Andrew Molson
MOLSON COORS BEVERAGEAbout Andrew Molson
Andrew T. Molson (age 57) is a seventh-generation Molson family member and has served on Molson Coors’ Board since 2005. He is Chairman of AVENIR GLOBAL, a network of strategic communications firms, providing extensive leadership and public relations/corporate governance expertise, including in the Canadian beer business. He currently serves on Molson Coors’ Governance Committee; per the company’s independence determinations, he is not classified as an independent director under NYSE standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| AVENIR GLOBAL (includes NATIONAL Public Relations, AXON, Madano, SHIFT, Padilla, Cherry, Hanover, Time & Space) | Chairman | 1997 – Present | Leads a global network; deep expertise in strategic communications and governance |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Theratechnologies Inc. (Nasdaq: THTX; TSX: TH) | Director | Since 2020 | Public company board service |
| Dundee Corporation (TSX: DC.A) | Director | Since 2015 | Public company board service |
| CH Group Limited Partnership (Montréal Canadiens, Bell Centre, L’Équipe Spectra, Gestion evenko) | Director | Not specified | Affiliated; CH Group is chaired by Geoffrey E. Molson |
| Groupe Deschênes Inc. | Director | Not specified | Private company board service |
Board Governance
| Committee/Subcommittee | Role | 2024 Meetings Held | Notes |
|---|---|---|---|
| Governance Committee | Member | 4 | Committee composition includes Class A-M Subcommittee (Andrew T. Molson, Geoffrey E. Molson); Governance Committee chaired by David S. Coors |
| Class A-M Nominating Subcommittee | Member | N/A | Responsible for nominating five Class A directors; majority must be independent; currently includes Andrew T. Molson and Geoffrey E. Molson |
| Board attendance | — | — | All directors attended ≥75% of board/committee meetings in 2024; aggregate attendance ≥94% |
| Independence | — | — | Board majority independent; Andrew T. Molson is not classified as independent |
- Chair/CEO split; presence of Independent Governance Committee Member (H. Sanford Riley transitioning to Roger G. Eaton after the 2025 AGM); regular executive sessions of independent directors .
Fixed Compensation
| Year | Cash Fees ($) | Stock Awards ($) | All Other ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 105,000 | 165,054 | — | 270,054 |
- Standard director pay framework: base cash retainer $105,000; annual RSUs $165,000; committee chair premiums and Vice Chair/Chair premiums apply to applicable roles (not to Andrew). Stock ownership requirements: 5x annual retainer within five years; all directors meet or are on track.
Performance Compensation
| Equity Type | Grant Date | # of RSUs Granted | Grant-Date Fair Value/Unit | Aggregate Grant-Date Fair Value | Vesting | Dividend Equivalents |
|---|---|---|---|---|---|---|
| Annual Director RSUs | May 16, 2024 | 2,873 | $57.45 | $165,054 | Cliff vest May 16, 2027 or upon Board retirement, whichever first | Accrued and paid in cash at vesting |
- Note: Molson Coors directors do not receive performance-conditioned equity (PSUs) or options; director equity is time-vested RSUs intended to align interests with shareholders.
Other Directorships & Interlocks
| Relationship/Entity | Nature of Relationship | 2024 Transaction Detail | Governance Controls / Comments |
|---|---|---|---|
| Montréal Canadiens (CH Group LP) | Marketing/sponsorship agreements; CH Group is affiliated with Geoffrey E. Molson; Andrew is affiliated with CH Group LP | MCBC paid approx. CAD $1.0 million; Canadiens or affiliates paid approx. CAD $9.2 million to MCBC; ordinary course payments | Reviewed at least annually by Audit Committee; Board determined terms fair/reasonable vs. market |
| Gestion evenko (CH Group affiliate) | Marketing/advertising/promotion | MCBC paid approx. CAD $2.0 million | Annual Audit Committee review; deemed market-comparable |
| AVENIR GLOBAL / NATIONAL Public Relations | Strategic PR services; Andrew is Chairman of AVENIR GLOBAL | Payments to NATIONAL: approx. CAD $585,000; to AVENIR GLOBAL: approx. CAD $7,000 | Annual Audit Committee review; deemed market-comparable |
- Director Emeritus: Eric H. Molson (Andrew’s father) received $50,000 for services and may recommend up to $325,000 charitable contributions annually; related person transactions require Audit Committee or full Board approval per policy/bylaws.
Expertise & Qualifications
- Significant leadership in strategic communications (Chairman of AVENIR GLOBAL) and corporate governance experience; strong perspective in Canadian beer business.
- Contributions to brand management/marketing and consumer goods industry insights via board service and leadership roles.
Equity Ownership
| Instrument | Quantity | Vesting Status | Notes |
|---|---|---|---|
| RSUs | 8,396 | Unvested until specified vesting or retirement from Board | Represents underlying Class B shares upon vest/settlement |
| DSUs | — | N/A | Andrew elected 100% cash retainer (no DSUs) for 2024 |
- Director stock ownership guideline: 5x annual retainer by end of year 5; all directors meet or are on track. Hedging, pledging, and short sales are prohibited, with limited pledge approvals subject to stringent oversight; Audit Committee assessed outstanding pledges (aggregate/individual) and related risk management plans.
Governance Assessment
-
Independence and committee roles: Andrew is a non-independent Class A director, serving on the Governance Committee and Class A-M Nominating Subcommittee; this positions him within nomination processes for Class A directors and Board governance policy-setting.
-
Attendance/engagement: Board-level engagement in 2024 was high (≥75% for all directors; aggregate ≥94%), with structured self-assessments and a third-party effectiveness review; ongoing stockholder engagement informs governance changes.
-
Compensation and alignment: Director pay mix is cash plus time-vested RSUs; Andrew received $270,054 total compensation for 2024 and holds 8,396 RSUs; directors must meet/track to 5x retainer ownership guideline.
-
Related-party exposure: Material recurring transactions with CH Group (Montréal Canadiens, Gestion evenko) and AVENIR GLOBAL/NATIONAL PR create potential conflicts/interlocks; these are reviewed annually and deemed market-comparable by the Audit Committee/Board.
-
Policies and controls: Robust governance framework includes anti-hedging/anti-pledging rules, independent committee leadership (e.g., Audit Chair independent), separation of Chair/CEO, and the Independent Governance Committee Member role to balance family and independent director interests.
-
RED FLAGS
- Potential conflicts via related-person transactions with CH Group and AVENIR GLOBAL/NATIONAL PR, where Andrew is affiliated; while reviewed/approved, the scale of transactions (millions CAD) warrants continued scrutiny by investors.
- Non-independent status combined with nomination subcommittee membership increases influence over Board composition; investors should monitor refreshment practices and independent representation.
-
Mitigants
- Annual Audit Committee/Board review of related-party deals; formal Related Person Transactions Policy requiring Audit Committee or full Board approval; strong insider trading and anti-pledging policies; majority independent Board; robust stockholder engagement and Board self-assessment.