Robert L. Steer
SEABOARD CORP /DE/About Robert L. Steer
Robert L. Steer is President and Chief Executive Officer of Seaboard Corporation, age 65, serving as CEO since July 2020 after nine years as Executive Vice President and Chief Financial Officer (April 2011–December 2020). He has been with Seaboard for more than 38 years and is the company’s principal executive officer . Company performance under his tenure shows net sales of $9.1B in 2024 and operating income of $156M (vs. -$87M in 2023 and $657M in 2022); cumulative TSR (value of initial $100) measured annually was $71.51 (2020), $93.07 (2021), $89.49 (2022), $84.84 (2023), and $57.90 (2024) . Education was not disclosed in the filings.
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Seaboard Corporation | President & Chief Executive Officer | Jul 2020–present | Principal executive officer; leads diversified global operations |
| Seaboard Corporation | Executive Vice President, Chief Financial Officer | Apr 2011–Dec 2020 | Led finance during expansion and segment diversification |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Not disclosed | — | — | No public external directorships disclosed in 10-K/DEF 14A |
Fixed Compensation
Multi-year compensation (Summary Compensation Table):
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | 1,060,000 | 1,102,400 | 1,141,000 |
| Bonus ($) | 3,000,000 | 2,700,000 | 3,000,000 |
| Change in Pension Value/Non-Qualified Earnings ($) | 1,045,695 | 1,625,253 | 1,771,026 |
| All Other Compensation ($) | 269,616 | 251,146 | 271,595 |
| Total ($) | 5,375,311 | 5,678,799 | 6,183,621 |
2024 perquisites and employer contributions detail:
| Component | Amount ($) | Notes |
|---|---|---|
| Company matching contributions (Post-2018 DC/401(k) Excess) | 139,840 | Employer contributions included in “All Other Compensation” |
| Automobile allowance | 30,000 | Standard allowance for NEOs |
| Personal aircraft use | 35,192 | Valued using DOT SIFL; up to 25 hours/year authorized |
| Tax gross-up on perqs | 44,530 | Gross-up on auto/air benefits |
| Other plan contributions/insurance | Balance of “All Other Compensation” | Included in total 271,595 |
Contracted minimums (Employment Agreement):
- Initial base salary: $1,000,000
- Minimum annual bonus: $2,275,000
- Personal aircraft use allotment: up to 25 hours/year (plus incidental costs and tax gross-up)
Performance Compensation
Seaboard does not grant equity awards (no RSUs/PSUs/options); executive bonuses are determined subjectively by the full Board based on Company and individual performance. The sole specific performance measure cited in “Pay vs. Performance” is Operating Income; no formal bonus weightings or targets are disclosed .
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Operating Income (company-level) | Not disclosed | Not disclosed | 2022: $657M; 2023: -$87M; 2024: $156M | 2022 bonus: $3,000,000; 2023: $2,700,000; 2024: $3,000,000 | Cash bonus; no vesting schedules disclosed |
Pay-versus-performance context (cumulative TSR and key financials):
| Measure | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| TSR (value of initial $100) | 71.51 | 93.07 | 89.49 | 84.84 | 57.90 |
| Net Income ($MM) | 283 / | 571 | 582 | 227 | 90 |
| Operating Income ($MM) | 245 | 458 | 657 | -87 | 156 / |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (direct/indirect) | -0- shares; less than one percent of class (*) |
| Shares pledged | None; company notes no pledges by officers/directors as of Jan 31, 2025 |
| Equity awards outstanding | None; company does not maintain equity compensation plans (no stock grants/options) |
| Ownership guidelines | Not disclosed; no equity programs in place |
| Implication | Low “skin-in-the-game” via stock; no scheduled equity vesting → minimal insider selling pressure |
Employment Terms
Key contractual economics and severance:
- Term: One-year agreement, auto-renews annually unless not renewed/terminated .
- Base/bonus provisions: Initial base $1,000,000; minimum bonus $2,275,000; company may defer portion above $1,000,000 into Post-2018 plan .
- Personal aircraft benefit: Up to 25 hours/year; incidental costs and tax gross-up covered .
Payments upon certain events (as of 12/31/2024):
| Component | Amount ($) | Timing |
|---|---|---|
| Accrued bonus (through termination date) | 2,700,000 | 30 days after termination |
| Severance payable in installments | 1,141,000 | Over 12 months |
| Lump-sum severance | 2,700,000 | One year after termination |
| Total | 6,541,000 | As above |
Retirement and deferred programs:
| Plan | Participation/Balance | Vesting/Payment Terms |
|---|---|---|
| Executive Retirement Plan (Pre-2013 Benefit) | PV of accumulated benefit: $21,570,459 | Lump sum upon earlier of 7 months post-separation, change-of-control, death or disability |
| Executive Retirement Plan (Post-2012 Benefit) | $0 balance (paid previously) | Lump sum per plan; deferral if Code §162(m) covered |
| Pension Plan | PV of accumulated benefit: $1,202,834 | Normal retirement at 65; unreduced at 62 with 5 years service |
| Retiree Medical Benefit | Present value cost: $126,300 | Provided upon retirement ≥50 years old and ≥15 years service; also on involuntary termination (with exceptions) or change-of-control |
| Post-2018 Non-Qualified Deferred Compensation | Aggregate earnings 2024: $504,561; balance $5,047,212 | Paid per plan; deferrals for covered employees under §162(m) |
Compensation Governance, Peer Benchmarking, and Shareholder Feedback
- Governance: No compensation committee; full Board sets NEO pay (controlled company exemptions). Compensation is cash-focused with subjective bonuses; no equity plans .
- Say-on-pay: Approved at 2023 meeting; Board adopted triennial frequency with next vote in 2026 .
- Related-party transactions: None >$120,000 since the beginning of fiscal 2024; Section 16 compliance timely except one late group Form 4 for Bresky entities (filed Aug 22, 2024) . Prior-year family share repurchase (Oct 2023) was approved by a Special Committee with independent advisor and fairness opinion .
Risk Indicators & Red Flags
- Guaranteed minimum bonus ($2.275M) reduces at-risk pay proportion .
- Tax gross-ups on perquisites (aircraft/auto) are shareholder-unfriendly features .
- No equity compensation and no personal stock ownership (less than 1%) reduce alignment with shareholder returns .
- Controlled company; absence of an independent compensation committee concentrates pay decisions with the Board .
- Hedging/pledging policies: Company does not maintain hedging policies tied to equity grants since no equity plans; officers/directors had no pledged shares as of record date .
Investment Implications
- Alignment: Heavy cash pay, guaranteed minimum bonus, and no equity ownership suggest weaker pay-for-TSR alignment; however, bonuses consider operating performance and individual contributions, with Operating Income identified as the most important measure in pay-versus-performance disclosure .
- Retention/turnover risk: One-year auto-renewing contract and defined severance (total $6.541M on involuntary termination/good reason) plus retiree medical and substantial pension benefits likely mitigate near-term departure risk; age 65 implies eventual succession planning considerations .
- Trading signals: Absence of equity grants and zero share ownership means negligible forced insider selling from vesting; compensation structure is unlikely to produce predictable stock-sale overhangs. Governance risks (controlled company, tax gross-ups, no comp committee) are worth monitoring alongside operating results and TSR trends .
Notes: All amounts are as disclosed in Seaboard’s 2025 and 2024 DEF 14A and 2024 Form 10-K. Where a value is marked “less than one percent (*)”, the issuer provides no exact percentage. Citations: [1:x], [2:x], [4:x] refer to the specific filing chunks above.