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Sovos Waives Key Executive Compensation Hurdle
Food maker no longer requires management to achieve shareholder return milestones promised during IPO.
May 17, 2023
Sovos Brands Inc. (SOVO), a maker of frozen pizza, pasta, breakfast foods, and snacks, is no longer using total shareholder return (TSR) in certain cases to incent management as it promised investors during its initial public offering (IPO) two years ago. The company issued executives performance stock units (PSUs) in September 2021 that would have vested based upon the achievement of a performance condition that measures TSR.

In its latest quarterly filing, Sovos revealed it has eased the vesting conditions related to the PSUs which now:

“...instead vest 50% on September 23, 2024 and 50% on September 23, 2025, or upon achievement of the Original Vesting Criteria, if earlier.”

The modification, made February 10, 2023, adds an additional $4.3 million to Sovos’ valuation of the PSUs.

Sovos also similarly modified restricted stock units (RSUs) held by limited partners and others.

Separately, private equity firm Advent International Corp., which owns approximately half of Sovos and brought the company public, recently cashed out a portion of its ownership. In August 2022, Sovos completed a secondary offering on behalf of Advent, which sold 8.5 million shares at $14.00.

The entire $119 million, or approximately 12.8% of its stake in Sovos, went to Advent.
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