Companies CPS TECHNOLOGIES CORP/DE/
CPS TECHNOLOGIES CORP/DE/ (CPSH): executive pay, fiscal 2025
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CEO pay, last three years
- $190,592FY2023
- $333,389FY2024
- $505,162FY2025
CEO total pay was $505,162 in fiscal 2025, up from $333,389 in fiscal 2024.
FY2025: salary $319,125 · bonus $151,994 · stock awards $0 · option awards $21,278
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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 |
|---|---|---|---|---|---|---|---|---|
| Brian Mackey | $319,125 | $151,994 | $0 | $21,278 | $0 | $0 | $12,765 | $505,162 |
| President, Chief Executive Officer | ||||||||
| Charles Griffith | 223,387 | 59,103 | 0 | 11,915 | 0 | 0 | 8,936 | 303,341 |
| Chief Financial Officer | ||||||||
| Daniel Barton | 223,387 | 37,999 | 0 | 11,915 | 0 | 0 | 8,936 | 282,237 |
| Vice President Operations | ||||||||
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 |
|---|---|---|---|---|
| Brian Mackey | $505,162 | $333,389 | $190,592 | ↑ +171,773 |
| Charles Griffith | 303,341 | 240,389 | 337,183 | ↑ +62,952 |
| Daniel Barton | 282,237 | 239,050 | — | ↑ +43,187 |
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
The Company's primary goal is to align compensation with business objectives and performance to attract, retain, and reward executive officers and key employees who contribute to long-term success and enhance stockholder value. The total compensation package consists of base salary, annual discretionary bonuses, and equity incentive awards, with a focus on competitive pay and meaningful equity-based incentives to motivate long-term ownership.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | false |
Equity grants and outstanding awards
No plan-based awards are on file for this fiscal year.
Outstanding equity awards at fiscal year-end 2025
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Charles Griffith | Option | 1,000 | 5.11 | — |
| Daniel Barton | Option | 1,000 | 5.98 | — |
| Charles Griffith | Option | 9,000 | 2.66 | — |
| Daniel Barton | Option | 9,000 | 2.66 | — |
| Brian Mackey | Option | 12,000 | 2.34 | — |
| Charles Griffith | Option | 12,000 | 2.34 | — |
| Daniel Barton | Option | 12,000 | 2.34 | — |
| Charles Griffith | Option | 14,000 | 1.59 | — |
| Daniel Barton | Option | 14,000 | 1.59 | — |
| Daniel Barton | Option | 20,000 | 2.9 | — |
| Brian Mackey | Option | 25,000 | 1.59 | — |
| Brian Mackey | Option | 120,000 | 2.93 | — |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| I. James CavoliIndependent · Audit · Compensation and Nominating | $18,000 | $0 | $14,567 | — | $1,669 | $34,236 |
| Ralph M. NorwoodIndependent · Audit (Chair) | 18,000 | 0 | 14,567 | — | 1,409 | 33,976 |
| Grant C. BennettIndependent · Compensation and Nominating (Chair) | 18,000 | 0 | 14,567 | — | 0 | 32,567 |
| Francis J. Hughes JrIndependent · Board Chair · Audit · Compensation and Nominating | 18,000 | 0 | 14,567 | — | 0 | 32,567 |
| Daniel C. SnowIndependent · Audit · Compensation and Nominating | 18,000 | 0 | 14,567 | — | 0 | 32,567 |
Board fee structure and ownership guideline
| Annual cash retainer | $12,000 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | $1,000 |
| Committee chair fees (audit / comp / nom-gov) | — |
| Stock ownership guideline | — |
Total cost of the board
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $90,000 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $3,078 |
| Total cost of the board | $93,078 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Peer group, and who names CPS TECHNOLOGIES CORP/DE/ as a peer
Companies that benchmark against CPSH
1 company names CPSH as a compensation peer
The list of companies that name CPSH as a peer is temporarily unavailable — recheck shortly.
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 | CPS TECHNOLOGIES CORP/DE/ | 2025 | Brian Mackey | $319,125 | $0 | $21,278 | $0 | $505,162 |
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 | 2026-04-30 | 6,460,547 | 56,953 | 266,014 | 99.13% | Passed |
| 2025 | 2025-04-29 | 4,787,691 | 147,883 | 32,271 | 97% | Passed |
| 2024 | 2024-04-25 | 3,738,845 | 104,045 | 17,615 | 97.29% | Passed |
| 2023 | 2023-04-25 | 5,172,660 | 132,553 | 74,420 | 97.5% | Passed |
| 2022 | 2022-04-29 | 3,505,222 | 36,478 | 1,386,335 | 98.97% | Passed |
| 2021 | 2021-04-23 | 6,550,774 | 34,314 | 9,321 | 99.48% | 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 | 2026-04-30 | 99.13%a |
| 2025 | 2025-04-29 | 97%b |
| 2024 | 2024-04-25 | 97.29%c |
a. Approved under the standard stated in the filing — “Abstentions and broker non-votes will not be included in the totals for the proposal, and will have no effect on the outcome of the vote.”.
b. Approved under the standard stated in the filing — “Abstentions and broker non-votes will not be included in the totals for the proposal, and will have no effect on the outcome of the vote.”.
c. Approved under the standard stated in the filing — “Abstentions and broker non-votes will not be included in the totals for the proposal, and will have no effect on the outcome of the vote.”.
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 (14 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, Brian Mackey. DEF 14A, filed 2026-03-20. Section “Executive Compensation”. As printed: 505,162. View filing ↗
- Section 01, Charles Griffith. DEF 14A, filed 2026-03-20. Section “Executive Compensation”. As printed: 303,341. View filing ↗
- Section 01, Daniel Barton. DEF 14A, filed 2026-03-20. Section “Executive Compensation”. As printed: 282,237. View filing ↗
- Section 08, I. James Cavoli. DEF 14A, filed 2026-03-20. Section “Director Compensation”. As printed: 34,236. View filing ↗
- Section 08, Ralph M. Norwood. DEF 14A, filed 2026-03-20. Section “Director Compensation”. As printed: 33,976. View filing ↗
- Section 08, Grant C. Bennett. DEF 14A, filed 2026-03-20. Section “Director Compensation”. As printed: 32,567. View filing ↗
- Section 08, Francis J. Hughes Jr. DEF 14A, filed 2026-03-20. Section “Director Compensation”. As printed: 32,567. View filing ↗
- Section 08, Daniel C. Snow. DEF 14A, filed 2026-03-20. Section “Director Compensation”. As printed: 32,567. View filing ↗
- Section 06, 2026 vote. Form 8-K, filed 2026-05-06. Item 5.07 · say-on-pay result. As reported: 99.13% (votes for as printed: 6,460,547 (95.2%)). View filing ↗
- Section 06, 2025 vote. Form 8-K, filed 2025-05-01. Item 5.07 · say-on-pay result. As reported: 97% (votes for as printed: 4,787,691 (96.4%)). View filing ↗
- Section 06, 2024 vote. Form 8-K, filed 2024-04-29. Item 5.07 · say-on-pay result. As reported: 97.29% (votes for as printed: 3,738,845(96.1%)). 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 90,000 + equity 0 + all other 3,078 = 93,078, summed across the director compensation table rows.
- CPS TECHNOLOGIES CORP/DE/ (subject), Section 10b CEO total. DEF 14A, filed 2026-03-20. CEO total compensation as printed in CPS TECHNOLOGIES CORP/DE/'s own proxy. As printed: 505,162. View filing ↗