Scott Neal
About Scott Neal
Scott Neal, 58, is Chief Merchandising Officer (CMO) at Sprouts Farmers Market, serving in this role since March 2022 after two years as Chief Fresh Merchandising Officer (June 2020–March 2022) . He spent 24 years at Walmart, including SVP/GM of Walmart U.S. Fresh Food (2013–2020), and holds a B.A. in Economics from Brigham Young University . Under Sprouts’ 2024 performance, net sales grew 13% to $7.7B, comparable store sales rose 7.6%, and EBIT reached $504.5M, forming the core pay-for-performance framework for NEO incentives . Reported cumulative TSR for the company indicates strong shareholder value creation, with a $100 investment measured rising to $658.64 by year-end 2024 in the “Pay vs Performance” disclosure .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Sprouts Farmers Market | Chief Merchandising Officer | Mar 2022–present | Leads company-wide merchandising strategy and execution across fresh, center-store and private label . |
| Sprouts Farmers Market | Chief Fresh Merchandising Officer | Jun 2020–Mar 2022 | Drove quality, assortment, and margin initiatives in produce, meat, seafood and other fresh categories . |
| Walmart U.S. | SVP & GM, Fresh Food | 2013–2020 | Oversaw fresh food quality control and merchandising in produce, meat and seafood across U.S. stores . |
| Walmart U.S. | VP, Meat & Seafood | 2011–2013 | Led category strategy, vendor negotiations and merchandising for meat and seafood . |
| Walmart U.S. | VP, Divisional Merchandising Manager – Meat | 2009–2011 | Managed divisional meat merchandising P&L and assortment . |
| Walmart U.S. | VP, Divisional Merchandising Manager – Commercial Bread & Bakery | 2007–2009 | Led bakery merchandising, assortment and category performance . |
| Walmart International | VP, International Merchandising | 2000–2007 | Managed international merchandising initiatives across geographies . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Feeding America | Board Member | 2016–2020 | Contributed to national hunger relief strategy and food rescue partnerships . |
Fixed Compensation
| Component (2024) | Detail |
|---|---|
| Base Salary | $658,788 . |
| Target Bonus % of Salary | 75% (Threshold 0%; Maximum “Total Bonus Opportunity” 225%) . |
| Actual Annual Bonus Paid (2024) | $1,426,107 based on company results exceeding targets . |
| Cash vs Equity Mix (2024 grants) | Equity split: 50% performance shares (Plan EBIT 3-year), 25% RSUs, 25% stock options . |
Multi-year compensation (actual reported):
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | $612,693 | $630,257 | $653,428 |
| Option Awards ($) | $153,588 | $158,358 | $205,851 |
| Stock Awards ($) | $584,618 | $482,388 | $613,090 |
| Non-Equity Incentive ($) | $511,445 | $638,135 | $1,426,107 |
| All Other Comp ($) | $11,509 | $11,835 | $11,484 |
| Total ($) | $1,873,853 | $1,920,973 | $2,909,960 |
Performance Compensation
Annual incentive metrics and payout (2024):
| Metric | Weighting | Target | Actual | Payout |
|---|---|---|---|---|
| Plan EBIT | 75% | $419.7M | $504.5M | 300% of component |
| Comparable Store Sales | 25% | 3.4% | 7.6% | 264% of component |
| Weighted Outcome | — | — | — | 291% of Target Bonus (applied to Neal’s 75% Target Bonus) |
2024 long-term equity grant details (Neal):
| Award Type | Grant Date | Target/Granted Amount | Vesting | Pricing/Terms |
|---|---|---|---|---|
| Performance Shares (Plan EBIT FY2026) | Mar 19, 2024 | Target 6,684 sh; max up to 13,368 sh | Earned based on FY2026 Plan EBIT; cliff vest Mar 19, 2027 | Threshold 90%; max at 115% of target; payout up to 200% . |
| RSUs | Mar 19, 2024 | 3,342 sh | 1/3 annually over 3 years (Mar 19, 2025/2026/2027) | Based on 20-day avg price methodology . |
| Stock Options | Mar 19, 2024 | 8,761 sh | 1/3 annually over 3 years; 7-year term | Strike $61.15 . |
Prior performance shares outcome (granted 2022; measured on FY2024):
| Metric | Weighting | Target | Actual | Payout | Vest Date |
|---|---|---|---|---|---|
| Plan EBIT (FY2024) | 100% | $460.8M | $504.5M | 148% of target | Mar 15, 2025 (cliff) . |
Insider selling pressure indicators (2024 realized):
| Activity | Shares | Value |
|---|---|---|
| Option Exercises | 6,535 sh | $508,900 |
| Stock Vested (RSUs/PS) | 6,622 sh | $425,040 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership | 43,753 shares; less than 1% of outstanding . |
| Breakdown | 17,921 common shares; 25,832 options exercisable within 60 days . |
| Outstanding Unvested Awards (as of Dec 29, 2024) | RSUs: 3,342 sh ($429,447); PS (2024 grant target): 6,684 sh ($858,894); Options (2024 grant): 8,761 sh, strike $61.15 . |
| Additional Unvested Awards | PS (2022 target): 10,178 sh ($1,307,873); PS (2023 target): 9,760 sh ($1,254,160); RSUs (2023): 3,253 sh ($418,011); RSUs (2022): 2,799 sh ($359,672) . |
| Ownership Guidelines | Executives must hold stock equal to 1x salary; includes outright shares, unvested RSUs, in-the-money options; excludes unearned PSUs/options; all NEOs met or are within five-year compliance window . |
| Hedging/Pledging | Hedging/pledging prohibited without CLO approval; no pledging disclosed for Neal . |
Employment Terms
| Provision | Neal’s Terms |
|---|---|
| Employment Agreement | None; NEOs generally at-will; only Konat has a separate letter . |
| Severance (Not for Cause; outside CoC) | Base salary for 1 year ($658,788) + COBRA reimbursement for 1 year ($24,954); prorated bonus based on actual performance noted in plan . |
| Change-in-Control (Double Trigger) | Base salary for 2 years ($1,317,576) + target bonus ($494,091) + COBRA for 2 years ($49,907); equity accelerates per plan (market value estimate $6,487,503 as of 12/27/24); total example $8,349,077 . |
| Equity Treatment | Acceleration on death/disability; double-trigger for CoC if awards not assumed or termination without cause/for good reason within 24 months . |
| Clawback | Compensation Recoupment Policy adopted Nov 2023 per SEC Rule 10D-1/Nasdaq; applies to current/former officers regardless of misconduct . |
| Retirement Provisions (2025 awards) | Pro rata accelerated vesting if age + service ≥68, age ≥55, service ≥3 years . |
| Perquisites | Company-paid insurance premiums; limited aircraft personal use for CEO; standard benefits; executives participate in same plans as salaried employees . |
Investment Implications
- Strong pay-for-performance alignment: Neal’s 2024 bonus tied 75% to Plan EBIT and 25% to comp-store sales; company exceeded targets, yielding a 291% payout of Target Bonus—supportive for incentivizing profitable growth .
- Equity leverage and vesting cadence: Significant unvested PS, RSUs and options with annual vesting and multi-year performance gates provide retention and alignment, while option exercises and 2024 vestings indicate periodic supply that may add modest selling pressure around vest dates (March anniversaries) .
- Governance and risk controls: Explicit clawback policy and restrictions on hedging/pledging reduce governance risk; stock ownership guidelines (1x salary) and compliance status enhance alignment .
- Change-in-control economics: Double-trigger severance with material equity acceleration creates significant value at termination in a transaction—important for M&A scenario analysis and potential management continuity negotiations .
- Track record and execution: Neal’s deep fresh merchandising experience from Walmart and Sprouts aligns with Sprouts’ 2024 operational performance (net sales +13%, EBIT $504.5M, comp +7.6%), supporting confidence in merchandising-led margin durability and growth execution .