Joe Jordan
BOSTON BEER COAbout Joe Jordan
Independent Class A Director of The Boston Beer Company (SAM), age 51, serving since 2024. Currently Chief Operating Officer and President for Domino’s U.S. (since March 2025) with prior senior roles in brand, international, and innovation across Domino’s; earlier experience at PepsiCo, Philips Electronics, Unilever, and Accenture. Committee member on Audit and Compensation; designated an “audit committee financial expert.” Other public company directorship: DPC Dash Ltd (Domino’s master franchisee) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Domino’s U.S. | Chief Operating Officer & President | Mar 2025–present | Oversees domestic operations/marketing and global services incl. technology |
| Domino’s | President – U.S. & Global Services | 2022–2025 | Led U.S. business and global centers of excellence |
| Domino’s | EVP – International | 2018–2022 | International growth leadership |
| Domino’s | SVP & Chief Marketing Officer | 2015–2018 | Brand/consumer marketing leadership |
| Domino’s | VP of Innovation | 2011–2014 | Product/technology innovation |
| PepsiCo North America | Senior Director of Marketing; prior roles | 6 years (dates not disclosed) | CPG brand management |
| Philips Electronics | Marketing roles | Not disclosed | Consumer marketing |
| Unilever | Marketing roles | Not disclosed | Consumer marketing |
| Accenture | Consultant | Not disclosed | Strategy/operations consulting |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| DPC Dash Ltd (Domino’s master franchisee) | Director | Not disclosed | Not disclosed |
Board Governance
- Independence: The Board’s majority is independent; Joe Jordan is independent under NYSE/SEC standards and eligible for committee service .
- Committees: Audit and Compensation; Audit Committee has risk oversight of financial reporting, controls, cybersecurity, co-manufacturing, supply chain; Jordan is designated an “audit committee financial expert” alongside other members .
- Attendance: In FY2024 there were five regular Board meetings; each Director attended at least 75% of Board/committee meetings; all Directors attended the 2024 Annual Meeting .
- Executive sessions: Independent Directors met in executive session four times in FY2024; Lead Director (Julio Nemeth) presides and reports back .
- Committee chair transitions: Audit Chair retiring (Valette) as of May 2025; committee chair assignments to be set in May 2025 .
- Stockholder engagement and governance signals: Dual-class/ plurality voting were flagged by institutional investors; company maintains current structure but documented Chairman succession protocol; say‑on‑pay support was 94.4% in 2024 .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Fees Paid in Cash (FY2024) | $71,250 | Pro‑rated annual retainer and committee fees due to July 2024 mid‑year appointment |
| Annual Cash Retainer (Schedule) | $75,000 | Applies to non‑employee directors |
| Committee Membership Fee (per committee) | $10,000 | Non‑chair membership |
| Committee Chair Fee (if applicable) | $20,000 | Not applicable to Jordan (not a chair) |
| Lead Director Retainer (if applicable) | $20,000 | Not applicable |
Performance Compensation
| Equity Award | Grant Date | Shares/Units | Grant Date Fair Value | Exercise Price | Vesting/Expiration |
|---|---|---|---|---|---|
| Director Stock Options (initial appointment) | Jul 29, 2024 | 1,590 | $113,866 | $290.91/sh | Fully vested at grant; expire 10 years or 3 years post‑service |
| RSUs (initial appointment) | Jul 29, 2024 | 782 | $113,746 | N/A | Vest one year from grant contingent on continued service |
| Director Equity Annual Awards (schedule) | Annual (May) | ~$65k options; ~$65k RSUs | $65,000 each | Closing price prior day | Options immediate vest; RSUs 1‑year cliff |
Performance metrics for director equity are time- and service‑based (no performance conditions). Company-wide variable pay framework overseen by Jordan’s Compensation Committee uses Depletions Growth, EBIT, and Focused Cost Savings for executive bonuses (for governance context) .
Other Directorships & Interlocks
| Company | Type | Role | Potential Interlock/Conflict Consideration |
|---|---|---|---|
| DPC Dash Ltd | Public | Director | Domino’s China master franchisee; no Boston Beer related-party dealings disclosed |
| Domino’s U.S. | Private/employer | COO & President | Retail food services; no Boston Beer related-party dealings disclosed |
Expertise & Qualifications
- Designated audit committee financial expert; deep experience in consumer brand management, innovation, and international operations; prior senior CPG roles (PepsiCo, Unilever) .
- Brings technology/operations exposure via Domino’s global services oversight; contributes to audit risk oversight areas (cybersecurity, co‑manufacturing, supply chain) .
Equity Ownership
| Measure | Value | Notes |
|---|---|---|
| Total beneficial ownership (shares) | 2,372 | Includes director equity per SEC rules; percent of outstanding <1% (*) |
| Options held (unexercised) | 1,590 | Director plan; fully vested |
| RSUs outstanding | 782 | Vest one year from grant (Jul 29, 2025) contingent on service |
| Hedging/Pledging status | Prohibited for Directors under Insider Trading Policy and Governance Guidelines | |
| Stock ownership guidelines | Target ownership = 4x annual director cash fee; includes unvested RSUs in “shares” definition | |
| Guideline compliance status | Company-level: 4 Directors at/above target; 6 below (individuals not disclosed) |
Governance Assessment
- Strengths
- Independence plus dual committee membership (Audit, Compensation) with audit financial expert designation supports board effectiveness and oversight of financial reporting and pay practices .
- Strong attendance norms and executive session cadence; active stockholder engagement on governance and compensation .
- Director compensation balanced between cash and equity; RSU vesting and ownership guidelines promote alignment; hedging/pledging ban reduces misalignment risk .
- Watch items
- Dual‑class and plurality voting standards persist despite investor feedback, concentrating control with Class B holder; limits investor influence on board composition and policy changes .
- Committee chair transitions in May 2025 (Audit Chair retirement) introduce near‑term governance reconfiguration; monitor committee leadership and continuity .
- Conflicts/Related Party exposure
- No related‑party transactions reported for Directors since Jan 1, 2024; Domino’s roles and DPC Dash directorship present low direct conflict with Boston Beer’s beverage portfolio; continue monitoring for any commercial ties .
- Compensation oversight signals
- Compensation Committee uses defined performance metrics (Depletions, EBIT, cost savings) and retains discretion; recent say‑on‑pay approval 94.4% indicates investor support for pay structure .
RED FLAGS: None identified specific to Joe Jordan; governance‑level concerns relate to dual‑class stock and plurality voting structure, not his individual independence or committee service .