Valerie Miller
About Valerie Miller
Valerie Miller is Executive Vice President, Human Resources at Reynolds Consumer Products, serving in this role since January 2021 after prior progression: VP of HR (Oct 2019–Jan 2021), Senior Director of HR (Apr 2017–Sep 2019), and various HR roles since 2012; previously, she held HR leadership positions at Graham Packaging. She holds a B.A. in Business Administration from Carthage College and an MBA from the University of Wisconsin–Milwaukee; she is 52 years old as of February 28, 2025 . Company performance context for pay alignment in 2024: Adjusted EBIT $549m, Net Income $352m, total net revenues $3,695m, and company TSR value of 109 vs peer TSR 141; executive pay programs link to Adjusted EBIT, Revenue, Adjusted EPS, Adjusted EBITDA, and Free Cash Flow .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Reynolds Consumer Products | Executive Vice President, Human Resources | Jan 2021–present | Enterprise HR leadership supporting talent, retention, and governance |
| Reynolds Consumer Products | Vice President, Human Resources | Oct 2019–Jan 2021 | HR leadership for corporate functions |
| Reynolds Consumer Products | Senior Director, Human Resources | Apr 2017–Sep 2019 | HR initiatives across business units |
| Reynolds Consumer Products | Various HR roles | 2012–2017 | Progressive HR responsibilities |
| Graham Packaging | HR leadership positions | Prior to 2012 | HR leadership in packaging industry |
External Roles
No external directorships or public-company board roles are mentioned in the proxy biography for Ms. Miller .
Fixed Compensation
| Element | Policy | Notes |
|---|---|---|
| Base Salary | Set competitively around 50th percentile of benchmark peer group, adjusted for individual performance | CNG Committee targets ~50th percentile; no automatic salary increases in employment agreements |
| Perquisites | Limited executive perquisites | Aligns with shareholder-friendly practices |
| SERP/Pension | No supplemental executive retirement plans for executives | No SERP; pension accruals not applicable to NEOs in covered years |
| Tax Gross-ups | No excise tax gross-ups | Shareholder-friendly policy |
Performance Compensation
| Program | Metric | Threshold | Target | Maximum | Actual | Attainment (%) | Weight (%) | Final Payout/Earned (%) | Vesting |
|---|---|---|---|---|---|---|---|---|---|
| 2024 AIP (cash) | Adjusted EBIT Growth (FY 2024 vs FY 2023) | $475m / 92.7% → 25% payout | $527m / 103.0% → 100% payout | $580m / 113.3% → 200% payout | $549m / 107% | 141% | 80% | 113% | Cash (annual) |
| 2024 AIP (cash) | Revenue Growth (FY 2024 vs FY 2023) | $3,657m / 97.3% → 25% payout | $3,850m / 102.5% → 100% payout | $4,042m / 107.6% → 200% payout | $3,695m / 98% | 40% | 20% | 8% | Cash (annual) |
| 2024 PSUs (LTI) | Adjusted EPS Growth (FY 2024 vs FY 2023) | $1.25 / 88% → 25% earned | $1.47 / 103.5% → 100% earned | $1.69 / 119% → 200% earned | $1.67 / 118% | 190.9% | 50% | 95% | PSUs vest on 3rd anniversary (Feb 1, 2027) |
| 2024 PSUs (LTI) | Free Cash Flow (FY 2024) | $252m → 25% earned | $315m → 100% earned | $378m → 200% earned | $369m | 185.7% | 50% | 93% | PSUs vest on 3rd anniversary (Feb 1, 2027) |
| RSUs (LTI) | Time-based | — | — | — | — | — | — | — | RSUs vest 1/3 per year over 3 years |
- 2024 AIP total payout level for participants was 121% of target (80% EBIT-driven, 20% Revenue-driven) .
- 2024 PSUs earned at 188% of target for senior executives, vesting on Feb 1, 2027 .
Equity Ownership & Alignment
| Policy/Practice | Details |
|---|---|
| Executive Stock Ownership Guidelines | Other executive officers must hold ≥2x annual base salary in company stock; CEO 5x; BU Presidents and CFO 3x |
| Compliance Timing | Achieve ownership by later of July 1, 2028 or five years from becoming subject; pre-compliance retain ≥50% of net shares from vesting; post-compliance retain 100% until compliant |
| Clawback | Executives’ cash and equity incentive compensation subject to clawback |
| Hedging/Pledging | Hedging and pledging of company securities is prohibited |
| Non-competition requirement | Non-compete agreement required for equity award eligibility |
| Beneficial ownership disclosure | Ms. Miller is not listed among directors or NEOs in the beneficial ownership table; individual share count not disclosed |
Employment Terms
| Term | Disclosure |
|---|---|
| Employment agreement details for Valerie Miller | Not specifically disclosed in proxy/8-K; she signs and administers executive employment and restrictive covenant agreements in her HR capacity |
| Restrictive covenants for executives | 2024 8-K exhibits include restrictive covenant agreements for CEO/CFO with competitor lists and Illinois governing law; executed by Ms. Miller on behalf of the company |
| Severance/Change-of-Control economics | Potential payments tables disclosed for NEOs only; Ms. Miller not covered in those tables |
Investment Implications
- Compensation alignment: Company practices emphasize pay-for-performance via AIP (80% Adjusted EBIT Growth, 20% Revenue Growth) and LTI PSUs tied to Adjusted EPS Growth and Free Cash Flow. 2024 outcomes were above target (AIP 121%; PSUs 188%), signaling strong operational delivery; HR leadership continuity under Miller supports consistency in talent and incentive administration .
- Retention risk: Robust stock ownership guidelines (≥2x salary for other executive officers), mandatory share-retention, clawbacks, non-compete requirements, and prohibition on hedging/pledging reduce misalignment and increase retention “glue” for senior management; absence of excise tax gross-ups and SERP limits guaranteed compensation, keeping at-risk pay high .
- Trading signals: Pay-versus-performance disclosures show Adjusted EBIT $549m, Net Income $352m, TSR value of 109 vs peer TSR 141 for 2024—investors should monitor whether incentive structures continue to drive EBIT/EPS/FCF expansion; AIP and PSU attainment levels suggest near-term earnings and cash flow strength .
- Governance context: Majority ownership by PFL (73.9%) concentrates control and can shape compensation oversight; however, use of independent compensation consultant and clawback/anti-hedging policies indicate governance safeguards remain active .
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