Updated: Graphic Packaging appoints new president, CEO

Graphic Packaging has named Robbert Rietbroek as president, CEO and a director of the company effective Jan. 1, succeeding Michael P. Doss, who has been president and CEO since 2016.

According to Atlanta-based Graphic Packaging, Doss has mutually agreed with the company’s board of directors to step down from his roles at the company and on the board of directors Dec. 31.

Photo courtesy of Graphic Packaging

“We are pleased to appoint Robbert as Graphic Packaging's next CEO,” Graphic Packaging Chairman Philip R. Martens says. “His unique combination of extensive CPG expertise and solid track record of delivering value-creating results positions him well to drive organic growth and world-class execution and deliver strong and steady free cash flow. The board is confident that Robbert is the right leader to advance the company's progress toward achieving our Vision 2030 goals.”

Rietbroek brings more than 25 years of global leadership experience across some of the world’s largest consumer products companies.

Most recently, he served as the inaugural CEO and director of Primo Brands Corp., a Tampa, Florida-based bottled water company. Prior to working at Primo Brands, he was CEO of Primo Water Corp., a publicly traded provider of sustainable drinking water solutions, where Graphic Packaging says he drove growth, operational excellence and deepened customer and retail partner engagement. He also led Primo Water’s merger with Stamford, Connecticut-based BlueTriton Brands Inc.

Rietbroek also has held senior leadership roles at PepsiCo, Kimberly-Clark and Procter & Gamble in North America, Europe, South America and Australia.

“I have long admired Graphic Packaging for its sustainable packaging solutions and am honored to join at such a pivotal moment in its journey,” Rietbroek says. “Graphic Packaging has the right assets, team and capabilities to execute on its Vision 2030 priorities and I am eager to lead the company into our next phase. I look forward to working with the board and leadership team to lead this world-class team, create new and innovative solutions for customers that improve the environmental footprint and drive long-term value for our stakeholders.”

For Doss, the company says he has transformed Graphic Packaging into a packaging industry leader and expanded its scope and scale in the U.S. and Europe while completing the largest investment in company history—its recently opened recycled containerboard mill  in Waco, Texas. He has been with Graphic Packaging for 35 years, serving as CEO for a decade.

“Leading the talented Graphic Packaging team over the past decade has been a privilege and the highlight of my career,” he says. “I am thankful to all our employees for their dedication to our customers and their commitment to delivering world-class results. Together, we expanded our company's capabilities, built what we believe is the world's best sustainable consumer packaging innovation platform and created durable competitive advantage in recycled paperboard efficiency and quality. With the completion of our Vision 2025 transformation, we have everything we need to deliver on our Vision 2030 goals.

“I believe that this is the right time for this transition. Along with the board, I am confident that Robbert is the right person to step into the CEO role to build on the exceptionally strong foundation we have put in place and to take Graphic Packaging to the next level. I look forward to working with Robbert to ensure a smooth transition.”

Pushback from shareholders

Meanwhile, New York-based private equity firm Eminence Capital, which owns about 4.2 percent of Graphic Packaging Holding Co., sent an open letter to the Graphic Packaging board of directors Dec. 15 seeking immediate reinstatement of Doss as CEO.

The letter describes Rietbroek's stint as CEO of Primo Brands Corp. as an "unmitigated disaster for investors" that ended in his recent termination as well as what Eminence says are numerous class action complaints and a derivative action launched against him, Primo and other related defendants.

"[Graphic Packaging's] board has made a critical error in unjustifiably removing Mike Doss, a high-integrity, respected leader who transformed the company into an industry powerhouse," Eminence CEO and Chief Investment Officer Ricky Sandler says in a statement.

"Replacing him with an untested, unproven outsider who was recently dismissed from his only prior CEO role for operational failures and mismanagement reflects a broken board that oversaw a rushed and deeply flawed transition process. This process—or lack thereof—coupled with the recent departure of a highly respected [chief financial officer], represents a profound governance failure that threatens shareholder value.

Sandler continues to say Eminence planned to take necessary steps to protect the value of its investment and urges the board "to correct its mistakes" by immediately reinstating Doss.

Eminence also has submitted a demand to Graphic Packaging, pursuant to Section 220 of the Delaware General Corporation Law, to inspect books and records relating to its deliberations and handling of the CEO transition process. Eminence claims the Graphic Packaging board received pushback from other shareholders but declined a request for a meeting. 

In response to the Dec. 15 letter, the Graphic Packaging board released a securities filing Dec. 19 intended to update shareholders on the CEO transition.

The filing says that while Graphic Packaging has made substantial investments that have transformed the company into a global leader in sustainable packaging, recent performance has not met expectations as reflected by the nearly 50 percent decline in its share price over the past year.

"While external factors, such as macroeconomic headwinds and industrywide shifts have played a role, the board has a responsibility to understand those dynamics and oversee the process to ensure that decisive actions are taken to restore value and deliver on our Vision 2030 goals," the filing reads. "The decline in stock price, among others, was a clear signal that meaningful change was required.

"It has subsequently become evident that effectively addressing those concerns and fully leveraging the new asset base to enable sustained organic growth required new leadership."

Eminence published a response Dec. 22 to what it calls "factually inaccurate and misleading statements" in the securities filing.

"We are writing to directly address the board's letter so shareholders know the facts and understand the kind of board they are dealing with—disingenuous, uninformed and wholly inadequate," Eminence says.

According to Eminence, the fundamental problem with the current Graphic Packaging board is a lack of understanding of the company and the packaging industry, and it claims the board is using Doss as a scapegoat.

"Any reasonable industry observer knows that the stock's year-to-date performance is a result of industry oversupply and not a result of mis-execution," Eminence's response says. "The macroeconomic headwinds and industrywide shifts haven't just 'played a role'—they tell the story. It should come as no surprise to shareholders that the board fails to understand this: following Dean Scarborough's abrupt departure in August, there are no [Graphic Packaging] directors (other than Doss) with any packaging experience. For the board to cast blame for the stock price performance on Doss is preposterous and only serves to damage their credibility as stewards of your capital."

Eminence calls into question the board's use of stock price as justification for a leadership change, noting that reasoning has previously not been mentioned and claiming it is being used now as this leadership transition is "under attack."

"Under Doss's watch, GPK has built the most cost-effective manufacturing footprint in the industry in Kalamazoo and Waco," Eminence says.

"In 2026, the company is forecasting over $2.25 in free cash flow per share at the trough of the cycle, while the competition is feeling severe pain: Clearwater Paper is burning cash, Smurfit Westrock is not earning its cost of capital in the acquired Westrock consumer business, according to [Graphic Packaging] Investor Relations, and Sappi has suspended its dividend and been issued a leverage warning. Yes, the industry has its challenges at the moment, but as the industry's low-cost producer, [Graphic Packaging] can stay the course and focus on superior execution while this oversupply situation is sorted out.

"In short, the board's after-the-fact justification is a transparent attempt to add a veneer of credibility to what appears to be a rushed and manipulated process with a predetermined outcome. That is why we made a Section 220 demand for books and records regarding the process that culminated in the board's replacement of Doss with Rietbroek to understand whether—as we strongly suspect—the board's process lacked the level of substance and rigor such a momentous decision demands and whether the board was motivated in making its rushed decision by concerns other than the best interests of the company and its shareholders."

This article was updated Dec. 23 to include statements from Eminence Capital.