Krispy Kreme disclosed in a Form 8-K filing that it has appointed two new independent directors and finalized a compensation agreement for its chief financial officer, signaling updates to both governance and executive leadership structure.
According to the filing, the company’s board elected David Shear and Melissa Werneck as directors, effective April 2, 2026. Both will serve until the company’s 2026 annual stockholders meeting or until their successors are appointed. The board determined that each qualifies as an independent director under Nasdaq listing standards.
Werneck previously served as Global Chief People Officer at The Kraft Heinz Company from 2013 through August 2025 and has been appointed to the board’s Compensation, Nomination, and Governance Committee. Shear brings more than a decade of international franchise experience, including leadership roles at Restaurant Brands International Inc., where he most recently served as President, International from 2021 to March 2024.
The filing noted that both directors will receive standard compensation for non-employee board members on a pro rata basis. It also stated there are no arrangements or understandings with other parties regarding their appointments and no related-party transactions requiring disclosure.
In addition to the board changes, the company entered into an employment agreement with Chief Financial Officer Raphael Duvivier. The agreement provides for an annual base salary of at least $700,000 and a target annual bonus equal to 80% of base salary, along with participation in company incentive and benefit programs.
The agreement also includes expatriate-related benefits, including company support for EB-1C visas and reimbursements for family travel between the U.S. and Europe, capped at $50,000 annually for three years, as well as up to $20,000 per year for tax preparation services. In the event of termination without cause or for good reason, Duvivier would be eligible for severance equal to 12 months of base salary, COBRA premium support, and up to $150,000 in relocation expenses back to Europe.
