Tennille Checkovich

About Tennille Checkovich

Tennille J. Checkovich is Smithfield Foods’ Chief Legal Officer (CLO), appointed in December 2024, after serving as General Counsel (Mar 2023–Dec 2024) and Deputy General Counsel (Oct 2020–Mar 2023). She previously was a partner at McGuireWoods LLP (2004–2020), an associate at Cravath, Swaine & Moore LLP, and a federal judicial law clerk; she holds a BA in economics from the University of Virginia and a JD from Yale Law School . During her tenure, Smithfield returned to strong profitability: FY2024 sales were $14.142B with operating profit of $1.118B, and adjusted EPS from continuing operations of $1.88, while FY2024 adjusted EBITDA was $1.379B, underscoring improved operational execution and margin resilience . She is listed as the legal notice contact in the IPO underwriting and registration documents, indicating a central role in capital markets execution .

Smithfield performance context

Past Roles

External Roles

Fixed Compensation

• Specific salary, bonus, or perquisites for the CLO were not disclosed in FY2024 proxy/filings; FY2024 Summary Compensation Table covers NEOs (CEO, CFO, Presidents, CBO, CMO) and not the CLO .
• Company-wide compensation philosophy emphasizes pay-for-performance, with historical annual cash incentives tied to net income or pre-tax profits at corporate/segment levels; for FY2024, targets were set by WH Group and included discretion post-IPO, but individual CLO targets/amounts were not provided .

Performance Compensation

• Annual cash incentive framework historically used corporate/segment net income and pre-tax profit measures; post-IPO, the Compensation Committee may adjust outcomes and award discretionary bonuses based on performance and judgment. Executive target cash mix averaged ~80% performance-based for FY2024 (for NEOs); CLO-specific metrics/targets are not disclosed .
• Post-IPO equity program: the 2025 Omnibus Incentive Plan introduced time-based RSUs and stock options to align with shareholder value; initial broad-based grants (including directors and certain employees) vest 20% per year over five years .

Equity Award Design (Post-IPO)

Company recognized $2M Q3 and $6M YTD 2025 compensation expense for these instruments; $39M unrecognized comp to be amortized over ~4.3 years .

Equity Ownership & Alignment

• Beneficial ownership tables list NEOs/directors; the CLO’s personal share holdings are not itemized in the S-1/DEF 14A ownership tables (which cover 5% owners, directors, and NEOs) .
• Anti-hedging and anti-pledging: executives and directors are prohibited from short sales, hedging/monetization transactions, and pledging company securities (strong alignment policy; no pledging disclosed) .
• Lock-up agreements: officers/directors agreed to a 90-day lock-up post the secondary offering prospectus; limited exceptions apply, and underwriters may release early at discretion .
• Registered share pools: 19,655,635 shares under the Omnibus Incentive Plan and 1,965,563 under the ESPP on Form S-8; as of Aug 15, 2025, 1,459,700 RSUs and 9,381,762 options (at $20.00) reserved—providing ongoing equity participation/future selling cadence subject to policies and Rule 144 .

Plan Share Pools

Employment Terms

• Employment agreements: None of the NEOs have employment agreements; the Board adopted an Executive Severance Plan in connection with the IPO for certain senior executive employees, with restrictive covenants and release requirements (CLO coverage is not individually enumerated) .
• Severance economics (Executive Severance Plan): base salary continuation for 18 months (CEO: 24 months); prorated bonus based on actual performance through separation; COBRA subsidy at active-employee rate up to 18 months. If termination occurs within two months before or two years after a change in control, the prorated bonus uses target, not actual .
• Equity treatment: current award agreements provide full vesting upon the earlier of death or a change in control; following retirement or involuntary termination without cause, outstanding options/RSUs remain outstanding and eligible to vest per regular schedule .
• Clawbacks/recoupment: compensation recoupment policy applies to executive officers; FY2024 NEO discretionary bonuses had repayment obligations (50% if departure ≤1 year; 25% if >1 year ≤2 years), reinforcing retention and alignment .
• Restrictive covenants: participation conditioned on non-disclosure, non-compete, non-solicit, and non-disparagement (subject to local law) .

Executive Severance & Equity Treatment Summary

Performance Compensation

Note: Company disclosed NEO incentive targets and outcomes for FY2024; CLO-specific metrics and payouts were not published .

Investment Implications

• Alignment and retention: Strong guardrails—non-compete/non-solicit (for severance plan participants), full vesting at change-in-control, and a formal clawback policy—reduce misalignment risk. Anti-hedging/pledging bans limit leverage/derisking of insider equity exposure .
• Selling pressure cadence: Officers were subject to 90-day lock-ups post-offering; ongoing five-year vesting schedules and substantial registered plan pools suggest periodic equity supply from employee exercises/settlements, subject to Rule 144 and insider trading windows (monitor Form 4s and 10b5-1 plans) .
• Pay-for-performance posture: Cash incentives historically link to net income/pre-tax profits; post-IPO equity awards are time-based (RSUs/options), which lowers award risk versus PSUs but can dilute performance sensitivity—watch for future introduction of PSUs or revised metrics by the Compensation Committee .
• Execution track record: FY2024 saw a decisive margin/EBITDA recovery and segment profit strength (Packaged Meats) as Smithfield re-entered public markets; legal leadership appears integrated into capital markets activities (Checkovich designated for underwriting notices), reducing IPO and secondary offering execution risk and improving governance infrastructure .