Smithfield Foods Inc

1. 1

   Election of Directors

   ManagementBoard: FOR

   Election of three Class II director nominees—Long Wan, Hank Shenghua He and Raymond A. Starling—to serve three-year terms expiring at the 2029 Annual Meeting of Shareholders.

2. 2

   Ratification of Appointment of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratify the Audit Committee’s selection of Ernst & Young LLP as Smithfield Foods’ independent registered public accounting firm for the fiscal year ending January 2, 2027.

3. 3

   Advisory Vote on Approval of the Compensation of the Named Executive Officers (Say-on-Pay

   ManagementBoard: FOR

   Non-binding, advisory vote to approve the compensation paid to the Company’s named executive officers for fiscal year 2025 as disclosed in the proxy statement.

   More detail

   This advisory "say-on-pay" proposal asks shareholders to approve the Company’s overall executive compensation program as disclosed in the proxy statement for fiscal year 2025. Management seeks shareholder approval to validate its design: a mix of base salary, significant performance-based annual incentives (paid 70% cash / 30% restricted stock units plus 10% in stock options), and post-IPO equity awards intended to align executive interests with long‑term shareholder value. The Compensation Committee and Board state that targets were set to motivate strong Normalized Net Income and other segment and volume metrics, with discretion to adjust payouts for individual performance or extraordinary events. The program aims to balance short-term operational incentives and long-term equity-based alignment while remaining competitive to attract and retain senior talent in the industry. The vote is non-binding but management will consider the outcome when making future compensation decisions and the Board recommends a "FOR" vote, arguing the program is reasonable, competitive and aligned with performance. Key context: the Company completed an IPO in January 2025, adopted a new omnibus incentive plan, and continues to transition compensation governance from its prior WH Group oversight to a Compensation Committee-led process with an external consultant. Potential governance considerations include that the Company qualifies as a controlled company (WH Group owns a majority) which affects committee composition, and that certain performance targets are not disclosed because of competitive sensitivity. A sophisticated evaluation should weigh the program’s heavy performance orientation (target-level bonuses characterized as "strong performance"), the significant pension and severance benefits disclosed, the post-IPO equity grants and their vesting schedules, and the Compensation Committee’s retained discretion to adjust outcomes. Given these factors, shareholders voting on merit should consider whether the disclosed metrics and governance safeguards sufficiently tie pay to sustainable shareholder value and whether disclosure of competitively sensitive targets limits shareholders’ ability to fully assess pay‑for‑performance alignment.

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When is the Smithfield Foods Inc 2026 annual meeting?

Smithfield Foods Inc (SFD) holds its 2026 annual shareholder meeting on Tuesday, June 2, 2026.

What is the record date for the Smithfield Foods Inc 2026 meeting?

The record date for the Smithfield Foods Inc 2026 meeting is Wednesday, April 8, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Smithfield Foods Inc's 2026 meeting?

The board is presenting 3 director nominees at the Smithfield Foods Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Smithfield Foods Inc 2026 meeting?

Shareholders will vote on 3 proposals at the Smithfield Foods Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.