DEF 14A of First Watch Restaurant Group, Inc., Apr 8, 2025

DEF 14A of First Watch Restaurant Group, Inc.

Filed Apr 8, 2025 · FY20240001789940-25-000031

Open on EDGAR

  1. Class I Nominees for Election for a Three-year Term Expiring at the 2028 Annual Meeting

    Class I Nominees for Election for a Three-year Term Expiring at the 2028 Annual Meeting

  2. Michael Fleisher

    Michael Fleisher Mr. Fleisher has served as a Director since November 2024. He served as Chief Financial Officer of Wayfair, Inc. from October 2013 to November 2022. Prior to joining Wayfair, Mr. Fleisher was Vice Chairman, Strategy and Operations of Warner Music Group from 2008 to 2011 and Executive Vice President and Chief Financial Officer from 2005 to 2008. He was previously the Chief Executive Officer of Gartner, Inc. from 1999 to 2004. He currently sits on the board of directors of Squarespace, Inc. Mr. Fleisher’s qualifications to serve on our Board include his extensive management expertise and leadership experience.

  3. William Kussell

    William Kussell Mr. Kussell has served as a director since December 2019. He has served as an operating partner of Advent since February 2010. From January 2008 to January 2010, Mr. Kussell served as President and Chief Brand Officer of Dunkin’ Brands, Inc. Mr. Kussell served as the non-executive chairman of the board of directors of Bojangles’, Inc. from June 2016 to January 2019, as a director of Bojangles’, Inc. from August 2011 to January 2019, and as a director of Extended Stay America, Inc. from June 2010 to June 2016. Mr. Kussell’s qualifications to serve on our Board include his extensive management expertise and leadership experience on boards of directors across multiple industries.

  4. Stephanie Lilak

    Stephanie Lilak Ms. Lilak has served as a director since June 2022. She has served as Executive Vice President and Chief People Officer of Mondelēz International, Inc. since January 2024. Previously, Ms. Lilak was the Chief People Officer of Bumble Inc. from November 2021 to December 2023 and Senior Vice President, Chief Human Resources Officer at Dunkin’ Brands Group, Inc. from July 2019 to November 2021. Prior to Dunkin’ Brands, Ms. Lilak spent 23 years with General Mills Inc. in roles of increasing responsibility. She served as Vice President, Human Resources for the North America Retail Segment from January 2016 to July 2019. Ms. Lilak’s qualifications to serve on our Board include her extensive human resources management experience and leadership expertise.

  5. Jostein Solheim

    Jostein Solheim Mr. Solheim has served as a director since December 2023. He has served as the CEO, Health & Wellbeing at Unilever PLC since June 2021. Previously, Mr. Solheim was President of Unilever’s Food & Refreshments Division, North America from July 2018 to June 2021 and Executive Vice President and CEO of Unilever’s Ben & Jerry’s subsidiary from April 2010 to July 2018. Mr. Solheim has spent 32 years with Unilever in roles of increasing responsibility in marketing, brand development and strategy. Mr. Solheim’s qualifications to serve on our Board include his extensive leadership, marketing, brand development and management expertise.

  6. Class II Directors Continuing in Office Until the 2026 Annual Meeting

    Class II Directors Continuing in Office Until the 2026 Annual Meeting

  7. Charles Jemley

    Charles Jemley Mr. Jemley has served as a director since August 2024. He served as the Chief Financial Officer at Dutch Bros Coffee from August 2021 to May 2024 when he transitioned to his current role of Strategic Advisor. He also served as the Chief Financial Officer of Dutch Bros OpCo from January 2020 to May 2024. Previously, Mr. Jemley served as the Chief Financial Officer of CKE Restaurant Holdings, Inc. from July 2018 to December 2019. Prior thereto, he held numerous leadership positions at Starbucks Corporation from February 2006 to January 2018 and at Yum! Brands from April 1990 to January 2006. He currently sits on the board of directors of Four Corners Property Trust, Inc. Mr. Jemley’s qualifications to serve on our Board include his extensive management expertise and leadership experience.

  8. Irene Chang Britt

    Irene Chang Britt Ms. Britt has served as a director since July 2023. Ms. Britt served as President and Divisional CEO of Pepperidge Farm, Inc. and Senior Vice President, Global Baking and Snacking for the Campbell Soup Company from 2012 until her retirement in 2015. Irene joined Campbell Soup Company in 2005 and held a variety of leadership positions during her tenure with the company. Prior to joining Campbell Soup Company, Ms. Britt held a number of leadership positions within Kraft Foods Group, Inc. and Nabisco, Inc. Before that, she spent more than a decade at Kimberly-Clark Corporation, where she held key assignments in marketing, sales and R&D leadership. She currently serves on the boards of IDEXX Laboratories, Inc. and Victoria’s Secret and Co. Previously, she also served on the boards of Brighthouse Financial, Inc., Dunkin’ Brands Group, Inc., Tailored Brands, Inc., TerraVia Holdings, Inc. and Sunoco, Inc. Ms. Britt’s qualifications to serve on our Board include her extensive management expertise and leadership experience on several boards of directors across multiple industries.

  9. David Paresky

    David Paresky Mr. Paresky has served as a director since April 2023. He has served as a Principal of Advent since January 2023. Previously, Mr. Paresky served as a Vice President of Advent from August 2019 to December 2022, as a Vice President of Thomas H. Lee Partners, L.P. from August 2018 to July 2019, and as a senior associate of Thomas H. Lee Partners, L.P. from August 2017 to July 2018. Mr. Paresky previously served on the board of System One, Inc. from April 2019 to July 2019. Mr. Paresky’s qualifications to serve on our Board include his extensive investment and management expertise.

  10. Class III Directors Continuing in Office Until the 2027 Annual Meeting

    Class III Directors Continuing in Office Until the 2027 Annual Meeting

  11. Ralph Alvarez

    Ralph Alvarez Mr. Alvarez has served as a director and as chair of the Board since December 2019. Mr. Alvarez has served as an operating partner of Advent since July 2017. Previously, Mr. Alvarez served as the executive chairman of Skylark Co., Ltd., a leading restaurant operator in Japan, from January 2013 to March 2018. Mr. Alvarez served as President and Chief Operating Officer of McDonald’s Corporation, a leading global foodservice retailer, from August 2006 until his retirement in December 2009. Mr. Alvarez joined McDonald’s in 1994 and held a variety of leadership positions during his tenure with the company. Prior to joining McDonald’s, he held leadership positions at Wendy’s International, Inc. and Burger King Corporation. Mr. Alvarez currently serves as a director of Lowe’s Companies, Inc., Traeger, Inc. and Eli Lilly & Company and previously served as a director of Dunkin’ Brands Group from May 2012 to December 2020 and as a director of Realogy Holdings Corp. from August 2013 to May 2018. Mr. Alvarez’s qualifications to serve on our Board include his extensive management expertise and leadership experience on several boards of directors across multiple industries.

  12. Tricia Glynn

    Tricia Glynn Ms. Glynn has served as a director since August 2017. Ms. Glynn has served as a Managing Partner of Advent International, L.P. (“Advent”) since January 2023 and previously served as a Managing Director of Advent from October 2016 to December 2022. Previously, she served as a Principal of Bain Capital Private Equity from August 2004 to July 2016. Ms. Glynn has served as director of Olaplex, Inc. since January 2020, Orveon, Inc. since December 2021 and Sauer Brands Inc. since February 2025. Ms. Glynn also is a member of the board of directors of Harvard Management Company. Ms. Glynn previously served as a director of SavageXFenty, Inc. from May 2021 to December 2022, lululemon athletica inc. from August 2017 to June 2021 and Burlington Stores, Inc. from August 2012 to June 2018. Ms. Glynn’s qualifications to serve on our Board include her extensive management, investment, and leadership expertise in public companies.

  13. INFORMATION REGARDING THE BOARD OF DIRECTORS AND CORPORATE GOVERNANCE

    INFORMATION REGARDING THE BOARD OF DIRECTORS AND CORPORATE GOVERNANCE

  14. Indemnification of Directors and Officers

    Indemnification of Directors and Officers Our amended and restated certificate of incorporation provides that we will indemnify our directors and officers to the fullest extent permitted by the Delaware General Corporation Law (the “DGCL”). We have entered into indemnification agreements with each of our executive officers and directors. The indemnification agreements provide the executive officers and directors with contractual rights to indemnification, expense advancement and reimbursement, to the fullest extent permitted under the DGCL, subject to certain exceptions contained in those agreements.

  15. Summary Compensation Table

    Summary Compensation Table The following table presents information regarding the total compensation awarded to, earned by, and paid to the named executive officers of First Watch for services rendered to First Watch in all capacities for the fiscal year indicated.

  16. Summary Compensation Table

    | Name and Principal Position | Year | Salary ($) (1) | Bonus ($) (2) | Stock awards ($)(3) | Option awards ($) (3) | Non-equity incentive plan compensation ($) (4) | All other compensation ($) (5) | Total ($) | | Christopher A. Tomasso, | 2024 | 905,625 | — | 3,000,000 | — | 988,711 | 28,502 | 4,922,838 | | President and Chief Executive Officer | 2023 | 892,416 | — | 2,500,000 | — | 1,509,105 | 26,797 | 4,928,318 | | | 2022 | 625,000 | 54,688 | — | 2,000,000 | 515,625 | 23,984 | 3,219,297 | | Henry Melville Hope, III, | 2024 | 446,270 | — | 800,000 | — | 341,049 | 28,348 | 1,615,667 | | Chief Financial Officer and Treasurer | 2023 | 439,761 | — | 800,000 | — | 520,556 | 23,660 | 1,783,977 | | | 2022 | 404,863 | 24,798 | — | 850,000 | 233,808 | 21,776 | 1,535,245 | | Jay Wolszczak, | 2024 | 460,575 | — | 600,000 | — | 351,981 | 29,470 | 1,442,026 | | Chief Legal Officer, General Counsel & Secretary | 2023 | 453,857 | — | 350,000 | — | 537,241 | 24,458 | 1,365,556 |

  17. Summary Compensation Table

    ____________________________ (1) Salary represents the amounts earned in fiscal 2024, 2023 and 2022, as applicable, pursuant to the terms of each NEO’s respective employment agreement. See “Employment Agreements” below. (2) Amounts reflect portion of cash incentive bonus earned in fiscal 2022 attributable to Compensation Committee’s use of discretion to increase payout on the company-based performance incentive pool from 75% to 87.5%. (3) Amounts reflect the aggregate grant date fair value of restricted stock units granted to our NEOs in fiscal 2024 and 2023 and stock options granted to our NEOs in fiscal 2022, as computed in accordance with FASB ASC Topic 718. For additional information related to assumptions used in the determination of the fair value of stock-based compensation awards, refer to Note 17 to the financial statements included in our Annual Report on Form 10-K for the year ended December 29, 2024. (4) Amounts reflect the cash incentive bonuses earned. See “Annual Cash Incentive Bonus” below. (5) Payments to our NEOs included in the “All Other Compensation” column for fiscal 2024 include the following:

  18. Summary Compensation Table

    | Name | Year | Life insurance premiums ($) | 401(k) employer match ($) | Long term disability benefit ($) | Health insurance premiums ($) | Executive physical services ($) | Post-closing payment ($) (1) | Total ($) | | Christopher A. Tomasso | 2024 | 1,287 | 8,135 | 3,721 | 9,407 | 4,500 | 1,452 | 28,502 | | | 2023 | 1,287 | 4,950 | 3,721 | 9,795 | 4,500 | 2,544 | 26,797 | | | 2022 | 1,017 | 4,575 | 3,721 | 10,171 | 4,500 | — | 23,984 | | Henry Melville Hope, III | 2024 | 1,287 | 7,066 | 6,088 | 9,407 | 4,500 | — | 28,348 | | | 2023 | 1,287 | 1,990 | 6,088 | 9,795 | 4,500 | — | 23,660 | | | 2022 | 1,017 | — | 6,088 | 10,171 | 4,500 | — | 21,776 | | Jay Wolszczak | 2024 | 1,287 | 10,350 | 3,926 | 9,407 | 4,500 | — | 29,470 | | | 2023 | 1,287 | 4,950 | 3,926 | 9,795 | 4,500 | — | 24,458 |

  19. Summary Compensation Table

    (1) Amounts reflect the amounts payable to the NEOs in their capacity as optionholders as credit for certain net operating loss or FICA tip credit carryforwards pursuant to the terms of the merger agreement dated as of July 25, 2017 through which First Watch was acquired by funds affiliated with, or managed by, Advent.

  20. Potential Payments upon Termination or Change in Control

    Potential Payments upon Termination or Change in Control Equity award agreements Pursuant to the terms of the stock option award agreement entered into with each of our named executive officers in fiscal 2022 and restricted stock unit award agreements entered into with each of our named executive officers in fiscal 2023 and fiscal 2024, upon such person’s termination of service by the Company without “cause” or by such person for “good reason”, on or prior to the first anniversary of a change in control, a portion of the options or restricted stock units that remain unvested as of the date of such termination of service, representing the lower of (i) the number of such person’s options or restricted stock units that remain unvested as of the date of such termination or service and (ii) in the case of Mr. Tomasso and Mr. Hope, 50%, and in the case of Mr. Wolszczak, 37.5%, of such options or restricted stock units granted pursuant to the award agreement, which have not yet become vested as of the date of such termination of service will become fully exercisable and/or vested, as applicable, upon the date of such termination of service. Notwithstanding the terms of the stock option and restricted stock unit award agreements, upon a qualifying termination that occurs within two years following a change in control, such awards will vest in full accordance with the terms of the Executive Severance Plan, as described more below. For purposes of the award agreements, “cause” has the meaning as set forth in such person’s employment agreement or offer letter as described above and “good reason” means the occurrence of any of the following events without the consent of such person: (i) the Company materially reduces such person’s annual base salary or annual bonus opportunity percentage; (ii) a material diminution in such person’s responsibilities; or (iii) the Company relocates such person’s principal place of employment more than twenty (20) miles from the existing location as of the date of grant (unless such relocation results in a reduction in such person’s one-way commute). Notwithstanding the foregoing, the events described in clauses (i), (ii) or (iii) shall not constitute “good reason” unless (A) such person has given the Company written notice of such person’s resignation for “good reason,” setting forth the conduct of the Company that is alleged to constitute “good reason,” within thirty (30) days following the first occurrence of such event, and (B) such person has provided the Company at least thirty (30) days following the date on which such notice is provided to cure such conduct and the Company has failed to do so. Executive Severance Plan All of our executive officers participate in the Executive Severance Plan (the “Severance Plan”). The Severance Plan was adopted in March 2025. In the event of a participant’s employment termination without cause or for good reason (as such terms are defined in the Severance Plan), the Severance Plan provides for, among other items: (i) a lump sum severance payment equal to two times base salary for the Company’s chief executive officer, one and a half times base salary for the Company’s other executive officers, one times base salary for the Company’s home office senior vice presidents and three fourths base salary for the Company’s senior vice presidents of operations, (ii) a lump sum payment equal to the executive’s target annual bonus for the year that includes the date of termination, and (iii) a lump sum payment equal to the product of (x) the full annual premium that the executive would have to pay for continued healthcare coverage for the executive and executive’s dependents in the Company’s medical insurance plan under COBRA and (y) the multiples applicable to the severance payments described above in this paragraph. Under the Severance Plan’s change in control provisions, in the event of a change in control of the Company accompanied by a termination without cause or for good reason within the two years following such change in control, the Severance Plan provides for, among other items: (i) a lump sum severance payment equal to two and a half times base salary for the Company’s chief executive officer, two times base salary for the Company’s other executive officers, one and a half times base salary for the Company’s home office senior vice presidents and three fourths base salary for the Company’s senior vice presidents of operations, (ii) a lump sum payment equal to the product of (x) executive’s target annual bonus for the year that includes the date of termination and (y) the multiples applicable to the severance payments described above in this paragraph, (iii) a lump sum payment equal to the product of (x) the full annual premium that the executive would have to pay for continued healthcare coverage for the executive and executive’s dependents in the Company’s medical insurance plan under COBRA and (y) the multiples applicable to the severance payments described above in this paragraph, and (iv) the vesting in full of each outstanding unvested award under the First Watch Restaurant Group, Inc. 2021 Equity Incentive Plan (the “2021 Plan”) as of the date of termination. Each of our executive officers has executed a participation agreement that is an exhibit to the Severance Plan, pursuant to which such executive has agreed that other than as set forth in the Severance Plan, the Executive shall have no other rights or entitlement to severance payments or benefits from the Company or any of its subsidiaries, including any severance payments or benefits (i) set forth in any offer letter or employment agreement between the executive and the Company or (ii) offered to other Company employees pursuant to any other Company plan or policy. Pursuant to the participation agreement, each executive has also agreed that in the event the executive experiences a qualifying termination within two years following a change in control, the Severance Plan will govern the treatment of any equity awards that have been issued or may hereafter be issued to the executive under the 2021 Plan. Except as discussed above, no named executive officer has a contractual or other entitlement to severance or other payments upon termination or a change in control.

  21. OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END

    OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END The following table sets forth certain information regarding equity-based awards held by the named executive officers as of December 29, 2024.

  22. OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END

    | | | Option Awards | | | | | | Stock Awards | | | | | | Name | Equity award grant date | Number of securities under-lying unexer-cised options (#) exercis-able | Number of securities underlying unexercised options (#) unexercisable | Equity incentive plan awards: Number of securities under- lying unexer- cised unearned options (#) | Option exercise price ($) | | Option expiration date | Number of shares or units of stock that have not vested (#) (1) | | Market value of shares or units of stock that have not vested ($) (2) | Equity incentive plan awards: number of unearned shares, units or other rights that have not vested (#) | Equity incentive plan awards: market or payout value of unearned shares, units or other rights that have not vested ($) | | Christopher A. Tomasso | 8/31/2017 | 935,825 | — | — | 8.45 | | 8/31/2027 | — | — | — | — | — | | | 3/25/2022 | 192,398 | 96,202 | — | 12.58 | | 3/25/2032 | — | — | — | — | — | | | 3/9/2023 | — | — | — | — | | — | 107,388 | | $2,008,156 | — | — | | | 3/7/2024 | — | — | — | — | | — | 121,016 | | $2,262,999 | — | — | | Henry Melville Hope, III | 7/30/2018 | 177,570 | — | — | 8.45 | | 7/30/2028 | — | — | — | — | — | | | 7/31/2019 | 69,055 | — | — | 13.52 | | 7/31/2029 | — | — | — | — | — | | | 3/25/2022 | 81,769 | 40,886 | — | 12.58 | | 3/25/2032 | — | — | — | — | — | | | 3/9/2023 | — | — | — | — | | — | 34,364 | | $642,607 | — | — | | | 3/7/2024 | — | — | — | — | | — | 32,271 | | $603,468 | — | — | | Jay Wolszczak | 7/18/2018 | 162,570 | — | — | 8.45 | | 7/18/2028 | — | — | — | — | — | | | 4/24/2019 | 69,055 | — | | 12.68 | | 4/24/2029 | — | — | — | — | — | | | 3/25/2022 | 38,479 | 19,241 | — | 12.58 | | 3/25/2032 | — | — | — | — | — | | | 3/9/2023 | — | — | — | — | — | — | 15,034 | | $281,136 | — | — | | | 3/7/2024 | — | — | — | — | | — | 24,202 | | $452,577 | — | — |

  23. OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END

    ___________________________ (1) Represents time-based restricted stock unit awards held by the NEO as of December 29, 2024 (2) Represents the value of the number of shares of Common Stock underlying the time-based restricted stock unit awards valued based on the $18.70 closing market price of the Company’s Common Stock for December 27, 2024. A portion of the option awards that were granted prior to the Company’s initial public offering on October 5, 2021 (the “IPO”) are subject to time-based vesting in equal installments on each of the first five anniversaries of the applicable grant date, subject to the participant’s continued employment or service on the applicable vesting date and the remaining portion are subject to time-based vesting that vested one-third (1/3rd) on each of the first two anniversaries of the IPO and on the 273rd day following the second anniversary of the IPO. The option and restricted stock unit awards that were granted following the IPO are subject to time-based vesting in equal installments on each of the first three anniversaries of the applicable grant date, subject to the participant’s continued employment or service on the applicable vesting date.

  24. DIRECTOR COMPENSATION

    DIRECTOR COMPENSATION The Board has approved a compensation framework for our directors that are not employees of the Company and not employees of Advent (“Non-Employee Director Compensation”) for their service on the Board and its committees. Effective at the beginning of the Company’s current fiscal year ending December 28, 2025, the cash component of the Non-Employee Director Compensation framework was increased to reflect an $80,000 base retainer; $15,000 for service as a member of the Audit Committee and $30,000 for service as the Audit Committee Chair; $12,500 for service as a member of the Compensation Committee and $25,000 for service as the Compensation Committee Chair; $11,000 for service as a member of the Nominating and Corporate Governance Committee and $22,000 for service as the Nominating and Corporate Governance Committee Chair. For fiscal 2024, the equity component of the Non-Employee Director Compensation framework granted to non-employee directors that are not employees of Advent included restricted stock units with a base $100,000 grant date fair value together with an additional $50,000 grant date fair value for our Chair. On the day following the annual meeting of stockholders, each eligible director received a number of restricted stock units with a value equal to the amount indicated above, calculated by using the closing price of our Common Stock on the day following the annual meeting of stockholders. The restricted stock units will vest on the first anniversary of the grant date, subject to a director’s continued membership on the Board as of such date. The number of restricted stock units were calculated by dividing the grant date fair value by the closing price of our Common Stock on the grant date ($19.25 on May 23, 2024) and rounding down to the nearest whole number. Effective July 2024, the equity component of the Non-Employee Director Compensation framework awarded to our non-employee directors that are not employees of Advent was increased to reflect a base $140,000 grant date fair value together with an additional $60,000 grant date fair value for our Chair. The following table sets forth information concerning the compensation of our directors (other than our CEO and our directors that are employees of Advent who do not participate in the Company’s Non-Employee Director Compensation framework) for fiscal 2024. Compensation information for Mr. Tomasso is included in the “Summary Compensation Table” above. Other than as set forth in the table and described herein, during fiscal 2024, we did not pay any fees to, make any equity awards or non-equity awards to, or pay any other compensation to the non-employee members of our Board. We also reimburse each of our directors for all reasonable out-of-pocket expenses incurred in connection with attendance at board and committee meetings.

  25. DIRECTOR COMPENSATION

    | Name | Fees earned or paid in cash ($)(1) | Stock awards ($) (2) | All other compensation ($) | Total ($) | | Ralph Alvarez | 98,500 | 150,000 | — | 248,500 | | Julie M.B. Bradley (3) | 60,549 | 100,000 | — | 160,549 | | Irene Chang Britt | 85,000 | 100,000 | — | 185,000 | | Michael Fleisher (4) | 17,157 | 140,000 | — | 157,157 | | Charles Jemley (5) | 33,929 | 140,000 | — | 173,929 | | William Kussell | 85,833 | 100,000 | — | 185,833 | | Stephanie Lilak | 92,500 | 100,000 | — | 192,500 | | Jostein Solheim | 80,000 | 100,000 | — | 180,000 |

  26. DIRECTOR COMPENSATION

    ___________________________ (1) For fiscal 2024, the cash component of the Non-Employee Director Compensation framework included a $75,000 base retainer; $10,000 for service as a member of the Audit Committee and $20,000 for service as the Audit Committee Chair; $7,500 for service as a member of the Compensation Committee and $15,000 for service as the Compensation Committee Chair; $6,000 for service as a member of the Nominating and Corporate Governance Committee and $10,000 for service as the Nominating and Corporate Governance Committee Chair. (2) Reflects the grant date fair value of restricted stock units granted to our non-employee directors that are not employees of Advent in fiscal 2024, determined in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718, Stock Compensation (“FASB ASC Topic 718”). (3) Effective August 20, 2024, Ms. Bradley resigned from her position as a Director of the Company for personal reasons. (4) Mr. Fleisher joined our Board on November 1, 2024 and received a pro rata portion of the annual cash retainer paid to non-employee directors. (5) Mr. Jemley joined our Board on August 22, 2024 and received a pro rata portion of the annual cash retainer paid to non-employee directors. As of December 29, 2024, our non-employee directors held the following aggregate number of restricted stock units (unvested) as well as stock options received as compensation for their service on the Board prior to our IPO:

  27. DIRECTOR COMPENSATION

    | Name | Restricted stock units (#) | Nonqualified stock options (#) | | Ralph Alvarez | 7,792 | 197,300 | | Irene Chang Britt | 5,194 | — | | Michael Fleisher | 8,153 | — | | Charles Jemley | 8,134 | — | | William Kussell | 5,194 | 98,650 | | Stephanie Lilak | 5,194 | — | | Jostein Solheim | 5,194 | — |