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Companies Rekor Systems, Inc.

Rekor Systems (REKR): executive pay, fiscal 2025

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CEO total pay$1CEO Robert Berman · source
Say-on-pay support93.36%Latest vote · source

CEO pay, last three years

  • $405,829FY2023
  • $672,286FY2024
  • $1FY2025

CEO total pay was $1 in fiscal 2025, down from $672,286 in fiscal 2024.

FY2025: salary $1 · bonus $0 · stock awards $0 · option awards $0

Executives and directors

Frequently asked questions

Who was the highest-paid executive at Rekor Systems, Inc. in fiscal 2025?
As disclosed, Eyal Hen (Former Chief Financial Officer) was the highest-paid executive at Rekor Systems, Inc. in fiscal 2025, with total compensation of $400,018.
How did shareholders vote on Rekor Systems, Inc.'s executive compensation?
As disclosed, 93.36% of shareholders supported Rekor Systems, Inc.'s executive compensation in the latest say-on-pay vote.
How much does Rekor Systems, Inc. spend in total on board compensation for fiscal 2025?
As disclosed, Rekor Systems, Inc. reported total board compensation of $319,375 for fiscal 2025.

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
Eyal Hen$388,956$0$0$0$0$0$11,602$400,018
Former Chief Financial Officer
Joseph Nalepa175,769000006,512181,921
Chief Financial Officer
David Desharnais111,606000003,906115,512
Former President and Chief Executive Officer
Robert Berman10000001
President and Chief Executive Officer, Chairman

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
Eyal Hen$400,018$634,083—↓ −234,065
Joseph Nalepa181,921———
David Desharnais115,5121,327,229—↓ −1,211,717
Robert Berman1672,286405,829↓ −672,285

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

Given the stage of Rekor’s lifecycle and the nature of its net income, the Company does not include total shareholder return or net income in its compensation policies. Instead, compensation primarily includes base salary and restricted stock awards that vest and are paid subject to the executive's continued employment, oriented toward the Company’s success at developing and deploying roadway intelligence products and services.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultantnot disclosed
Clawback policytrue
Anti-hedgingtrue
Anti-pledgingfalse
Equity grants and outstanding awards

Grants of plan-based awards — fiscal year 2025

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Robert BermanRSA———1,000,000——
David DesharnaisRSU2024-11-26——666,300—596,339

Vehicle mix — grant-date fair value by award type

Named executive officerTime-vested (RSU)Performance-vested (PSU)Options / SARs% performance-vested
David Desharnais$596,339$0$00.0%

% 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 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Joseph NalepaRSU6,666—$9,199
Director compensation
DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Paul A. de BaryIndependent · Lead Independent Director · Audit Committee (Chair) · Governance and Nominations Committee · Technology Committee (2)$96,625$0$0$0$0$96,625
David HanlonIndependent · Audit Committee · Governance and Nominations Committee (Chair)41,750000041,750
Steven D. CroxtonIndependent · Audit Committee · Compensation Committee (Chair)41,000000041,000
Andrew MeyersIndependent · Audit Committee35,125000035,125
Glenn GoordIndependent · Compensation Committee · Governance and Nominations Committee34,625000034,625
Sanjay SarmaNot independent · Technology Committee (2) (Chair) · Departed during FY33,6250———33,625
Timothy DavenportNot independent · Departed during FY33,1250———33,125
Viraj MehtaNot independent · Departed during FY3,5000———3,500

Board fee structure and ownership guideline

Annual cash retainer$50,000
Annual equity retainer—
Per board meeting fee$1,000
Committee chair fees (audit / comp / nom-gov)30,000 / 10,000 / 15,000
Stock ownership guideline—

Total cost of the board

ComponentFY2025
Cash retainers and fees$319,375
Equity awards (grant-date value)$0
All other compensation$0
Total cost of the board$319,375

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

Peer group, and who names Rekor Systems as a peer

Companies that benchmark against REKR

2 companies name REKR as a compensation peer

Each company listed discloses REKR 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 REKR in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.

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
1Rekor Systems, Inc.2025Robert Berman$1$0$0$0$1

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
20262026-10-1631,478,1392,239,5152,735,41493.36%Passed
20252025-05-1516,920,7451,075,97112,577,97655.34%Passed
20232023-04-1819,149,034863,924497,19793.36%Passed
20222022-08-1520,982,6561,402,65461,88093.48%Passed
20212021-09-1411,830,57448,8312,771,94680.75%Passed
20182018-08-0910,422,359112,821974,98390.55%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
20262026-10-1693.36%a
20252025-05-1555.34%b
20232023-04-1893.36%c

a. Voting standard not stated in the filing.

b. Approved under the standard stated in the filing — “Abstentions will be counted as votes against this proposal and will have the same effect as a negative vote.”.

c. Approved under the standard stated in the filing — “Abstentions will be counted as votes against this proposal and will have the same effect as a negative 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.

CEO pay ratio

Ratio (CEO : median employee)—
CEO total compensation—
Median employee compensation—
Insider trades since the proxy

Every insider equity transaction reported on Form 4 after the 2025 proxy statement — acquisitions, dispositions, exercises, and withholdings — and therefore not reflected in any table in that document.

InsiderRoleTransaction dateCodeSharesPriceValueSecuritySource
Robert BermanDirector2026-04-21A1,000,000$0$0CommonForm 4 ↗
Robert BermanDirector2026-05-27D1,000,000——CommonForm 4 ↗
Debra Shakerdge-HennessyChief People Officer2026-09-02D5801297CommonForm 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 (25 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, Eyal Hen. DEF 14A, filed 2026-04-01. Section “Executive Compensation”. As printed: 400,018. View filing ↗
  • Section 01, Joseph Nalepa. DEF 14A, filed 2026-04-01. Section “Executive Compensation”. As printed: 181,921. View filing ↗
  • Section 01, David Desharnais. DEF 14A, filed 2026-04-01. Section “Executive Compensation” · page 16. As printed: 115,512. View filing ↗
  • Section 01, Robert Berman. DEF 14A, filed 2026-04-01. Section “Executive Compensation”. As printed: 1. View filing ↗
  • Section 03, Robert Berman RSA. DEF 14A, filed 2026-04-01. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, David Desharnais RSU. DEF 14A, filed 2026-04-01. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 07, pay ratio. 10-K, filed 2026-03-31. Section “CEO Pay Ratio”. As printed: —. View filing ↗
  • Section 08, Paul A. de Bary. DEF 14A, filed 2026-04-01. Section “Director Compensation”. As printed: 96,625. View filing ↗
  • Section 08, David Hanlon. DEF 14A, filed 2026-04-01. Section “Director Compensation”. As printed: 41,750. View filing ↗
  • Section 08, Steven D. Croxton. DEF 14A, filed 2026-04-01. Section “Director Compensation”. As printed: 41,000. View filing ↗
  • Section 08, Andrew Meyers. DEF 14A, filed 2026-04-01. Section “Director Compensation”. As printed: 35,125. View filing ↗
  • Section 08, Glenn Goord. DEF 14A, filed 2026-04-01. Section “Director Compensation”. As printed: 34,625. View filing ↗
  • Section 08, Sanjay Sarma. DEF 14A, filed 2026-04-01. Section “Director Compensation”. As printed: 33,625. View filing ↗
  • Section 08, Timothy Davenport. DEF 14A, filed 2026-04-01. Section “Director Compensation”. As printed: 33,125. View filing ↗
  • Section 08, Viraj Mehta. DEF 14A, filed 2026-04-01. Section “Director Compensation”. As printed: 3,500. View filing ↗
  • Section 02, Robert Berman 2026-04-21. Form 4, filed 2026-04-28. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 02, Robert Berman 2026-05-27. Form 4, filed 2026-05-29. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 02, Debra Shakerdge-Hennessy 2026-09-02. Form 4, filed 2026-09-09. Insider equity transaction reported since the proxy statement. View filing ↗
  • Section 06, 2026 vote. Form 8-K, filed 2026-10-16. Item 5.07 · say-on-pay result. As reported: 93.36% (votes for as printed: 31,478,139). View filing ↗
  • Section 06, 2025 vote. Form 8-K, filed 2025-05-16. Item 5.07 · say-on-pay result. As reported: 55.34% (votes for as printed: 16,920,745). View filing ↗
  • Section 06, 2023 vote. Form 8-K, filed 2024-04-19. Item 5.07 · say-on-pay result. As reported: 93.36% (votes for as printed: 19,149,034). 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 319,375 + equity 0 + all other 0 = 319,375, summed across the director compensation table rows.
  • Rekor Systems, Inc. (subject), Section 10b CEO total. DEF 14A, filed 2026-04-01. CEO total compensation as printed in Rekor Systems, Inc.'s own proxy. As printed: 1. View filing ↗
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