Velarion · Company Intelligence
Compensation Brief
Fiscal year 2025 · Filings through 2026-09-14

Ampco Pittsburgh (AP)

CEO J. Brett McBrayer was paid $2,065,460 in fiscal year 2025, ↓ down 7.0% from fiscal year 2024, the 33rd percentile of its disclosed peer group (SEC filing 0001193125-26-127659 ↗): executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.

$2,065,460 ↓
J. Brett McBrayer total, FY2025
33rd
CEO pay percentile vs peers
—
CEO-to-median pay ratio
93.84%
Say-on-pay support, latest vote

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Sample answer — “What is the CEO’s total compensation?”
- J. Brett McBrayer (Chief Executive Officer), FY2025 total compensation $2,065,460 (base salary $718,750) [exec_comp, SEC accession 0001193125-26-127659, filed 2026-03-27]

Answered within 24 hours, every figure cited to its SEC filing. If our database cannot answer your question, you are refunded automatically.

AP's next annual pay disclosure, estimated March 27, 2027.est. Filing ↗

01

Summary Compensation Table — fiscal year 2025

Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
J. Brett McBrayer$718,750$0$701,782$0$600,953$0$43,975$2,065,460
Chief Executive Officer
Michael McAuley488,7500239,5740287,214029,5001,045,038
Senior Vice President, Chief Financial Officer and Treasurer
Samuel Lyon478,7500221,6940266,910027,500994,854
President of Union Electric Steel

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
J. Brett McBrayer$2,065,460$2,220,507—↓ −155,047
Michael McAuley1,045,0381,106,1171,058,725↓ −61,079
Samuel Lyon994,8541,119,9881,040,846↓ −125,134

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

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Companies that benchmark against AP
6 companies name AP as a compensation peer

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

01c

Board of directors

One page per director: the seat, the committees and the fee table, read for one person at a time.

DirectorRoleFY2025 total
Darrell L. McNairIndependent Director$85,640
Elizabeth A. FessendenIndependent Director$90,171
Fredrick D. DiSantoFormer director (through FY2025)$20,156
James J. AbelIndependent Director$105,952
Laurence E. PaulChair of the Board$120,483
Michael I. GermanIndependent Director$89,077
Robert A. DeMichieiIndependent Director$97,515
Stephen E. PaulFormer director (through FY2025)$22,031
William K. LiebermanIndependent Director$91,265
02

Equity transactions since the proxy statement was filed

No insider equity transactions reported since the proxy statement.

03

Grants of plan-based awards — fiscal year 2025

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Samuel LyonPSU———42,240——
Michael McAuleyPSU———43,200——
J. Brett McBrayerPSU———129,600——
03b

Vehicle mix — grant-date fair value by award type

Grant-level vehicle detail not disclosed.

% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.

04

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Samuel LyonPSU97,525—$519,808
Samuel LyonRSU46,497—247,829
Michael McAuleyPSU101,469—540,830
Michael McAuleyRSU49,912—266,031
05

Incentive-plan design — the Compensation Discussion & Analysis

Our compensation program is designed to provide a competitive compensation structure that seeks to retain top performers, incentivize individual performance and enhance shareholder value in a responsible manner.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultantPay Governance LLC
Clawback policytrue
Anti-hedging—
Anti-pledging—
06

Say-on-pay — recent advisory votes

Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20262026-05-0810,273,057674,47847,01693.84%Passed
20252025-05-0814,343,278415,6187,39197.18%Passed
20242024-06-0413,903,153660,91613,02095.46%Passed
20232023-05-1814,414,160318,51544,15197.84%Passed
20222022-05-059,299,653362,631179,77996.25%Passed
20212021-05-1313,333,318352,9401,259,93197.42%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
20262026-05-0893.84%a
20252025-05-0897.18%b
20242024-06-0495.46%c

a. Approved under the standard stated in the filing — “accordingly "withhold" votes and abstentions will have no effect on the outcome of Proposal 1.”.

b. Approved under the standard stated in the filing — “As a result, abstention votes will have no effect on the outcome of the Say-on-Pay Proposal, Omnibus Plan Proposal and BDO Ratification Proposal.”.

c. Approved under the standard stated in the filing — “As a result, abstention votes will have no effect on the outcome of the Say-on-Pay Proposal and BDO Ratification Proposal.”.

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.

08

Director compensation — fiscal year 2025

DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Laurence E. PaulIndependent · Board Chair · Executive (Chair)$91,718$28,765——$0$120,483
James J. AbelIndependent · Audit Committee · Not standing for re-election77,18728,765——0105,952
Robert A. DeMichieiIndependent · Audit Committee (Chair) · Executive Committee · Nominating and Governance Committee68,75028,765——097,515
William K. LiebermanIndependent · Compensation Committee · Executive Committee · Nominating and Governance Committee (Chair)62,50028,765——091,265
Elizabeth A. FessendenIndependent · Compensation Committee (Chair) · Executive Committee61,40628,765——090,171
Michael I. GermanIndependent · Audit Committee60,31228,765——089,077
Darrell L. McNairIndependent · Compensation Committee · Nominating and Governance Committee56,87528,765——085,640
Stephen E. PaulIndependent · Executive Committee (Chair) · Departed during FY22,0310——022,031
Fredrick D. DiSantoIndependent · Departed during FY20,1560——020,156
J. Brett McBrayerEmployee director · Executive Committee—————0
09

Board fee structure and ownership guideline

Annual cash retainer$50,000
Annual equity retainer$70,000
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)15,000 / 10,000 / 7,500
Stock ownership guideline$3
09b

Total cost of the board

ComponentFY2025
Cash retainers and fees$520,935
Equity awards (grant-date value)$201,355
All other compensation$0
Total cost of the board$722,290

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

10

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.

10a

Peer reciprocity

Of the companies Ampco Pittsburgh 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 Ampco Pittsburgh.

10b

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
1DMC Global Inc.2025James O’Leary$654,231$3,699,992$0$1,233,304$5,615,614
2Northwest Pipe Company2025Scott Montross732,1821,280,06101,464,3643,492,930
3Insteel Industries, Inc.2025H.o. Woltz III750,000562,506562,4891,500,0003,447,259
4Douglas Dynamics, Inc.2025Mark Van Genderen651,4211,110,23901,219,6113,008,565
5L.B. Foster Company2025John Kasel790,4171,319,3570654,4002,920,512
6Thermon Group Holdings, Inc.2025Bruce Thames715,0351,299,9630543,6202,579,122
7Twin Disc, Incorporated2026John Batten712,0711,002,7670440,0602,345,850
8Gorman-Rupp Company2025Scott King717,500750,000002,187,652
9Ampco Pittsburgh2025J. Brett McBrayer718,750701,7820600,9532,065,460
10FreightCar America, Inc.2025Nicholas Randall605,000453,746449,219503,7362,032,701
11Hurco Companies, Inc.2025Gregory Volovic675,8001,249,991002,023,603
12Core Molding Technologies, Inc.2025David Duvall787,350761,016001,571,116
13Ascent Industries Co.2025J. Bryan Kitchen500,000422,017——1,372,017

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.

10c

Incentive design against the same peers

CompanyAnnual incentive payoutLong-term vehicle mixPSU measures include TSRCompensation consultant
Ampco Pittsburghnot disclosedPSU 67 · RSU 33not disclosedPay Governance LLC
Ascent Industries Co.not disclosednot disclosednot disclosednot disclosed
Core Molding Technologies, Inc.not disclosednot disclosednot disclosedPearl Meyer & Partners LLC
DMC Global Inc.not disclosedRSU 50 · PSU 50not disclosedPearl Meyer & Partners, LLC
Douglas Dynamics, Inc.174.2%PSU 50 · RSU 50Yes — Relative TSRFrederic W. Cook & Co, Inc.
FreightCar America, Inc.not disclosedRestricted Shares 50 · Option 50not disclosedMeridian Compensation Partners, LLC
Gorman-Rupp Companynot disclosednot disclosednot disclosedSemler Brossy Consulting Group
Hurco Companies, Inc.not disclosedPSU 55 · RSU 45NoPay Governance, LLC
Insteel Industries, Inc.not disclosednot disclosednot disclosedPearl Meyer
L.B. Foster Companynot disclosedPSU 60 · Restricted Stock 40not disclosedPay Governance
Northwest Pipe Companynot disclosedPSU 75 · RSU 25not disclosedWillis Towers Watson
Thermon Group Holdings, Inc.76%not disclosedNoMercer
Twin Disc, Incorporatednot disclosednot disclosednot disclosedPay Governance, LLC

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.

10d

Frequently asked questions

Who was the highest-paid executive at Ampco Pittsburgh in fiscal 2025?
As disclosed, J. Brett McBrayer (Chief Executive Officer) was the highest-paid executive at Ampco Pittsburgh in fiscal 2025, with total compensation of $2,065,460.
How does Ampco Pittsburgh's chief executive pay compare to its disclosed peer group?
As disclosed, J. Brett McBrayer's total compensation ranked at the 33rd percentile of Ampco Pittsburgh's disclosed peer group.
How did shareholders vote on Ampco Pittsburgh's executive compensation?
As disclosed, 93.84% of shareholders supported Ampco Pittsburgh's executive compensation in the latest say-on-pay vote.
How much does Ampco Pittsburgh spend in total on board compensation for fiscal 2025?
As disclosed, Ampco Pittsburgh reported total board compensation of $722,290 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.

11

Source register

Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.

#SupportsDocumentFiledAccessionLocation in document
1Section 01, J. Brett McBrayerDEF 14A2026-03-270001193125-26-127659Section “Summary Compensation Table” · page 40. As printed: 2,065,460. Filing ↗machine: r3 · c14 · span 1153868–1153877
2Section 01, Michael McAuleyDEF 14A2026-03-270001193125-26-127659Section “Summary Compensation Table” · page 40. As printed: 1,045,038. Filing ↗machine: r6 · c14 · span 1168928–1168937
3Section 01, Samuel LyonDEF 14A2026-03-270001193125-26-127659Section “Summary Compensation Table” · page 40. As printed: 994,854. Filing ↗machine: r9 · c14 · span 1184291–1184298
4Section 03, Samuel Lyon PSUDEF 14A2026-03-270001193125-26-127659Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 1100066–1100072
5Section 03, Michael McAuley PSUDEF 14A2026-03-270001193125-26-127659Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 1091450–1091456
6Section 03, J. Brett McBrayer PSUDEF 14A2026-03-270001193125-26-127659Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 1085551–1085558
7Section 08, Laurence E. PaulDEF 14A2026-03-270001193125-26-127659Section “Director Compensation”. As printed: 120,483. Filing ↗machine: span 517839–518048
8Section 08, James J. AbelDEF 14A2026-03-270001193125-26-127659Section “Director Compensation”. As printed: 105,952. Filing ↗machine: span 475843–476052
9Section 08, Robert A. DeMichieiDEF 14A2026-03-270001193125-26-127659Section “Director Compensation”. As printed: 97,515. Filing ↗machine: span 481843–482051
10Section 08, William K. LiebermanDEF 14A2026-03-270001193125-26-127659Section “Director Compensation”. As printed: 91,265. Filing ↗machine: span 505846–506054
11Section 08, Elizabeth A. FessendenDEF 14A2026-03-270001193125-26-127659Section “Director Compensation”. As printed: 90,171. Filing ↗machine: span 493849–494057
12Section 08, Michael I. GermanDEF 14A2026-03-270001193125-26-127659Section “Director Compensation”. As printed: 89,077. Filing ↗machine: span 499846–500054
13Section 08, Darrell L. McNairDEF 14A2026-03-270001193125-26-127659Section “Director Compensation”. As printed: 85,640. Filing ↗machine: span 511843–512051
14Section 08, Stephen E. PaulDEF 14A2026-03-270001193125-26-127659Section “Director Compensation”. As printed: 22,031. Filing ↗machine: span 519689–519897
15Section 08, Fredrick D. DiSantoDEF 14A2026-03-270001193125-26-127659Section “Director Compensation”. As printed: 20,156. Filing ↗machine: span 483696–483904
16Section 08, J. Brett McBrayerDEF 14A2026-03-270001193125-26-127659Section “Director Compensation”. As printed: 0. Filing ↗
17Section 06, 2026 voteForm 8-K2026-05-120001193125-26-218107Item 5.07 · say-on-pay result. As reported: 93.84% (votes for as printed: 10,273,057). Filing ↗
18Section 06, 2025 voteForm 8-K2025-05-090000950170-25-068111Item 5.07 · say-on-pay result. As reported: 97.18% (votes for as printed: 14,343,278). Filing ↗
19Section 06, 2024 voteForm 8-K2024-06-050000950170-24-069082Item 5.07 · say-on-pay result. As reported: 95.46% (votes for as printed: 13,903,153). Filing ↗
20Section 01 trend, Δ column (computed)Computed——Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1)
21Section 09b board cost (computed)Computed——Cash 520,935 + equity 201,355 + all other 0 = 722,290, summed across the director compensation table rows.machine: formula: Σ = 722,290
22DMC Global Inc., Section 10b CEO totalDEF 14A2026-03-310000034067-26-000022CEO total compensation as printed in DMC Global Inc.'s own proxy. As printed: 5,615,614. Filing ↗machine: span 888111–888120
23Northwest Pipe Company, Section 10b CEO totalDEF 14A2026-04-230001437749-26-013175CEO total compensation as printed in Northwest Pipe Company's own proxy. As printed: 3,492,930. Filing ↗machine: r2 · c20 · span 1026421–1026430
24Insteel Industries, Inc., Section 10b CEO totalDEF 14A2026-01-020001308179-26-000001CEO total compensation as printed in Insteel Industries, Inc.'s own proxy. As printed: 3,447,259. Filing ↗machine: r1 · c8 · span 469403–469412
25Douglas Dynamics, Inc., Section 10b CEO totalDEF 14A2026-03-200001437749-26-009126CEO total compensation as printed in Douglas Dynamics, Inc.'s own proxy. As printed: 3,008,565. Filing ↗
26L.B. Foster Company, Section 10b CEO totalDEF 14A2026-04-100001140361-26-014171CEO total compensation as printed in L.B. Foster Company's own proxy. As printed: 2,920,512. Filing ↗machine: r2 · c21 · span 731507–731517
27Thermon Group Holdings, Inc., Section 10b CEO totalDEF 14A2025-06-180001489096-25-000097CEO total compensation as printed in Thermon Group Holdings, Inc.'s own proxy. As printed: 2,579,122. Filing ↗machine: r2 · c55 · span 730045–730054
28Twin Disc, Incorporated, Section 10b CEO totalDEF 14A2026-09-140001437749-26-030232CEO total compensation as printed in Twin Disc, Incorporated's own proxy. As printed: 2,345,850. Filing ↗machine: r1 · c24 · span 428538–428547
29Gorman-Rupp Company, Section 10b CEO totalDEF 14A2026-03-230001193125-26-118757CEO total compensation as printed in Gorman-Rupp Company's own proxy. As printed: 2,187,652. Filing ↗machine: r4 · c31 · span 557814–557823
30Ampco Pittsburgh (subject), Section 10b CEO totalDEF 14A2026-03-270001193125-26-127659CEO total compensation as printed in Ampco Pittsburgh's own proxy. As printed: 2,065,460. Filing ↗machine: r3 · c14 · span 1153868–1153877
31FreightCar America, Inc., Section 10b CEO totalDEF 14A2026-03-190001213900-26-031465CEO total compensation as printed in FreightCar America, Inc.'s own proxy. As printed: 2,032,701. Filing ↗
32Hurco Companies, Inc., Section 10b CEO totalDEF 14A2026-01-280001104659-26-007238CEO total compensation as printed in Hurco Companies, Inc.'s own proxy. As printed: 2,023,603. Filing ↗machine: r1 · c41 · span 754495–754504
33Core Molding Technologies, Inc., Section 10b CEO totalDEF 14A2026-04-060001026655-26-000019CEO total compensation as printed in Core Molding Technologies, Inc.'s own proxy. As printed: 1,571,116. Filing ↗
34Ascent Industries Co., Section 10b CEO totalDEF 14A2026-04-300000095953-26-000071CEO total compensation as printed in Ascent Industries Co.'s own proxy. As printed: 1,372,017. Filing ↗
35Section 10a, Insteel Industries, Inc. reciprocityDEF 14A—0001308179-26-000001Insteel Industries, Inc. names Ampco Pittsburgh in its own disclosed peer group (read from its most recent proxy). Filing ↗
36Section 10a, Gorman-Rupp Company reciprocityDEF 14A—0001193125-26-118757Gorman-Rupp Company's most recent proxy was read; its disclosed peer group does not include Ampco Pittsburgh. Filing ↗
37Section 10a, Northwest Pipe Company reciprocityDEF 14A—0001437749-25-012966Northwest Pipe Company's most recent proxy was read; its disclosed peer group does not include Ampco Pittsburgh. Filing ↗
38Section 10a, Thermon Group Holdings, Inc. reciprocityDEF 14A—0001489096-25-000097Thermon Group Holdings, Inc.'s most recent proxy was read; its disclosed peer group does not include Ampco Pittsburgh. Filing ↗
39Section 10a, L.B. Foster Company reciprocityDEF 14A—0001140361-26-014171L.B. Foster Company names Ampco Pittsburgh in its own disclosed peer group (read from its most recent proxy). Filing ↗
40Section 10a, Core Molding Technologies, Inc. reciprocityDEF 14A—0001026655-26-000019Core Molding Technologies, Inc.'s most recent proxy was read; its disclosed peer group does not include Ampco Pittsburgh. Filing ↗
41Section 10a, Douglas Dynamics, Inc. reciprocityDEF 14A—0001437749-26-009126Douglas Dynamics, Inc.'s most recent proxy was read; its disclosed peer group does not include Ampco Pittsburgh. Filing ↗
42Section 10a, Twin Disc, Incorporated reciprocityDEF 14A—0001437749-25-029012Twin Disc, Incorporated's most recent proxy was read; its disclosed peer group does not include Ampco Pittsburgh. Filing ↗