Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 16, 2022, B&G Foods announced that Erich A. Fritz, our Executive Vice
President of Supply Chain, will retire on October 1, 2022. We entered into a
retirement agreement with Mr. Fritz, pursuant to which he will receive certain
retirement benefits, including: (1) salary continuation payments of $701,203,
which reflects payment of 160% of his annual base salary for an additional one
year following his retirement date, (2) one year of continued medical and dental
coverage pursuant to COBRA, (3) a lump sum payment of $10,000, which reflects
the estimated market value of life insurance and disability benefits for one
year, and (4) the accelerated vesting on his retirement date of 6,722 shares of
restricted stock. Pursuant to the terms of Mr. Fritz's performance share
long-term incentive award agreements, upon retirement Mr. Fritz will also be
entitled to pro rata vesting and payment of performance shares, in each case
subject to our company's achievement of performance metrics over the remainder
of the applicable performance periods. The retirement agreement also includes
customary confidentiality, non-competition, non-solicitation and
non-disparagement provisions and a general release by Mr. Fritz of claims
against our company and certain related persons and entities. The full text of
the retirement agreement is filed as Exhibit 10.1 to this report and is
incorporated by reference herein.
Item 8.01. Other Events.
On June 16, 2022, B&G Foods issued a press release to announce the formation of
four business units and the transition from a function-based organization
structure to a business unit structure. The four business units are Spices &
Seasonings, Meals, Frozen & Vegetables and Specialty. We also announced the
appointment of three business unit presidents, effective August 1, 2022. Jordan
Greenberg, currently our Executive Vice President and Chief Commercial Officer,
will transition to President of Spices & Seasonings, and remain an Executive
Vice President of B&G Foods. Ellen Schum, currently our Executive Vice President
and Chief Customer Officer, will transition to President of Specialty, and
remain an Executive Vice President of B&G Foods. Kristen Thompson, currently
Director of Marketing for Green Giant, will be promoted to President of Frozen &
Vegetables, and will be appointed as a Senior Vice President of B&G Foods. B&G
Foods has initiated an external search for the President of Meals and expects to
announce that appointment by the end of August. The information contained in the
press release, which is attached to this report as Exhibit 99.1, is incorporated
by reference herein and is furnished pursuant to Item 8.01.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
10.1 Retirement Agreement and General Release, dated as of June 16,
2022, between Erich A. Fritz and B&G Foods, Inc.
99.1 Press Release dated June 16, 2022.
104 The cover page from this Current Report on Form 8-K, formatted in
Inline XBRL
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B&G FOODS, INC. 
