Gregory Trojan
UNIVERSAL CORP /VA/About Gregory A. Trojan
Gregory A. Trojan (age 66) was appointed to Universal Corporation’s Board on November 5, 2025; the Board determined he is independent under NYSE rules and the company’s Corporate Governance Guidelines . He is a retired consumer/retail executive with 25+ years of leadership experience (BJ’s Restaurants CEO 2013–2021; earlier CEO roles at Guitar Center and House of Blues; senior roles at PepsiCo) and currently serves on the Board of Directors of Casey’s General Stores and the Board of Managers of CEC Brands (Chuck E. Cheese/Peter Piper Pizza) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BJ’s Restaurants, Inc. | Chief Executive Officer | 2013–2021 | — |
| BJ’s Restaurants, Inc. | Director | 2012–Sep 2025 | — |
| Guitar Center, Inc. | Chief Executive Officer | Not disclosed | — |
| House of Blues Entertainment, Inc. | Chief Executive Officer | Not disclosed | — |
| PepsiCo, Inc. | Senior leadership roles | Not disclosed | — |
External Roles
| Organization | Role | Current? | Committees |
|---|---|---|---|
| Casey’s General Stores, Inc. | Director | Yes | Not disclosed |
| CEC Brands, LLC (Chuck E. Cheese/Peter Piper Pizza) | Board of Managers | Yes | Not disclosed |
Board Governance
- Independence: Board determined Mr. Trojan is independent upon appointment (NYSE standard and company guidelines) .
- UVV committee assignments: Upon appointment, he was expected to serve on the Audit Committee, Compensation & Human Resources Committee, and Finance & Pension Investment Committee .
- Board structure and leadership: Combined Chair/CEO with a Lead Independent Director; Thomas H. Johnson was appointed Lead Independent Director effective August 5, 2025 through the next annual meeting (expected August 4, 2026) .
- Attendance and engagement: In FY2025 the Board held 20 meetings and all directors met at least 75% attendance; independent directors held 12 executive sessions in FY2025 .
- Related-party/conflicts: No arrangements/understandings in Mr. Trojan’s selection; no transactions requiring Item 404(a) disclosure .
Fixed Compensation
| Component | Amount/Terms | Source |
|---|---|---|
| Annual cash retainer (non-employee director) | $80,000 | |
| Equity retainer (annual RSUs) | Target value ~$130,000; FY2025 grant value $131,989 to then-serving directors | |
| Committee member retainers | Audit: $10,000; Compensation & HR: $7,500; Executive: $7,500; Nominating, Governance & Risk: $7,500; Finance & Pension Investment: $7,000 | |
| Committee chair retainers | Audit Chair: $22,000; Comp & HR Chair: $18,000; Nominating, Governance & Risk Chair: $18,000; Finance & Pension Investment Chair: $15,000 | |
| Lead Independent Director retainer | $25,000 | |
| Mr. Trojan compensation policy | Compensation will be consistent with the non-employee director program |
Equity grant mechanics: Annual RSU grants calculated from June 1–July 31 VWAP; rounded to nearest 10 units; one-year cliff vesting; dividend equivalent rights .
Performance Compensation
| Equity Award | FY2025 Grant Mechanics (then-serving directors) | Vesting | Performance Conditions |
|---|---|---|---|
| RSUs (annual director grant) | 2,660 RSUs granted on Aug 6, 2024; aggregate grant date FV $131,989 per director; priced at $49.62 on grant date | One-year cliff vest; dividend equivalents accrue | None (time-based RSUs) |
Note: Mr. Trojan joined in November 2025; his equity will follow the same program going forward per company policy .
Other Directorships & Interlocks
| Company/Entity | Overlap With UVV | Potential Conflict | Notes |
|---|---|---|---|
| Casey’s General Stores, Inc. (Director) | No disclosed transactions with UVV | None disclosed | No Item 404(a) transactions involving Mr. Trojan and UVV |
| CEC Brands, LLC (Board of Managers) | No disclosed transactions with UVV | None disclosed | No Item 404(a) transactions involving Mr. Trojan and UVV |
Expertise & Qualifications
- Executive leadership across restaurant, retail, and consumer products; experience leading complex organizations, deepening customer relationships, and driving strategic growth .
- Prior CEO experience (BJ’s Restaurants, Guitar Center, House of Blues) and senior roles at PepsiCo provide operational and consumer-market perspective valuable to UVV’s ingredients growth ambitions .
Equity Ownership
| Item | Detail |
|---|---|
| Initial beneficial ownership (Form 3) | Filed November 7, 2025; “No securities are beneficially owned.” |
| Non-employee director stock ownership guideline | 5x annual cash retainer; currently $400,000 of UVV stock to be achieved within 5 years; RSUs count toward compliance |
| Hedging/derivatives policy | Prohibits short sales, publicly traded options and hedging transactions in company stock; restrictions on margin and pledging (rare exceptions require pre-approval) |
Insider Filings
| Filing | Date of Event | Key Disclosure |
|---|---|---|
| Form 3 (Initial Statement of Beneficial Ownership) | Nov 5, 2025 | “No securities are beneficially owned.” |
Governance Assessment
- Strengths: Independent director with deep consumer/restaurant operational expertise; slated for three key oversight committees (Audit, Compensation & HR, Finance & Pension), enhancing board bandwidth in financial and human capital oversight . Director pay program emphasizes equity-linked alignment via annual RSUs; robust ownership guideline ($400k within 5 years) and anti-hedging/pledging policy support alignment .
- Risks/Watch items: Recent appointment—ownership accumulation will be monitored over the 5-year guideline window . Combined Chair/CEO persists at UVV, though mitigated by an active Lead Independent Director structure and frequent executive sessions (12 in FY2025) .
- Shareholder sentiment context: Say-on-pay received ~98.2% support at the 2024 annual meeting, indicating broad investor support for UVV’s compensation framework .
All claims are supported by cited company filings and disclosures.