CompBrief BY VELARION

Companies DZS

DZS (DZSI): executive pay, fiscal 2022

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

DZS no longer files a proxy statement; its last pay data is FY2022.

All products and prices

CEO total pay$4,702,529CEO Charles Vogt · source
Say-on-pay support62.92%Latest vote · source
CEO vs. named peers15th pct.Of 13 peer CEOs
CEO pay ratio66:1To the median employee · source

CEO pay, last three years

  • $5,308,073FY2021
  • $4,702,529FY2022

CEO total pay was $4,702,529 in fiscal 2022, down from $5,308,073 in fiscal 2021.

FY2022: salary $600,000 · bonus $80,000 · stock awards $3,520,008 · option awards $0

Frequently asked questions

Who was the highest-paid executive at DZS in fiscal 2022?
As disclosed, Charles Vogt (President & CEO) was the highest-paid executive at DZS in fiscal 2022, with total compensation of $4,702,529.
How does DZS's chief executive pay compare to its disclosed peer group?
As disclosed, Charles Vogt's total compensation ranked at the 15th percentile of DZS's disclosed peer group.
What is DZS's CEO-to-median employee pay ratio?
As disclosed, DZS's CEO-to-median employee pay ratio was 66:1.
How did shareholders vote on DZS's executive compensation?
As disclosed, 62.92% of shareholders supported DZS's executive compensation in the latest say-on-pay vote.
How much does DZS spend in total on board compensation for fiscal 2022?
As disclosed, DZS reported total board compensation of $817,332 for fiscal 2022.

Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.

Full detail

Every table from the filing. Open any section.

Summary compensation table
Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Charles Vogt$600,000$80,000$3,520,008$0$450,000$0$52,521$4,702,529
President & CEO
Justin Ferguson325,00024,000895,9970121,875033,3321,400,204
CLO & Corporate Secretary
Misty Kawecki300,00018,000872,0020112,500015,0671,317,569
CFO
Norman Foust226,35125,000828,600070,313026,5411,176,805
Senior Vice President of Global Supply Chain
Miguel Alonso235,00018,000710,801088,125022,6701,074,596
Chief Product Officer

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 officerFY2022 totalFY2021 totalFY2020 totalΔ FY2021→2022
Charles Vogt$4,702,529$5,308,073—↓ −605,544
Justin Ferguson1,400,2041,047,337—↑ +352,867
Misty Kawecki1,317,5692,206,325—↓ −888,756
Norman Foust1,176,805———
Miguel Alonso1,074,596———

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 compensation philosophy is intended to create a high-performance, outcome-driven and principled culture by holding leaders accountable for delivering results. Our executive compensation program is designed to be market competitive, emphasize pay for performance, share risks and rewards with our stockholders, and reflect our principles and values.

CEO STI target (% of salary)100%
CEO LTI target (% of salary)—
Independent consultantKorn Ferry
Clawback policytrue
Anti-hedgingtrue
Anti-pledgingTrue
Equity grants and outstanding awards

Grants of plan-based awards — fiscal year 2022

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Miguel AlonsoRSU2022-05-30——4,138—$72,001
Justin FergusonRSU2022-05-30——5,517—95,996
Misty KaweckiRSU2022-07-01——50,094—800,001
Misty KaweckiRSU2022-05-30——4,138—72,001
Charles VogtRSU2022-05-30——18,391—320,003
Norman FoustRSU2022-02-03——25,000—349,500
Norman FoustRSU2022-07-01——30,000—479,100
Miguel AlonsoRSU2022-07-01——40,000—638,800
Charles VogtRSU2022-07-01——200,376—3,200,005
Justin FergusonRSU2022-07-01——50,094—800,001

Vehicle mix — grant-date fair value by award type

Named executive officerTime-vested (RSU)Performance-vested (PSU)Options / SARs% performance-vested
Miguel Alonso$710,801$0$00.0%
Justin Ferguson895,997000.0%
Misty Kawecki872,002000.0%
Charles Vogt3,520,008000.0%
Norman Foust828,600000.0%

% 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 2022

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Justin FergusonOption9,3859.52—
Miguel AlonsoOption11,47010.39—
Norman FoustPSU55,000—697,400
Miguel AlonsoPSU72,888—924,220
Justin FergusonPSU93,945—1,191,223
Misty KaweckiPSU137,566—1,744,337
Charles VogtPSU366,917—4,652,508
Charles VogtOption403,29610.11—
Director compensation
DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Joon Kyung KimIndependent · Audit (Chair) · Compensation$67,500$82,472$0$0$0$149,972
Barbara CarboneIndependent · Compensation (Chair) · Audit62,50082,472000144,972
David SchoppIndependent · Lead Independent Director · Audit60,00082,472000142,472
Matt W. BrossIndependent · Compensation55,00082,472000137,472
Min Woo NamNot independent · Board Chair42,50082,472000124,972
Choon Yul YooNot independent35,00082,472000117,472
Charles D. VogtEmployee director000—00

Board fee structure and ownership guideline

Annual cash retainer$35,000
Annual equity retainer$100,000
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)5,000 / 5,000 / 5,000
Stock ownership guideline—

Total cost of the board

ComponentFY2022
Cash retainers and fees$322,500
Equity awards (grant-date value)$494,832
All other compensation$0
Total cost of the board$817,332

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

Peer group, and who names DZS as a peer

Companies that benchmark against DZSI

2 companies name DZSI as a compensation peer

Each company listed discloses DZSI in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named DZSI in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.

Disclosed peer group — fiscal year 2022

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.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1F5 Networks, Inc.2025François Locoh-Donou$962,000$20,642,852$0$1,398,421$23,039,819
2Ciena Corp.2025Gary Smith1,075,00014,637,53802,805,00018,530,396
3Ribbon Communications, Inc.2025Bruce McClelland750,00016,370,8200225,18817,457,675
4Extreme Networks Inc.2026Edward Meyercord840,00012,337,22801,050,50414,244,704
5Juniper Networks Inc2024Rami Rahim1,000,00010,718,7360875,00012,696,193
6Calix, Inc.2025Michael Weening560,00009,227,8291,023,34910,820,080
7Adtran Inc.2025Thomas Stanton1,022,6853,763,04102,884,0007,683,726
8Infinera Corp.2023David Heard729,0005,137,5000791,1636,663,648
9Harmonic Inc.2025Nimrod Ben-Natan609,0004,927,5620570,0006,163,092
10Digi International Inc.2025Ronald Konezny583,8463,454,3240949,1795,002,124
11Applied Optoelectronics Inc.2025Chih-Hsiang (Thompson) Lin828,6572,837,66701,009,0874,769,014
12DZS2022Charles Vogt600,0003,520,0080450,0004,702,529
13Casa Systems, Inc.2022Jerry Guo733,0483,800,652004,542,850
14Aviat Networks, Inc.2026Peter Smith650,0003,559,2760196,5634,417,472

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.

Incentive design against the same peers

CompanyAnnual incentive payoutLong-term vehicle mixPSU measures include TSRCompensation consultant
DZS75%not disclosednot disclosedKorn Ferry
Adtran Inc.200%not disclosedNoPay Governance LLC
Applied Optoelectronics Inc.104.8%PSU 50 · RSU 50Yes — Relative TSR vs. 2025 Peer GroupAon
Aviat Networks, Inc.not disclosedPSU 50 · RSU 50not disclosedCompensia
Calix, Inc.108%Options 100NoCompensia
Casa Systems, Inc.0%PSU 60 · RSU 40NoPearl Meyer & Partners, LLC
Ciena Corp.170%RSU 40 · PSU 36 · MSU 24NoCompensia
Digi International Inc.147%RSU 50 · PSU 50Yes — TSR vs Russell 2000 IndexRadford Consulting (AON)
Extreme Networks Inc.not disclosedPSU 50 · RSU 50Yes — TSR relative to the Russell 2000 IndexCompensia, Inc.
F5 Networks, Inc.111.8%PSU 64 · RSU 36Yes — relative TSRCompensia
Harmonic Inc.not disclosedRSU 60 · MSU 20 · PSU 20Yes — TSR relative to Nasdaq Telecommunications IndexExequity
Infinera Corp.83.5%PSU 55 · RSU 45NoCompensia
Juniper Networks Incnot disclosedPSU 50 · RSU 50NoCompensia, Inc.
Ribbon Communications, Inc.30%not disclosedYes — Relative TSRFW Cook

Read from each company’s Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company’s filing does not state the item.

Say-on-pay history and pay ratio
Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20232023-05-3011,549,4156,806,9691,938,10662.92%Passed
20202020-05-2614,682,21753,67013,12399.64%Passed
20172017-10-3010,875,95528,0277,01499.74%Passed
20162016-09-0811,633,7821,025,390226,54291.9%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
20232023-05-3062.92%a
20202020-05-2699.64%b
20172017-10-3099.74%c

a. Approved under the standard stated in the filing — “Abstentions and broker non-votes will have no effect on the vote.”.

b. Approved under the standard stated in the filing — “Abstentions and broker non-votes will be counted for the purpose of determining whether a quorum is present, but they will not be counted as votes cast on any matter.”.

c. Approved under the standard stated in the filing — “Abstentions and broker non-votes will be counted for the purpose of determining whether a quorum is present, but they will not be counted as votes cast on any matter.”.

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.

CEO pay ratio

Ratio (CEO : median employee)66 : 1
CEO total compensation$4,702,529
Median employee compensation$71,389
Insider trades since the proxy

Every insider equity transaction reported on Form 4 after the 2022 proxy statement — acquisitions, dispositions, exercises, and withholdings — and therefore not reflected in any table in that document.

InsiderRoleTransaction dateCodeSharesPriceValueSecuritySource
Woong Ji ChoiDirector2024-12-31A25,000——CommonForm 4 ↗
Matt W. BrossDirector2024-12-31A25,000——CommonForm 4 ↗
Choon Yul YooDirector2024-12-31D25,000——Derivative, Class A CommonForm 4 ↗
Choon Yul YooDirector2024-12-31A25,000——CommonForm 4 ↗
Joon Kyung KimDirector2024-12-31D25,000——Derivative, Class A CommonForm 4 ↗
Joon Kyung KimDirector2024-12-31A25,000——CommonForm 4 ↗
Barbara CarboneDirector2024-12-31A25,000——CommonForm 4 ↗
Woong Ji ChoiDirector2024-12-31D25,000——Derivative, Class A CommonForm 4 ↗
Todd JacksonDirector2024-12-31A25,000——CommonForm 4 ↗
Matt W. BrossDirector2024-12-31D25,000——Derivative, Class A CommonForm 4 ↗
Todd JacksonDirector2024-12-31D25,000——Derivative, Class A CommonForm 4 ↗
Barbara CarboneDirector2024-12-31D25,000——Derivative, Class A CommonForm 4 ↗
DASAN NETWORKS, INCGreater-than-10% holder2025-12-04D9,093,0150909CommonForm 4 ↗

Transaction codes per Form 4: A acquisition · S open-market sale · F tax withholding · M option exercise · G gift. Value = shares × price as reported. Dividend-equivalent and fractional-share accrual rows (derivative Class A, under $10,000 and under 2,000 shares) are aggregated per date; every row appears in full below.

Sources (56 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, Charles Vogt. DEF 14A, filed 2023-04-17. Section “Summary Compensation Table” · page 25. As printed: 4,702,529. View filing ↗
  • Section 01, Justin Ferguson. DEF 14A, filed 2023-04-17. Section “Summary Compensation Table” · page 25. As printed: 1,400,204. View filing ↗
  • Section 01, Misty Kawecki. DEF 14A, filed 2023-04-17. Section “Summary Compensation Table” · page 25. As printed: 1,317,569. View filing ↗
  • Section 01, Norman Foust. DEF 14A, filed 2023-04-17. Section “Summary Compensation Table” · page 25. As printed: 1,176,805. View filing ↗
  • Section 01, Miguel Alonso. DEF 14A, filed 2023-04-17. Section “Summary Compensation Table” · page 25. As printed: 1,074,596. View filing ↗
  • Section 03, Miguel Alonso RSU. DEF 14A, filed 2023-04-17. Section “Grants of Plan-Based Awards in 2022” · grants of plan-based awards table. View filing ↗
  • Section 03, Justin Ferguson RSU. DEF 14A, filed 2023-04-17. Section “Grants of Plan-Based Awards in 2022” · grants of plan-based awards table. View filing ↗
  • Section 03, Misty Kawecki RSU. DEF 14A, filed 2023-04-17. Section “Grants of Plan-Based Awards in 2022” · grants of plan-based awards table. View filing ↗
  • Section 03, Misty Kawecki RSU. DEF 14A, filed 2023-04-17. Section “Grants of Plan-Based Awards in 2022” · grants of plan-based awards table. View filing ↗
  • Section 03, Charles Vogt RSU. DEF 14A, filed 2023-04-17. Section “Grants of Plan-Based Awards in 2022” · grants of plan-based awards table. View filing ↗
  • Section 03, Norman Foust RSU. DEF 14A, filed 2023-04-17. Section “Grants of Plan-Based Awards in 2022” · grants of plan-based awards table. View filing ↗
  • Section 03, Norman Foust RSU. DEF 14A, filed 2023-04-17. Section “Grants of Plan-Based Awards in 2022” · grants of plan-based awards table. View filing ↗
  • Section 03, Miguel Alonso RSU. DEF 14A, filed 2023-04-17. Section “Grants of Plan-Based Awards in 2022” · grants of plan-based awards table. View filing ↗
  • Section 03, Charles Vogt RSU. DEF 14A, filed 2023-04-17. Section “Grants of Plan-Based Awards in 2022” · grants of plan-based awards table. View filing ↗
  • Section 03, Justin Ferguson RSU. DEF 14A, filed 2023-04-17. Section “Grants of Plan-Based Awards in 2022” · grants of plan-based awards table. View filing ↗
  • Section 07, pay ratio. DEF 14A, filed 2023-04-17. Section “CEO Pay Ratio”. As printed: 66 : 1. View filing ↗
  • Section 08, Joon Kyung Kim. DEF 14A, filed 2023-04-17. Section “Director Compensation”. As printed: 149,972. View filing ↗
  • Section 08, Barbara Carbone. DEF 14A, filed 2023-04-17. Section “Director Compensation”. As printed: 144,972. View filing ↗
  • Section 08, David Schopp. DEF 14A, filed 2023-04-17. Section “Director Compensation”. As printed: 142,472. View filing ↗
  • Section 08, Matt W. Bross. DEF 14A, filed 2023-04-17. Section “Director Compensation”. As printed: 137,472. View filing ↗
  • Section 08, Min Woo Nam. DEF 14A, filed 2023-04-17. Section “Director Compensation”. As printed: 124,972. View filing ↗
  • Section 08, Choon Yul Yoo. DEF 14A, filed 2023-04-17. Section “Director Compensation”. As printed: 117,472. View filing ↗
  • Section 08, Charles D. Vogt. DEF 14A, filed 2023-04-17. Section “Director Compensation”. As printed: 0. View filing ↗
  • Section 02, Woong Ji Choi 2024-12-31. Form 4, filed 2025-01-02. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 02, Matt W. Bross 2024-12-31. Form 4, filed 2025-01-02. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 02, Choon Yul Yoo 2024-12-31. Form 4, filed 2025-01-02. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 02, Choon Yul Yoo 2024-12-31. Form 4, filed 2025-01-02. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 02, Joon Kyung Kim 2024-12-31. Form 4, filed 2025-01-02. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 02, Joon Kyung Kim 2024-12-31. Form 4, filed 2025-01-02. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 02, Barbara Carbone 2024-12-31. Form 4, filed 2025-01-02. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 02, Woong Ji Choi 2024-12-31. Form 4, filed 2025-01-02. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 02, Todd Jackson 2024-12-31. Form 4, filed 2025-01-02. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 02, Matt W. Bross 2024-12-31. Form 4, filed 2025-01-02. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 02, Todd Jackson 2024-12-31. Form 4, filed 2025-01-02. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 02, Barbara Carbone 2024-12-31. Form 4, filed 2025-01-02. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 02, DASAN NETWORKS, INC 2025-12-04. Form 4, filed 2025-12-17. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 06, 2023 vote. Form 8-K, filed 2023-06-01. Item 5.07 · say-on-pay result. As reported: 62.92% (votes for as printed: 11,549,415). View filing ↗
  • Section 06, 2020 vote. Form 8-K, filed 2020-05-27. Item 5.07 · say-on-pay result. As reported: 99.64%. View filing ↗
  • Section 06, 2017 vote. Form 8-K, filed 2017-10-30. Item 5.07 · say-on-pay result. As reported: 99.74%. View filing ↗
  • Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
  • Section 03b vehicle mix (computed). Computed. RSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).
  • Section 09b board cost (computed). Computed. Cash 322,500 + equity 494,832 + all other 0 = 817,332, summed across the director compensation table rows.
  • F5 Networks, Inc., Section 10b CEO total. DEF 14A, filed 2026-01-26. CEO total compensation as printed in F5 Networks, Inc.'s own proxy. As printed: 23,039,819. View filing ↗
  • Ciena Corp., Section 10b CEO total. DEF 14A, filed 2026-02-12. CEO total compensation as printed in Ciena Corp.'s own proxy. As printed: 18,530,396. View filing ↗
  • Ribbon Communications, Inc., Section 10b CEO total. DEF 14A, filed 2026-04-17. CEO total compensation as printed in Ribbon Communications, Inc.'s own proxy. As printed: 17,457,675. View filing ↗
  • Extreme Networks Inc., Section 10b CEO total. DEF 14A, filed 2026-09-18. CEO total compensation as printed in Extreme Networks Inc.'s own proxy. As printed: 14,244,704. View filing ↗
  • Juniper Networks Inc, Section 10b CEO total. DEF 14A, filed 2025-04-16. CEO total compensation as printed in Juniper Networks Inc's own proxy. As printed: 12,696,193. View filing ↗
  • Calix, Inc., Section 10b CEO total. DEF 14A, filed 2026-03-27. CEO total compensation as printed in Calix, Inc.'s own proxy. As printed: 10,820,080. View filing ↗
  • Adtran Inc., Section 10b CEO total. DEF 14A, filed 2026-03-27. CEO total compensation as printed in Adtran Inc.'s own proxy. As printed: 7,683,726. View filing ↗
  • Infinera Corp., Section 10b CEO total. DEF 14A, filed 2024-05-17. CEO total compensation as printed in Infinera Corp.'s own proxy. As printed: 6,663,648. View filing ↗
  • Harmonic Inc., Section 10b CEO total. DEF 14A, filed 2026-04-24. CEO total compensation as printed in Harmonic Inc.'s own proxy. As printed: 6,163,092. View filing ↗
  • Digi International Inc., Section 10b CEO total. DEF 14A, filed 2025-12-17. CEO total compensation as printed in Digi International Inc.'s own proxy. As printed: 5,002,124. View filing ↗
  • Applied Optoelectronics Inc., Section 10b CEO total. DEF 14A, filed 2026-04-24. CEO total compensation as printed in Applied Optoelectronics Inc.'s own proxy. As printed: 4,769,014. View filing ↗
  • DZS (subject), Section 10b CEO total. DEF 14A, filed 2023-04-17. CEO total compensation as printed in DZS's own proxy. As printed: 4,702,529. View filing ↗
  • Casa Systems, Inc., Section 10b CEO total. DEF 14A, filed 2023-04-06. CEO total compensation as printed in Casa Systems, Inc.'s own proxy. As printed: 4,542,850. View filing ↗
  • Aviat Networks, Inc., Section 10b CEO total. DEF 14A, filed 2026-10-02. CEO total compensation as printed in Aviat Networks, Inc.'s own proxy. As printed: 4,417,472. View filing ↗