Annette Fritsch
BOSTON BEER COAbout Annette Fritsch
Annette N. Fritsch, 48, is Chief Product Design Officer at The Boston Beer Company (SAM), appointed in November 2024; she has been an Executive Officer since July 2022 and joined the company in 2010, progressing through sensory, innovation, and product development leadership roles . Prior experience includes Sensory and Product Development roles at Fosters Wine Estates (2008–2009), Oregon State University (2004–2008), and Givaudan Flavors (2001–2004) . Company incentive structures emphasize pay-for-performance via cash bonuses linked to depletions growth, EBIT, and focused cost savings, alongside equity awards with performance- and time-based vesting .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| The Boston Beer Company | Chief Product Design Officer | Nov 2024–present | Leads product design; aligns R&D and innovation to portfolio needs |
| The Boston Beer Company | VP, Product Design, R&D | Jul 2022–Nov 2024 | Scaled product development; advanced innovation pipeline |
| The Boston Beer Company | Senior Director, Product Development | 2019–2022 | Directed new product launches and development processes |
| The Boston Beer Company | Director, New Product Development & Innovation | 2014–2019 | Built innovation capabilities and NPD frameworks |
| The Boston Beer Company | Senior Manager, Sensory & Innovation | 2011–2014 | Established sensory testing programs informing product quality |
| The Boston Beer Company | Sensory Manager | 2010–2011 | Implemented sensory standards and methodologies |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Fosters Wine Estates | Sensory & Product Development | 2008–2009 | Developed flavor profiles; supported product quality initiatives |
| Oregon State University | Sensory & Product Development | 2004–2008 | Advanced sensory research applied to beverage product development |
| Givaudan Flavors | Sensory & Product Development | 2001–2004 | Contributed to flavor formulation and sensory analytics |
Fixed Compensation
- Boston Beer discloses detailed base salary and bonus targets for NEOs; Annette Fritsch is not identified as an NEO in the latest proxy/8-Ks, so individual base salary and bonus targets for her are not disclosed .
- Executive pay-setting emphasizes benchmarking (FW Cook assessment) and individual performance, role impact, and contribution to growth .
Performance Compensation
Company Bonus Framework (applies to Executive Officers)
| Metric | Weighting | Target Definition | Actual (FY2024) | Payout Mechanics | Vesting/Timing |
|---|---|---|---|---|---|
| Depletions Growth | 50% | YoY wholesalers-to-retailers sales growth | Company achieved 90% on 2024 Bonus Scale | Committee funds bonus pool off achievement and may adjust individual payouts for performance | Bonuses determined before Mar 1, 2025; paid around Mar 5, 2025 |
| EBIT | 30% | Earnings Before Interest & Tax | Company achieved 90% on 2024 Bonus Scale | As above | As above |
| Focused Cost Savings | 20% | Operating expense cost savings | Company achieved 90% on 2024 Bonus Scale | As above | As above |
Long-Term Equity Awards Design (Executive Officers)
| Award Type | Grant Timing | Vesting | Performance Metric | Scale/Outcome | Change-in-Control Treatment |
|---|---|---|---|---|---|
| Time-Based RSUs (2024 cohort) | Mar 1, 2024 | 25% per year over 4 years; first vest Mar 1, 2025; last Mar 1, 2028 | N/A | N/A | Double-trigger (accelerate upon CIC + qualified termination within 12 months) |
| Performance-Based RSUs (2024 cohort) | Mar 1, 2024 | Cliff vest Mar 1, 2027 if metrics hit and continued employment | Net revenue CAGR FY2026 over FY2023 | <0.5%: 0%; 0.5%: 50%; 2.5%: 100%; ≥4.5%: 200% (linear interpolation between points) | Double-trigger accelerate as above |
| RSUs (2025 cohort) | Mar 1, 2025 | 50% time-based (25%/yr from Mar 1, 2026 to Mar 1, 2029); 50% performance-based | Performance criteria approved by Board (details not fully disclosed in 8-K excerpt) | Determined by Compensation Committee | Approved under EEIP; subject to policy provisions |
- Program shift: In 2024, the annual equity program moved from options to performance-based RSUs to increase retention certainty while maintaining performance alignment; options remain discretionary for specific situations .
Equity Ownership & Alignment
Beneficial Ownership Snapshot (SEC Form 3)
| As-of Date | Security | Amount | Ownership Form | Notes |
|---|---|---|---|---|
| Aug 29, 2022 | Class A Common | 1,425 | Direct (D) | Includes 969 restricted shares subject to vesting conditions |
| Aug 29, 2022 | Restricted Stock (subset) | 969 | Direct (D) | Unvested at filing; subject to vesting |
- Hedging/pledging: Company prohibits Directors, Executive Officers, and Insiders from hedging or pledging Boston Beer stock; annual certification required; trading limited to window periods or approved Rule 10b5-1 plans .
- Ownership guidelines: Robust stock ownership guidelines apply to Directors and to the Chairman/CEO; director target is 4x salary/fee; director selling restricted until target achieved .
Employment Terms
| Topic | Terms | Applicability/Notes |
|---|---|---|
| Executive status | Executive Officer since July 2022; CPDO since Nov 2024 | Role/tenure disclosed; no individual contract terms disclosed |
| Non-compete | Certain full-time coworkers, including each NEO, are required to sign non-competition agreements; all coworkers not covered by a CBA are employed at-will | Company-level disclosure; not specific to Annette by name |
| Clawback | Restatement-based clawback adopted Oct 2, 2023; recovery of excess incentive compensation from any Executive Officer regardless of misconduct | Exhibit 97.1 to 10-K referenced; enforcement history: none required to date |
| Change-in-control (EEIP) | Awards granted on/after Jan 1, 2016 through Dec 28, 2024 become immediately exercisable if CIC results in termination without cause or for good reason within 12 months (double-trigger); awards ≤2015 vest upon CIC | CIC defined by control of Class B shares by Chairman Koch/family (with specified exceptions) |
| Retirement provision (equity) | For awards granted on/after Feb 16, 2024: if age ≥60 and ≥15 years of service with 6 months’ notice and compliance, time-based and performance-based awards continue to vest post-retirement on original schedules | Applies to coworkers including Executive Officers; does not affect pre-2/16/2024 grants |
| Hedging/pledging | Prohibited for Directors, Executive Officers, and Insiders; window trading discipline | Alignment safeguard; annual certification |
Investment Implications
- Strong performance alignment: Cash bonuses tied to depletions growth (50%), EBIT (30%), and cost savings (20); equity awards include performance-based RSUs keyed to net revenue CAGR, reinforcing value creation incentives .
- Retention mechanics: 2024 shift toward performance RSUs increases certainty value and retention while maintaining performance gates; retirement provision enables continued vesting post-retirement for long-tenured executives, reducing forced selling and headline risk .
- Change-in-control economics: Double-trigger acceleration standardizes CIC treatment for modern grants, with limited severance programs disclosed (none for NEOs), indicating equity is the primary economic lever in transitions; hedging/pledging bans enhance alignment and reduce governance risk .
- Ownership and selling pressure: Historical Form 3 shows modest direct holdings with restricted stock; policy constraints and window trading reduce near-term selling pressure signals absent specific Form 4 activity in recent filings .
- Governance and pay rigor: Use of FW Cook for benchmarking and committee discretion to reduce payouts to zero underscores pay discipline; Clawback policy compliant with restatement recovery norms further mitigates compensation risk .