The former CFO of restaurant chain Just Salad claims he was denied a $1.2 million payout not because he underperformed but because the company grew too much, too fast.
Stefan Boyd is suing his former employer over the payment that he says is being kept from him due to a technicality. In a complaint filed in New York Supreme Court, the former CFO says that after he left the company in 2023, he was under the impression that if the company raised capital at a deemed valuation of $250 million or more by the end of 2024, he would be compensated.
Around September 2024 the lawsuit says, Boyd learned that Just Salad had completed its planned capital raise, securing $200 million at a valuation close to $1 billion. In February of 2025, the company announced the funding round.
The filings allege that Just Salad founder and CEO Nick Kenner told Boyd directly when he asked about his compensation that he was “screwed” because the company’s valuation exceeded expectations and the Equity Appreciation Unit plan — on which Boyd’s separation payout was premised — had been terminated just two months prior. As a result, Kenner allegedly told Boyd he would receive nothing despite acknowledging that Boyd’s work helped enable the company’s nearly $1 billion valuation.
However, the agreement, which was part of a separation agreement when Boyd left the company in 2023, tied a payout to a distribution event, which, in the EAU’s plan, consists of the following:
(a) a Sale of the Company or
(b) an IPO; provided that the event also qualifies as a “Change in Ownership or Effective Control” under IRS Code Section 409A.
The term sale there is also defined as “a sale of at least 30% of the membership interests or assets of the company unless the Board chooses to declare a smaller transaction as qualifying.”
The technicality that Kenner references is that the amount of equity that Just Salad sold (20%) is less than what is defined as a sale (30%) in section A of the EAU. Due to this, Kenner and company argue Boyd isn’t owed anything, although the lawsuit also claims other employees who were in similar positions were paid and are still actively receiving payments “in the spirit” of the plan.
“Just Salad has adopted an absurd position,” the suit says. “Boyd should be deprived of the intended reward for his work totaling around $1.2 million — because the value he created was too great; he did his job too well; the foundation he built was too strong; the Company grew too much and raised too much money (all while parting with too little of its equity).”
A Just Salad representative said when Boyd left the company in 2023, he had “a clear separation agreement that he helped craft and negotiate,” and since the terms of the agreement were not met, it did not ‘stipulate’ a payment.” Just Salad added, “The accusations and purported statements made are categorically false, and we look forward to vigorously defending these allegations.”
Boyd is suing to recover his unpaid wages, along with more than $5 million in additional damages.
