Fiscal year 2025 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.
Each company listed discloses BRCB 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 BRCB in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Mark Davis | $621,370 | $4,000,000 | $3,750,000 | $3,750,000 | $8,751,050 | $0 | $24,662 | $20,897,082 |
| Chief Executive Officer | ||||||||
| Rodd Booth | 307,123 | 0 | 750,000 | 750,000 | 281,644 | 0 | 17,362 | 2,106,129 |
| Chief Financial Officer | ||||||||
| Sam Seiberling | 285,753 | 0 | 771,385 | 750,000 | 187,763 | 0 | 8,427 | 2,003,328 |
| Chief Legal 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 | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Mark Davis | $20,897,082 | — | — | — |
| Rodd Booth | 2,106,129 | — | — | — |
| Sam Seiberling | 2,003,328 | — | — | — |
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.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Mark Davis | RSU | 187,500 | — | $4,171,875 |
| Sam Seiberling | RSU | 40,248 | — | 895,529 |
| Rodd Booth | RSU | 37,500 | — | 834,375 |
| Sam Seiberling | RSU | 37,500 | — | 834,375 |
| Mark Davis | Option | 381,097 | 20 | — |
| Rodd Booth | Option | 76,219 | 20 | — |
| Sam Seiberling | Option | 76,219 | 20 | — |
| CEO STI target (% of salary) | NaN% |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Meridian Compensation Partners, LLC |
| Clawback policy | The Company maintains a compensation recovery policy that, consistent with the SEC and Nasdaq Rules, requires the clawback of certain erroneously awarded compensation received by the Company's current and former executive officers in the event the Company is required to prepare a qualifying accounting restatement. |
| Anti-hedging | The Insider Trading Compliance Policy prohibits the Company's directors, officers and employees and any entities they control from engaging in hedging transactions involving the Company's securities, such as prepaid variable forward contracts, equity swaps, collars and exchange funds, or other transactions that hedge or offset, or are designed to hedge or offset, any decrease in the market value of the Company's equity securities. |
| Anti-pledging | — |
| Ratio (CEO : median employee) | — |
|---|---|
| CEO total compensation | — |
| Median employee compensation | — |
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Jake SpellmeyerNot independent · Departed during FY | $40,000 | $56,250 | — | — | $1,318,170 | $1,414,420 |
| Daniel BrandNot independent · Compensation (Chair) | 40,000 | 56,250 | — | — | 1,318,170 | 1,414,420 |
| Jeffrey HernandezNot independent · Board Chair | 40,000 | 56,250 | — | — | 1,318,170 | 1,414,420 |
| Bryan PereboomNot independent · Departed during FY | 40,000 | 56,250 | — | — | 1,318,170 | 1,414,420 |
| Richard FedericoIndependent · Compensation · Audit | 50,000 | 56,250 | — | — | — | 106,250 |
| Andrew BraithwaiteIndependent · Compensation | 40,000 | 56,250 | — | — | — | 96,250 |
| Kristina CashmanIndependent · Audit (Chair) | 15,353 | 56,250 | — | — | — | 71,603 |
| Sarah Goldsmith-GroverIndependent · Compensation · Audit | — | 56,250 | — | — | — | 56,250 |
| Mark DavisEmployee director | — | — | — | — | — | 0 |
| Annual cash retainer | $50,000 |
|---|---|
| Annual equity retainer | $75,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | — |
| Stock ownership guideline | 5x annual cash retainer ($250,000) |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $265,353 |
| Equity awards (grant-date value) | $450,000 |
| All other compensation | $5,272,680 |
| Total cost of the board | $5,988,033 |
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 | Black Rock Coffee Bar | 2025 | Mark Davis | $621,370 | $3,750,000 | $3,750,000 | $8,751,050 | $20,897,082 |
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, Mark Davis | DEF 14A | 2026-04-16 | 0001628280-26-025374 | Section “Executive Compensation”. As printed: 20,897,082. Filing ↗machine: span 450786–450796 |
| 2 | Section 01, Rodd Booth | DEF 14A | 2026-04-16 | 0001628280-26-025374 | Section “Executive Compensation”. As printed: 2,106,129. Filing ↗machine: span 461901–461910 |
| 3 | Section 01, Sam Seiberling | DEF 14A | 2026-04-16 | 0001628280-26-025374 | Section “Executive Compensation”. As printed: 2,003,328. Filing ↗machine: span 473886–473895 |
| 4 | Section 07, pay ratio | 10-K | 2026-03-04 | 0001628280-26-014380 | Section “CEO Pay Ratio”. As printed: —. Filing ↗ |
| 5 | Section 08, Jake Spellmeyer | DEF 14A | 2026-04-16 | 0001628280-26-025374 | Section “Director Compensation”. As printed: 1,414,420. Filing ↗machine: span 292521–292530 |
| 6 | Section 08, Daniel Brand | DEF 14A | 2026-04-16 | 0001628280-26-025374 | Section “Director Compensation”. As printed: 1,414,420. Filing ↗machine: span 275030–275039 |
| 7 | Section 08, Jeffrey Hernandez | DEF 14A | 2026-04-16 | 0001628280-26-025374 | Section “Director Compensation”. As printed: 1,414,420. Filing ↗machine: span 287282–287291 |
| 8 | Section 08, Bryan Pereboom | DEF 14A | 2026-04-16 | 0001628280-26-025374 | Section “Director Compensation”. As printed: 1,414,420. Filing ↗machine: span 289727–289736 |
| 9 | Section 08, Richard Federico | DEF 14A | 2026-04-16 | 0001628280-26-025374 | Section “Director Compensation”. As printed: 106,250. Filing ↗machine: span 282387–282394 |
| 10 | Section 08, Andrew Braithwaite | DEF 14A | 2026-04-16 | 0001628280-26-025374 | Section “Director Compensation”. As printed: 96,250. Filing ↗machine: span 277503–277509 |
| 11 | Section 08, Kristina Cashman | DEF 14A | 2026-04-16 | 0001628280-26-025374 | Section “Director Compensation”. As printed: 71,603. Filing ↗machine: span 279945–279951 |
| 12 | Section 08, Sarah Goldsmith-Grover | DEF 14A | 2026-04-16 | 0001628280-26-025374 | Section “Director Compensation”. As printed: 56,250. Filing ↗ |
| 13 | Section 08, Mark Davis | DEF 14A | 2026-04-16 | 0001628280-26-025374 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 14 | Section 09b board cost (computed) | Computed | — | computed | Cash 265,353 + equity 450,000 + all other 5,272,680 = 5,988,033, summed across the director compensation table rows.machine: formula: Σ = 5,988,033 |
| 15 | Black Rock Coffee Bar (subject), Section 10b CEO total | DEF 14A | 2026-04-16 | 0001628280-26-025374 | CEO total compensation as printed in Black Rock Coffee Bar's own proxy. As printed: 20,897,082. Filing ↗machine: span 450786–450796 |