Chipotle 2013 Annual Report Download - page 114

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EXECUTIVE OFFICERS AND COMPENSATION
EXECUTIVE OFFICERS
In addition to Steve Ells, our Chairman of the Board and Co-Chief Executive Officer, and Monty Moran,
our Co-Chief Executive Officer, each of whose biographies are included under the heading “Information
Regarding the Board of Directors,” our executive officers as of March 17, 2014, are as follows:
John R. (Jack) Hartung, 56, is Chief Financial Officer and has served in this role since 2002. In addition to
having responsibility for all of our financial and reporting functions, Mr. Hartung also oversees IT; safety,
security and risk; and compensation and benefits. Mr. Hartung joined Chipotle after spending 18 years at
McDonald’s where he held a variety of management positions, most recently as Vice President and Chief
Financial Officer of its Partner Brands Group. Mr. Hartung has a Bachelor of Science degree in accounting and
economics as well as an MBA from Illinois State University.
Mark Crumpacker, 51, was appointed Chief Marketing Officer in January 2009, and as Chief Development
Officer effective upon the retirement of Bob Blessing on October 31, 2013. From December 2002 until
December 2008 Mr. Crumpacker was Creative Director for Sequence, LLC, a strategic design and marketing
consulting firm he co-founded in 2002, and prior to that served as creative director and in other leadership roles
for a variety of design and media companies. Mr. Crumpacker attended the University of Colorado and received
his B.F.A. from the Art College of Design in Pasadena, California.
COMPENSATION DISCUSSION AND ANALYSIS
This Compensation Discussion and Analysis describes the objectives and principles underlying our
executive compensation programs, outlines the material elements of the compensation of our executive officers,
and explains the Compensation Committee’s determinations as to the actual compensation of our executive
officers for 2013. In addition, this Compensation Discussion and Analysis is intended to put into perspective the
tables and related narratives which follow it regarding the compensation of our executive officers.
Overview of the Performance-Based Nature of our Executive Compensation
The fundamental aim of our executive compensation program is to reward our executive officers for the
creation of shareholder value. The Compensation Committee of our Board seeks to achieve this objective through
a program consisting of the following principal components:
• Base salaries, which are determined subjectively based on each executive’s contributions, individual
performance, and level of experience;
• Annual cash bonuses determined under our company-wide Annual Incentive Plan, or AIP, which
provides for variable payouts based on achievement against a number of operating and financial
performance goals approved by the committee at the beginning of each year, as well as subjective
evaluations of individual performance; and
• Equity compensation awards, in the form of annual awards of stock-only stock appreciation rights, or
SOSARs, which are inherently performance based since the grantees only realize compensation in
connection with the awards if our stock price increases over a multi-year period following the grant
date of the award, and performance share awards made every three years and the payout of which is
dependent on our achieving performance objectives established by the committee at the time of the
grant.
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Proxy Statement