William Boyd III
About William Boyd III
William Boyd III, age 58, is Symbotic’s Chief Strategy Officer (CSO) and has served in this role since June 2022, after serving as CSO of Symbotic LLC from February 2020 to June 2022; he holds a J.D. (Duke), MBA (Babson), and B.A. (Williams) . His remit spans planning and directing operational, financial, administrative, and strategic activities; he also serves as EVP & Chief Legal Officer of C&S Wholesale Grocers since February 2020, a related-party customer of Symbotic . Under his tenure, Symbotic grew revenue over 50% year-over-year to $1.79B, delivered its first GAAP net income quarter in Q4 FY2024, and expanded operational Systems from 12 to 25, with deployments from 35 to 44; cumulative TSR from a $100 investment (since 9/25/2021) was $107.55 (FY2022), $341.12 (FY2023), and $260.41 (FY2024), versus S&P 500 IT peer TSR of $79.56, $107.57, and $163.29 . FY2024 STIP metrics included Adjusted EBITDA (actual $61.7M), Net Revenue ($1,788M), and Customer Experience (100% of target), yielding an overall STIP payout of 51.5% of target .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Symbotic LLC | Chief Strategy Officer | Feb 2020 – Jun 2022 | Led operational, financial, administrative, and strategic activities during pre-SPAC scaling . |
| C&S Wholesale Grocers | General Counsel; Chief Legal Officer | Mar 2009 – Feb 2018; Feb 2018 – Apr 2019 | Involved in initial investment by Richard Cohen in CasePick Systems LLC (later Warehouse/Symbotic) . |
| Imperial Dade Intermediate Holdings, LLC | Chief Legal Officer | Apr 2019 – Feb 2020 | Legal leadership at high-growth distribution company . |
External Roles
| Organization | Role | Years | Scope/Impact |
|---|---|---|---|
| C&S Wholesale Grocers | Executive Vice President & Chief Legal Officer | Feb 2020 – Present | Senior legal executive at an affiliate and key customer; Symbotic recognized $15.8M (FY2023), $3.5M (FY2022), $2.9M (FY2021) revenue from C&S contracts; ongoing obligations through March 2026 . |
Fixed Compensation
| Component | FY2024 Detail |
|---|---|
| Base Salary | $450,000 (CSO; committee-set level) . |
| Pro-rated Base used for FY2024 bonus calc | $423,077 . |
| Target Bonus % of Base | 50% . |
| Target Bonus $ | $211,539 . |
| Actual Bonus Paid | $108,942 (51.5% of target; individual modifier 100%) . |
| All Other Compensation | $228,473 Member Program payments (tax prep allowance, payroll tax adjustments, associated tax gross-ups; program details described) . |
Performance Compensation
Short-Term Incentive Plan (STIP) – FY2024
| Metric | Weighting | Target | Actual | Payout (% of Target) | Notes |
|---|---|---|---|---|---|
| Adjusted EBITDA | 50% | $150.0M | $61.7M | 0.0% | Non-GAAP per 2024 Annual Report definition . |
| Net Revenue | 30% | $1,770M | $1,788M | 105.1% | Achieved above target . |
| Customer Experience | 20% | 100% | 100% | 100.0% | Discretionary framework assessed at target . |
| Company-funded STIP | — | — | — | 51.5% | Straight-line interpolation and weights applied . |
| Individual Modifier (Boyd) | — | — | — | 100% | No adjustment; payout $108,942 . |
Long-Term Equity Incentives (Grants made late Jan 2024)
| Award Type | Grant Date | Target Value | Units/Grant-Date FV | Vesting / Performance |
|---|---|---|---|---|
| PSUs (FY2024 annual) | 1/23/2024 | $2,000,000 | 14,248 PSUs; $689,318 | 3-year cliff vest at ~3rd anniversary; 30% earned on FY2024 and 70% over FY2024–FY2026 on Revenue and Adjusted FCF metrics . |
| RSUs (FY2024 annual) | 1/23/2024 | $2,000,000 (67% of LT value allocated to RSUs for executives) | 28,497 RSUs; $1,289,204 | 3-year vest; 1/3 at year 1; remaining in 8 equal quarterly installments . |
| One-time RSUs (in lieu of FY2023 cash bonus) | Jan 2024 | $300,000 | Amount included in “All other stock awards” for FY2024 grants | Same 3-year vest pattern (1/3, then 8 quarterly installments) . |
PSU Earned – FY2024 Portion
| Name | 30% of Target PSUs Granted | Actual PSUs Earned (FY2024 portion) |
|---|---|---|
| William (Bill) Boyd | 4,274 | 2,243 . |
Equity Ownership & Alignment
Beneficial Ownership (as of Jan 6, 2025)
| Security Class | Shares Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| Class A Common Stock | 43,772 | <1% | Includes 23,312 held directly and 20,460 issuable within 60 days via equity awards . |
| Class V-1 Common Stock | 489,353 | <1% | Class V-1 issued in connection with Business Combination; subject to forfeiture/vesting terms . |
| Total (Class A + V-1) | 533,125 | <1% | Aggregate across listed classes . |
- Policy prohibits hedging, pledging, margin purchases, short sales; no stock options are currently granted under company practices .
- Stock Vested in FY2024: 200,026 shares vested; value realized $9,534,521 (market price $22.92–$51.33 on vest dates) .
- Equity compensation plans: 7,323,137 shares underlying RSUs/PSUs outstanding; remaining availability 56,728,866 under plans/ESPP as of 9/28/2024 .
Outstanding Equity Awards (as of Sep 28, 2024; market price $25.52)
| Metric | 5/15/2020 | 3/3/2021 | 1/23/2023 | 1/23/2024 |
|---|---|---|---|---|
| Unvested RSUs (#) | 78,723 | 68,354 | 52,956 | 34,908 |
| Market Value of Unvested RSUs ($) | $2,009,016 | $1,744,404 | $1,351,437 | $890,852 |
| Unearned PSUs (#) | — | — | 52,952 | 14,248 |
| Market/Payout Value of Unearned PSUs ($) | — | — | $1,351,335 | $363,609 |
- Class V-1 shares issued in connection with Business Combination for Boyd’s prior Class C units: equal vesting over five years commencing May 15, 2020; certain tranches vested equally on Oct 22, 2021; Dec 31, 2021; Dec 31, 2022; Dec 31, 2023; Dec 31, 2024 .
Employment Terms
| Term | Detail |
|---|---|
| Offer Letter | Feb 10, 2020 with Symbotic Holdings LLC (f/k/a Warehouse Technologies LLC) . |
| Initial Equity (pre-SPAC) | Class C units valued at ~$3.5M; put right terminated upon SPAC Closing . |
| Severance Eligibility | Not eligible for company severance plans or benefit programs (per offer letter terms) . |
| Non-Compete | Subject to non-compete agreement . |
| Change-of-Control Treatment | All equity awards have double-trigger vesting upon termination without Cause or for Good Reason within 1 year following a Change of Control . |
| Estimated CoC Equity Acceleration (FY2024 assumptions) | $3,957,233 for Boyd, assuming event on 9/27/2024 and share price $25.52 . |
| RSU/PSU Treatment on Death/Disability/Retirement | RSUs: vest any tranches with vest date within 1 year after termination; PSUs: prorated portion remains eligible and vests based on performance at end of period . |
| Clawback & Policies | Clawback policy maintained; no hedging or pledging; no 280G gross-ups; no pension/SERP; independent comp consultant; double-trigger CoC vesting . |
Investment Implications
- Pay-for-performance linkage: Boyd’s cash incentive payout at 51.5% of target reflects underperformance on Adjusted EBITDA offset by revenue and customer experience execution; FY2024 PSU earned units for Boyd’s tranche were 2,243 versus a 4,274 FY2024 portion target (≈52.5%), consistent with company-wide payout mechanics .
- Insider selling pressure: Significant equity vesting ($9.53M value realized on 200,026 shares in FY2024) indicates ongoing sellable supply upon scheduled vests; no disclosed 10b5‑1 trading plan for Boyd in FY2025 10‑Q (plans disclosed for other officers), and policy prohibits hedging/pledging, which mitigates forced selling risk from margin arrangements .
- Alignment and retention: Absence of cash severance eligibility increases reliance on equity value/vesting for retention; double-trigger change‑of‑control equity acceleration ($3.96M estimate) provides event-driven upside without single-trigger risk .
- Related-party exposure: Concurrent senior role at C&S Wholesale Grocers (affiliate and major customer) introduces potential governance/related‑party scrutiny; Symbotic recognized $15.8M (FY2023), $3.5M (FY2022), $2.9M (FY2021) revenue from C&S; contracts continue through March 2026 .
- Peer benchmarking and governance: Compensation Committee used a tech/automation/software-oriented peer set (e.g., ANSYS, Cadence, CrowdStrike, Palantir, PTC, Samsara, Snowflake, Teradyne) and added say‑on‑pay beginning 2025, with next expected 2026, indicating evolving shareholder feedback mechanisms on executive pay levels/mix .