Fiscal year 2024 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.
This is the complete answer, not a partial one — the list is never padded.
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Jeffrey Soinski | — | — | — | — | — | — | — | — |
| Chief Executive Officer | ||||||||
| Nabeel Subainati | — | — | — | — | — | — | — | — |
| Principal Financial and Accounting Officer | ||||||||
| Himanshu Patel | — | — | — | — | — | — | — | — |
| Chief Technology 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.
| Named executive officer | FY2024 total | FY2023 total | FY2022 total | Δ FY2023→2024 |
|---|---|---|---|---|
| Jeffrey Soinski | — | $924,295 | — | — |
| Nabeel Subainati | — | 452,084 | — | — |
| Himanshu Patel | — | 614,577 | — | — |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
No insider equity transactions reported since the proxy statement.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | not disclosed |
| Clawback policy | — |
| Anti-hedging | — |
| Anti-pledging | — |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2025 | — | 94,063 | — | — | — | — |
| 2024 | 2024-12-19 | 4,113,791 | 107,651 | 135,221 | 94.43% | Passed |
| 2023 | 2023-12-22 | 348,738 | 42,943 | 3,236 | 88.31% | Passed |
| 2021 | 2021-12-20 | 16,386,646 | 2,898,775 | 277,360 | 83.76% | 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.
| Meeting year | Meeting date | Approval — company's computation |
|---|---|---|
| 2025 | — | —a |
| 2024 | 2024-12-19 | 94.43%b |
| 2023 | 2023-12-22 | 88.31%c |
a. Voting standard not stated in the filing.
b. Approved under the standard stated in the filing — “Abstentions are considered votes present and entitled to vote on this proposal, and thus, will have the same effect as a vote "against" the proposal.”.
c. Approved under the standard stated in the filing — “Abstentions are considered votes present and entitled to vote on this proposal, and thus, will have the same effect as a vote "against" the 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.
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Jeffrey M. SoinskiEmployee director | $0 | $0 | $0 | — | $0 | $0 |
| James G. CullenIndependent | — | — | — | 0 | — | — |
| James B. McElweeIndependent | — | — | — | 0 | — | — |
| Himanshu PatelIndependent · Partial-year service | — | — | — | 0 | — | — |
| Tamara N. EliasIndependent | — | — | — | 0 | — | — |
| Annual cash retainer | $35,000 |
|---|---|
| Annual equity retainer | $75,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 20,000 / 15,000 / 10,000 |
| Stock ownership guideline | — |
| Component | FY2024 |
|---|---|
| Cash retainers and fees | $0 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $0 |
| Total cost of the board | $0 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
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 |
|---|---|---|---|---|---|---|---|---|
| — | Avinger Inc | 2024 | Jeffrey Soinski | — | — | — | — | 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.
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.
| # | Supports | Document | Filed | Accession | Location in document |
|---|---|---|---|---|---|
| 1 | Section 01, Jeffrey Soinski | DEF 14A | 2024-07-11 | 0001437749-24-022583 | Section “Executive Compensation”. As printed: —. Filing ↗ |
| 2 | Section 01, Nabeel Subainati | DEF 14A | 2024-07-11 | 0001437749-24-022583 | Section “Executive Compensation”. As printed: —. Filing ↗ |
| 3 | Section 01, Himanshu Patel | DEF 14A | 2024-07-11 | 0001437749-24-022583 | Section “Executive Compensation”. As printed: —. Filing ↗ |
| 4 | Section 08, Jeffrey M. Soinski | DEF 14A | 2024-07-11 | 0001437749-24-022583 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 5 | Section 08, James G. Cullen | DEF 14A | 2024-07-11 | 0001437749-24-022583 | Section “Director Compensation”. As printed: —. Filing ↗machine: t79 · r2 · c7 · span 210348–210349 |
| 6 | Section 08, James B. McElwee | DEF 14A | 2024-07-11 | 0001437749-24-022583 | Section “Director Compensation”. As printed: —. Filing ↗machine: t79 · r3 · c7 · span 213029–213030 |
| 7 | Section 08, Himanshu Patel | DEF 14A | 2024-07-11 | 0001437749-24-022583 | Section “Director Compensation”. As printed: —. Filing ↗ |
| 8 | Section 08, Tamara N. Elias | DEF 14A | 2024-07-11 | 0001437749-24-022583 | Section “Director Compensation”. As printed: —. Filing ↗ |
| 9 | Section 06, 2025 vote | Form 8-K | 2024-07-11 | 0001437749-24-022583 | Item 5.07 · say-on-pay result. As reported: —. Filing ↗ |
| 10 | Section 06, 2024 vote | Form 8-K | 2024-12-19 | 0001437749-24-037978 | Item 5.07 · say-on-pay result. As reported: 94.43% (votes for as printed: 4,113,791). Filing ↗ |
| 11 | Section 06, 2023 vote | Form 8-K | 2023-12-22 | 0001437749-23-035263 | Item 5.07 · say-on-pay result. As reported: 88.31% (votes for as printed: 348,738). Filing ↗ |
| 12 | Section 09b board cost (computed) | Computed | — | computed | Cash 0 + equity 0 + all other 0 = 0, summed across the director compensation table rows.machine: formula: Σ = 0 |