SONOCO PRODUCTS CO

For the period ended Apr 17, 2024. Filed Mar 15, 2024.

About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Apr 17, 2024 · Filed Mar 15, 2024

SON$50.43-1.8%Stored close · as of Nov 6, 2026

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Contents

Summary Compensation Table

COMPENSATION TABLES

Summary Compensation Table

· (a) · · · (b) · · · (c) · · · (d) · · · (e) · · · (f) · · · (g) · · · (h) · · · (i) ·
· Name and Principal Position · · · Year · · · Salary ($) · · · Bonus ($) · · · Stock Awards(1)($) · · · Non Equity Incentive Plan Compensation(2)($) · · · Change in Pension Value and Nonqualified Deferred Compensation Earnings($) · · · All Other Compensation(3)($) · · · Total($) ·
	R. Howard Coker President and Chief Executive Officer		2023		1,192,388		0		$6,876,983		0		0		$469,222		$8,538,593
		2022		1,098,385		0		6,205,527		$1,977,093		0		513,043		9,794,049
		2021		906,234		0		4,038,338		1,311,489		0		362,393		6,618,454
	Robert R. Dillard* Chief Financial Officer		2023		654,959		0		1,529,341		0		0		180,812		2,365,113
		2022		535,539		0		1,019,828		635,446		0		175,267		2,366,080
		2021
	Rodger D. Fuller Chief Operating Officer		2023		749,814		0		2,041,641		0		0		242,089		3,033,544
		2022		720,980		0		1,885,304		939,681		0		281,088		3,827,053
		2021		695,994		0		1,679,203		713,456		0		258,261		3,346,914
	John M. Florence, Jr. General Counsel, Secretary, & Vice President / General Manager—Tubes and Cores, US and Canada		2023		558,330		0		1,027,632		0		0		151,136		1,737,098
		2022		536,864		0		1,023,237		563,707		0		176,167		2,299,975
		2021		503,458		0		866,371		425,015		0		144,330		1,939,173
	James A. Harrell, III* President, Global Industrial Paper Packaging Division		2023		603,682		0		804,175		0		0		169,715		1,577,572
		2022		567,579		0		773,304		595,958		0		185,545		2,122,386
		2021		504,331		0		469,009		425,752		0		148,617		1,547,709

Mr. Dillard and Mr. Harrell were not NEOs in 2021

(1)

Awards were made in the form of RSUs and PCSUs. The amounts shown are the aggregate grant date fair values of the award(s) computed in accordance with FASB ASC Topic 718. The value of each individual PCSU award is determined based on the probable outcome of the performance conditions determined as of the grant date. Assumptions made in valuation of these awards are set forth in Note 12 to Sonoco financial statements for the year ended December 31, 2023, which are included in Sonoco’s 2023 Annual Report on Form 10-K, filed with the SEC on February 28, 2024. The value of the PCSUs at the grant date, assuming that the highest level of performance conditions are achieved at 200% plus the relative TSR modifier of 20% is: $8,976,011 for Mr. Coker, $1,980,031 for Mr. Dillard, $2,640,082 for Mr. Fuller, $1,320,101 for Mr. Florence, and $1,023,073 for Mr. Harrell. The equity awards granted in 2023 do not accumulate dividend equivalents unless vested, and are not subject to accelerated vesting, except as described in the footnotes to the table “Potential Benefits Payable Upon Certain Separation Events”.

The DC SERP as described under “Nonqualified Deferred Compensation Plans” applies to the CEO and all NEOs. 75% of the contribution each year is invested in a fixed interest account based on 120% of the IRS applicable long-term rate. These amounts are reflected in column (i) and described under footnote (5). 25% of the contribution is in the form of deferred restricted stock units. The deferred restricted stock units based on salary and incentive compensation for Messrs. Coker, Dillard, Fuller, Florence, and Harrell in 2022 and granted in 2023 had a grant date fair value of $76,924, $29,316, $41,551, $27,559, and $29,134 respectively, and are reflected in column (e). The deferred restricted stock units based on salary and incentive compensation earned in 2023 and granted in 2024 are expected to have a grant date fair value of $89,429, $49,122, $56,236, $41,875, and $45,276 for Messrs. Coker, Dillard, Fuller, Florence, and Harrell, respectively, and will be reflected in the Summary Compensation Table for 2024.

(2)

As discussed in the “Compensation Discussion and Analysis”, no amounts were earned under Sonoco’s performance-based annual cash incentive program for 2023.

(3)

All other compensation for 2023 consisted of the following components for each NEO:

50 • Sonoco 2024 Proxy Statement

· · · · (a) · · · (b) · · · (c) · · · (d) · · · (e) ·
· Name · · · Perquisites · · · Executive Life Insurance · · · Company Contributions and Accruals to Defined Contribution Plans · · · Company Contributions to the Defined Contribution SERP · · · All other Compensation Total ·
	R. Howard Coker	$51,454	$17,799	$310,540	$89,429	$469,222
	Robert R. Dillard	0	9,058	122,633	49,122	180,812
	Rodger D. Fuller	14,376	8,936	162,542	56,236	242,089
	John M. Florence, Jr.	0	3,466	105,796	41,875	151,136
	James A. Harrell, III	0	10,883	113,556	45,276	169,715

(a)

The perquisites represent the computed aggregate incremental cost to the Company for the personal use of the corporate aircraft. The aggregate incremental cost to Sonoco for corporate aircraft usage was $2,010.16 per hour in 2023, based on the cost of fuel, maintenance, parts, hourly rental rate for engines under a maintenance service plan, and landing and crew expenses. The Company does not provide a tax gross-up for the imputed income relating to the personal use of the Company plane.

(b)

Comprised of premiums paid for executive life insurance benefits. Sonoco does not provide tax gross ups on these company paid premiums.

(c)

Comprised of Company contributions to the tax-qualified Sonoco Retirement and Savings Plan, and the related non-qualified defined contribution restoration benefit (“DC Restoration benefit”), which is intended to keep employees whole with respect to Company contributions that were limited by applicable tax laws. Company contributions include a Company match and an annual retirement contribution. Refer to the table in the “Nonqualified Deferred Compensation” section for information on NEO participation in defined contribution plans.

(d)

The DC SERP as described under “Nonqualified Deferred Compensation Plans—DC SERP” applies to all NEOs. 75% percent of the annual contribution will be invested in a fixed interest account based on 120% of the IRS applicable long-term rate and represents the amounts shown in column (d) to this footnote 3. 25% of the contribution was issued in Sonoco deferred restricted stock units and is further described under footnote 1 and, with respect to deferred restricted stock granted in 2023, are disclosed in column (e) of the Summary Compensation Table.

Sonoco 2024 Proxy Statement • 51

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