Cover
Cover | 12 Months Ended |
Dec. 31, 2022 | |
Document Information [Line Items] | |
Document Type | DEF 14A |
Amendment Flag | false |
Entity Information [Line Items] | |
Entity Registrant Name | UTZ BRANDS, INC. |
Entity Central Index Key | 0001739566 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure | 12 Months Ended | ||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Pay vs Performance Disclosure [Table] | |||
Pay vs Performance [Table Text Block] | PAY VS. PERFORMANCE Pay vs. Performance Tabular Disclosure Pay vs. Performance Disclosure (1) Year Summary (2) Summary (3) Compensation Actually Paid to First (2) (4) Compensation (3) (4) Average Non-PEO (5) Average Non-PEO (5) (6) Value of Fixed $100 Net Income ($) (9) Adj EBITDA ($) (9)(10) Utz Brands, (7) S&P 1500 (8) 2022 5,870,043 4,252,567 5,856,068 4,134,920 3,157,332 3,215,423 159 101 ( 14,041,000 ) 170,500,000 2021 1,012,309 — (1,572,541 ) — 605,171 (377,493 ) 158 112 7,998,000 156,200,000 2020 6,695,741 — 7,728,482 — 2,444,023 2,834,026 216 118 Predecessor - Predecessor - Notes (1) Equity compensation fair value 3 10-K. (2) The Company’s principal executive officer (“First PEO”) for fiscal year 2020 until December of fiscal year 2022 was Dylan Lissette, at which point he transitioned to Executive Chairman upon commencement of Howard Friedman’s employment as Chief Executive Officer. (3) The Company’s principal executive officer (“Second PEO”) as of December of fiscal year 2022 was Howard Friedman. (4) PEO “CAP” Calculation Detail First PEO - Dylan Lissette Second PEO - Compensation Element Fiscal Year Fiscal Year Fiscal Year Fiscal Year 2022 ($) Reported Total Compensation in Summary Compensation Table (“SCT) 6,695,741 1,012,309 5,870,043 4,252,567 Aggregate SCT Reported Equity Compensation (-) (2,999,856 ) 0 (3,298,145 ) (4,229,682 ) Year-End Fair Value of Awards Granted During the Fiscal Year & Outstanding (+) 3,149,458 0 3,313,719 4,112,036 Year-Over-Year Change in Fair Value of Awards Granted During Prior Fiscal Year & Outstanding (+/-) 883,139 (1,641,497 ) (52,845 ) 0 Vesting Date Fair Value of Awards Granted & Vested During the Covered Fiscal Year (+) 0 0 0 0 Year-Over-Year Change in Fair Value of Awards Granted During Prior Fiscal Year & Vesting During Covered Fiscal Year (+/-) 0 (943,353 ) 11,285 0 Value of Dividends Payable not Otherwise Reflected in Fair Value Determination or Total Compensation (+) 0 0 12,011 0 “Compensation Actually Paid” Determination 7,728,482 (1,572,541 ) 5,856,068 4,134,920 (5) The Company’s other, non-PEO, Fiscal Year Non-PEO 2020 Cary Devore and Mark Schreiber 2021 Cary Devore, Ajay Kataria, Mark Schreiber, Shane Chambers, and Tucker Lawrence 2022 Cary Devore, Ajay Kataria, Mark Schreiber, and Theresa Shea (6) Average Non-PEO NEOs “CAP” Calculation Detail FISCAL YEAR Compensation Element 2020 ($) 2021 ($) 2022 ($) SCT Reported Total Compensation 2,444,023 605,171 3,157,332 Aggregate SCT Reported Equity Compensation (-) (1,361,103 ) 0 (1,894,898 ) Year-End 880,305 0 1,626,584 Year-Over-Year Change in Fair Value of Awards Granted During Prior FY & Outstanding (+/-) 870,801 (258,883 ) (7,742 ) Vesting Date Fair Value of Awards Granted & Vested During the Covered FY (+) 0 0 330,622 Year-Over-Year Change in Fair Value of Awards Granted During Prior FY & Vesting During Covered FY (+/-) 0 (723,781 ) 1,590 Value of Dividends Payable not Otherwise Reflected in Fair Value Determination or Total Compensation (+) 0 0 1,935 “Compensation Actually Paid” Determination 2,834,026 (377,493 ) 3,215,423 (7) Total shareholder return calculated based on an assumed $100 investment as of December 29, 2019, the last day of the Predecessor fiscal period prior to fiscal year 2020, and the reinvestment of any issued dividends, including period prior to the Business Combination. (8) Peer total shareholder return calculated for the S&P 1500 Composite Packaged Foods & Meet Index based on an assumed $100 investment as of December 29, 2019 and the reinvestment of any issued dividends. (9) Fiscal Year 2020 financial performance reflects financial performance for the Company during the Successor period following the Business Combination, as well as during the Predecessor period prior to the Business Combination. (10) See Annex A for reconciliation of Adjusted EBITDA performance in accordance with GAAP to non-GAAP | ||
Company Selected Measure Name | Adjusted EBITDA | ||
Named Executive Officers, Footnote [Text Block] | (2) The Company’s principal executive officer (“First PEO”) for fiscal year 2020 until December of fiscal year 2022 was Dylan Lissette, at which point he transitioned to Executive Chairman upon commencement of Howard Friedman’s employment as Chief Executive Officer. (3) The Company’s principal executive officer (“Second PEO”) as of December of fiscal year 2022 was Howard Friedman. (5) The Company’s other, non-PEO, Fiscal Year Non-PEO 2020 Cary Devore and Mark Schreiber 2021 Cary Devore, Ajay Kataria, Mark Schreiber, Shane Chambers, and Tucker Lawrence 2022 Cary Devore, Ajay Kataria, Mark Schreiber, and Theresa Shea | ||
Peer Group Issuers, Footnote [Text Block] | Peer total shareholder return calculated for the S&P 1500 Composite Packaged Foods & Meet Index based on an assumed $100 investment as of December 29, 2019 and the reinvestment of any issued dividends. | ||
Adjustment To PEO Compensation, Footnote [Text Block] | (4) PEO “CAP” Calculation Detail First PEO - Dylan Lissette Second PEO - Compensation Element Fiscal Year Fiscal Year Fiscal Year Fiscal Year 2022 ($) Reported Total Compensation in Summary Compensation Table (“SCT) 6,695,741 1,012,309 5,870,043 4,252,567 Aggregate SCT Reported Equity Compensation (-) (2,999,856 ) 0 (3,298,145 ) (4,229,682 ) Year-End Fair Value of Awards Granted During the Fiscal Year & Outstanding (+) 3,149,458 0 3,313,719 4,112,036 Year-Over-Year Change in Fair Value of Awards Granted During Prior Fiscal Year & Outstanding (+/-) 883,139 (1,641,497 ) (52,845 ) 0 Vesting Date Fair Value of Awards Granted & Vested During the Covered Fiscal Year (+) 0 0 0 0 Year-Over-Year Change in Fair Value of Awards Granted During Prior Fiscal Year & Vesting During Covered Fiscal Year (+/-) 0 (943,353 ) 11,285 0 Value of Dividends Payable not Otherwise Reflected in Fair Value Determination or Total Compensation (+) 0 0 12,011 0 “Compensation Actually Paid” Determination 7,728,482 (1,572,541 ) 5,856,068 4,134,920 | ||
Non-PEO NEO Average Total Compensation Amount | $ 3,157,332 | $ 605,171 | $ 2,444,023 |
Non-PEO NEO Average Compensation Actually Paid Amount | $ 3,215,423 | (377,493) | 2,834,026 |
Adjustment to Non-PEO NEO Compensation Footnote [Text Block] | (6) Average Non-PEO NEOs “CAP” Calculation Detail FISCAL YEAR Compensation Element 2020 ($) 2021 ($) 2022 ($) SCT Reported Total Compensation 2,444,023 605,171 3,157,332 Aggregate SCT Reported Equity Compensation (-) (1,361,103 ) 0 (1,894,898 ) Year-End 880,305 0 1,626,584 Year-Over-Year Change in Fair Value of Awards Granted During Prior FY & Outstanding (+/-) 870,801 (258,883 ) (7,742 ) Vesting Date Fair Value of Awards Granted & Vested During the Covered FY (+) 0 0 330,622 Year-Over-Year Change in Fair Value of Awards Granted During Prior FY & Vesting During Covered FY (+/-) 0 (723,781 ) 1,590 Value of Dividends Payable not Otherwise Reflected in Fair Value Determination or Total Compensation (+) 0 0 1,935 “Compensation Actually Paid” Determination 2,834,026 (377,493 ) 3,215,423 | ||
Tabular List [Table Text Block] | Provided below are the most important measures used to link compensation actually paid with the Company’s performance during the most recently completed fiscal year: Adjusted EBITDA Net Sales OGSM Rating | ||
Total Shareholder Return Amount | $ 159 | 158 | 216 |
Peer Group Total Shareholder Return Amount | 101 | 112 | $ 118 |
Net Income (Loss) | $ (14,041,000) | $ 7,998,000 | |
Company Selected Measure Amount | 170,500,000 | 156,200,000 | |
PEO Name | Howard Friedman | Dylan Lissette | |
Measure [Axis]: 1 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Adjusted EBITDA | ||
Non-GAAP Measure Description [Text Block] | See Annex A for reconciliation of Adjusted EBITDA performance in accordance with GAAP to non-GAAP | ||
Measure [Axis]: 2 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Net Sales | ||
Measure [Axis]: 3 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | OGSM Rating | ||
Dylan Lissette [Member] | |||
Pay vs Performance Disclosure [Table] | |||
PEO Total Compensation Amount | $ 5,870,043 | $ 1,012,309 | $ 6,695,741 |
PEO Actually Paid Compensation Amount | 5,856,068 | (1,572,541) | 7,728,482 |
Net Income (Loss) | $ 3,420,000 | ||
Company Selected Measure Amount | 86,300,000 | ||
Howard Friedman [Member] | |||
Pay vs Performance Disclosure [Table] | |||
PEO Total Compensation Amount | 4,252,567 | 0 | $ 0 |
PEO Actually Paid Compensation Amount | 4,134,920 | 0 | 0 |
Net Income (Loss) | $ (107,901,000) | ||
Company Selected Measure Amount | 47,600,000 | ||
PEO [Member] | Dylan Lissette [Member] | Aggregate SCT Reported Equity Compensation [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (3,298,145) | 0 | $ (2,999,856) |
PEO [Member] | Dylan Lissette [Member] | Year End Fair Value of Awards Granted During the FY Outstanding [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 3,313,719 | 0 | 3,149,458 |
PEO [Member] | Dylan Lissette [Member] | Year Over Year Change in Fair Value of Awards Granted During Prior Fiscal Year Outstanding [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (52,845) | (1,641,497) | 883,139 |
PEO [Member] | Dylan Lissette [Member] | Vesting Date Fair Value of Awards Granted Vested During the Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | 0 | 0 |
PEO [Member] | Dylan Lissette [Member] | Year Over Year Change in Fair Value of Awards Granted During Prior Fiscal Year Vesting During Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 11,285 | (943,353) | 0 |
PEO [Member] | Dylan Lissette [Member] | Value of Dividends Payable not Otherwise Reflected in Fair Value Determination or Total Compensation [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 12,011 | 0 | 0 |
PEO [Member] | Howard Friedman [Member] | Aggregate SCT Reported Equity Compensation [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (4,229,682) | ||
PEO [Member] | Howard Friedman [Member] | Year End Fair Value of Awards Granted During the FY Outstanding [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 4,112,036 | ||
PEO [Member] | Howard Friedman [Member] | Year Over Year Change in Fair Value of Awards Granted During Prior Fiscal Year Outstanding [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | ||
PEO [Member] | Howard Friedman [Member] | Vesting Date Fair Value of Awards Granted Vested During the Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | ||
PEO [Member] | Howard Friedman [Member] | Year Over Year Change in Fair Value of Awards Granted During Prior Fiscal Year Vesting During Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | ||
PEO [Member] | Howard Friedman [Member] | Value of Dividends Payable not Otherwise Reflected in Fair Value Determination or Total Compensation [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 0 | ||
Non-PEO NEO [Member] | Aggregate SCT Reported Equity Compensation [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (1,894,898) | 0 | (1,361,103) |
Non-PEO NEO [Member] | Year End Fair Value of Awards Granted During the FY Outstanding [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 1,626,584 | 0 | 880,305 |
Non-PEO NEO [Member] | Year Over Year Change in Fair Value of Awards Granted During Prior Fiscal Year Outstanding [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (7,742) | (258,883) | 870,801 |
Non-PEO NEO [Member] | Vesting Date Fair Value of Awards Granted Vested During the Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 330,622 | 0 | 0 |
Non-PEO NEO [Member] | Year Over Year Change in Fair Value of Awards Granted During Prior Fiscal Year Vesting During Covered Fiscal Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 1,590 | (723,781) | 0 |
Non-PEO NEO [Member] | Value of Dividends Payable not Otherwise Reflected in Fair Value Determination or Total Compensation [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ 1,935 | $ 0 | $ 0 |