Velarion · Company Intelligence
Compensation Brief
Fiscal year 2023 · Filings through 2024-06-14

Benson Hill (BHIL)

CEO Adrienne Elsner was paid $1,733,346 in fiscal year 2023 (SEC filing 0001830210-24-000073 ↗): 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.

$3,329,054
Matthew Crisp total, FY2023
Former Chief Executive Officer — highest-paid officer; CEO Adrienne Elsner: $1,733,346
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CEO (Adrienne Elsner) pay percentile vs peers
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CEO-to-median pay ratio
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01

Summary Compensation Table — fiscal year 2023

Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Matthew Crisp$312,500$0$1,013,336$0$0$0$2,003,218$3,329,054
Former Chief Executive Officer
Adrienne Elsner277,11501,034,9400335,651085,6391,733,346
Chief Executive Officer
Jason Bull447,7200339,2510190,72901,290978,990
Chief Technology Officer
Dean Freeman459,4460328,321069,342031,980889,089
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 officerFY2023 totalFY2022 totalFY2021 totalΔ FY2022→2023
Matthew Crisp$3,329,054$17,103,661—↓ −13,774,607
Adrienne Elsner1,733,346———
Jason Bull978,9901,980,851—↓ −1,001,861
Dean Freeman889,0892,933,408—↓ −2,044,319

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 BHIL
1 company names BHIL as a compensation peer

The list of companies that name BHIL as a peer is temporarily unavailable — recheck shortly.

02

Equity transactions since the proxy statement was filed

No insider equity transactions reported since the proxy statement.

04

Outstanding equity awards at fiscal year-end 2023

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Jason BullPSU81,528—$14,186
Jason BullPSU90,471—15,742
Jason BullPSU500,000—79,950
Jason BullOption26,8851.99—
Jason BullPSU167,259—29,103
Matthew CrispPSU193,107—33,601
Jason BullPSU91,907—15,992
Matthew CrispPSU2,000,000—347,999
Dean FreemanPSU225,000—39,150
Matthew CrispPSU322,620—0
Matthew CrispOption134,4251.99—
Matthew CrispPSU215,080—0
Matthew CrispPSU189,030—32,891
Adrienne ElsnerPSU172,064—29,939
Adrienne ElsnerPSU735,244—127,932
Matthew CrispPSU653,765—113,755
Dean FreemanPSU211,820—36,857
Matthew CrispPSU281,955—49,060
Dean FreemanPSU82,748—14,398
Matthew CrispPSU80,656—0
Matthew CrispOption67,2131.35—
Matthew CrispOption67,2131.99—
Jason BullOption53,7701.35—
Jason BullOption80,6551.99—
05

Incentive-plan design — the Compensation Discussion & Analysis

The provided text does not contain the Compensation Discussion & Analysis (CD&A) section where the pay philosophy is typically disclosed. It only contains the Corporate Governance and Board of Directors sections.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultantAon Consulting Inc.
Clawback policytrue
Anti-hedgingtrue
Anti-pledgingtrue
08

Director compensation — fiscal year 2023

DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Richard MackIndependent · Audit and Risk · Compensation—$530,000$0——$562,333
Daniel JacobiIndependent · Board Chair · Sustainability and Governance—200,0000——335,000
DeAnn BruntsNot independent—200,0000——300,000
Linda Whitley-TaylorIndependent · Compensation (Chair)—200,0000——260,000
David J. LeeIndependent · Audit and Risk (Chair) · Not standing for re-election—200,0000——260,000
J. Stephan DolezalekIndependent · Compensation · Sustainability and Governance—200,0000——260,000
Molly MontgomeryIndependent · Sustainability and Governance (Chair)—200,0000——260,000
Craig RohrIndependent · Audit and Risk—200,0000——255,000
Adrienne ElsnerEmployee director27,50000——27,500
Matthew B. CrispEmployee director · Departed during FY—————0
09

Board fee structure and ownership guideline

Annual cash retainer$50,000
Annual equity retainer$200,000
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)10,000 / 10,000 / 10,000
Stock ownership guideline—
09b

Total cost of the board

ComponentFY2023
Cash retainers and fees$27,500
Equity awards (grant-date value)$1,930,000
All other compensation$0
Total cost of the board$1,957,500

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

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
1Benson Hill2023Adrienne Elsner$277,115$1,034,940$0$335,651$1,733,346

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.

10d

Frequently asked questions

Who was the highest-paid executive at Benson Hill in fiscal 2023?
As disclosed, Matthew Crisp (Former Chief Executive Officer) was the highest-paid executive at Benson Hill in fiscal 2023, with total compensation of $3,329,054.
How much does Benson Hill spend in total on board compensation for fiscal 2023?
As disclosed, Benson Hill reported total board compensation of $1,957,500 for fiscal 2023.

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, Matthew CrispDEF 14A2024-06-140001830210-24-000073Section “Executive Compensation”. As printed: 3,329,054. Filing ↗machine: r5 · c48 · span 546322–546331
2Section 01, Adrienne ElsnerDEF 14A2024-06-140001830210-24-000073Section “Executive Compensation”. As printed: 1,733,346. Filing ↗machine: r3 · c48 · span 538580–538589
3Section 01, Jason BullDEF 14A2024-06-140001830210-24-000073Section “Executive Compensation”. As printed: 978,990. Filing ↗machine: r9 · c48 · span 561469–561476
4Section 01, Dean FreemanDEF 14A2024-06-140001830210-24-000073Section “Executive Compensation”. As printed: 889,089. Filing ↗machine: r7 · c48 · span 554021–554028
5Section 08, Richard MackDEF 14A——Section “Director Compensation”. As printed: 562,333.
6Section 08, Daniel JacobiDEF 14A——Section “Director Compensation”. As printed: 335,000.
7Section 08, DeAnn BruntsDEF 14A2024-06-140001830210-24-000073Section “Director Compensation”. As printed: 300,000. Filing ↗machine: span 413292–413423
8Section 08, Linda Whitley-TaylorDEF 14A——Section “Director Compensation”. As printed: 260,000.
9Section 08, David J. LeeDEF 14A——Section “Director Compensation”. As printed: 260,000.
10Section 08, J. Stephan DolezalekDEF 14A2024-06-140001830210-24-000073Section “Director Compensation”. As printed: 260,000. Filing ↗machine: span 415260–415467
11Section 08, Molly MontgomeryDEF 14A——Section “Director Compensation”. As printed: 260,000.
12Section 08, Craig RohrDEF 14A——Section “Director Compensation”. As printed: 255,000.
13Section 08, Adrienne ElsnerDEF 14A2024-06-140001830210-24-000073Section “Director Compensation”. As printed: 27,500. Filing ↗machine: span 411472–411678
14Section 08, Matthew B. CrispDEF 14A2024-06-140001830210-24-000073Section “Director Compensation”. As printed: 0. Filing ↗
15Section 01 trend, Δ column (computed)Computed——Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1)
16Section 09b board cost (computed)Computed——Cash 27,500 + equity 1,930,000 + all other 0 = 1,957,500, summed across the director compensation table rows.machine: formula: Σ = 1,957,500
17Benson Hill (subject), Section 10b CEO totalDEF 14A2024-06-140001830210-24-000073CEO total compensation as printed in Benson Hill's own proxy. As printed: 1,733,346. Filing ↗machine: r3 · c48 · span 538580–538589

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