Dear Krispy Kreme Stockholder,

Since 1937, we’ve been serving our iconic Original Glazed^® doughnut to customers, and it has always been about sharing joyful moments. As an affordable indulgence today, we love that more than 80% of our doughnuts are bought to be shared with others. In 2022, 36% of our customers bought our doughnuts for a party or special event in their life, up from just 10% a few years ago. Our customers trust us to be a part of their special moments, and we don’t take that lightly. We are proud to carry on the best of what our founder Vernon Rudolph knew: consumers love hot, fresh doughnuts. We appreciate our history, yet know we are a doughnut company that is constantly evolving.

We had another strong year of organic revenue growth in 2022, led by the successful execution of our omnichannel strategy and the strong performance of our premium celebration events and holiday offerings. Our omnichannel strategy is unique in the industry and is fueled by our passion for innovation and our understanding that access to our brand is our biggest opportunity. Through the efficiency of only 400 doughnut-producing shops worldwide, we know how to think differently and creatively, delivering fresh doughnuts when and where consumers want them.

Thinking differently has meant that we not only think like an experiential doughnut company but also a logistics company. That change in our model and culture allowed us to open and service 12,000 points of access daily in 2022, with an aspirational goal of 75,000 points of access. While those points of access started as grocery and convenience stores, today, they include mass merchandisers, restaurants, and drug stores. The uniqueness of our current model allows us to maximize an idea that was once only available to the 400 producing doughnut shops, taking it to potential points of access in our system. Thinking like a logistics company with our Delivered Fresh Daily (DFD) network truly unlocks the power of our brand and reach.

In 2022, we had positive organic growth in each of the 31 countries where we operated, despite a turbulent macro environment. This growth and execution of our omnichannel strategy would not have been possible without our 20,000 global Krispy Kremers, our team members. Our unique culture is at the core of our success, and it is because we truly care about our Krispy Kremers that we are well on our way to achieving our goal of becoming the world’s most loved sweet treat brand. I often quote Peter Drucker’s wise words, “Culture eats strategy for breakfast.” I believe this wholeheartedly, which is why our leadership team spends an incredible amount of time in our shops across the globe. We get to know our Krispy Kremers. We create an environment of love (and sometimes tough love), and we encourage our Krispy Kremers to go after their dreams as we all work together to achieve our dreams for the brand.

The purpose of our company is to touch and enhance the lives of others through the joy that is Krispy Kreme. This is who we are and why we will always be committed to positively impacting the world by loving our people, our communities, and our planet. Last year, we raised $40 million globally for local communities through our FUNdraising program, a 25% increase from the prior year. We also give back in our communities through volunteering, philanthropy, and creating moments of shared joy. We are constantly looking to engage communities across the globe in fun, enjoyable ways that really connect people to Krispy Kreme in a powerful way.

When we think about our commitment to our planet, we are focusing on waste reduction, landfill diversion, and lowering our greenhouse gas (GHG) emissions. Last year, we continued a multi-year global GHG emissions assessment to establish our emissions baseline. We will soon be using this foundation to set goals for GHG emission reductions.

We also made progress on our responsible sourcing commitments around cage-free eggs and sustainable palm oil use across our global supply chain. We also took steps to increase landfill diversion and increase our use of food-to-feed initiatives across our business.

Key achievements & results

Moving to financial results for 2022, we had a great top line, as organic revenue grew over 12%. This growth was led by a 14% increase in fresh points of access globally to nearly 12,000 in total at year-end. Growth was strong across the world, especially to end the year, as we saw double-digit organic revenue growth in all three segments in the fourth quarter, with performance accelerating in the U.S. Krispy Kreme business, Market Development, and retail in the U.K.

We sold a record-breaking 1.63 billion fresh doughnuts in 2022! 1.63 billion. That’s a LOT of doughnuts! All delivered fresh daily to more than 30 countries around the world.

The fourth quarter was an awesome way to end a great year for our brand, as we had successful seasonal global campaigns that drove an increase in volume, especially at Halloween and Winter holidays, where we saw strong performance worldwide. These global campaigns show the path forward for significant events and holidays, as we’ll be able to leverage marketing costs, media coverage, and brand partners across many or all the countries Krispy Kreme and our franchise partners operate, driving increased efficiencies on both the top and bottom line. For the full year, we had more than 35 billion earned media impressions, highlighting the true power of our incredible passion brand.

Our ecommerce efforts strengthened our omnichannel capabilities in 2022. In the U.S., that included expanding the availability of specialty doughnuts and more targeted marketing efforts. Additionally, Insomnia Cookies benefited from the expanded radius of warm cookie delivery of up to 10 miles. These efforts led to a more than 20% increase in ecommerce revenue in the fourth quarter compared to a year ago. They also led to a 260-basis point increase in sales of ecommerce to 18.3% for the company as a whole during the quarter. Since the pandemic, the fourth quarter was our strongest in ecommerce, and we continue to see major growth opportunities in this channel.

For 2022, GAAP Net Loss improved by 41% to $9 million, and Adjusted EBITDA increased by 2% to $191 million, or an increase of 7% in constant currency. Our efforts to improve performance through our network optimization and closing unprofitable shops led to expenses of $19 million in 2022, over 90% non-cash. Excluding that impact, we would have reported positive Net Income.

Insomnia Cookies had another great year driven by both strong same shop sales and new shop sales. We are focused on accelerating Insomnia’s growth as we expand from our current 231 shops to a total market of more than 4,000 locations globally, with the goal to eventually ramp up to nearly 100 new cookie shops per year.

In our international segment, where our omnichannel model is more developed, we continued to grow fresh points of access and see great potential from where we are today. In 2022, we added 580 points of access internationally, with growth across all countries. This led to 18% organic revenue growth in 2022, and sales per hub increased 8% to nearly $10 million despite significant foreign exchange headwinds from the stronger U.S. dollar.

We saw strong progress in Mexico in 2022, where points of access increased by nearly 40% to more than 550. This led to a 24% increase in revenue and more than 100 basis points of Adjusted EBITDA margin expansion for Mexico for the year despite significant inflation.

We also signed a record number of international development agreements in 2022, with eight new agreements from both existing and new partners. Interest from high-quality franchise partners remains strong, and we remain confident in our ability to sign-up three to five new countries a year. We expect to open in five to seven new countries in 2023 – including France. This will bring our total to more than 35 countries by the end of this year.

Looking ahead

As we look ahead, our focus remains relentless on capital light expansion of our omnichannel model. We continue to gain confidence in our existing DFD channels and are now excited to grow our fresh business to new channels such as QSR, Club, and Drugstore. That’s why we have confidence in our ability to grow to more than 75,000 points of access globally, an increase from our prior target of 50,000.

In addition to expanding DFD, we will also continue our work to align our specialty doughnuts across all channels and expand our ecommerce capabilities in 2023. And we’ll continue to accelerate the growth of Insomnia Cookies. Krispy Kreme has great momentum right now, and we remain confident about the long-term 2026 expectations we highlighted at our Investor Day in December 2022. This includes growing Revenue to $2.15 billion and Adjusted EBITDA to $315 million.¹

Conclusion

My excitement about the growth of this brand is stronger than ever. My belief is that brands with a purpose and clear direction will thrive even in challenging times. We’ve seen this in the resilience of the Krispy Kreme brand and culture. We have worked diligently over the past six years to transform our business model and operations to give more customers exactly what they want where they want it – an awesome, fresh Krispy Kreme doughnut. We have incredible momentum as we continue our journey to become the most loved sweet treat brand in the world.

Thank you for your continued support of Krispy Kreme.

Lots of Love,

Mike Tattersfield

President & Chief Executive Officer

Notice of 2023 Annual Meeting of Stockholders

To Our Stockholders,   Notice is hereby given that the virtual annual meeting of stockholders (the “Annual Meeting”) of Krispy Kreme, Inc., a Delaware corporation (“KKI”), will be held on June 22, 2023, at 10:00 a.m. ET. You can virtually attend the Annual Meeting online at www.proxydocs.com/DNUT or vote your shares electronically online at www.proxypush.com/DNUT or via telephone at 1-866-475-0865. Submit questions online during the meeting by visiting www.proxydocs.com/DNUT and entering the control number provided on your proxy card, voting instruction form, or Notice of Internet Availability of Proxy Materials.   Items of Business   1.  To elect 11 directors to hold office for a one-year term and until their respective successors shall have been duly elected and qualified;   2.  To approve an advisory resolution regarding KKI’s executive compensation;   3.  To ratify the appointment of Grant Thornton LLP as KKI’s independent registered public accounting firm for fiscal year 2023; and   4.  To transact such other business as may properly come before the Annual Meeting or any adjournment thereof.   Who May Vote: Stockholders of KKI common stock at the close of business on April 24, 2023. A list of stockholders will be accessible prior to the Annual Meeting upon request from the Corporate Secretary and during the Annual Meeting by visiting the meeting website referenced above.   Distribution Date: A Notice of Internet Availability of Proxy Materials or the Proxy Statement is first being sent to stockholders on or about April 28, 2023.   If your shares are held in the name of a bank, broker, or other nominee, follow the instructions you receive from your bank, broker, or other nominee on how to vote your shares.   Your vote is very important. To ensure your representation at the Annual Meeting, please complete and return the enclosed proxy card or submit your vote through the Internet or by telephone. Whether or not you plan to virtually attend the meeting, we urge you to vote.       Catherine Tang Corporate Secretary   WHETHER OR NOT YOU PLAN TO VIRTUALLY ATTEND THE ANNUAL MEETING, YOU MAY VOTE AND SUBMIT YOUR PROXY ELECTRONICALLY, BY TELEPHONE OR BY REQUESTING A PRINTED COPY OF THE PROXY MATERIALS AND COMPLETING AND RETURNING BY MAIL THE PROXY CARD YOU WILL RECEIVE IN RESPONSE TO YOUR REQUEST.						Meeting Information
				Date:   Time:		June 22, 2023   10:00 a.m., Eastern time
				Location:		Virtual Meeting www.proxydocs.com/DNUT
				How to Vote
						Via the Internet visit www.proxypush.com/DNUT
						By Telephone call 1-866-475-0865
						By Mail Stockholders who have received a paper copy of a proxy card or voting instruction form by mail may submit proxies by completing, signing, and dating their proxy card or voting instruction form and mailing it in the accompanying pre-addressed envelope.
				Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting to be held on June 22, 2023:   The Company’s Proxy Statement for the Annual Meeting and the Annual Report on Form 10-K for the year ended January 1, 2023 are available at www.proxydocs.com/DNUT by entering the control number provided on your proxy card, voting instruction form, or Notice of Internet Availability of Proxy Materials.

Table of Contents

2023 Proxy Statement  |  1

Proxy Summary

This summary highlights certain information regarding KKI’s evolution, performance, corporate governance, and compensation practices. Stockholders are encouraged to read the entire Proxy Statement and Annual Report on Form 10-K for the fiscal year ended January 1, 2023 carefully before voting.

2023 Annual Meeting Information

Meeting Information						How to Vote
Date:   Time:		June 22, 2023   10:00 a.m., Eastern Time				Via the Internet visit www.proxypush.com/DNUT
Location:    Virtual Meeting                     www.proxydocs.com/DNUT						By Telephone call 1-866-475-0865
						By Mail   Stockholders who have received a paper copy of a proxy card or voting instruction form by mail may submit proxies by completing, signing, and dating their proxy card or voting instruction form and mailing it in the accompanying pre-addressed envelope.
Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting to be held on June 22, 2023:   The Company’s Proxy Statement for the Annual Meeting and the Annual Report on Form 10-K for the year ended January 1, 2023 are available at www.proxydocs.com/DNUT by entering the control number provided on your proxy card, voting instruction form, or Notice of Internet Availability of Proxy Materials.

Meeting Agenda and Voting Recommendations

Krispy Kreme—A Beloved Sweet Treat Brand

Krispy Kreme, Inc. (“KKI”) and its subsidiaries (collectively, the “Company” or “Krispy Kreme”) is one of the most beloved and well-known sweet treat brands in the world. Our iconic Original Glazed^® doughnut is universally recognized for its hot-off-the-line, melt-in-your-mouth experience. Krispy Kreme operates in more than 30 countries through its unique network of fresh Doughnut Shops, partnerships with leading retailers, and a rapidly growing E-commerce and delivery business with over 12,000 fresh Points of Access. Our purpose of touching and enhancing lives through the joy that is Krispy Kreme guides how we operate every day and is reflected in the love we have for our people, our communities, and the planet.

2023 Proxy Statement  |  1

PROXY SUMMARY

Fiscal Year 2022 Company Highlights

Fiscal Year 2022 Company Highlights

2023 Director Nominees

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PROXY SUMMARY

Corporate Governance Highlights

Corporate Governance Highlights

Board Diversity and Independence

Board Practices

Oversight of Risk, Strategy, Ethics and ESG

Key Executive Compensation Practices

Key ESG Commitments and Progress

2023 Proxy Statement  |  3

PROPOSAL 1:

ELECTION OF DIRECTORS

Our Board recommends that you vote “FOR” the election of all director nominees

Proposal Summary

The Board has nominated the 11 candidates named in this proposal for election as directors at the Annual Meeting. Directors are elected annually and serve until their term expires at the 2024 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified. Each nominee has agreed to be named in this Proxy Statement and to serve if elected. For each director nominee to be approved, votes cast “FOR” each nominee must exceed votes cast “AGAINST” such nominee. A failure to vote, a broker non-vote or an abstention will not be counted as having been voted on the applicable nominee, and therefore will have no effect on the vote, assuming a quorum is present.

Our Board currently consists of 11 directors, including three directors who are designated by JAB pursuant to the terms of the Investors’ Rights Agreement (the “IRA”), dated as of July 6, 2021, by and among KKI and JAB.

All nominees are currently serving as KKI directors.

Director Nomination Process

The Board is responsible for nominating the Company’s director candidates, with assistance in identifying and recommending nominees from the Remuneration Committee. The Remuneration Committee uses a variety of methods for identifying and evaluating nominees for director. Candidates may come to the attention of the Remuneration Committee through management, current Board members, stockholders, or other sources.

Members of the Remuneration Committee, the Lead Independent Director of the Board (the “Lead Director”) and other members of the Board interview potential director candidates as part of the selection process when evaluating new director candidates. The Remuneration Committee reviews the background of all potential nominees and determines whether they individually possess the personal and professional attributes necessary to be a director. Any feedback obtained through the Board’s annual self-evaluation process with respect to the ability of individual directors to contribute to the Board is also considered in connection with the nomination process. The Remuneration Committee will also consider director nominations by a stockholder made pursuant to the procedures set forth in our Amended and Restated By-Laws (the “By-Laws”) relating to stockholder nominations.

Following an extensive search and recruiting efforts led by the Remuneration Committee with the assistance of other members of the Board, the Remuneration Committee recommended two nominees to fill vacancies that occurred after the 2022 Annual Meeting of Stockholders. The Board elected Mr. Pleuhs and Mr. Telfer as directors in June 2022 and September 2022, respectively. Mr. Telfer became the sixth independent director, reconstituting a majority of independent directors on the Board.

Board Composition, Qualifications and Diversity

The Board is committed to the ongoing review of Board composition and regularly discusses the skills and characteristics required of KKI directors in the context of the current makeup of the Board, the operating requirements of the Company and the long-term interests of stockholders. The Remuneration Committee also reviews the collective experience of the Board and makes recommendations to the Board regarding the appropriate mix of skillsets, qualifications, and attributes of the Board as a whole.

The Board seeks candidates with diverse personal backgrounds and experiences and who are committed to active participation, fresh perspectives and providing constructive feedback to management. Our Board prioritizes candidates with proven executive leadership capabilities; consumer product industry expertise; strategic planning experience; financial and accounting skills; and corporate governance, regulatory and risk management experience. With respect to diversity, the Board may consider such factors as diversity in viewpoint, professional experience, education, international experience, skills and other individual qualifications and attributes that contribute to board diversity, including characteristics such as age, gender, race, and national origin. Specific attributes of our 2023 director nominees are summarized below.

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PROPOSAL 1: ELECTION OF DIRECTORS

Director Independence

Board Diversity Matrix

For the 11 directors serving as of March 8, 2023, and nominated to serve until the 2024 annual meeting of stockholders:

Director Independence

Our board of directors (the “Board”) has determined that Ms. Andrada, Mr. Deno, Mr. Michaels, Mr. Pleuhs, Mr. Telfer, and Ms. Weese are “independent directors” as defined under the listing requirements of Nasdaq. In making these determinations, our Board reviewed and discussed information provided by the directors and us with regard to each director’s business and personal activities and relationships as they may relate to us and our management, including the beneficial ownership of our common stock by each non-employee director and the transactions involving them described in the section entitled “Certain Relationships and Related Party Transactions.” In addition to determining whether each director satisfies the director independence requirements set forth in the listing requirements of Nasdaq, in the case of members of the Audit Committee and Remuneration Committee, our Board has also affirmatively determined that such members also satisfy the separate independence requirements and standards imposed by the Securities and Exchange Commission (the “SEC”) and Nasdaq for Audit Committee members and by the SEC, Nasdaq and the IRS for Remuneration Committee members.

There are no family relationships among any of our directors or executive officers.

Director Nominees

2023 Proxy Statement  |  5

PROPOSAL ONE: ELECTION OF DIRECTORS

Director Biographies

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PROPOSAL ONE: ELECTION OF DIRECTORS

Director Biographies

2023 Proxy Statement  |  7

PROPOSAL ONE: ELECTION OF DIRECTORS

Director Biographies

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PROPOSAL ONE: ELECTION OF DIRECTORS

Director Biographies

2023 Proxy Statement  |  9

PROPOSAL ONE: ELECTION OF DIRECTORS

Director Biographies

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CORPORATE GOVERNANCE PRACTICES

KKI is committed to strong corporate governance policies and practices. The governance practices highlighted below are reflected in our By-Laws and our committee charters, as applicable.

Board Leadership Structure

The Board is responsible for broad corporate policy and overall performance of the Company through oversight of management and stewardship of the Company. Among other duties, the Board selects and advises the Company’s officers, assigns to them responsibility for management of the Company’s business, and monitors their performance. The Board recognizes that the leadership structure and combination or separation of the CEO and Chairman roles are driven by the needs of the Company, and that, depending on the circumstances, a different leadership model might be appropriate. As a result, the Company does not currently have a policy requiring either the combination or separation of leadership roles, but the Board periodically evaluates this structure and determines whether to separate the roles based upon the circumstances, which maintains flexibility based on the Company’s needs. The Board has determined that the current leadership structure, consisting of separate Chairman and CEO roles with a Lead Director, is appropriate given our continued development as a public company.

Lead Independent Director

The Lead Director’s responsibilities include:

Less formally, the Lead Director acts as a “sounding board” and advisor to the Chairman and CEO and seeks to facilitate healthy discussion and open dialogue among other directors both inside and outside of the boardroom.

Board Meetings

Our Board met seven times during 2022. Each current director attended at least 75% of the total number of meetings of the Board and committees on which such director served that were held during 2022 while the director was a member. Directors are also expected to attend the annual meetings of stockholders. All directors serving at the time attended the 2022 annual meeting of stockholders.

In addition to Board and committee meetings, our directors also discharge their duties through, among other things, less formal group communications, including discussions, briefings and educational sessions with the Chairman and CEO, members of senior management and others as appropriate regarding relevant matters.

Committees

The Board’s standing committees, their membership and the number of meetings held in 2022 are set forth below. Charters for each of our standing committees are available at our corporate governance webpage at https://investors.krispykreme.com/corporate-governance.

2023 Proxy Statement  |  11

CORPORATE GOVERNANCE PRACTICES

Committees

Committees of the Board of Directors

We have established the following committees of our Board:

Audit and Finance Committee (“Audit Committee”)

The Audit Committee, among other things:

The members of the Audit Committee are Messrs. Deno, Michaels, Pleuhs, and Telfer. Mr. Deno is the Chair of our Audit Committee. Our Board has affirmatively determined that each of Messrs. Deno, Michaels, Pleuhs, and Telfer meet the definition of “independent director” for purposes of serving on the Audit Committee under Rule 10A-3 of the Exchange Act and the corporate governance standards of Nasdaq. Our Board has determined that each director appointed to the Audit Committee is financially literate, and our Board has determined that Mr. Deno satisfies the criteria adopted by the SEC to serve as an “audit committee financial expert.”

The Audit Committee held eight meetings in 2022.

Remuneration and Nomination Committee (“Remuneration Committee”)

The Remuneration Committee, among other things:

The members of the Remuneration Committee are Ms. Andrada and Messrs. Michaels and Pleuhs. Ms. Andrada is the Chair of our Remuneration Committee. Our Board has affirmatively determined that Ms. Andrada and Messrs. Michaels and Pleuhs each meet the definition of “independent director” for purposes of serving on the Remuneration Committee under the corporate governance standards of Nasdaq. All members of our Remuneration Committee are “non-employee” directors as defined in Rule 16b-3(b)(3) under the Exchange Act.

The Remuneration Committee held five meetings in 2022.

Remuneration and Nomination Committee Interlocks and Insider Participation

No member of our Remuneration Committee is or has been one of our officers or employees, and none has any relationships with us of the type that is required to be disclosed under Item 404 of Regulation S-K. None of our executive officers serves or has served as a member of the Board, compensation committee or other board committee performing equivalent functions of any entity that has one or more executive officers serving as one of our directors or on our Remuneration Committee.

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CORPORATE GOVERNANCE PRACTICES

The Board’s Oversight Responsibilities

The Board’s Oversight Responsibilities

The Company’s corporate governance practices and policies ensure substantial independent oversight of management. For instance:

Board Oversight of Risk

The Board’s role in the Company’s risk oversight process includes reviewing and discussing with management key areas of material risk to the Company. Annually, the Board reviews and provides input on the Company’s enterprise risk management assessment. The Board primarily oversees matters related to strategic, operational, financial, and legal risks. The Audit Committee oversees matters of financial, legal, and compliance risk, including cybersecurity matters. The Remuneration Committee addresses risks related to compensation and other talent-related matters, as well as risks associated with Board independence and governance. Committees report to the full Board regarding their respective considerations and actions.

Board Oversight of ESG

KKI uses an integrated governance structure to oversee, develop, and execute the Company’s ESG strategy to act responsibly and be a force for positive impact. The full Board is responsible for oversight, input, and guidance on long-term goals and commitments. The Company’s executive leaders help guide and develop these corporate responsibility programs and provide regular updates, at least twice annually, to the Board on progress toward our goals. The Be Sweet Working Group, which includes executive leaders, has direct responsibility for driving the strategy, operational development, and execution of ESG initiatives. Focus areas for the Company in 2022 included, among other things, diversity and inclusion, equity and access, food waste, human rights, community engagement, responsible sourcing, sustainable packaging, and energy use and GHG emissions.

We are committed to transparency and information sharing in corporate responsibility and other ESG topics that impact our Company. We plan to release the Company’s first report on ESG initiatives in late fiscal year 2023. Our corporate responsibility and ESG efforts can be found at https://krispykreme.com/sustainability.

Board and Committee Evaluations

The Board, as well as each committee, will conduct an annual self-evaluation to assess its performance. All directors will participate in the formal evaluation process, responding to written questions designed to elicit information to be used in improving Board and committee effectiveness. Director feedback will be solicited from the formal self-evaluation process and shared verbatim on an anonymous basis with the entire Board and committee and, where appropriate, addressed with management. In response to feedback from the evaluation process, our Board and committees will work with management to take concrete steps to improve our policies, processes, and procedures to further Board and committee effectiveness.

Code of Conduct

We are dedicated to earning the trust of our customers and investors, and our actions are guided by the principles of honesty, trustworthiness, integrity, dependability, and respect. The Board has adopted a Code of Conduct that applies to all employees, officers, and directors. All employees and all Board members are required to acknowledge the Code of Conduct upon hire and will participate in annual training and certifications. Key members of global management participate in quarterly Code of Conduct certifications.

2023 Proxy Statement  |  13

CORPORATE GOVERNANCE PRACTICES

Code of Conduct

Our Code of Conduct is posted on our website at https://investors.krispykreme.com. We intend to satisfy the disclosure requirement under Item 5.05 of Form 8-K or applicable stock exchange rules regarding any amendment to, or waiver from, a provision of the Code of Conduct for our senior financial officers, including the chief executive officer, either by posting such information on our website at https://investors.krispykreme.com/corporate-governance or by filing a Current Report on Form 8-K with the SEC.

We strive to Be Sweet in all that we do to fulfill our purpose of touching and enhancing lives through the joy that is Krispy Kreme. In early 2021, we completed our first materiality assessment to determine the ESG priorities that were most important to our investors, customers, employees and communities. By incorporating environmental, social and governance principles into how we do business and our day-to-day operations, we address those issues that matter most as we become the world’s most loved sweet treat brand.

OUR ESG STRATEGY IS BUILT ON THREE PILLARS:

(1) Loving Our Krispy Kremers, (2) Loving Our Communities, and (3) Loving Our Planet.

Our Board of Directors and its committees oversee our ESG strategy and ensure it is integrated into our business in ways that drive strong impact while advancing long-term goals. The full Board reviews these goals and commitments across our three ESG pillars. Executive leaders guide our ESG initiatives and provide regular progress updates (at least twice a year) to the Board. At the day-to-day operations level, we draw on the subject matter expertise of colleagues who sit on a global, cross-functional ESG working group to drive our ESG strategy forward. This group works together regularly and meets monthly.

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CORPORATE GOVERNANCE PRACTICES

2022 ESG HIGHLIGHTS

EMPLOYEE RESOURCE GROUPS
Diversity, Equity, Inclusion and Belonging (DEI&B) is critical to our growth. It starts with our Board, its committees and senior leadership team, who deeply integrate DEI&B into the way we do business. We proudly support a host of Employee Resource Groups (ERGs). We encourage each Krispy Kremer to join and form deeper relationships with their colleagues based on mutual respect, dignity and understanding. In 2022, our four ERGs were:   Original Pride (LGBTQ+ Krispy Kremers and allies)   B.O.L.D (Black Originals Leading & Developing)   Raising Minis (Families)   WIN (Women’s Initiative Network)

2023 Proxy Statement  |  15

CORPORATE GOVERNANCE PRACTICES

2022 ESG HIGHLIGHTS

TOTAL REWARDS

Our Total Rewards provide full and part-time Krispy Kremers and their families with competitive pay, health, and wellness programs. We shape our pay and benefits packages to meet our employees where they are in their career and lives. In the U.S., we offer:

We also launched employee equity ownership plans across the organization, including for our shop general managers, to align Krispy Kremers’ incentives with the Company’s long-term strategic goals.

ENVIRONMENTAL HEALTH & SAFETY / FOOD SAFETY

Ensuring a safe workplace for our employees is a top priority. In the U.S., we are committed to maintaining a safe workplace in accordance with the Occupational Safety and Health Administration. We are also committed to food safety in accordance with the local laws and regulations in the U.S. and internationally.

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CORPORATE GOVERNANCE PRACTICES

2022 ESG HIGHLIGHTS

2023 Proxy Statement  |  17

CORPORATE GOVERNANCE PRACTICES

Certain Relationships and Related Party Transactions

Certain Relationships and Related Party Transactions

Policies and Procedures for Related Party Transactions

Our Board adopted a written statement of policy regarding transactions with related parties (the “Related Party Transaction Policy”). Our Related Party Transaction Policy requires that a “related party” (as defined in paragraph (a) of Item 404 of Regulation S-K) must disclose to our Chief Legal Officer any “related party transaction” (defined as any transaction that is anticipated to be reportable by us under Item 404(a) of Regulation S-K in which we were or are to be a participant and the amount involved exceeds $120,000 and in which any related person had or will have a direct or indirect material interest) and all material facts with respect thereto. Our Chief Legal Officer will then communicate that information to our Audit Committee, or chair thereof. No related party transaction will be executed without the approval or ratification of our Board or a duly authorized committee of our Board. It is our policy that directors interested in a related party transaction will recuse themselves from any vote on a related party transaction in which they have an interest.

In addition to the director and executive officer compensation arrangements discussed below in the section entitled “Compensation Discussion and Analysis,” this section describes transactions, or series of related transactions, to which we were a party in fiscal year 2022 or will be a party, in which:

Arrangements with JAB Related Persons

JAB beneficially owns 44.6% of our common stock. We have negotiated certain arm’s-length commercial arrangements with JAB and certain companies that JAB has controlling investments in which are set forth below:

License, Distribution and Supply Agreements

Keurig Dr Pepper Inc. (“KDP”), an affiliated company of JAB, licenses the Krispy Kreme trademark for the Company in the manufacturing of portion packs for the Keurig brewing system. KDP also sells beverage concentrates and packaged beverages to Krispy Kreme for resale through Krispy Kreme’s shops. Licensing revenues from KDP were $2.3 million, $1.9 million, and $1.9 million for the fiscal years ended January 1, 2023, January 2, 2022, and January 3, 2021, respectively.

JAB Notice Agreement

On March 14, 2022, KKI entered into a letter agreement (the “Notice Agreement”) with JAB Indulgence B.V., a private limited liability company organized under the laws of the Netherlands (“JAB Indulgence”), and JAB. The Notice Agreement, among other things, (i) requires JAB to provide notice at least 30 days prior to an acquisition of voting rights, directly or indirectly, that would exceed 45% of the Company’s total outstanding voting stock, (ii) restricts directors who are JAB employees or designees from involvement in the consideration of such acquisition by the Company’s Board, (iii) permits JAB to enter into future cash-settled total return swap agreements provided that JAB must comply with the 30-day notice requirement before acquiring shares from or entering into a voting arrangement with the counterparty and that JAB does not try to influence the voting decisions of the counterparty. The terms of the Notice Agreement were in effect for one year from the date of signing.

Investors’ Rights Agreement

In connection with our initial public offering (the “IPO”), the Company entered into the Investors’ Rights Agreement (the “IRA”) with JAB that, among other things, (i) provides JAB and such holders with customary “demand,” “shelf” and “piggyback” registration rights with respect to shares of our common stock beneficially owned by JAB and such holders following the IPO and (ii) governs certain information rights between JAB and the Company pursuant to which the Company shall provide JAB the following, which shall be treated as confidential information by JAB: (w) copies of the Company’s management’s monthly financial review reports, (x) the consolidated financial results of the Company for each fiscal year, (y) the unaudited consolidated financial results of the Company for each fiscal

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CORPORATE GOVERNANCE PRACTICES

Certain Relationships and Related Party Transactions

quarter and (z) such other information related to the Company’s financial condition, business, prospects or corporate affairs as JAB may reasonably request from time to time. The IRA also provides that the Company will pay certain expenses relating to such registrations and indemnify the registration rights holders against (or make contributions in respect of) certain liabilities which may arise under the Securities Act. The registration rights granted pursuant to the IRA may be assigned by JAB to any person or entity who subsequently obtains registrable securities from JAB or any of its affiliates.

Financial Advisory Agreement

In September 2019, we entered into a service agreement, replacing a previous agreement, with BDT & Company, LLC (“BDT”), a minority investor in KKI, to provide strategic, financial, and structural advice to our wholly owned subsidiary, Krispy Kreme Doughnut Corporation (“KKDC”) in connection with KKDC’s acquisition strategy. The Company recognized expenses of $1.1 million, $1.0 million, and $1.8 million related to the service agreements with BDT for the fiscal year ended January 1, 2023, January 2, 2022, and January 3, 2021, respectively.

In connection with valuation assistance provided by BDT in preparation for the IPO, the Company incurred costs of $6.3 million that are capitalized in Additional paid-in capital for the fiscal year ended January 2, 2022. No related costs were incurred for the fiscal years ended January 1, 2023, January 3, 2021, or December 29, 2019.

Delinquent Section 16(a) Reports

Section 16(a) of the Exchange Act requires our directors and officers and persons who own more than 10% of our Common Stock to file reports of ownership and changes in ownership with the SEC and Nasdaq and to furnish us with copies of the reports. Based on our review of such reports and written representations from our directors and officers, we believe that all such filings were timely except for a Form 4 relating to the acquisition of an equity grant on June 30, 2022 for Mr. Pleuhs.

Where to Find More Information

To learn more about our corporate governance practices and our other policies, you can access the governance documents listed below at https://investors.krispykreme.com/corporate-governance. We will also provide copies of any of these documents to stockholders upon written request to the Corporate Secretary.

Stockholder Outreach and Communications with the Board

As part of our effort to better understand our stockholders’ perspectives, we regularly engage with our stockholders from time to time, seeking their input and views on various matters. We discuss a variety of topics with our stockholders, including the Company’s business strategy, financial performance, executive compensation and environmental, social and governance matters. The Board values our stockholders’ perspectives, and the feedback we receive continues to inform our policies and practices.

Any interested party may communicate with the Board, the Chairman, the Lead Director, or the independent directors on a Board-related issue by sending an email to ir@krispykreme.com or sending a written communication to: Corporate Secretary, Krispy Kreme, Inc., 2116 Hawkins Street, Charlotte, NC 28203. Relevant communications will be distributed to the Board, or to any individual director or directors as appropriate, depending on the facts and circumstances outlined in the communication. Communications that are unrelated to the duties and responsibilities of the Board will not be forwarded.

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EXECUTIVE OFFICERS

Set forth below are the names, ages, and positions of our executive officers as of the date hereof. As used in this section only, references to “we,” “us,” “our” and “Krispy Kreme” mean, subsequent to May 28, 2021, Krispy Kreme, Inc. and, prior to May 28, 2021, Krispy Kreme Doughnuts Inc.

Michael Tattersfield, age 57, has served as our President and Chief Executive Officer since January 2017 and as one of Krispy Kreme’s directors since September 2016. Prior to joining Krispy Kreme, Mr. Tattersfield served as the Chief Executive Officer and President of Caribou Coffee Company from August 2008 to July 2017. He served as the Chief Executive Officer of Einstein Bros. Bagels Franchise Corporation from February 2016 to July 2017, and Chief Executive Officer of Einstein and Noah Corporation, as well as Chief Executive Officer of Manhattan Bagel Company from January 2015 to July 2017. Mr. Tattersfield holds an MBA from Harvard and a B.S. in Accounting from Indiana University. He currently serves as a member of the Board of Directors of El Tequileño Tequila Company and previously served as a director of Panera Bread Company, Chairman of the Einstein Noah Restaurant Group, Inc., Chairman of the Caribou Coffee Company, Vice Chairman of The Allina Healthcare Organization and Compensation Chair of the PF Chang’s group.

Josh Charlesworth, age 48, has served as our Global President since June 2022 and as our Chief Operating Officer since May 2019. He served as our Chief Financial Officer from April 2017 to January 2023 and as our Corporate Secretary from July 2018 to August 2020. Prior to joining Krispy Kreme, Mr. Charlesworth held various leadership positions at Mars, Incorporated. He most recently served as Global Chief Financial Officer of Mars Chocolate from January 2015 to April 2017. Mr. Charlesworth holds a B.Sc. in Economics from the London School of Economics and is a member of the Chartered Institute of Management Accountants.

Jeremiah Ashukian, age 43, has served as our Executive Vice President and Chief Financial Officer since January 2023. Prior to joining Krispy Kreme, he held various CFO roles across North America and Latin America at Mars Inc. Mr. Ashukian held several finance positions earlier in his career across all aspects of the finance function and has extensive experience in building diverse and effective teams, functional and business transformations, integrations, M&A, and portfolio management. Mr. Ashukian holds an undergraduate degree in Mathematics from Sir Wilfrid Laurier University as well as CMA and CPA designations from Ontario, Canada.

David Skena, age 52, has served as our Chief Brand Officer since March 2022. He served as our Chief Marketing Officer from November 2018 to March 2022. Prior to joining Krispy Kreme, Mr. Skena served as Chief Marketing Officer at Ruby Tuesday from July 2015 to May 2018. Prior to Ruby Tuesday, Mr. Skena was a marketer at PepsiCo where he most recently served as Vice President of Premium and Value Brands, including Stacy’s Pita Chips and Smartfood popcorn, among others. Prior to PepsiCo, he served in brand management at Kraft Foods, Inc. for multiple brands. Mr. Skena holds a B.A. in Economics from Bucknell University, a Graduate Diploma in Economics from the University of East Anglia, and an MBA from the Kellogg School of Management at Northwestern University.

Matthew Spanjers, age 47, has served as our Chief Growth Officer since August 2019. He served as our Chief Strategy and Development Officer from April 2017 to August 2019. Prior to joining Krispy Kreme, Mr. Spanjers served as Chief Development Officer with Caribou Coffee Company and Einstein Bros. Bagels Franchise Corporation from February 2016 to April 2017, as well as Chief Development Officer and Senior Vice President Commercial with Caribou Coffee

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EXECUTIVE OFFICERS

Company from February 2015 to April 2017. Mr. Spanjers previously worked with McKinsey and Company, a global management consulting firm. Mr. Spanjers holds a B.A. in English Literature from Yale University and an MBA from the Stanford Graduate School of Business.

Catherine Tang, age 55, has served as our Chief Legal Officer since July 2020 and as our Corporate Secretary since August 2020. Prior to joining Krispy Kreme, Ms. Tang held various positions with Yum! Brands, Inc. She most recently served as Vice President and Associate General Counsel of Yum! Brands from January 2017 to July 2020, Chief New Business Development Officer for KFC Global from July 2015 to January 2017, and Chief Legal Officer of KFC Corporation, a subsidiary of Yum! Brands, from August 2009 to July 2015. Ms. Tang holds a J.D. from the Louis D. Brandeis School of Law at the University of Louisville and a B.A. in Economics and Government from the University of Texas at Austin.

Terri Zandhuis, age 54, has served as our Chief People Officer since August 2017. Prior to joining Krispy Kreme, Ms. Zandhuis served as Executive Vice President, Chief People Officer for AOL, a division of Verizon, from July 2015 to September 2016. She served as Vice President, Human Resources for eBay Enterprise, formerly a subsidiary of eBay, from April 2012 to June 2015. She currently serves as Vice Chair of Make-A-Wish Central & Western North Carolina. She also serves as a member of the Board of Trustees of Cannon School, an independent private school located in Concord, North Carolina. Ms. Zandhuis holds a B.A. in Organizational Management from the University of Michigan.

Joey Pruitt, age 43, has served as our Vice President and Chief Accounting Officer since November 2017. He served as our Assistant Secretary from May 2018 to November 2021 and as our Corporate Controller from November 2017 to June 2019. Prior to joining Krispy Kreme, Mr. Pruitt served as Vice President, Corporate Controller of Snyder’s Lance, Inc. from March 2017 to October 2017, Vice President, Financial Accounting and External Reporting from March 2016 to March 2017, and Director of External Financial Reporting from August 2011 to March 2016. Mr. Pruitt began his career with PricewaterhouseCoopers, LLP in 2002, holding various roles in the Assurance practice with the most recent role of Audit Senior Manager concluding in 2011. Mr. Pruitt maintains a CPA certification in the state of North Carolina and holds a Master of Science in Accountancy and B.S. in Business Administration from The University of North Carolina at Wilmington.

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PROPOSAL 2:

ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION

Our Board unanimously recommends that you vote “FOR” the approval of the Advisory Resolution to Approve KKI’s Executive Compensation

As required by Section 14A of the Exchange Act, the Company is asking stockholders to approve an advisory resolution on the Company’s executive compensation as reported in this Proxy Statement. As described in the Compensation Discussion and Analysis section of this Proxy Statement, our executive compensation programs are designed to attract and retain talent through the alignment of pay and financial interests of our executives with stockholder value creation. We will continue to design and implement our compensation programs and policies in line with this philosophy to promote superior performance results and generate greater value for our stockholders.

Beginning in 2011, a “say on pay” advisory vote to approve executive compensation has been required for all U.S. public companies under Section 14A of the Exchange Act. Therefore, in accordance with the Exchange Act, and as a matter of good corporate governance, the Company is asking stockholders to approve the following non-binding advisory resolution at the 2023 Annual Meeting:

“RESOLVED, that the stockholders of Krispy Kreme, Inc. (the “Company”) approve, on an advisory basis, the compensation of the Company’s named executive officers disclosed in the Compensation Discussion and Analysis, compensation tables and the narrative discussion in the Proxy Statement for the Company’s 2023 Annual Meeting of Stockholders.”

Because your vote on this proposal is advisory, it will not be binding on the Board. However, the Company and the Board will consider the outcome of the vote when making future compensation decisions.

Results of the 2022 “Say on Pay” Advisory Vote

At the 2022 Annual Stockholders Meeting, held on May 17, 2022, the stockholders of the Company voted 98.8% in favor of the “say on pay” advisory resolution regarding the Company’s executive compensation. The full voting results for the 2022 Annual Stockholders Meeting were included in the Current Report on Form 8-K dated May 17, 2022 and filed with the U.S. Securities and Exchange Commission.

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COMPENSATION DISCUSSION AND ANALYSIS

Overview of Compensation Philosophy and Objectives

The overarching objective of our compensation program for our Named Executive Officers (“NEOs”) is to encourage, reinforce, and reward delivery of stockholder value.

Our NEOs for fiscal year 2022 are:

Principles and Governance

Our executive compensation principles and governance practices are designed to promote and protect our stockholders’ interests. The table below outlines the principles used by the Compensation and Nomination Committee in the design and review of our executive compensation program as well as the practices that govern the program.

Elements of Compensation

NEO compensation consists of base salary, an annual cash incentive award under our annual bonus program, equity awards under our Long-Term Incentive Plan (“LTIP”), and our unique Executive Ownership Program. We also provide certain limited benefits and perquisites in line with general practice. Variable pay under our bonus program, LTIP and Executive Ownership Program has been, and will continue to be, the most significant element of our NEO compensation program.

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COMPENSATION DISCUSSION AND ANALYSIS

Elements of Compensation

The 2022 executive compensation program applicable to our NEOs consisted of the following principal elements:

For the CEO, the Remuneration Committee annually reviews and approves individual and corporate goals and objectives relevant to the CEO’s compensation. The Remuneration Committee also evaluates the CEO’s performance in light of those goals and objectives and sets the CEO’s remuneration level based on this evaluation. In determining the CEO’s compensation, the Remuneration Committee considers the Company’s financial performance, including total stockholder return, the value of similar packages for CEOs at comparable companies, and historical remuneration levels.

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COMPENSATION DISCUSSION AND ANALYSIS

Elements of Compensation

Competitive Compensation

For 2022, the Remuneration Committee engaged Frederic W. Cook & Co., Inc. (“FW Cook”), an independent compensation consultant, to advise on the compensation practices and competitive landscape for the compensation of our NEOs. The Remuneration Committee targets between the 50th percentile and 75th percentile of market compensation levels when assessing executive compensation, but pay decisions are based on a more comprehensive set of considerations such as company performance, individual executive performance, experience, and internal equity.

Peer Group

We use a peer group of companies to analyze external market compensation levels and practices. With input from our independent consultant and management, the Remuneration Committee reviews our peer group annually so that its composition remains appropriate. Each year, we compare our compensation programs and pay levels to those of the peer group and general industry market data to assess whether our programs and target compensation levels are consistent with, and competitive with the external market.

In constructing our peer group, we review information for and consider publicly traded global companies with similar business orientation and industry classifications, and similar products and service offerings. The Remuneration Committee also considers other factors, including (i) market capitalization and enterprise value, (ii) total number of employees, (iii) financial measures including gross margin, EBITDA, and EBITDA margin, (iv) executive positions similar in breadth, complexity, and scope of responsibility, and (v) competitors for customers. Additionally, our peer group includes companies that are significantly larger; these are companies from which we recruit executive talent.

Based on these considerations, our Remuneration Committee reviewed and approved our peer group for fiscal year 2022, which was comprised of the following companies:

The table below summarizes and compares our fiscal year 2021 revenue, EBITDA, total employees, and market capitalization on December 31, 2021, to that of our peer group. Financials and number of employees for the peer group are based latest four quarter performance as of August 1, 2021; market capitalization for the peer group is as of August 1, 2021.

Base Salary

We pay base salaries to provide executives with a secure, fixed base of cash compensation in recognition of individual responsibilities and job performance.

Base salary levels are typically set and reviewed periodically by the Remuneration Committee. Any base salary increases are approved by the Remuneration Committee after a comparative analysis of base salaries for similar positions among the market data set provided by the Remuneration Committee’s independent compensation consultant. When determining base salaries, the Remuneration Committee considers external market conditions in addition to total direct compensation targets and personal performance. The Remuneration Committee approved

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COMPENSATION DISCUSSION AND ANALYSIS

Elements of Compensation

base salary increases for certain NEOs in fiscal year 2022. Mr. Charlesworth received an increase of $80,000 (effective March 8, 2022) to align with his promotion to Global President & Chief Operating Officer. Mr. Skena received an increase of $100,000 ($50,000 of which was effective March 8, 2022, and $50,000 of which was effective July 1, 2022) to align with his promotion to Chief Brand Officer. Mr. Skehan received an increase of $75,000 (effective March 28, 2022) to align with the expansion of his responsibilities. In deciding on these increases, the Remuneration Committee considered the highly competitive nature of the market for executive talent, additional responsibilities taken on by Messrs. Charlesworth and Skena, and market compensation data. All other NEOs’ base salaries remained unchanged in fiscal year 2022. Each NEO’s base salary for fiscal year 2022 was as follows:

Annual Bonus Plan

The annual bonus plan is a key component of the compensation program for our NEOs and is designed to stimulate achievement of business results by linking performance-based annual cash incentives, up to a pre-established maximum amount (i.e., 200% of target), to the achievement of strategic performance targets. We believe the annual bonus plan encourages, reinforces, and rewards delivery of stockholder value by linking annual cash awards to the achievement of financial performance measures.

Plan Design

The 2022 annual bonus plan was based on three performance measures for all NEOs: (i) growth in Adjusted EBITDA (generally defined as earnings before interest expense, net (including interest payable to related parties), income tax expense/(benefit), and depreciation and amortization, with further adjustments for share-based compensation, other non-operating (income)/expense, strategic initiatives, acquisition and integration expenses, store closure expenses, restructuring and severance expenses and other non-recurring, infrequent or non-core income and cost items), (ii) growth in Total Net Revenue, and (iii) growth in Net Working Capital, which is the cash flow improvement in accounts receivable, inventory and accounts payable. The plan year for the annual bonus plan was our fiscal year 2022 which was January 3, 2022, through January 1, 2023. At the beginning of 2022, the Remuneration Committee assigned NEOs’ target opportunity (expressed as a percentage of each NEO’s base salary), and specific threshold, target, and maximum performance levels for each performance measure. All our NEOs’ target annual bonus opportunity did not change for 2022 as compared to 2021. For any award to be earned under the plan, achievement of at least the threshold level for Adjusted EBITDA must be met. The table below sets out the 2022 target annual bonus opportunity for our NEOs, payout opportunity range, and the threshold, target, and maximum performance levels for each performance measure. The table below does not include Mr. Skehan whose July 31, 2022, resignation made him ineligible to receive a bonus under the 2022 annual bonus plan.

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COMPENSATION DISCUSSION AND ANALYSIS

Elements of Compensation

Our bonus awards were calculated in March 2023 after the end of fiscal year 2022. Net Revenue resulted in performance between threshold and target and Net Working Capital performance resulted in a payout level of Maximum; however, because 2022 EBITDA performance was below threshold, the Remuneration Committee determined that overall performance resulted in a calculated payout of 0% for all NEOs. In making this determination, the Remuneration Committee recognized that the business was negatively impacted by a variety of factors, including significant increased near-term costs in commodities, wages for labor, and investments. The table below sets out each NEO’s annual bonus target and payout information for 2022, except for Mr. Skehan, whose July 31, 2022, resignation made him ineligible to receive a bonus under the 2022 annual bonus plan.

Long Term Incentive Plan Equity-Based Compensation

To align our NEOs’ interests with those of our stockholders, drive retention of key executive talent, and balance incentives to achieve short-term and long-term success, the compensation program for our NEOs includes the grant of long-term equity-based compensation under the LTIP, which makes up a significant portion of our NEO’s total compensation. For 2022 the LTIP was granted in the form of time-vesting restricted stock units (“RSUs”). In 2022, our executive officers, including our NEOs, received a grant of RSUs whereby 60% of RSUs granted vest on the third anniversary of the grant date, 20% vest on the fourth anniversary of the grant date, and 20% vest on the fifth anniversary of the grant date, subject to continued employment with the Company on each vesting date. This vesting schedule, which is longer than typical market practice, is aligned with our compensation philosophy of creating significant, long-term alignment with our stockholders.

Executive Ownership Program

To further align the interests of our NEOs with those of our stockholders, we strongly encourage stock ownership by our NEOs. Therefore, in addition to the LTIP, we have designed certain additional equity compensation programs to promote ownership and investment in the Company.

At the time of hire or promotion, executives are offered the opportunity to participate in our Executive Ownership Program (“EOP”), with participation required for all executives at or above the Vice President level. This is generally a one-time opportunity upon achieving eligibility to participate in the EOP, although participants who experience a promotion into a higher level of the EOP program are given an opportunity to increase their investment to the level commensurate with their new level. Executives are assigned both a minimum and maximum investment level and provided an opportunity to make an election to purchase shares of our common stock at the specified ownership level. Executives then receive a matching award of RSUs (“Matching RSUs”) on a one-for-one basis corresponding to the number of shares elected to be purchased. These Matching RSUs generally have a 4.5-year cliff vesting period tied to continued employment with the Company, and are subject to forfeiture, in whole or in part, on whether the executive maintains his or her investment level through the applicable vesting date.

Each executive typically has a 1.5-year period to purchase EOP shares to meet his or her commitment amount. At the end of the investment period, if the executive has purchased EOP shares equivalent to his or her commitment

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COMPENSATION DISCUSSION AND ANALYSIS

Elements of Compensation

amount and continues to hold the EOP shares for the remainder of the vesting period, the executive will retain (and is eligible to vest in) the full number of Matching RSUs awarded. From time to time, the Remuneration Committee may approve the opportunity for executives to increase their ownership levels through the EOP. These increases are subject to Board approval. No discount is offered. These additional investments by the executives do not include Matching RSUs.

In 2022 none of our NEOs received matching RSUs.

Other Benefits and Perquisites

Our NEOs participate in the same benefit plans generally available to our employees. These benefit plans include health insurance, ancillary coverages, life insurance, and disability coverage. NEOs receive the same coverage as the rest of our employees. In addition, our CEO is eligible to receive non-business-related chartered flights. We generally do not provide tax gross ups for our NEOs except in the case of standard commuting expenses generally available to employees. In fiscal year 2022, we did not provide commuting expenses to any of our NEOs except for Ms. Tang.

Retirement Plans

Our NEOs are eligible to participate in our qualified defined contribution 401(k) Plan, under which they have the opportunity to defer a portion of their eligible compensation, up to tax code limitations, and receive a company matching contribution of 100% of the first 3% of contributions and 50% of the next 2% of contributions.

Employment and Change in Control Arrangements

As a standard practice, the Company does not generally enter into employment agreements or individual change in control agreements with its NEOs. However, an exception was made for Mr. Tattersfield and Mr. Charlesworth, the first two executive hires after our company was acquired by JAB on July 27, 2016, and who entered into employment agreements with the Company on December 7, 2016, and February 8, 2017, respectively. We provide our NEOs severance benefits and additional rights to payments of annual bonus and equity-based compensation in the event of a change in control. We provide these provisions to help ensure that our NEOs would be available to assist in a successful transition following a change in control and provide a competitive level of severance protection if a NEO is involuntarily terminated without cause or resigns for good reason (if applicable) within two years following a change in control. We do not provide for any tax gross ups for taxes payable on change in control benefits. We describe the severance arrangements and other benefits provided to NEOs on a change in control (as well as the equity treatment upon certain separations in the event of a change in control) under “Equity Treatment Upon Termination Scenarios” below.

Michael Tattersfield

In December 2016, the Company entered into an employment agreement with Mr. Tattersfield, which sets forth the terms and conditions of his employment with the Company. The Company’s employment agreement with Mr. Tattersfield is an at-will employment agreement and addresses, among other things, Mr. Tattersfield’s salary, bonus, long-term incentive eligibility, and benefits. In the event (i) the Company terminates Mr. Tattersfield’s employment without Cause (as defined in his employment agreement) or (ii) if he terminates his employment for Good Reason (as defined in his employment agreement), in each case, he will receive a payment equal to one year of base salary plus one additional month for each completed year he has worked for the Company or an affiliate subject to a maximum period of 24 months. Prior to receiving any of the severance benefits, Mr. Tattersfield must execute and not revoke a release of claims in favor of us. The agreement also includes customary confidentiality, restrictive covenant, and non-solicitation provisions.

Joshua Charlesworth

In February 2017, the Company entered into an employment agreement with Mr. Charlesworth, which sets forth the terms and conditions of his employment with the Company. The Company’s employment agreement with Mr. Charlesworth is an at-will employment agreement, and addresses, among other things, Mr. Charlesworth’s salary, bonus, long-term incentive eligibility, signing bonus, relocation costs, and benefits. In the event (i) the Company

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COMPENSATION DISCUSSION AND ANALYSIS

Employment and Change in Control Arrangements

terminates Mr. Charlesworth’s employment without Cause (as defined in his employment agreement) or (ii) if he terminates his employment for Good Reason (as defined in his employment agreement), in each case, he will receive a payment equal to one year of base salary plus one additional month for each completed year he has worked for the Company subject to a maximum period of 24 months. Prior to receiving any of the severance benefits, Mr. Charlesworth must execute and not revoke a release of claims in favor of us. The agreement also includes customary confidentiality, restrictive covenant, and non-solicitation provisions.

Change in Control Arrangements

Under the Krispy Kreme, Inc. 2021 Omnibus Incentive Plan, unless otherwise determined by the administrator, in the event of a change in control of the Company, all outstanding RSUs, Matching RSUs, and NSOs awarded thereunder, including those held by our NEOs, have “double-trigger” protection, which means that no accelerated vesting of outstanding RSUs, Matching RSUs, or NSOs will occur unless either (1) both (i) a change in control occurs, and (ii) the executive’s employment is terminated by the Company without cause or by the executive for good reason within 24 months of such change in control, or (2) the outstanding RSUs, Marching RSUs or NSOs are not assumed or substituted in connection with the transaction.

Under the Krispy Kreme Holdings, Inc. Long-Term Incentive Plan, unless otherwise determined by the compensation committee, in the event of a change in control of the Company, all outstanding RSUs, Matching RSUs, and NSOs awarded thereunder, including those held by our NEOs, have “double-trigger” protection, which means that no accelerated vesting of outstanding RSUs, Matching RSUs, or NSOs will occur unless both (i) a change in control occurs, and (ii) the executive’s employment is terminated by the Company without cause or by the executive for good reason within 24 months of such change in control. In addition, if an award recipient’s (including an executive’s) employment is terminated other than for cause following the execution of an agreement, the consummation of which would constitute a change in control, but prior to (and within 180 days of) the consummation of such transaction, the participant’s outstanding RSUs, Matching RSUs and NSOs awarded under such plan will be treated as if the participant’s employment was terminated by the company without cause immediately following the change in control.

Report of the Remuneration and Nomination Committee

In fulfilling its responsibilities, the Remuneration and Nomination Committee (“Remuneration Committee”) reviewed and discussed with management the Compensation Discussion and Analysis set forth in this Proxy Statement.

In reliance on the review and discussions referred to above, the Remuneration Committee recommended to the Board that the Compensation Discussion and Analysis be included in this Proxy Statement and the Company’s Annual Report on Form 10-K for the year ended January 1, 2023 (through incorporation by reference to this Proxy Statement).

The Remuneration and Nomination Committee

Marissa Andrada, Chair

Paul Michaels

Gerhard Pleuhs

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COMPENSATION DISCUSSION AND ANALYSIS

Summary Compensation Table

Summary Compensation Table

The following table sets forth information regarding the compensation earned by our NEOs in fiscal years 2020, 2021 and 2022.

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COMPENSATION DISCUSSION AND ANALYSIS

Summary Compensation Table

Grants of Plan-Based Awards

The following table sets forth information regarding equity plan awards and non-equity incentive plan awards by us to our NEOs during fiscal year 2022.