Companies Byrna Technologies Inc.
Byrna Technologies (BYRN): executive pay, fiscal 2025
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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
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Full detail
Every table from the filing. Open any section.
Summary compensation table
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Bryan Ganz | $495,000 | $678,150 | $0 | $0 | $0 | $0 | $0 | $1,173,150 |
| Former Chief Executive Officer (5) | ||||||||
| Luan Pham | 329,167 | 339,075 | 380,004 | 0 | 0 | 0 | 0 | 1,048,246 |
| Former President (7) | ||||||||
| Laurilee Kearnes | 334,167 | 275,370 | 330,018 | 0 | 0 | 0 | 0 | 939,555 |
| 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 officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Bryan Ganz | $1,173,150 | — | $1,278,329 | — |
| Luan Pham | 1,048,246 | 933,112 | 763,709 | ↑ +115,134 |
| Laurilee Kearnes | 939,555 | 591,333 | — | ↑ +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 consultant | Frederic W. Cook & Co., Inc. (FW Cook) |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | false |
Equity grants and outstanding awards
Grants of plan-based awards — fiscal year 2025
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Bryan Ganz | PRSU | — | — | 900,000 | — | — | — |
| Bryan Ganz | PRSU | 2023-12-05 | — | 600,000 | — | — | — |
| Laurilee Kearnes | RSU | 2024-06-19 | — | — | 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
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Laurilee Kearnes | PSU | 6,939 | — | $126,637 |
| Luan Pham | PSU | 7,990 | — | 145,818 |
| Luan Pham | Option | 16,667 | 8.96 | — |
| Laurilee Kearnes | RSU | 26,939 | — | 491,637 |
| Luan Pham | RSU | 27,990 | — | 510,818 |
| Bryan Ganz | Option | 33,334 | 8.96 | — |
| Luan Pham | Option | 33,600 | 6.89 | — |
| Bryan Ganz | RSU | 545,000 | — | 9,946,250 |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| 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 · Compensation | 73,465 | 109,998 | — | — | — | 183,463 |
| Leonard ElmoreIndependent · Nominating/Governance · Audit · Succession Planning · Product Safety · Compensation | 73,005 | 109,998 | — | — | — | 183,003 |
| Emily RooneyIndependent · Product Safety · Compensation · Nominating/Governance · Not standing for re-election · Departed during FY | 70,419 | 109,998 | — | — | — | 180,417 |
| TJ KennedyIndependent · Board Chair · Enterprise Risk Management · Compensation · Nominating/Governance | 12,939 | 92,266 | — | — | — | 105,205 |
| Adam RothIndependent · Enterprise Risk Management · Compensation · Nominating/Governance | 12,939 | 92,266 | — | — | — | 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
| Component | FY2025 |
|---|---|
| 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.
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.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | Byrna Technologies Inc. | 2025 | Bryan 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 year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-09-25 | 8,783,248 | 1,556,869 | 1,468,543 | 84.94% | Passed |
| 2025 | 2025-07-29 | 12,807,934 | 3,040,583 | 131,352 | 80.81% | Passed |
| 2024 | 2024-11-20 | 11,525,926 | 741,952 | 16,103 | 93.95% | Passed |
| 2023 | 2023-05-19 | 12,654,403 | 2,796,864 | 23,317 | 81.9% | Passed |
| 2022 | 2022-06-17 | 13,995,822 | 1,174,161 | 40,185 | 92.26% | 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 year | Meeting date | Approval — company’s computation |
|---|---|---|
| 2026 | 2026-09-25 | 84.94%a |
| 2025 | 2025-07-29 | 80.81%b |
| 2024 | 2024-11-20 | 93.95%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 ↗