Offer Letter to Michael Crowley, Chief Sales Officer, dated August 15, 2023
EX-10.18
August 15, 2023
Michael Crowley
Sr. Director, Atlantic Division
Dear Mike,
In recognition of your past and continuing contribution to The Boston Beer Company, Inc.
("Boston Beer" or the "Company"), we are pleased to outline the terms of our offer to you for the
role of Chief Sales Officer. The compensation elements outlined in this offer are subject to
approval by our Compensation Committee. Subject to the foregoing condition, our offer is as
follows:
1. Title: Chief Sales Officer, reporting to David Burwick, President and CEO
2. Anticipated Start Date: January 1, 2024.
3. Location: Given the significant travel associated with this role, your role has been classified
as remote.
4. Base Salary: As you transition into your new role, your base salary will be adjusted in two
steps as outlined below:
Step 1: On September 4, 2023, your annual base salary will increase to $365,000, paid biweekly in accordance with the Company's regular payroll schedule, less all applicable
federal, state and local taxes and other authorized payroll withholdings.
Step 2: On January 1, 2024, your annual base salary will increase to $415,000, paid biweekly in accordance with the Company's regular payroll schedule, less all applicable
federal, state and local taxes and other authorized payroll withholdings. Due to the timing of the 2nd step increase, you will not be eligible for a merit increase in March 2024.
5. Cash Bonus Potential: As of September 4, 2023, your bonus opportunity will increase to
50% of your base salary earned during the calendar year. For 2023 bonus payout, your
bonus will be prorated and will be calculated at your current bonus opportunity of 45% until
September 3, 2023 and at the new rate of 50% for the remainder of the calendar year. As a
reminder, the funding results applied to the Extended Leadership bonus scale of 0% - 250%.
Actual attainment could be higher or lower based on Company and/or individual
performance. To be eligible for a bonus payment you must be employed on the last
business day of the bonus year, typically on or about December 31. Bonuses for all
executive officers are contingent on approval by the Compensation Committee at the
Committee's February Board of Directors meeting.
6. Performance and Compensation Reviews: Performance reviews are conducted annually
beginning in January. Consideration for a merit increase is dependent upon individual and
company performance and is awarded at the discretion of the company. Merit increases are
announced in February and become effective in April. Merit increases are contingent on
approval by the Compensation Committee at the Committee's February meeting.
7. Ayco Executive Financial Counseling Benefit: You will be eligible for the Company's
Executive Leadership Team financial counseling benefit through Ayco. This is an optional
service to participate in with an annual fee of $15,000 that is covered by the Company. You
will be responsible for the taxes on this benefit. To learn more about the service reach out to
the Director of Total Rewards, Ryan Morin.
8. Long-Term Equity Program: In this position will be eligible to receive additional annual
equity awards through Boston Beer Company's Long-Term Equity (LTE) program. While
equity is not guaranteed, the target annual value of your award is US $415,000, beginning
March 2024. The value of your equity award each year could be higher or lower based on
Company and/or individual performance, and will be subject to the approval of the
Compensation Committee and the Board of Directors. All equity awards are governed by our
Restated Employee Equity Incentive Plan (EEIP) plan document.
9. Benefits: You will continue to be eligible for the same benefits as available in your current
role.
10. Paid Time Off: You will be eligible for unlimited paid time off (PTO), in accordance with our
PTO Policy for ELT/XLT. A copy of this Policy will be provided for your review. PTO
includes all vacation, sick, and personal time. You must be performing successfully in your
role to maintain eligibility for this program.
11. Employment Agreement: As a condition of your employment in this position, you are
required to sign and return to Boston Beer the attached Employment Agreement prior to
your start date, and you acknowledge that you have been given ten (10) business days to
review this document prior to your start date. The Employment Agreement is incorporated
into and is a part of this offer of employment. Section (4) of the Employment Agreement
contains a covenant not to compete ("non-competition provision"). As additional
consideration for your agreeing to and complying with the non-competition provision, Boston
Beer agrees to pay you US $10,000 (minus all required tax withholdings) at the time your
employment with Boston Beer terminates, if your employment terminates on account of your
voluntary resignation, or if Boston Beer terminates your employment with cause (as cause is
defined in the Employment Agreement), subject to BBC's election, at the time of termination,
to enforce the non-competition provision. Please review the Employment Agreement
carefully. You have the right to consult with an attorney about the Employment Agreement
before signing it.
12. At Will Employment: Your employment is, and will at all times remain, at will, meaning that
you or the Company may terminate your employment at any time, with or without cause, for
any reason or for no reason. By accepting our offer of employment, you confirm that you
understand you are at will status.
13. Executive Leadership Team: Upon assuming the Chief Sales Officer role on January 1,
2024, you will be considered part of the Company's Executive Leadership Team (ELT) and
considered a Section 16 Executive Officer of the Company. Among other things, this will
mean that: (1) your bio will be listed with other executive officers on bostonbeer.com, the New
York Stock Exchange, and in our annual Proxy Statement; (2) the Legal Team will be
required to report your holdings in Boston Beer stock (SAM) and any transaction in SAM with
the SEC within 2 business days; (3) you will be required to fill out our annual Directors &
Officers Questionnaire each January; (4) elements of your annual compensation may be
required to be publicly disclosed in our annual Proxy Statement; (5) in the event that you are
among the company's three highest compensated executive officers in any given year, you
will be considered a "Named Executive Officer" and all elements of your compensation will be
required to be publicly disclosed in our annual Proxy Statement' and (6) all future
compensation increases and bonuses are subject to the approval of the Board of Directors. If
you have any questions or concerns about these items, Mike Andrews is available to discuss.
Please indicate your acceptance of this offer by e-signing and accepting the offer via The
Boston Beer Company online careers portal. Please note, this offer is contingent upon your
signing the Employment Agreement. Should you have any questions, please do not hesitate to
contact me.
We look forward to working with you!
Cheers!
David Burwick
