Jill M. Golder
Director at SYY
Board
About Jill M. Golder
Independent director since January 2022 (age 63), former SVP & CFO of Cracker Barrel and EVP & CFO of Ruby Tuesday with 23 years at Darden Restaurants in finance leadership. She is designated an SEC “audit committee financial expert,” and the Board has determined she is independent under NYSE standards; committee service includes Audit, Compensation & Leadership Development, and Technology . Board-level attendance was strong in FY2025 (overall ~99%; each director ≥75%; 100% attended the 2024 annual meeting) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cracker Barrel Old Country Store, Inc. | Senior Vice President & CFO | 2016–2020 | Executive finance leadership, investor relations, risk oversight |
| Ruby Tuesday, Inc. | Executive Vice President & CFO | 2014–2016 | Corporate finance leadership |
| Darden Restaurants, Inc. | Finance positions (incl. SVP Finance for Olive Garden, Smokey Bones, Specialty Restaurant Group, Red Lobster) | 23 years | Brand finance, distribution/supply chain exposure |
External Roles
| Organization | Public/Private | Role | Tenure | Notes |
|---|---|---|---|---|
| ABM Industries Incorporated (NYSE: ABM) | Public | Director | 2019–present | Ongoing board service |
| IZEA Worldwide, Inc. (NASDAQ: IZEA) | Public | Director | 2015–2019; 2021 | Prior public company board service |
| MOD Superfast Pizza Holdings, LLC | Private | Director | 2021–2024 | Private company board service |
Board Governance
- Committee memberships: Audit; Compensation & Leadership Development; Technology .
- Audit committee financial expert designation: Board determined Ms. Golder meets SEC criteria .
- FY2025 committee activity: Audit (11 meetings), CLD (6), Technology (4) .
- Independence: Board determined all nominees other than the CEO are independent; review included directors serving on boards of companies with customer/supplier relationships with Sysco, concluding no material relationships for independence .
- Attendance: Board held 8 meetings; overall attendance ~99%; each director attended ≥75%; 2024 annual meeting attendance 100% .
- Governance practices: Majority voting, resignation policy on sub-majority, proxy access, stock ownership requirements, executive sessions of independent directors .
Fixed Compensation
| Component | Policy Detail | Jill M. Golder FY2025 |
|---|---|---|
| Annual cash retainer | $110,000 (paid quarterly) | $110,000 Fees Earned/Paid in Cash |
| Committee chair fees | Audit $30k; CLD $20k; Governance $20k; Sustainability $20k; Technology $20k | Not applicable (not a chair) |
| Lead Independent Director retainer | $100,000 additional cash retainer | Not applicable |
| Annual equity grant (restricted stock) | ~$210,000; 1-year vest | $209,963; 2,801 shares granted 11/15/2024 at $74.96; vest on first anniversary |
| Total FY2025 director comp | Combination of cash and equity | $319,963 total |
| Retainer in stock election | Directors may elect 10–100% of retainer in stock; vests immediately, issued year-end | Did not elect retainer in stock |
Performance Compensation
Directors do not receive performance-based pay; awards are time-based restricted stock and there are no options granted to non-employee directors in FY2025 .
| Equity Award Detail | Grant Date | Shares/Units | Fair Value | Vesting | Notes |
|---|---|---|---|---|---|
| Restricted Stock | 11/15/2024 | 2,801 shares | $209,963 (at $74.96 per share) | Full vest on 1st anniversary | Under 2018 Omnibus Incentive Plan; eligible for deferral; change-in-control provides accelerated vesting upon qualifying terminations within 24 months |
Other Directorships & Interlocks
- Current public boards: ABM Industries (NYSE: ABM) .
- Prior public boards: IZEA Worldwide (NASDAQ: IZEA) .
- Independence review noted some directors (including Ms. Golder) serve on boards of companies with customer/supplier relationships with Sysco; Board determined no material relationships and affirmed independence .
Expertise & Qualifications
- Finance, accounting, audit, financial reporting; investor relations; distribution/supply chain; risk management; cybersecurity exposure from sector experience .
- SEC “audit committee financial expert” designation .
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Shares owned directly | 5,100 | As of 09/17/2025 |
| Unvested restricted stock | 2,801 | Granted Nov 2024; vest Nov 2025 |
| Total beneficial ownership | 7,901 | As of 09/17/2025 |
| Ownership as % of outstanding shares | <1% | Outstanding shares: 478,507,440 |
| Options outstanding | None | None held by directors as of 06/28/2025 |
| Ownership guidelines | 5x annual retainer after 5 years; directors in compliance or on track as of 09/17/2025 | |
| Hedging/pledging | Prohibited for directors under Trading Policy |
Governance Assessment
- Strengths: Deep finance and restaurant sector expertise; audit committee financial expert designation; multi-committee engagement (Audit, CLD, Technology); strong attendance and independent director status; alignment via stock grant and ownership guidelines; hedging/pledging prohibitions .
- Pay structure: Balanced cash/equity with time-based vesting and no stock options for directors; independent consultant (Semler Brossy) advises on director pay; ability to defer compensation supports long-term alignment .
- Potential conflicts: Board noted some directors (including Ms. Golder) sit on boards of companies with customer/supplier ties to Sysco; after review, determined no material relationships and affirmed independence; no related-party transactions requiring disclosure for FY2025 .
- Engagement signals: Independent executive sessions held at all 5 regular Board meetings in FY2025; 100% annual meeting attendance in 2024; majority voting and resignation policy reinforce accountability .