CompBrief BY VELARION

Companies Byrna Technologies Inc.

Byrna Technologies (BYRN): executive pay, fiscal 2025

Free brief. Every figure links to the company’s own filing.

Email me Byrna Technologies Inc.’s executive pay brief as a PDF

It arrives in about 2 minutes, with every figure cited to its filing.

After the PDF, up to three short notes on the deeper reports for this company. Reply “unsubscribe” to any of them, any time.

CEO total pay$1,173,150Former CEO Bryan Ganz · source
Say-on-pay support84.94%Latest vote · source

CEO pay, last three years

  • $1,278,329FY2023
  • $1,173,150FY2025

CEO total pay was $1,173,150 in fiscal 2025, down from $1,278,329 in fiscal 2023.

FY2025: salary $495,000 · bonus $678,150 · stock awards $0 · option awards $0

Order BYRN

Add the email the receipt and the PDF go to, then press the report you want. Each button opens its own card payment on Stripe.

Receipt, invoice, and report delivery. Guest checkout, no account required, secure payment by Stripe.

Full detail

Every table from the filing. Open any section.

Summary compensation table
Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Bryan Ganz$495,000$678,150$0$0$0$0$0$1,173,150
Former Chief Executive Officer (5)
Luan Pham329,167339,075380,00400001,048,246
Former President (7)
Laurilee Kearnes334,167275,370330,0180000939,555
Chief Financial Officer (6)

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Named executive officerFY2025 totalFY2024 totalFY2023 totalΔ FY2024→2025
Bryan Ganz$1,173,150—$1,278,329—
Luan Pham1,048,246933,112763,709↑ +115,134
Laurilee Kearnes939,555591,333—↑ +348,222

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

Incentive-plan design — the Compensation Discussion & Analysis

Our executive compensation program is designed to align executive compensation with the interests of our shareholders by rewarding achievements that serve our financial and operational goals and build success. The program emphasizes at-risk, variable pay components to relate pay to performance, rewards the achievement of preselected key metrics and strategic milestones, and balances short-term incentives with longer-term compensation components to encourage long-term shareholder value growth.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultantFrederic W. Cook & Co., Inc. (FW Cook)
Clawback policytrue
Anti-hedgingtrue
Anti-pledgingfalse
Equity grants and outstanding awards

Grants of plan-based awards — fiscal year 2025

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Bryan GanzPRSU——900,000———
Bryan GanzPRSU2023-12-05—600,000———
Laurilee KearnesRSU2024-06-19——25,000——

Vehicle mix — grant-date fair value by award type

Grant-level vehicle detail not disclosed.

% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Laurilee KearnesPSU6,939—$126,637
Luan PhamPSU7,990—145,818
Luan PhamOption16,6678.96—
Laurilee KearnesRSU26,939—491,637
Luan PhamRSU27,990—510,818
Bryan GanzOption33,3348.96—
Luan PhamOption33,6006.89—
Bryan GanzRSU545,000—9,946,250
Director compensation
DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Herbert HughesIndependent · Nominating/Governance · Compensation · Audit (Chair) · Succession Planning (Chair) · Ad Hoc$112,960$142,986———$255,945
Chris Lavern ReedIndependent · Nominating/Governance · Product Safety · Audit · Compensation73,465109,998———183,463
Leonard ElmoreIndependent · Nominating/Governance · Audit · Succession Planning · Product Safety · Compensation73,005109,998———183,003
Emily RooneyIndependent · Product Safety · Compensation · Nominating/Governance · Not standing for re-election · Departed during FY70,419109,998———180,417
TJ KennedyIndependent · Board Chair · Enterprise Risk Management · Compensation · Nominating/Governance12,93992,266———105,205
Adam RothIndependent · Enterprise Risk Management · Compensation · Nominating/Governance12,93992,266———105,205
Conn DavisEmployee director · Enterprise Risk Management—————0
Matthew McBrady, Ph.DIndependent · Newly elected——————
Rose Lopez KeravuoriIndependent · Enterprise Risk Management · Newly elected——————

Board fee structure and ownership guideline

Annual cash retainer$55,000
Annual equity retainer$110,000
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)7,500 / 5,000 / 3,750
Stock ownership guideline—

Total cost of the board

ComponentFY2025
Cash retainers and fees$355,727
Equity awards (grant-date value)$657,512
All other compensation$0
Total cost of the board$1,013,239

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

Peer group, and who names Byrna Technologies as a peer

Companies that benchmark against BYRN

2 companies name BYRN as a compensation peer

The list of companies that name BYRN as a peer is temporarily unavailable — recheck shortly.

Disclosed peer group — fiscal year 2025

The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.

Short-Term Incentive

Chief executive pay against the peer group

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company’s own proxy statement.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1Byrna Technologies Inc.2025Bryan Ganz$495,000$0$0$0$1,173,150

Each peer’s compensation is from its most recently filed proxy; fiscal years differ by company. Each peer’s figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

Say-on-pay history and pay ratio
Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20262026-09-258,783,2481,556,8691,468,54384.94%Passed
20252025-07-2912,807,9343,040,583131,35280.81%Passed
20242024-11-2011,525,926741,95216,10393.95%Passed
20232023-05-1912,654,4032,796,86423,31781.9%Passed
20222022-06-1713,995,8221,174,16140,18592.26%Passed

Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year’s compensation.

Say-on-pay — history, company’s computation

Meeting yearMeeting dateApproval — company’s computation
20262026-09-2584.94%a
20252025-07-2980.81%b
20242024-11-2093.95%c

a. Voting standard not stated in the filing.

b. Voting standard not stated in the filing.

c. Voting standard not stated in the filing.

Approval percentages are the company’s own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.

Insider trades since the proxy

No insider equity transactions reported since the proxy statement.

Sources (21 citations)

Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.

  • Section 01, Bryan Ganz. DEF 14A, filed 2026-09-02. Section “Executive Compensation”. As printed: 1,173,150. View filing ↗
  • Section 01, Luan Pham. DEF 14A, filed 2026-09-02. Section “Executive Compensation”. As printed: 1,048,246. View filing ↗
  • Section 01, Laurilee Kearnes. DEF 14A, filed 2026-09-02. Section “Executive Compensation”. As printed: 939,555. View filing ↗
  • Section 03, Bryan Ganz PRSU. DEF 14A, filed 2026-09-02. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Bryan Ganz PRSU. DEF 14A, filed 2026-09-02. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Laurilee Kearnes RSU. DEF 14A, filed 2026-09-02. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 08, Herbert Hughes. DEF 14A, filed 2026-09-02. Section “Director Compensation”. As printed: 255,945. View filing ↗
  • Section 08, Chris Lavern Reed. DEF 14A, filed 2026-09-02. Section “Director Compensation”. As printed: 183,463. View filing ↗
  • Section 08, Leonard Elmore. DEF 14A, filed 2026-09-02. Section “Director Compensation”. As printed: 183,003. View filing ↗
  • Section 08, Emily Rooney. DEF 14A, filed 2026-09-02. Section “Director Compensation”. As printed: 180,417. View filing ↗
  • Section 08, TJ Kennedy. DEF 14A, filed 2026-09-02. Section “Director Compensation”. As printed: 105,205. View filing ↗
  • Section 08, Adam Roth. DEF 14A, filed 2026-09-02. Section “Director Compensation”. As printed: 105,205. View filing ↗
  • Section 08, Conn Davis. DEF 14A, filed 2026-09-02. Section “Director Compensation”. As printed: 0. View filing ↗
  • Section 08, Matthew McBrady, Ph.D. DEF 14A, filed 2026-09-02. Section “Director Compensation”. As printed: —. View filing ↗
  • Section 08, Rose Lopez Keravuori. DEF 14A, filed 2026-09-02. Section “Director Compensation”. As printed: —. View filing ↗
  • Section 06, 2026 vote. Form 8-K, filed 2026-09-29. Item 5.07 · say-on-pay result. As reported: 84.94% (votes for as printed: 8,783,248). View filing ↗
  • Section 06, 2025 vote. Form 8-K, filed 2025-07-30. Item 5.07 · say-on-pay result. As reported: 80.81% (votes for as printed: 12,807,934). View filing ↗
  • Section 06, 2024 vote. Form 8-K, filed 2024-11-21. Item 5.07 · say-on-pay result. As reported: 93.95% (votes for as printed: 11,525,926). View filing ↗
  • Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
  • Section 09b board cost (computed). Computed. Cash 355,727 + equity 657,512 + all other 0 = 1,013,239, summed across the director compensation table rows.
  • Byrna Technologies Inc. (subject), Section 10b CEO total. DEF 14A, filed 2026-09-02. CEO total compensation as printed in Byrna Technologies Inc.'s own proxy. As printed: 1,173,150. View filing ↗
Get the full report — $1,500