Diego Reynoso
About Diego Reynoso
Diego Reynoso (age 49) is an independent director of SunOpta (STKL) since 2023 and currently serves on the Audit and Corporate Governance Committees; he has been designated by the Board as an “audit committee financial expert.” He is the Chief Financial Officer and Treasurer of The Boston Beer Company (since 2023), and holds a B.S. in Chemical Engineering from Universidad Nacional Autónoma de México and an MBA from Instituto Panamericano de Alta Dirección; he is based in Massachusetts, USA .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Boston Beer Company | Chief Financial Officer & Treasurer | 2023–Present | Leads finance, treasury and related functions |
| Tyson Foods, Inc. | CFO, Prepared Foods | 2021–2023 | Led finance for Prepared Foods segment |
| Constellation Brands | SVP & CFO, Beer Division | 2017–2021 | Guided beer division through COVID-19 ensuring continuity in Mexico operations and U.S. distribution |
| Beam Suntory, Inc. | CFO Global Operations & VP Finance/Tax/Treasury; CFO Americas & GM International; COO & CFO North America | 2005–2017 | Led multi-regional finance/ops teams across spirits portfolio |
External Roles
| Category | Company | Role | Notes |
|---|---|---|---|
| Public company directorships | — | — | None disclosed |
| Executive role (non-STKL) | The Boston Beer Company | CFO & Treasurer | 2023–Present |
Board Governance
- Independence and roles: The Board determined Reynoso is independent; he sits on the Audit and Corporate Governance Committees, and is designated an “audit committee financial expert.” All Board committees are composed entirely of independent directors .
- Committee composition: Audit Committee — Wickramasinghe (Chair), Hollis, Reynoso, Starr; Corporate Governance Committee — Bolles (Chair), Fisher, Lemmon, Reynoso, Starr .
- Board/committee meeting cadence and attendance: In 2024 the Board met 9 times; standing committees met 16 times. Each incumbent director attended ≥78% of Board meetings during their service period; Audit Committee members attended ≥71% of its meetings; Compensation and Corporate Governance Committee members attended 100% during their service period; no director was below 75% aggregate Board+committee attendance. All directors attended the 2024 Annual Meeting virtually .
- Executive sessions and leadership: Independent directors meet without management at regularly scheduled in‑person Board meetings; the Board Chair is independent (Leslie Starr) .
- Risk oversight: The Audit Committee receives quarterly ERM updates and cybersecurity briefings from the CIO; Corporate Governance oversees succession/internal governance; Compensation oversees talent and compensation risk .
| 2024 Governance Activity | Count/Status |
|---|---|
| Board meetings | 9 |
| Audit Committee meetings | 7 |
| Corporate Governance Committee meetings | 4 |
| Compensation Committee meetings | 5 |
| Independent director executive sessions | Held regularly following full Board meetings |
Fixed Compensation
| 2024 Non‑Employee Director Compensation (Reynoso) | Amount (USD) |
|---|---|
| Fees Earned or Paid in Cash | $79,900 |
| Stock Awards (RSUs grant-date fair value) | $110,000 |
| Total | $189,900 |
| Director Compensation Framework (effective May 2024) | Amount (USD) | Notes |
|---|---|---|
| Annual cash retainer — Director | $70,000 | Non‑employee directors |
| Chair of the Board supplemental retainer | $90,000 | If applicable |
| Committee Chair retainers | Audit $20,000; Compensation $15,000; Corporate Governance $10,000 | If applicable |
| Committee member retainers | Audit $8,000; Other committees $5,000 | Per committee |
| Annual equity | RSUs valued at $110,000 | 12‑month vest |
| Election to take stock in lieu of cash | 50%–100% of cash retainer | Optional |
| Deferral of equity | Permitted under Director Stock Deferral Plan (409A compliant) | Optional |
Performance Compensation
| Element | Structure | Metrics | Vesting |
|---|---|---|---|
| Annual Director Equity | Time‑based RSUs (grant in May 2024) | None; director RSUs are not performance‑based | RSUs vest on first anniversary of grant |
The company uses performance metrics (e.g., Adjusted EBITDA, ROIC, TSR) for executives, but not for non‑employee director equity awards .
Other Directorships & Interlocks
- Other public company boards: None disclosed for Reynoso .
- Compensation Committee interlocks: Company discloses no interlocks/insider participation for the current Compensation Committee; no SunOpta executive serves on another company’s committee that includes a SunOpta executive and vice‑versa .
Expertise & Qualifications
- CFO across multi‑billion‑dollar food and beverage brands; led large international finance, tax, treasury, M&A, commercial operations teams .
- Crisis leadership: As Constellation Brands Beer Division CFO, guided operations and U.S. distribution continuity through COVID‑19 .
- Audit Committee Financial Expert designation enhances board oversight of financial reporting and controls .
- Education in engineering and business (UNAM B.S.; IPADE MBA) supports analytical and strategic finance acumen .
Equity Ownership
| Beneficial Ownership (as of Mar 27, 2025) | Amount |
|---|---|
| Common Shares | 23,656 |
| Vested Options | 0 |
| Vested RSUs/PSUs | 0 |
| Total beneficial ownership | 23,656 |
| Ownership as % of shares outstanding | <1% (*) |
- Stock ownership guidelines: Directors must hold 5x annual cash retainer; 5‑year transition to comply. As of Mar 27, 2025, 4 of 7 independent directors were compliant; the remaining 3 (not named) are within their transition period .
- Hedging/pledging: Company prohibits executives and directors from hedging or pledging company stock; the company is not aware of any such transactions; policy reaffirmed in compensation “do/don’t” list .
- Section 16 compliance: All directors and officers filed timely ownership reports for FY2024 based on company review/representations .
Governance Assessment
- Strengths
- Independence and expertise: Reynoso is an independent director, serves on Audit and Corporate Governance, and is designated an Audit Committee Financial Expert; this bolsters oversight of financial reporting, ERM and governance processes .
- Engagement: Audit Committee met 7x and Corporate Governance 4x in 2024; directors met attendance thresholds (no director under 75% overall; committee attendance for Corporate Governance was 100% during service periods) .
- Alignment and safeguards: Mandatory ownership guidelines for directors (5x retainer), prohibition on hedging/pledging, and a $500,000 cap on total non‑employee director compensation under the equity plan reflect shareholder‑friendly controls .
- Board structure: 7 of 8 nominees are independent; all committees are fully independent; independent Board Chair; independent‑only executive sessions held regularly .
- Shareholder support: Say‑on‑pay received ~94% support at the 2024 AGM, indicating positive investor sentiment toward compensation governance .
- No related‑party exposures: Company discloses no material related‑party transactions involving directors/insiders since the last fiscal year .
- Watch items
- External executive role: Reynoso’s full‑time CFO position at The Boston Beer Company could raise workload considerations; however, no related‑party transactions or conflicts are disclosed; continue to monitor for any future commercial ties that could require recusals or trigger related‑party review .
- Ownership guideline attainment: Company discloses aggregate compliance status (4/7 independent directors in compliance; others in the 5‑year window) without naming individuals; investors may seek individual‑level disclosure in future proxies to better assess alignment .
Additional governance notes: The Audit Committee report for FY2024 financials was submitted by members including Diego Reynoso, evidencing active participation in financial oversight .