Louis Martin
President of Conventional Grocery Products and Chief Commercial Officer at 
UNITED NATURAL FOODS
UNITED NATURAL FOODSExecutive
About Louis Martin
Louis Martin is UNFI’s President of Conventional Grocery Products and Chief Commercial Officer (appointed January 2025), after serving as President of Wholesale (March 2023–Jan 2025) and Chief Strategy & Transformation Officer (March 2022–March 2023) . He holds a BA in English from Princeton University and an MBA in finance and management from NYU Stern; prior roles include leadership at The Coca-Cola Company (President, Global Walmart Customer Team; SVP, System Evolution), and earlier positions at McKinsey & Company and E.D. & F. Man . FY2025 annual incentive metrics for NEOs were Adjusted EBITDA and Free Cash Flow; UNFI achieved $552M Adjusted EBITDA (vs. $550M target) and $239M Free Cash Flow (vs. $150M target), resulting in a 121.2% payout for NEOs including Martin . Prior PSUs (FY2023–FY2025 cycle) paid out at 45% after applying a -10% relative TSR modifier versus the S&P MidCap 400 (underperformance of -6,001 bps), highlighting execution requirements and market-relative performance sensitivity .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| UNFI | President, Conventional Grocery Products & Chief Commercial Officer | Appointed Jan 2025 | Leads commercial strategy across conventional grocery; elevated from President of Wholesale to broaden category leadership |
| UNFI | President, Wholesale | Mar 2023–Jan 2025 | Led wholesale operations through strategic refresh; foundation for promotion to current role |
| UNFI | Chief Strategy & Transformation Officer | Mar 2022–Mar 2023 | Drove multi-year strategic plan and transformation initiatives |
| The Coca-Cola Company | President, Global Walmart Customer Team | Apr 2016–Mar 2022 | Oversaw global key account execution; deep retail partnership and commercial alignment |
| The Coca-Cola Company | SVP, System Evolution (Coca-Cola North America) | Prior to 2016 | Led system transformation initiatives across NA operations |
| McKinsey & Company | Consultant | Prior | Strategy advisory experience |
| E.D. & F. Man | Role in sugar trading | Prior | Commodity trading background |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Not disclosed in latest proxy | — | — | No public company directorships or external governance roles disclosed for Martin |
Fixed Compensation
| Metric | FY 2024 | FY 2025 | FY 2026 (effective Nov 9, 2025) |
|---|---|---|---|
| Base Salary ($) | $675,000 | $702,000 | $723,060 (+3%) |
| Annual Incentive Target ($) | — | $694,731 | No change noted for FY26 targets for NEOs other than CEO |
| Annual Incentive Actual ($) | $631,412 | $841,903 | — |
Performance Compensation
Annual Cash Incentive (FY2025)
| Metric | Weight | Target | Actual | Performance vs Target | Weighted Payout |
|---|---|---|---|---|---|
| Adjusted EBITDA (in $ millions) | 60% | $550 | $552 | 100.4% | 61.2% |
| Free Cash Flow (in $ millions) | 40% | $150 | $239 | 159.4% | 60.0% |
| Final Annual Bonus Payout | — | — | — | — | 121.2% (NEO group result applied to Martin) |
| Named Executive Officer | FY2025 Target ($) | FY2025 Actual ($) |
|---|---|---|
| Louis Martin | $694,731 | $841,903 |
Long-Term Incentives (Structure and Grants)
- Mix and vesting: ~40% RSUs (ratable vest over 3 years), ~60% PSUs (cliff-vest at end of 3-year performance period) .
- FY2025 PSU metrics: 3-year cumulative Core Adjusted EPS (60%) and 3-year cumulative Free Cash Flow (40%); relative TSR modifier up to ±10% with maximum payout capped at 200% for awards granted on/after Dec 19, 2024 .
- FY2025 grant date timing: December 2024 following Compensation Committee approval .
- FY2025 stock awards value for Martin: $1,359,779 (ASC 718 grant-date fair value) .
- Target LTI: FY2025 $1,300,000 (no change from FY2024); FY2026 increased to $1,500,000 .
- FY2026 “New Plan Benefits” indicates expected grant date December 18, 2025 with dollar target of $1,500,000 (units determined by closing price on grant date) .
Prior PSU Cycle Results (FY2023–FY2025)
| Metric | Weight | Target | Actual | Final Payout Before TSR | TSR Modifier | Final Payout |
|---|---|---|---|---|---|---|
| Adjusted EPS Growth (FY2023–FY2025) | 75% | FY23 10%, FY24 13%, FY25 14% | FY23 -54%, FY24 -94%, FY25 +407% | 50% weighted; zero in early years constrains payout | -10% (relative TSR -6,001 bps) | 45% |
| Adjusted ROIC (FY2025) | 25% | 12.2% | 3.9% | 0% (below threshold) | — | — |
| Named Executive Officer | Shares at Target | Final PSU Payout % | Final Shares Earned |
|---|---|---|---|
| Louis Martin | 17,006 | 45.0% | 7,652 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 56,422 shares (as of Oct 22, 2025); <1% of shares outstanding |
| Stock Ownership Guidelines | CEO: 6x base salary; Other executive officers: 3x base salary; 5-year accumulation period reset at end of FY2025 due to sustained stock price decline; executives in compliance or on track |
| Hedging/Pledging | Prohibited for executive officers under Insider Trading Policy and guidelines |
| Outstanding RSUs (Unvested) | 3,779 (10/6/2022); 21,373 (12/21/2023); 19,839 (12/19/2024); RSUs vest in three equal annual installments beginning one year after grant |
| Outstanding PSUs (Unearned, shown at max) | 96,176 (12/21/2023); 59,518 (12/19/2025) |
| Market Value Reference | Market value of unvested RSUs and PSUs shown using $27.01/share (NYSE close on Aug 1, 2025) |
Vesting Schedule Notes
- RSUs: three equal annual installments beginning one year after grant date; e.g., awards granted Dec 19, 2024 begin vesting one year thereafter per policy .
- PSUs: cliff-vest after three-year performance period; capped at 200% payout regardless of TSR modifier for grants on/after Dec 19, 2024 .
Employment Terms
| Provision | Louis Martin Detail |
|---|---|
| Employment Agreement | UNFI has no employment agreements with executive officers (including CEO); executives subject to covenants via bonus/equity participation |
| Severance (without cause / good reason) | Cash: $2,245,903; Medical: $35,000; Equity acceleration: $1,844,999; Total: $4,125,902 (as of Aug 2, 2025) |
| Termination not qualifying as Separation from Service | Cash: $2,245,903; Medical: $35,000; Total: $2,280,903 |
| Change-in-Control (double trigger) | Cash: $3,649,903; Medical: $105,000; Equity acceleration: $3,524,535; Total: $7,279,438 |
| Death/Disability | Cash: $694,731; Equity acceleration: $3,524,535; Total: $4,219,266 |
| Severance Multiples Policy | Executives other than CEO generally limited to 1x base + bonus; change-in-control benefits double-trigger; market multiples of 2–2.5x apply only to CEO |
| Clawbacks | NYSE-mandated clawback plus broader recoupment policy covering performance-based and time-based incentives for misconduct causing material harm or restatements |
| Covenants | Non-compete and non-solicitation required for executive officers and all equity/bonus participants (unless prohibited by law) |
| Tax Gross-ups | None for severance or change-in-control |
| Insider Trading Controls | Strict preclearance; blackout periods; 10b5-1 plans permitted only in open windows when not in possession of MNPI |
Multi-Year Compensation (ASC 718 values; amounts in $)
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Salary | $548,077 | $672,115 | $694,731 |
| Stock Awards | $1,026,981 | $1,307,678 | $1,359,779 |
| Non-Equity Incentive (Annual Bonus) | — | $631,412 | $841,903 |
| All Other Compensation | $22,774 | $11,088 | $6,958 |
| Total Compensation | $1,597,832 | $2,622,293 | $2,903,371 |
Performance & Track Record
- FY2025 operational delivery against refreshed multi-year strategy generated EBITDA and FCF above target, driving 121.2% annual bonus payout for NEOs including Martin, signaling improved cash discipline and profitability focus .
- FY2023–FY2025 PSU cycle paid 45% after a -10% TSR modifier due to -6,001 bps relative underperformance versus the S&P MidCap 400, underscoring market-relative execution risk despite strong FY2025 EPS growth .
Compensation Structure Analysis
- Increased LTI target for FY2026 from $1.3M to $1.5M shifts mix further toward equity and long-term performance alignment; annual cash incentive maximum increased from 150% to 200% for market alignment and to incentivize outperformance .
- No employment agreements, double-trigger CIC only for executives, no tax gross-ups, and robust clawbacks reduce governance and pay-practice risk; mandatory non-compete/non-solicit supports retention and post-separation protection .
- Ownership guidelines at 3x base salary for executives and hedging/pledging prohibitions strengthen alignment and limit adverse trading practices; five-year accumulation reset acknowledges stock price decline while maintaining compliance trajectory .
Equity Ownership & Alignment Details
| Component | Amount / Terms |
|---|---|
| Beneficial ownership | 56,422 shares; <1% of outstanding |
| Unvested RSUs | 3,779 (10/6/2022); 21,373 (12/21/2023); 19,839 (12/19/2024) |
| Unearned PSUs (at max) | 96,176 (12/21/2023); 59,518 (12/19/2025) |
| FY2023–FY2025 PSU payout | 7,652 shares earned (45% of target) |
| Guideline multiple | 3x base salary; compliance/on track within reset 5-year period |
| Prohibited practices | Hedging and pledging prohibited |
Investment Implications
- Alignment: Elevated FY2026 LTI target ($1.5M) and 100% financial goal-based incentives (EBITDA, FCF; PSUs on Core Adjusted EPS and FCF) strengthen pay-for-performance; hedging/pledging ban and ownership guidelines support skin-in-the-game .
- Retention risk: Merit raise to $723,060 and higher LTI target suggest targeted retention; severance terms at ~1x base+bonus and double-trigger CIC reduce windfall risk while providing reasonable protection .
- Trading signals: Annual RSU vesting beginning one year after each grant may create periodic selling pressure; FY2026 awards expected Dec 18, 2025; strict preclearance and blackout policies constrain discretionary trading windows .
- Execution risk: Prior PSU underperformance (45% payout with negative TSR modifier) highlights sensitivity to multi-year consistency and market-relative returns; FY2025 bonus overachievement driven by strong FCF could be a near-term positive signal but must sustain through EPS/FCF cycles to drive PSU outcomes .