ALTRIA GROUP INC

For the period ended May 16, 2024. Filed Apr 4, 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.

May 16, 2024 · Filed Apr 4, 2024

MO$76.12-1.9%Stored close · as of Nov 6, 2026

See the whole filing, with its images and exhibits

Contents

2023 Executive Compensation Program Elements

Annual Compensation

The table below summarizes the elements and objectives of the 2023 executive compensation program for our NEOs.

SalaryFixed cash compensation based on role at Altria.		■Provide financial stability■Recognize individual role, experience, responsibility and performance
Annual Incentive AwardsCash-based incentive plan based on performance during the plan year.		■Recognize annual company financial and strategic performance after it is delivered■Recognize annual individual performance after it is delivered

Long-Term Incentive Compensation

Equity AwardsRSU and PSU awards based on prior year’s individual performance and factors such as potential for advancement and retention, vesting after a three-year period. PSU payout amount tied to achievement of target company financial performance measures.		■Align NEOs’ interests with shareholders through company performance and building stock ownership■Recognize individual performance after it is delivered and potential for advancement■For PSUs, recognize company financial performance over the three-year performance period■Retain talented leaders
Long-Term Incentive PlanCash-based performance incentive plan based on three-year financial and strategic goals.		■Align NEOs’ interests with shareholders■Recognize long-term company financial and strategic performance after it is delivered■Retain talented leaders

Post-Termination Benefits and Change in Control Payments

Defined Benefit PlansRetirement plans providing for the continuation of a portion of compensation upon retirement or separation from service. Generally, only employees hired prior to January 1, 2008 are eligible.		■Provide opportunity for financial security in retirement■Retain talented leaders
Defined Contribution PlansAnnual cash contribution based on a formula related to adjusted diluted EPS growth and, for employees not participating in a defined benefit plan, a supplemental contribution and matching contributions. Includes an Altria stock investment option.		■Provide opportunity for financial security in retirement■Provide additional opportunity to build stock ownership



Altria Group, Inc. – Proxy Statement	33

Change in Control PaymentsPayments to executives in connection with a defined change in the ownership of Altria. Change in control provisions are contained in our 2015 PIP and 2020 PIP, which also include provisions for double-trigger and no excise tax gross-up.		■Allow NEOs to focus on delivering shareholder value in a period of uncertainty, such as a higher likelihood of job loss after a potential transaction■Allow NEOs to receive awards granted for periods of performance before a change in control
Termination PaymentsFor certain types of involuntary separations (but excluding misconduct), potential for severance benefits (including continuation of salary and medical coverage based on years of service). Our NEOs are eligible for the same severance benefits as our other salaried employees.		■Provide opportunity for protection upon an unexpected event

Perquisites

For all NEOs, a vehicle allowance (which terminated at the end of 2023). For the CEO, a home security system and, subject to an annual allowance, personal use of company aircraft.		■Provide personal security

Other Benefits

Medical coverage, group life insurance and other welfare benefits generally available to all salaried employees.		■Promote health and financial security

34	www.altria.com

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.