Companies Vsec
Vsec (VSEC): executive pay, fiscal 2025
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Executives and directors
Frequently asked questions
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
No Summary Compensation Table is on file for fiscal year 2025.
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 |
|---|---|---|---|---|---|---|---|
| Benjamin E. Thomas | RSU | 2025-02-28 | — | — | 2,692 | — | $319,002 |
| Benjamin E. Thomas | PSU | 2025-02-28 | 1,333 | 4,038 | — | 8,076 | 478,503 |
| Adam R. Cohn | RSU | 2025-02-28 | — | — | 2,692 | — | 319,002 |
| Adam R. Cohn | PSU | 2025-02-28 | 1,333 | 4,038 | — | 8,076 | 478,503 |
| John A. Cuomo | PSU | 2025-02-28 | 6,683 | 20,253 | — | 40,506 | 2,399,981 |
| John A. Cuomo | RSU | 2025-01-01 | — | — | 15,773 | — | 1,500,012 |
| John A. Cuomo | RSU | 2025-02-28 | — | — | 13,502 | — | 1,599,987 |
Vehicle mix — grant-date fair value by award type
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| Benjamin E. Thomas | $319,002 | $478,503 | $0 | 60.0% |
| Adam R. Cohn | 319,002 | 478,503 | 0 | 60.0% |
| John A. Cuomo | 3,099,999 | 2,399,981 | 0 | 43.6% |
% 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 |
|---|---|---|---|---|
| Thomas | RSU | 1,311 | — | $226,501 |
| Thomas | RSU | 1,956 | — | 337,938 |
| Cohn | RSU | 2,640 | — | 456,113 |
| Cohn | RSU | 2,692 | — | 465,097 |
| Thomas | RSU | 2,692 | — | 465,097 |
| Thomas | PSU | 2,835 | — | 489,803 |
| Thomas | RSU | 2,879 | — | 497,405 |
| Thomas | RSU | 3,640 | — | 628,883 |
| Cohn | PSU | 3,739 | — | 645,987 |
| Cohn | RSU | 3,795 | — | 655,662 |
| Cohn | PSU | 5,384 | — | 930,194 |
| Thomas | PSU | 5,384 | — | 930,194 |
| John A. Cuomo | RSU | 6,694 | — | 1,156,522 |
| John A. Cuomo | RSU | 9,385 | — | 1,621,446 |
| John A. Cuomo | RSU | 13,502 | — | 2,332,741 |
| John A. Cuomo | PSU | 14,077 | — | 2,432,083 |
| John A. Cuomo | RSU | 14,289 | — | 2,468,711 |
| John A. Cuomo | RSU | 15,773 | — | 2,725,101 |
| Cohn | RSU | 17,994 | — | 3,108,823 |
| John A. Cuomo | RSU | 20,081 | — | 3,469,394 |
| John A. Cuomo | PSU | 27,004 | — | 4,665,481 |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Ralph E. EberhartIndependent · Board Chair · Audit · Compensation & Human Resources · Nominating & Corporate Governance | $190,000 | $135,091 | — | — | — | $325,091 |
| Anita D. BrittIndependent · Audit Committee (Chair) · Compensation Committee | 110,000 | 135,091 | — | — | — | 245,091 |
| John E. PotterIndependent · Compensation Committee (Chair) · Nominating and Corporate Governance Committee | 105,000 | 135,091 | — | — | — | 240,091 |
| Mark E. Ferguson IIIIndependent · Audit Committee · Nominating and Corporate Governance Committee (Chair) | 105,000 | 135,091 | — | — | — | 240,091 |
| Edward P. DolanskiIndependent · Audit Committee · Compensation Committee | 90,000 | 135,091 | — | — | — | 225,091 |
| Lloyd E. JohnsonIndependent · Compensation Committee · Nominating and Corporate Governance Committee | 90,000 | 135,091 | — | — | — | 225,091 |
| Bonnie K. WachtelIndependent · Audit Committee · Nominating and Corporate Governance Committee | 90,000 | 135,091 | — | — | — | 225,091 |
| John A. CuomoEmployee director | — | — | — | — | — | 0 |
Board fee structure and ownership guideline
| Annual cash retainer | $90,000 |
|---|---|
| Annual equity retainer | $135,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 20,000 / 15,000 / 15,000 |
| Stock ownership guideline | $5 |
Total cost of the board
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $780,000 |
| Equity awards (grant-date value) | $945,637 |
| All other compensation | $0 |
| Total cost of the board | $1,725,637 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Peer group, and who names Vsec as a peer
Companies that benchmark against VSEC
The list of companies that name VSEC 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.
Peer reciprocity
Of the companies Vsec names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.
Reciprocity shown where the peer’s own current proxy has been read — each mark is cited in the register to that peer’s filing. A dash means the peer’s current proxy was read and names no reciprocal group including Vsec.
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 |
|---|---|---|---|---|---|---|---|---|
| — | AAR Corp. | — | — | — | — | — | — | not in coverage universe |
| — | ICF International, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Kratos Defense & Security Solutions, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Loar Holdings Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Moog Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Ducommun Incorporated | — | — | — | — | — | — | not in coverage universe |
| — | H&E Equipment Services, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Air Transport Services Group, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Stoneridge, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Albany International Corp. | — | — | — | — | — | — | not in coverage universe |
| — | Leonardo DRS, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Woodward, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Standard Motor Products, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Motorcar Parts of America, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Dorman Products, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Hexcel Corporation | — | — | — | — | — | — | not in coverage universe |
| — | Ftai Aviation Ltd. | — | — | — | — | — | — | not in coverage universe |
| — | MSC Industrial Direct Co., Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Astronics Corporation | — | — | — | — | — | — | not in coverage universe |
| — | AeroVironment, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Barnes Group Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Triumph Group, Inc. | — | — | — | — | — | — | not in coverage universe |
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
| Company | Annual incentive payout | Long-term vehicle mix | PSU measures include TSR | Compensation consultant |
|---|---|---|---|---|
| Vsec | not disclosed | not disclosed | not disclosed | not disclosed |
| AAR Corp. | not disclosed | not disclosed | not disclosed | not disclosed |
| AeroVironment, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Air Transport Services Group, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Albany International Corp. | not disclosed | not disclosed | not disclosed | not disclosed |
| Astronics Corporation | not disclosed | not disclosed | not disclosed | not disclosed |
| Barnes Group Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Dorman Products, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Ducommun Incorporated | not disclosed | not disclosed | not disclosed | not disclosed |
| Ftai Aviation Ltd. | not disclosed | not disclosed | not disclosed | not disclosed |
| H&E Equipment Services, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Hexcel Corporation | not disclosed | not disclosed | not disclosed | not disclosed |
| ICF International, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Kratos Defense & Security Solutions, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Leonardo DRS, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Loar Holdings Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Moog Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Motorcar Parts of America, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| MSC Industrial Direct Co., Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Standard Motor Products, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Stoneridge, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Triumph Group, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Woodward, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
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 year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-05-07 | 19,719,357 | 5,421,818 | 11,732 | 78.4% | Passed |
| 2025 | 2025-05-08 | 10,710,668 | 7,783,684 | 246,747 | 57.15% | Passed |
| 2024 | 2024-05-21 | 11,501,157 | 2,302,570 | 11,791 | 83.25% | Passed |
| 2023 | 2023-05-03 | 9,403,144 | 1,292,446 | 18,165 | 87.77% | Passed |
| 2022 | 2022-05-04 | 8,773,544 | 1,429,454 | 13,335 | 85.88% | Passed |
| 2021 | 2021-05-05 | 7,807,667 | 2,412,383 | 22,758 | 76.23% | 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.
Insider trades since the proxy
No insider equity transactions reported since the proxy statement.
Sources (17 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 03, Benjamin E. Thomas RSU. DEF 14A, filed 2026-03-24. Section “2025 Grants of Plan-Based Awards Table” · grants of plan-based awards table. View filing ↗
- Section 03, Benjamin E. Thomas PSU. DEF 14A, filed 2026-03-24. Section “2025 Grants of Plan-Based Awards Table” · grants of plan-based awards table. View filing ↗
- Section 03, Adam R. Cohn RSU. DEF 14A, filed 2026-03-24. Section “2025 Grants of Plan-Based Awards Table” · grants of plan-based awards table. View filing ↗
- Section 03, Adam R. Cohn PSU. DEF 14A, filed 2026-03-24. Section “2025 Grants of Plan-Based Awards Table” · grants of plan-based awards table. View filing ↗
- Section 03, John A. Cuomo PSU. DEF 14A, filed 2026-03-24. Section “2025 Grants of Plan-Based Awards Table” · grants of plan-based awards table. View filing ↗
- Section 03, John A. Cuomo RSU. DEF 14A, filed 2026-03-24. Section “2025 Grants of Plan-Based Awards Table” · grants of plan-based awards table. View filing ↗
- Section 03, John A. Cuomo RSU. DEF 14A, filed 2026-03-24. Section “2025 Grants of Plan-Based Awards Table” · grants of plan-based awards table. View filing ↗
- Section 08, Ralph E. Eberhart. DEF 14A, filed 2026-03-24. Section “Director Compensation”. As printed: 325,091. View filing ↗
- Section 08, Anita D. Britt. DEF 14A, filed 2026-03-24. Section “Director Compensation”. As printed: 245,091. View filing ↗
- Section 08, John E. Potter. DEF 14A, filed 2026-03-24. Section “Director Compensation”. As printed: 240,091. View filing ↗
- Section 08, Mark E. Ferguson III. DEF 14A, filed 2026-03-24. Section “Director Compensation”. As printed: 240,091. View filing ↗
- Section 08, Edward P. Dolanski. DEF 14A, filed 2026-03-24. Section “Director Compensation”. As printed: 225,091. View filing ↗
- Section 08, Lloyd E. Johnson. DEF 14A, filed 2026-03-24. Section “Director Compensation”. As printed: 225,091. View filing ↗
- Section 08, Bonnie K. Wachtel. DEF 14A, filed 2026-03-24. Section “Director Compensation”. As printed: 225,091. View filing ↗
- Section 08, John A. Cuomo. DEF 14A, filed 2026-03-24. Section “Director Compensation”. As printed: 0. View filing ↗
- 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 780,000 + equity 945,637 + all other 0 = 1,725,637, summed across the director compensation table rows.