckner are disclosed in REYN’s proxy filing .

Fixed Compensation

MetricFY 2022FY 2023FY 2024
Base Salary ($)477,083 525,000 557,083
Target Bonus (%)65% of base
Actual AIP Paid ($)201,568 573,300 438,146

Notes:

  • 2024 AIP corporate payout level was 121% of target (80% Adjusted EBIT, 20% Revenue) .

Performance Compensation

Annual Incentive Program (AIP) – FY2024

MetricWeightingTargetActualPayout (metric-level)Contribution to Total
Adjusted EBIT Growth vs FY202380% $527m / 103% $549m / 107% 141% 113%
Revenue Growth vs FY202320% $3,850m / 102.5% $3,695m / 98% 40% 8%
Total Corporate Payout121%
  • Ms. Buckner’s 2024 AIP payout of $438,146 reflects 121% of her 65% target bonus on $557,083 base salary .

Long-Term Incentive (LTI) – Grants and PSU Outcomes

Award YearInstrumentGrant DateTarget Shares (#)Grant-Date Fair Value ($)VestingFY2024 Outcome
2024RSUs2/1/2024 13,631 377,988 1/3 per year over 3 yrs
2024PSUs2/1/2024 13,631 377,988 (probable) Vests on 3rd anniversary 25,626 earned (188% of target)
2023RSUs2/1/2023 354,382 1/2 on 2/1/2025 and 2/1/2026
2023PSUs (earned)2/1/2023 354,382 (probable) Vests 2/1/2026 20,142 earned
2022RSUs2/1/2022 320,606 (probable) Vested 2/1/2025

PSU Performance Calibration (2024 awards):

  • Adjusted EPS Growth: target $1.47; actual $1.67 (118%); earned 190.9% of target (50% weight) .
  • Free Cash Flow: target $315m; actual $369m; earned 185.7% of target (50% weight) .
  • Blended PSU earn-out: 188% of target; vests 2/1/2027 .

Equity Ownership & Alignment

ItemDetail
Total Beneficial Ownership24,065 shares (<1% of 210,318,222 outstanding)
Unvested RSUs (as of 12/31/2024)3,554 (2022; vested 2/1/2025), 7,928 (2023; vests 2/1/2025 & 2/1/2026), 13,631 (2024; vests over 3 years)
Earned PSUs (unvested)20,142 (2023; vests 2/1/2026), 25,626 (2024; vests 2/1/2027)
OptionsNone outstanding; no stock options held or exercised in 2024
Ownership GuidelinesBusiness Unit Presidents required to hold stock worth 3x base salary; compliance deadline is later of July 1, 2028 or five years from becoming subject; 50% retention of net shares until compliant (then 100% if below threshold)
Hedging/PledgingCompany prohibits hedging and pledging of Company securities

Employment Terms

ProvisionTerms for Judith Buckner
Employment AgreementProvides initial base and target AIP; adjusted by CNG Committee
Non‑compete / Non‑solicitIn effect during employment and for 1 year post-termination
Severance (no Cause)12 months base salary; 12 months COBRA premium assistance
Sale of Business (12 months post-close)24 months base salary + prorated target annual incentive; paid over 24 months
Change‑in‑Control (plan)Equity awards generally vest immediately; PSUs vest based on likely/actual performance as determined by CNG Committee; Company moved CEO to double-trigger in Oct 2024; Buckner’s awards governed by plan provisions (single-trigger plan-level)
ClawbackNasdaq-compliant clawback for incentive-based comp tied to financial reporting measures (3-year lookback upon restatement)
Tax Gross‑UpsCompany policy states no excise tax gross‑ups

Compensation Structure Analysis

  • Mix and trend: Salary rose to $557,083 (2024) from $477,083 (2022); equity grant-date fair value increased to $755,976 (2024) from $641,242 (2022), with AIP outcomes varying in line with results ($201,568 in 2022; $573,300 in 2023; $438,146 in 2024), indicating meaningful at‑risk pay tied to performance .
  • AIP and PSU levers: 2024 corporate AIP paid at 121% on Adjusted EBIT and Revenue; 2024 PSU earned at 188% on Adjusted EPS and Free Cash Flow, evidencing alignment of incentives with profitability, EPS and FCF outcomes .
  • Governance safeguards: Anti‑hedging/pledging and clawback policies in place; option repricing prohibited; say‑on‑pay support ~99% in 2024, limiting pay inflation risk and signaling shareholder endorsement .

Retirement, Deferred Comp, Perquisites

ItemFY2024 Detail
PensionLump sum payout of $132,389 under Pension Plan for Pactiv Evergreen; legacy entitlements only; plan otherwise frozen
Nonqualified Deferred CompExec contributions $48,572; company contributions $55,223; withdrawals $(137,349); year-end balance $358,997
All Other Compensation401(k) company contribution $27,600; Nonqualified plan company contribution $55,223; dividend equivalents $17,798; group term life $5,056; wellness credits $1,000; total $106,677

Performance & Track Record

  • Corporate performance backdrop: FY2024 adjusted EBIT $549m; net income $352m; FY2024 net revenues $3,695m; adjusted EPS $1.67; Free Cash Flow $369m, with compensation outcomes linked directly to these measures via AIP and PSU structures .
  • TSR: Company TSR from a fixed $100 investment equaled $109 at FY2024 year‑end; peer group $141; payout-versus-performance disclosure charts show CAP tracking profitability and TSR trends .

Compensation Peer Group and Policy

  • Peer group used for benchmarking includes AptarGroup, Church & Dwight, Edgewell, Energizer, Greif, Hasbro, Helen of Troy, O‑I Glass, Pactiv Evergreen, Sealed Air, Silgan, Snap‑on, Sonoco, Spectrum Brands, Clorox, Scotts Miracle‑Gro, Yeti; additions/removals updated annually .
  • Target positioning: CNG Committee generally aims around 50th percentile for elements of total compensation, adjusted for performance and retention needs .

Equity Vesting Calendar and Potential Selling Pressure

  • Key vest dates: RSUs typically vest on Feb 1 annually over 3 years; earned PSUs vest on Feb 1 of year three (notably 2/1/2026 and 2/1/2027 tranches outstanding for Buckner) .
  • Trading policy controls: Insider policy governs trading windows; hedging/pledging banned, reducing misalignment risk .

Investment Implications

  • Pay-for-performance alignment: AIP and PSU structures directly tied to Adjusted EBIT, Revenue, Adjusted EPS, and FCF delivered 121% AIP payout and 188% PSU earn-out for FY2024, signaling robust operational execution and cash generation focus .
  • Retention risk: Material unvested PSU/RSU tranches through 2027, one-year non‑compete/non‑solicit, and severance mechanics (12–24 months base plus prorated bonus in Sale of Business scenarios) support retention; change-in-control terms accelerate equity under plan, with CEO on double-trigger, while Buckner remains under plan provisions .
  • Ownership alignment: Beneficial ownership is <1% but executive ownership guidelines require 3x base salary for business unit presidents by July 1, 2028/five-year horizon, with mandatory share retention until compliant; anti-hedging/pledging policy enhances alignment .
  • Monitoring signals: Watch annual vest dates (Feb 1) for potential Form 4 activity and gauge ongoing AIP/PSU calibration against Adjusted EBIT/EPS/FCF guidance; strong 2024 result sets a high bar, implying sensitivity to profitability and cash conversion trends in future payouts .