Companies Coda Octopus Group, Inc.
Coda Octopus (CODA): executive pay, fiscal 2025
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CEO pay, last three years
- $405,000FY2023
- $405,000FY2024
- $405,000FY2025
CEO total pay was $405,000 in fiscal 2025, up from $405,000 in fiscal 2024.
FY2025: salary $305,000 · bonus $100,000 · 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 |
|---|---|---|---|---|---|---|---|---|
| Annmarie Gayle | $305,000 | $100,000 | $0 | $0 | $0 | $0 | $0 | $405,000 |
| Chief Executive Officer | ||||||||
| Blair Cunningham | 266,539 | 0 | 0 | 0 | 0 | 0 | 37,287 | 303,826 |
| President of Technology | ||||||||
| Gayle Jardine | 107,326 | 94,236 | 0 | 0 | 0 | 0 | 18,993 | 220,555 |
| Interim Chief Financial 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 officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Annmarie Gayle | $405,000 | $405,000 | $405,000 | ↑ +0 |
| Blair Cunningham | 303,826 | 265,932 | 276,854 | ↑ +37,894 |
| Gayle Jardine | 220,555 | 171,648 | 172,202 | ↑ +48,907 |
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 structures its compensation program to reflect the size of its operations, believing that executive compensation is modest. The design aims to retain executives, motivate them to devote their efforts towards profitable growth of the businesses, and align their interests with those of stockholders.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | true |
| Anti-hedging | false |
| Anti-pledging | false |
Equity grants and outstanding awards
No plan-based awards are on file for this fiscal year.
No outstanding equity awards are on file for this fiscal year.
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Michael HamiltonIndependent · Audit (Chair) · Compensation (Chair) · Nominating and Governance | $50,000 | $15,000 | — | — | — | $65,000 |
| Robert HarcourtIndependent · Audit · Compensation · Nominating and Governance | 50,000 | 0 | — | — | — | 50,000 |
| Gwenael Rouy-PoirierIndependent · Audit · Compensation · Nominating and Governance | 50,000 | 0 | — | — | — | 50,000 |
| Dr. Angus McFadzeanNot standing for re-election | 37,500 | 0 | — | — | — | 37,500 |
| Anthony TataDeparted during FY | 25,000 | 0 | — | — | — | 25,000 |
| G. Tyler RunnelsDeparted during FY | 25,000 | 0 | — | — | — | 25,000 |
| Blair CunninghamEmployee director | — | — | — | — | — | 0 |
| Annmarie GayleEmployee director · Board Chair | — | — | — | — | — | 0 |
| Tal GoldhamerNewly elected | — | — | — | — | — | — |
| Stephen HemedesIndependent · Newly elected | — | — | — | — | — | — |
Board fee structure and ownership guideline
| Annual cash retainer | $50,000 |
|---|---|
| Annual equity retainer | $15,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | — |
| Stock ownership guideline | — |
Total cost of the board
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $237,500 |
| Equity awards (grant-date value) | $15,000 |
| All other compensation | $0 |
| Total cost of the board | $252,500 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Peer group, and who names Coda Octopus as a peer
Companies that benchmark against CODA
1 company names CODA as a compensation peer
The list of companies that name CODA 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 | Coda Octopus Group, Inc. | 2025 | Annmarie Gayle | $305,000 | $0 | $0 | $0 | $405,000 |
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 | 2026-09-08 | 6,116,270 | 188,174 | 97,368 | 97.02% | Passed |
| 2025 | 2025-09-10 | 7,016,633 | 43,303 | 30,857 | 99.39% | Passed |
| 2024 | 2024-09-04 | 7,035,944 | 39,852 | 29,599 | 99.44% | Passed |
| 2023 | 2023-09-12 | 6,139,692 | 163,841 | 78,077 | 97.4% | Passed |
| 2022 | 2022-09-22 | 7,269,994 | 91,278 | 36,506 | 98.76% | Passed |
| 2021 | 2021-09-14 | 7,331,864 | 57,922 | 45,799 | 99.22% | 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 | 2026-09-08 | 97.02%a |
| 2025 | 2025-09-10 | 99.39%b |
| 2024 | 2024-09-04 | 99.44%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 (19 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, Annmarie Gayle. DEF 14A, filed 2026-08-17. Section “Executive Compensation”. As printed: 405,000. View filing ↗
- Section 01, Blair Cunningham. DEF 14A, filed 2026-08-17. Section “Executive Compensation”. As printed: 303,826. View filing ↗
- Section 01, Gayle Jardine. DEF 14A, filed 2026-08-17. Section “Executive Compensation”. As printed: 220,555. View filing ↗
- Section 08, Michael Hamilton. DEF 14A. Section “Director Compensation”. As printed: 65,000.
- Section 08, Robert Harcourt. DEF 14A. Section “Director Compensation”. As printed: 50,000.
- Section 08, Gwenael Rouy-Poirier. DEF 14A. Section “Director Compensation”. As printed: 50,000.
- Section 08, Dr. Angus McFadzean. DEF 14A, filed 2026-08-17. Section “Director Compensation”. As printed: 37,500. View filing ↗
- Section 08, Anthony Tata. DEF 14A, filed 2026-08-17. Section “Director Compensation”. As printed: 25,000. View filing ↗
- Section 08, G. Tyler Runnels. DEF 14A, filed 2026-08-17. Section “Director Compensation”. As printed: 25,000. View filing ↗
- Section 08, Blair Cunningham. DEF 14A. Section “Director Compensation”. As printed: 0.
- Section 08, Annmarie Gayle. DEF 14A. Section “Director Compensation”. As printed: 0.
- Section 08, Tal Goldhamer. DEF 14A. Section “Director Compensation”. As printed: —.
- Section 08, Stephen Hemedes. DEF 14A. Section “Director Compensation”. As printed: —.
- Section 06, 2026 vote. Form 8-K, filed 2026-09-10. Item 5.07 · say-on-pay result. As reported: 97.02% (votes for as printed: 6,116,270). View filing ↗
- Section 06, 2025 vote. Form 8-K, filed 2025-09-16. Item 5.07 · say-on-pay result. As reported: 99.39% (votes for as printed: 7,016,633). View filing ↗
- Section 06, 2024 vote. Form 8-K, filed 2024-09-09. Item 5.07 · say-on-pay result. As reported: 99.44% (votes for as printed: 7,035,944). 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 237,500 + equity 15,000 + all other 0 = 252,500, summed across the director compensation table rows.
- Coda Octopus Group, Inc. (subject), Section 10b CEO total. DEF 14A, filed 2026-08-17. CEO total compensation as printed in Coda Octopus Group, Inc.'s own proxy. As printed: 405,000. View filing ↗