CEO Luvleen Sidhu was paid $1,178,775 in fiscal year 2023, ↑ up 93.8% from fiscal year 2022 (SEC filing 0001213900-24-037263 ↗): 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.
$1,178,775 ↑ Luvleen Sidhu total, FY2023 | — CEO pay percentile vs peers | — CEO-to-median pay ratio | — Say-on-pay support, latest vote |
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| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Luvleen Sidhu | $350,000 | $175,175 | $645,500 | $0 | $0 | $0 | $8,100 | $1,178,775 |
| Founder, Chief Executive Officer and Chair | ||||||||
| James Donahue | 300,000 | 109,200 | 484,125 | 0 | 0 | 0 | 8,100 | 901,425 |
| President | ||||||||
| James Dullinger | 275,000 | 110,000 | 193,650 | 0 | 0 | 0 | 8,100 | 581,750 |
| Former Chief Financial Officer | ||||||||
| Rajinder Singh | 243,750 | 0 | 0 | 0 | 0 | 0 | 6,188 | 249,938 |
| Former Co-Chief Executive 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 | FY2023 total | FY2022 total | FY2021 total | Δ FY2022→2023 |
|---|---|---|---|---|
| Luvleen Sidhu | $1,178,775 | $608,097 | — | ↑ +570,678 |
| James Donahue | 901,425 | 448,101 | — | ↑ +453,324 |
| James Dullinger | 581,750 | — | — | — |
| Rajinder Singh | 249,938 | — | — | — |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
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Every insider equity transaction reported on Form 4 after the 2023 proxy statement — acquisitions, dispositions, exercises, and withholdings — and therefore not reflected in any table in that document.
| Insider | Role | Transaction date | Code | Shares | Price | Value | Security | Source |
|---|---|---|---|---|---|---|---|---|
| Mike Gill | Director | 2025-01-31 | D | 4,000 | $5 | $20,000 | Common | Form 4 ↗ |
| Brent Hurley | Director | 2025-01-31 | D | 48,493 | 5 | 242,465 | Common | Form 4 ↗ |
| Luvleen Sidhu | Director | 2025-01-31 | D | 100,000 | 5 | 500,000 | Derivative, Class A Common | Form 4 ↗ |
| Luvleen Sidhu | Director | 2025-01-31 | D | 747,047 | 5 | 3,735,235 | Common | Form 4 ↗ |
| James Donahue | President & C T O | 2025-01-31 | D | 251,780 | 5 | 1,258,900 | Common | Form 4 ↗ |
| Marcy Schwab | Director | 2025-01-31 | D | 4,000 | 5 | 20,000 | Common | Form 4 ↗ |
| Michael Pavone | Director | 2025-01-31 | D | 2,000 | 5 | 10,000 | Common | Form 4 ↗ |
| Warren Taylor | Executive Vice President | 2025-01-31 | D | 38,900 | 5 | 194,500 | Common | Form 4 ↗ |
| Ajay Asija | Chief Financial Officer | 2025-01-31 | D | 150,000 | 5 | 750,000 | Derivative, Class A Common | Form 4 ↗ |
| Luvleen Sidhu | Director | 2025-01-31 | D | 75,000 | 5 | 375,000 | Derivative, Class A Common | Form 4 ↗ |
| Luvleen Sidhu | Director | 2025-01-31 | D | 100,000 | 5 | 500,000 | Derivative, Class A Common | Form 4 ↗ |
| Luvleen Sidhu | Director | 2025-01-31 | D | 250,000 | 5 | 1,250,000 | Derivative, Class A Common | Form 4 ↗ |
| Luvleen Sidhu | Director | 2025-01-31 | D | 100,000 | 5 | 500,000 | Derivative, Class A Common | Form 4 ↗ |
| John Dolan | Director | 2025-01-31 | D | 3,000 | 5 | 15,000 | Common | Form 4 ↗ |
| Aaron Hodari | Director | 2025-01-31 | D | 13,000 | 5 | 65,000 | Common | Form 4 ↗ |
Transaction codes per Form 4: A acquisition · S open-market sale · F tax withholding · M option exercise · G gift. Value = shares × price as reported. Dividend-equivalent and fractional-share accrual rows (derivative Class A, under $10,000 and under 2,000 shares) are aggregated per date; every row appears in full below.
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| James Donahue | RSU | 2024-02-05 | — | — | 50,000 | — | — |
| Luvleen Sidhu | RSU | 2024-02-05 | — | — | 100,000 | — | — |
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.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Luvleen Sidhu | RSU | 700,321 | — | $4,314,869 |
| Luvleen Sidhu | RSU | 579,371 | — | 3,569,663 |
| James Donahue | RSU | 214,007 | — | 982,258 |
| James Dullinger | RSU | 69,333 | — | 261,045 |
The Company's compensation philosophy emphasizes at-risk incentive compensation in the form of annual and long-term incentives to attract and retain key talent, promote growth, and motivate long-term shareholder value creation. Target total direct compensation is benchmarked relative to similarly sized companies within the consumer finance and application software industries, with aggregate base salaries and long-term incentive grants positioned below the 25th percentile of the market.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Pearl Meyer |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2024 | 2024-06-20 | — | — | — | — | — |
| 2023 | 2023-06-20 | — | — | — | — | — |
| 2022 | 2022-06-15 | — | — | — | — | — |
| 2021 | 2021-06-16 | — | — | — | — | — |
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 |
|---|---|---|
| 2024 | 2024-06-20 | —a |
| 2023 | 2023-06-20 | —b |
| 2022 | 2022-06-15 | —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.
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| John DolanIndependent · Audit Committee (Chair) | $10,000 | $0 | — | — | — | $10,000 |
| Aaron HodariNot independent | 10,000 | 0 | — | — | — | 10,000 |
| Mike GillIndependent · Lead Independent Director · Compensation Committee (Chair) | 10,000 | 0 | — | — | — | 10,000 |
| Brent HurleyIndependent · Nominating and Corporate Governance Committee (Chair) | 10,000 | 0 | — | — | — | 10,000 |
| A.J. DunklauNot standing for re-election · Departed during FY | 10,000 | 0 | — | — | — | 10,000 |
| Marcy SchwabIndependent · Audit | 10,000 | 0 | — | — | — | 10,000 |
| Michael PavoneIndependent · Compensation · Newly elected | 0 | 0 | — | — | — | 0 |
| Luvleen SidhuEmployee director · Board Chair | — | — | — | — | — | 0 |
| Annual cash retainer | $20,000 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | — |
| Stock ownership guideline | — |
| Component | FY2023 |
|---|---|
| Cash retainers and fees | $60,000 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $0 |
| Total cost of the board | $60,000 |
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 |
|---|---|---|---|---|---|---|---|---|
| 1 | BM Technologies | 2023 | Luvleen Sidhu | $350,000 | $645,500 | $0 | $0 | $1,178,775 |
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.
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.
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, Luvleen Sidhu | DEF 14A | 2024-04-29 | 0001213900-24-037263 | Section “Executive Compensation”. As printed: 1,178,775. Filing ↗machine: span 464069–464078 |
| 2 | Section 01, James Donahue | DEF 14A | 2024-04-29 | 0001213900-24-037263 | Section “Executive Compensation”. As printed: 901,425. Filing ↗machine: span 548800–548807 |
| 3 | Section 01, James Dullinger | DEF 14A | 2024-04-29 | 0001213900-24-037263 | Section “Summary Compensation Table”. As printed: 581,750. Filing ↗machine: t13 · r10 · c23 · span 593090–593097 |
| 4 | Section 01, Rajinder Singh | DEF 14A | 2024-04-29 | 0001213900-24-037263 | Section “Executive Compensation”. As printed: 249,938. Filing ↗machine: span 507963–507970 |
| 5 | Section 03, James Donahue RSU | DEF 14A | 2024-04-29 | 0001213900-24-037263 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 673102–673108 |
| 6 | Section 03, Luvleen Sidhu RSU | DEF 14A | 2024-04-29 | 0001213900-24-037263 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 666617–666624 |
| 7 | Section 08, John Dolan | DEF 14A | 2024-04-29 | 0001213900-24-037263 | Section “Director Compensation”. As printed: 10,000. Filing ↗machine: span 748273–748653 |
| 8 | Section 08, Aaron Hodari | DEF 14A | 2024-04-29 | 0001213900-24-037263 | Section “Director Compensation”. As printed: 10,000. Filing ↗machine: span 760604–760984 |
| 9 | Section 08, Mike Gill | DEF 14A | 2024-04-29 | 0001213900-24-037263 | Section “Director Compensation”. As printed: 10,000. Filing ↗machine: span 754448–754828 |
| 10 | Section 08, Brent Hurley | DEF 14A | 2024-04-29 | 0001213900-24-037263 | Section “Director Compensation”. As printed: 10,000. Filing ↗machine: span 766740–767120 |
| 11 | Section 08, A.J. Dunklau | DEF 14A | 2024-04-29 | 0001213900-24-037263 | Section “Director Compensation”. As printed: 10,000. Filing ↗machine: span 779191–779571 |
| 12 | Section 08, Marcy Schwab | DEF 14A | 2024-04-29 | 0001213900-24-037263 | Section “Director Compensation”. As printed: 10,000. Filing ↗machine: span 785347–785727 |
| 13 | Section 08, Michael Pavone | DEF 14A | 2024-04-29 | 0001213900-24-037263 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 14 | Section 08, Luvleen Sidhu | DEF 14A | 2024-04-29 | 0001213900-24-037263 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 15 | Section 02, Mike Gill 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009116 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 16 | Section 02, Brent Hurley 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009132 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 17 | Section 02, Luvleen Sidhu 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009134 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 18 | Section 02, Luvleen Sidhu 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009134 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 19 | Section 02, James Donahue 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009121 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 20 | Section 02, Marcy Schwab 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009100 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 21 | Section 02, Michael Pavone 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009107 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 22 | Section 02, Warren Taylor 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009123 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 23 | Section 02, Ajay Asija 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009127 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 24 | Section 02, Luvleen Sidhu 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009134 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 25 | Section 02, Luvleen Sidhu 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009134 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 26 | Section 02, Luvleen Sidhu 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009134 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 27 | Section 02, Luvleen Sidhu 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009134 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 28 | Section 02, John Dolan 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009119 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 29 | Section 02, Aaron Hodari 2025-01-31 | Form 4 | 2025-02-03 | 0001213900-25-009109 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 30 | Section 06, 2024 vote | Form 8-K | 2024-06-20 | 0001213900-24-054319 | Item 5.07 · say-on-pay result. As reported: —. Filing ↗ |
| 31 | Section 06, 2023 vote | Form 8-K | 2023-06-20 | 0001213900-23-050055 | Item 5.07 · say-on-pay result. As reported: —. Filing ↗ |
| 32 | Section 06, 2022 vote | Form 8-K | 2022-06-17 | 0001213900-22-033585 | Item 5.07 · say-on-pay result. As reported: —. Filing ↗ |
| 33 | Section 01 trend, Δ column (computed) | Computed | — | — | Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1) |
| 34 | Section 09b board cost (computed) | Computed | — | — | Cash 60,000 + equity 0 + all other 0 = 60,000, summed across the director compensation table rows.machine: formula: Σ = 60,000 |
| 35 | BM Technologies (subject), Section 10b CEO total | DEF 14A | 2024-04-29 | 0001213900-24-037263 | CEO total compensation as printed in BM Technologies's own proxy. As printed: 1,178,775. Filing ↗machine: span 464069–464078 |
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