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Valerie Miller

Executive Vice President of Human Resources at Reynolds Consumer ProductsReynolds Consumer Products
Executive

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

OrganizationRoleYearsStrategic Impact
Reynolds Consumer ProductsExecutive Vice President, Human ResourcesJan 2021–present Enterprise HR leadership supporting talent, retention, and governance
Reynolds Consumer ProductsVice President, Human ResourcesOct 2019–Jan 2021 HR leadership for corporate functions
Reynolds Consumer ProductsSenior Director, Human ResourcesApr 2017–Sep 2019 HR initiatives across business units
Reynolds Consumer ProductsVarious HR roles2012–2017 Progressive HR responsibilities
Graham PackagingHR leadership positionsPrior 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

ElementPolicyNotes
Base SalarySet competitively around 50th percentile of benchmark peer group, adjusted for individual performanceCNG Committee targets ~50th percentile; no automatic salary increases in employment agreements
PerquisitesLimited executive perquisitesAligns with shareholder-friendly practices
SERP/PensionNo supplemental executive retirement plans for executivesNo SERP; pension accruals not applicable to NEOs in covered years
Tax Gross-upsNo excise tax gross-upsShareholder-friendly policy

Performance Compensation

ProgramMetricThresholdTargetMaximumActualAttainment (%)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-basedRSUs 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/PracticeDetails
Executive Stock Ownership GuidelinesOther executive officers must hold ≥2x annual base salary in company stock; CEO 5x; BU Presidents and CFO 3x
Compliance TimingAchieve 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
ClawbackExecutives’ cash and equity incentive compensation subject to clawback
Hedging/PledgingHedging and pledging of company securities is prohibited
Non-competition requirementNon-compete agreement required for equity award eligibility
Beneficial ownership disclosureMs. Miller is not listed among directors or NEOs in the beneficial ownership table; individual share count not disclosed

Employment Terms

TermDisclosure
Employment agreement details for Valerie MillerNot specifically disclosed in proxy/8-K; she signs and administers executive employment and restrictive covenant agreements in her HR capacity
Restrictive covenants for executives2024 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 economicsPotential 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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