UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant

Filed by a party other than the Registrant

CHECK THE APPROPRIATE BOX:

  • Preliminary Proxy Statement
  • Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
  • Definitive Proxy Statement
  • Definitive Additional Materials
  • Soliciting Material under §240.14a-12

STARBUCKS CORPORATION

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

PAYMENT OF FILING FEE (CHECK THE APPROPRIATE BOX):

  • No fee required.
  • Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
    1. Title of each class of securities to which transaction applies:
    2. Aggregate number of securities to which transaction applies:
    3. Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
    4. Proposed maximum aggregate value of transaction:
    5. Total fee paid:
  • Fee paid previously with preliminary materials.
  • Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
    1. Amount Previously Paid:
    2. Form, Schedule or Registration Statement No.:
    3. Filing Party:
    4. Date Filed:

2

3

4

5

6

6

7

Fiscal 2020 Annual Incentive Bonus Plan

Adjusted Net

+

Adjusted Operating

+

Individual

Revenue

Income

Base ($)

X

Target Annual Incentive Opportunity (%) X

Performance Factor

(weighted 40%)

(weighted 60%)

weighted 70%

weighted 30%

  • Individual Performance Factor ("IPF") accounts for 30% of the target value
  • IPF is assessed against pre-established strategic, operational and leadership goals as well as retrospective review

Fiscal 2020 Leadership Stock Plan

Annual EPS Performance Averaged Over 3 Years X

3-yr rTSR vs S&P 500

+

Time-Based RSUs

(upward & downward modifier)

60% Performance RSUs

40% Time-Based RSUs

  • Time-basedRestricted Stock Units ("RSUs") account for 40% of annual awards, to better balance ownership and retention
  • Performance-basedRSUs account for the remaining 60% of awards, measured on a three-year performance period with a three-year relative total shareholder return ("rTSR") modifier in order to further align compensation with shareholder interests

8

Annual Incentive Bonus Plan ($ in millions)

FY19

FY20

FY21

PRSU Granted 11/14/2018

Min

Target

Max

Min

Target

Max

Min

Target

Max

EPS: Goals by Year

$2.465

$2.656

$2.901

$2.891

$3.043

$3.196

EPS: Actual

$2.731

$1.154

Payout Result

130%

0%

TSR Result

FY20

FY21

FY22

PRSU Granted 11/13/2019

Min

Target

Max

Min

Target

Max

Min

Target

Max

EPS: Goals by Year

$2.891

$3.043

$3.196

EPS: Actual

$1.154

Payout Result

0%

TSR Result

10

11

*This information has been updated from the 2021 proxy statement, filed with the SEC on January 22, 2021

12

Richard E.

Rosalind G.

Andrew

Mary N.

Isabel

Mellody

Kevin R.

Allison, Jr.

Brewer *(1)

Campion

Dillon

Ge Mahe

Hobson

Johnson *

(Independent

Vice Chair) (2)

Jørgen Vig

Satya

Joshua

Clara

Javier G.

Myron E.

Knudstorp

Nadella

Cooper Ramo

Shih

Teruel

Ullman, III

* (Green) denotes current Starbucks partner (employee).

(Independent Chair) (2)

(1)

On January 25, 2021, Rosalind (Roz) Brewer informed the Company that she was resigning from the Board effective February 26, 2021. In

connection with her resignation, Ms. Brewer has withdrawn as a candidate for re-election as a director at the Annual Meeting.

(2)

Myron E. Ullman III, the current Board Chair, has reached the retirement age under our Corporate Governance Principles and Practices, and

** This snapshot information has been updated from the 2021 proxy statement, filed 13

will not stand for re-election at the Annual Meeting. If re-elected at the Annual Meeting, Mellody Hobson will become the next independent

chair of the board, in connection with Mr. Ullman's retirement.

with the SEC on January 22, 2021.

14

*This information has been updated from the 2021 proxy statement, filed with the SEC on January 22, 2021

15

16

17

*This information has been updated from the 2021 proxy statement, filed with the SEC on January 22, 2021

18

19

20

21

*This information has been updated from the 2021 proxy statement, filed with the SEC on January 22, 2021

22

23

Attachments

  • Original document
  • Permalink

Disclaimer

Starbucks Corporation published this content on 04 February 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 04 February 2021 09:05:01 UTC.