Things are simmering at HelloFresh: Shareholders are rebelling against manager compensation, according to Bloomberg

Things are simmering at the Berlin-based meal-kit provider HelloFresh: Shareholders are dissatisfied with management compensation. Is a scandal looming at the annual general meeting?

There's unrest behind the scenes at Berlin-based meal-kit provider HelloFresh . As the news agency Bloomberg reports, management is facing a conflict with shareholders at this year's annual general meeting – over top management compensation, of all things.

Over the past three years, shareholders have rejected the so-called “Say on Pay” reports – the disclosure and approval of executive compensation – every time.

Even after a reform of the compensation system in 2022, approval continued to decline: Only 37 percent of shareholders supported the model in 2022 and 2023 – an extremely low figure. According to Bloomberg, such low approval ratings occurred in less than 1 percent of over 50,000 cases.

The pressure isn't just coming from shareholders. Activist investor Active Ownership Capital, which held around 7.7 percent of HelloFresh at the end of 2024, demanded savings of up to €560 million in February, according to Wirtschaftswoche.

Active Ownership Capital founder Florian Schuhbauer has already been nominated for a seat on the supervisory board – a sign that investors want to become more involved.

At its capital market day in March, HelloFresh announced a savings program of 300 million euros annually until 2026.

Much of this is expected to take effect by the end of 2025 – including through reduced marketing spending and a focus on profitable customers. But for many investors, that's not enough.

As Bloomberg further reports, the State Board of Administration of Florida, a major pension fund, announced that it would vote against the compensation report at the annual general meeting, citing “concerning compensation practices” and an “inadequate response to shareholder criticism.”

The Norwegian sovereign wealth fund, with a 5.1 percent stake, also plans to vote no. On its website, it demands: "The board should ensure that all benefits have a clear business rationale."

This year’s Annual General Meeting is likely to be a stress test for CEO Dominik Richter and his team.