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Kirk Perry

Director at J M SMUCKERJ M SMUCKER
Board

About Kirk Perry

Independent director of The J. M. Smucker Company since 2017; age 58. Former President & CEO of Circana (May 2021–February 2025), after seven years leading Google’s Brand Solutions and 23 years at Procter & Gamble, including President, Global Family Care (May 2011–December 2013). Currently serves on SJM’s Nominating, Governance, and Corporate Responsibility Committee, and was affirmed by the Board as independent; his background spans marketing, consumer products, technology, and digital media .

Past Roles

OrganizationRoleTenureNotes/Impact
Circana, Inc.President & Chief Executive OfficerMay 2021–Feb 2025Led a global provider of technology, data, and predictive analytics; remains a director since May 2021 .
Google Inc.President, Brand SolutionsSeven yearsLed global brand solutions; marketing and digital media focus .
Procter & Gamble (P&G)Various leadership roles23 yearsIncluding President, Global Family Care (May 2011–Dec 2013) .

External Roles

OrganizationRoleTenureCommittees/Details
Kenvue Inc.DirectorSince Dec 2024Compensation & Human Capital; Nominating, Governance & Sustainability .
Circana, Inc.DirectorSince May 2021.
Chick-Fil-A, Inc.Board MemberSince Aug 2022Private company board .
e.l.f. Beauty, Inc.DirectorSep 2016–Nov 2022.
Hillerich & Bradsby Co.DirectorSep 2013–Aug 2016.
Non-profit organizationsBoard rolesVariousMember of several non-profit boards .

Board Governance

  • Committee assignments: Member, Nominating, Governance, and Corporate Responsibility Committee (NGCR) .
  • Independence: Board affirmatively determined Perry is independent. The Board reviewed SJM’s payments to Circana (where Perry was CEO) and concluded amounts did not meet thresholds compromising independence .
  • Attendance: In FY2025, the Board held six meetings; all directors attended at least 75% of Board and Committee meetings. All directors attended the 2024 virtual Annual Meeting .
  • Executive sessions: Independent directors held four regular executive sessions and two following special meetings in FY2025; chaired by the Lead Independent Director .
  • NGCR Committee scope: Director selection and evaluation; governance policy oversight; conflicts review; succession planning; shareholder engagement; and corporate responsibility oversight .

Fixed Compensation

Director compensation structure: annual retainer of $100,000; annual DSU grant valued at $160,000 in FY2025 (increasing to $170,000 in FY2026); additional retainers apply for certain roles (Lead Independent Director, committee chairs/members) but Perry’s FY2024–FY2025 cash fees were equal to the base retainer .

MetricFY 2024FY 2025
Fees Earned or Paid in Cash ($)$100,000 $100,000
Stock Awards ($)$160,000 $160,000
Option Awards ($)
All Other Compensation ($)
Total ($)$260,000 $260,000

Notes:

  • Non-employee director annual DSU grant is made in October; DSUs vest immediately and accrue reinvested dividends; paid in common shares upon termination of service .

Performance Compensation

SJM does not tie director pay to performance metrics; non-employee directors receive DSUs that vest immediately and do not receive stock options. Annual DSU grant values and mechanics are shown below .

MetricFY 2025FY 2026 (planned)
Annual DSU Grant ($)$160,000 $170,000
VestingImmediate on grant Immediate on grant
Dividend TreatmentDividends credited; reinvested in additional DSUs Dividends credited; reinvested in additional DSUs
Options GrantedNone None (structure unchanged)

Other Directorships & Interlocks

  • No SJM Compensation Committee interlocks in FY2025 (i.e., no overlapping relationships that create interlocks under SEC rules) .
  • Related-party monitoring: SJM incurred ~$12.8 million in FY2025 for consumer data/analytics services from Circana while Perry was CEO; the Board affirmed independence and amounts did not exceed NYSE/SEC thresholds. Audit Committee oversees related-party transactions per policy .

Expertise & Qualifications

  • Marketing and brand management; consumer products; technology and digital media; operations and general management. Board concluded Perry’s experience provides valuable insights in these domains .

Equity Ownership

Stock ownership guidelines require non-employee directors to own common shares valued at least 5x the annual cash retainer within five years; all non-employee directors met or exceeded the requirement, except a recently added director (not Perry) . Anti-hedging and anti-pledging policies prohibit directors from hedging or pledging SJM stock .

Beneficial ownership of common shares (as of June 16, 2025):

  • Kirk Perry: 19,329 common shares; less than 1% of outstanding shares .

Deferred stock units outstanding (as of April 30, 2025):

  • Kirk Perry: 19,144 DSUs .
MetricAmountAs of
Beneficial ownership (common shares)19,329; less than 1% of shares outstanding June 16, 2025
Deferred stock units (DSUs)19,144 April 30, 2025
Ownership guideline complianceMet (company-wide note for non-employee directors) FY2025
Hedging/PledgingProhibited by company policy Current policy

Governance Assessment

  • Strengths:

    • Independence affirmed despite business ties; Board reviewed Circana transactions and concluded thresholds not met; independence maintained .
    • Relevant expertise in consumer, marketing, and technology supports board effectiveness and strategy oversight .
    • Attendance and engagement: all directors met ≥75% attendance in FY2025; executive sessions held regularly, supporting independent oversight .
    • Ownership alignment: DSU grants with immediate vesting and stock ownership guidelines (met) enhance alignment; anti-hedging/pledging policy reduces misalignment risk .
  • Monitoring items / potential red flags:

    • Related-party exposure: ~$12.8 million of services from Circana in FY2025 while Perry was CEO. Although below independence thresholds and overseen via related-party policy, continued monitoring and recusal from related deliberations are prudent .
    • Multiple external commitments: Current roles at Kenvue, Circana, and Chick-Fil-A appear within SJM’s Board service limits (≤4 public boards for non-executive directors), but ongoing capacity assessments are part of SJM’s governance guidelines .

SJM shareholder sentiment on executive pay remained strong (94% approval at 2024 Annual Meeting), supporting broader governance confidence at the company level .