Tom Curtis
About Tom Curtis
Tom Curtis, age 61, is President, Burger King U.S. & Canada, appointed October 2021; he previously served as Burger King Chief Operating Officer from May–October 2021 and spent 35 years at Domino’s, including EVP roles overseeing U.S. and Global Operations . RBI’s 2024 results (company-wide) tied to executive pay included $44.5B system-wide sales, 17.9% income from operations growth, 9.0% organic Adjusted Operating Income growth, and $1.3B free cash flow, framing the performance environment for Curtis’s incentives . His 2024 annual bonus payout was 66.9% of target, with Burger King brand business performance assessed at 63.4% of target and individual performance at 74.6% of target .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Burger King (RBI) | President, U.S. & Canada | Oct 2021–present | Leads BK U.S. turnaround; LTI increased to reflect progress |
| Burger King (RBI) | Chief Operating Officer | May 2021–Oct 2021 | Oversaw field ops, development, restaurant operations |
| Domino’s Pizza, Inc. | EVP, U.S. Operations & Global Operations Support | Mar 2020–Apr 2021 | Oversaw franchise and company ops; scaled operations support |
| Domino’s Pizza, Inc. | EVP, Corporate Operations | Jul 2018–Mar 2020 | Led corporate store operations execution |
| Domino’s Pizza, Inc. | VP, Franchise Relations & Operations Innovation | Mar 2017–Jul 2018 | Drove franchise relations and operating innovation |
| Domino’s Pizza, Inc. | Various leadership roles; franchisee | 1987–2017 | Long-tenured operator; joined corporate in 2006 |
External Roles
No public board or external directorships disclosed for Curtis in company filings.
Fixed Compensation
| Element | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 545,833 | 550,000 | 612,500 |
| Target Bonus (%) | — | — | 130% |
| Target Bonus ($) | — | — | 812,500 |
| Target Cash Compensation ($) | — | — | 1,437,500 |
| Target Matching RSUs ($) | — | — | 914,063 |
| Target PSUs ($) | — | — | 4,500,000 |
| Total Target Direct Compensation ($) | — | — | 6,851,563 |
Performance Compensation
| Incentive Type | Metric/Design | Weighting | Target | Actual | Payout/Value | Vesting |
|---|---|---|---|---|---|---|
| Annual Bonus (2024) | Business scorecard: Comparable Sales, Net Restaurant Growth, Franchisee Profitability, Adjusted Operating Income | 75% | 100% | 63.4% | Part of 66.9% overall bonus outcome | Cash, paid Q1 2025 |
| Annual Bonus (2024) | Individual KPIs | 25% | 100% | 74.6% | Part of 66.9% overall bonus outcome | Cash, paid Q1 2025 |
| PSUs (Grant 2/23/2024) | 3-year relative TSR (Feb 2024–Feb 2027) | N/A | Threshold 50% / Target 100% / Max 150% | Ongoing | Grant-date fair value $4,657,458 | Cliff vest 3/15/2027 |
| PSUs (Grant 2/22/2023) | 3-year relative TSR (Dec 2022–Dec 2025) | N/A | Threshold 50% / Target 100% / Max 150% | Ongoing | Target units 46,788; MV $3,049,673 at 12/31/2024 | Cliff vest 2/22/2026 |
| PSUs (Grant 2/22/2023) | Share price performance (May 2025–May 2028) | N/A | Target set per award | Ongoing | Target units shown in table totals | Cliff vest 5/21/2028 |
| Bonus Matching RSUs (Grant 2/23/2024) | 2023 Bonus Swap Program; 2.25x multiplier on swapped bonus | N/A | N/A | N/A | 14,523 RSUs; $1,094,744 grant-date FV | Ratable vest 12/15 of 2024–2027; forfeited if Investment Shares sold pre-vest |
| Bonus Matching RSUs (Grant 2/22/2023) | 2022 Bonus Swap Program | N/A | N/A | N/A | 4,800 RSUs; MV $312,888 at 12/31/2024 | Ratable vest 12/15 of 2023–2026 |
| Bonus Matching RSUs (Grant 2/25/2022) | 2021 Bonus Swap Program | N/A | N/A | N/A | 2,508 RSUs; MV $163,469 at 12/31/2024 | Ratable vest 12/31 of 2022–2025 |
2024 bonus payout for Curtis: $543,783 (66.9% of target) . In Feb 2025 he swapped 50% of his 2024 bonus ($271,892) into Investment Shares under the Bonus Swap Program, receiving Matching RSUs per policy .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 73,898 common shares as of April 8, 2025 |
| Ownership as % of Common Shares Outstanding | ~0.023% (73,898 / 327,643,161) |
| Unvested RSUs (Dec 31, 2024) | 2,508 (2/25/2022); 4,800 (2/22/2023); 11,156 (2/23/2024); total MV $1,203,498 at $65.18/share |
| Unearned PSUs (Dec 31, 2024) | 46,788 (2/22/2023 TSR); 30,572 (2/23/2024 TSR); MV $4, (approx per table: $3,049,673 + $1,992,662) |
| Stock Options | None outstanding for Curtis |
| Stock Ownership Guidelines | Pay Bands 9 & 10: 6x annual salary; RSUs (net of assumed tax) count; earned but unvested PSUs and vested/unexercised options excluded effective Mar 1, 2025 |
| Compliance Status | All NEOs, including Curtis, met guidelines as of Feb 28, 2025 |
| Hedging/Pledging | Hedging, short-selling, margin, and pledging prohibited; long-term awards settle in equity and dividends not paid before vesting |
Employment Terms
- Offer letter executed August 2021 with Burger King predecessor addressing salary, bonus, and benefits; employment is terminable by either party per company policies .
- Severance: 8 weeks of base pay under RBI Severance Plan for Curtis; paid by respective employing entity and tied to grade-level policy .
- Change-in-control and vesting mechanics:
- No single-trigger change-in-control acceleration; options accelerate only on termination without cause within 12 months after a change-in-control (double trigger) .
- PSUs: If terminated without cause or retirement on/after one year before vest date, deemed 67% vested; death/disability vesting follows specific schedules; valuation based on $65.18/share at 12/31/2024 .
- Clawback: Company will seek recoupment of incentive awards upon financial restatements .
- Insider trading controls: Trades only in pre-established windows with legal preclearance .
- Bonus Swap Investment Program: Executives can swap 25% or 50% of net bonus into Investment Shares; receive 2.25x Matching RSUs; Matching RSUs forfeited if Investment Shares are sold before vesting; dividend equivalents accrue in additional RSUs .
Multi-Year Compensation Summary (SCT Reported)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | 545,833 | 550,000 | 612,500 |
| Stock Awards ($) | 3,454,071 | 3,842,261 | 5,752,202 |
| Non-Equity Incentive Plan Compensation ($) | 547,210 | 973,135 | 543,783 |
| All Other Compensation ($) | 18,323 | 20,399 | 20,941 |
| Total ($) | 4,565,437 | 5,385,795 | 6,929,426 |
Outstanding Equity Detail (as of 12/31/2024)
| Grant Type | Grant Date | Units | Market Value at 12/31/2024 | Vesting Terms |
|---|---|---|---|---|
| Bonus Matching RSUs (2021 swap) | 2/25/2022 | 2,508 | $163,469 | Ratable 12/31/2022–2025; forfeiture if Investment Shares sold pre-vest |
| PSUs (2022 grant) | 4/20/2022 | 59,338 (shown under unvested stock awards) | $3,867,653 | Cliff vest 2/25/2025; Committee determined achievement 136% for this cycle |
| Bonus Matching RSUs (2022 swap) | 2/22/2023 | 4,800 | $312,888 | Ratable 12/15/2023–2026; forfeiture if Investment Shares sold pre-vest |
| PSUs (2023 TSR) | 2/22/2023 | 46,788 (target) | $3,049,673 | Cliff vest 2/22/2026; 3-year relative TSR (Dec 2022–Dec 2025) |
| Bonus Matching RSUs (2023 swap) | 2/23/2024 | 11,156 | $727,141 | Ratable 12/15/2024–2027; forfeiture if Investment Shares sold pre-vest |
| PSUs (2024 TSR) | 2/23/2024 | 30,572 (threshold shown) | $1,992,662 | Cliff vest 3/15/2027; 3-year relative TSR (Feb 2024–Feb 2027) |
Additional Program Features and 2024 Context
- Committee decreased annual bonus threshold from 50% payout to 0% (linear interpolation) mid-year due to macro headwinds; business performance totals 75% of achievement; individual performance 25% .
- RBI compensation governance emphasizes pay-for-performance, equity settlement, ownership guidelines, clawbacks, and prohibits hedging/pledging/margin transactions .
- All Other Compensation (2024) for Curtis includes $13,800 retirement plan company match and $7,141 other (e.g., executive life insurance premium, tax prep costs) for total $20,941; no tax equalization listed for Curtis .
Investment Implications
- Alignment: High equity exposure via PSUs and Bonus Matching RSUs, explicit ownership guidelines, and prohibition of pledging/hedging reduce misalignment and collateral risk . The bonus swap election (50%) indicates personal capital commitment and retention incentives via RSU forfeiture protections .
- Execution/Performance Risk: 2024 bonus paid at 66.9% vs target reflects mixed operational delivery at Burger King U.S. (business 63.4% of target, NRG capped due to missed openings), suggesting ongoing turnaround work; LTI increased to $4.5M in 2024 highlights confidence but raises at-risk pay dependency on TSR outcomes .
- Vesting/Selling Pressure: Multiple cliff-vesting PSUs (2025, 2026, 2027, 2028) and ratable RSUs may concentrate potential selling around vest dates; however, blackout windows and program design (no dividends before vesting, forfeiture if Investment Shares sold early) mitigate opportunistic sales .
- Retention/Severance Economics: Severance at 8 weeks base pay is modest, increasing retention reliance on unvested equity rather than cash severance; change-in-control protections are double-trigger, and PSUs provide partial vesting on certain terminations close to vest dates, balancing retention and shareholder protection .
Company performance context for 2024 (AOI growth; FCF) supports incentive frameworks but does not directly attribute brand-level TSR; Curtis’s payouts and LTI design are primarily tied to BK scorecard and relative TSR PSUs .