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Companies Clearwater Paper

Clearwater Paper (CLW): executive pay, fiscal 2025

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CEO total pay$5,201,341CEO Arsen Kitch · source
Say-on-pay support84.66%Latest vote · source
CEO vs. named peers33rd pct.Of 11 peer CEOs
CEO pay ratio51:1To the median employee · source

CEO pay, last three years

  • $5,288,096FY2023
  • $5,974,230FY2024
  • $5,201,341FY2025

CEO total pay was $5,201,341 in fiscal 2025, down from $5,974,230 in fiscal 2024.

FY2025: salary $1,000,000 · bonus $0 · stock awards $3,107,277 · option awards $0

Frequently asked questions

Who was the highest-paid executive at Clearwater Paper in fiscal 2025?
As disclosed, Arsen Kitch (President and Chief Executive Officer) was the highest-paid executive at Clearwater Paper in fiscal 2025, with total compensation of $5,201,341.
How does Clearwater Paper's chief executive pay compare to its disclosed peer group?
As disclosed, Arsen Kitch's total compensation ranked at the 33rd percentile of Clearwater Paper's disclosed peer group.
What is Clearwater Paper's CEO-to-median employee pay ratio?
As disclosed, Clearwater Paper's CEO-to-median employee pay ratio was 51:1.
How did shareholders vote on Clearwater Paper's executive compensation?
As disclosed, 84.66% of shareholders supported Clearwater Paper's executive compensation in the latest say-on-pay vote.
How much does Clearwater Paper spend in total on board compensation for fiscal 2025?
As disclosed, Clearwater Paper reported total board compensation of $1,990,090 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.

Full detail

Every table from the filing. Open any section.

Summary compensation table
Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Arsen Kitch$1,000,000$0$3,107,277$0$937,500$0$156,564$5,201,341
President and Chief Executive Officer
Sherri Baker533,0000517,5490338,200069,4371,458,186
Senior Vice President, Finance and Chief Financial Officer
Michael Gadd444,6460512,6970298,10022,14661,6921,339,281
Former Senior Vice President
Steve Bowden465,0000451,5270307,800054,9321,279,259
Senior Vice President, Commercial
Kari Moyes437,0000424,3270295,300056,3561,212,983
Senior Vice President
Matthew Passarello365,1650354,4110263,100039,9931,022,669
Senior Vice President, Supply Chain and Corporate Development

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
Arsen Kitch$5,201,341$5,974,230$5,288,096↓ −772,889
Sherri Baker1,458,1861,664,3691,091,974↓ −206,183
Michael Gadd1,339,2811,585,9371,608,566↓ −246,656
Steve Bowden1,279,2591,314,8371,278,549↓ −35,578
Kari Moyes1,212,9831,305,9781,315,100↓ −92,995
Matthew Passarello1,022,669———

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

Incentive-plan design — the Compensation Discussion & Analysis

Our compensation philosophy remains consistent--pay our executives competitively and ensure incentives are linked to individual and company performance. The objectives of our executive compensation program are to attract, retain, motivate, and reward executives in order to enhance the long-term profitability of the company, foster stockholder value creation, and align executives’ interests with those of our stockholders.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultantSemler Brossy
Clawback policytrue
Anti-hedgingtrue
Anti-pledgingtrue
Equity grants and outstanding awards

Grants of plan-based awards — fiscal year 2025

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Steve BowdenRSU2025-02-24——6,029—$170,982
Kari MoyesPSU2025-02-2408,499—16,998263,639
Sherri BakerPSU2025-02-24010,366—20,732321,553
Sherri BakerRSU2025-02-24——6,911—195,996
Steve BowdenPSU2025-02-2409,044—18,088280,545
Michael GaddPSU2025-02-24010,269—20,538318,544
Michael GaddRSU2025-02-24——6,848—194,209
Arsen KitchPSU2025-02-24062,237—124,4741,930,592
Arsen KitchRSU2025-02-24——41,491—1,176,685
Kari MoyesRSU2025-02-24——5,666—160,688
Matthew PassarelloPSU2025-02-2407,099—14,198220,211
Matthew PassarelloRSU2025-02-24——4,732—134,200

Vehicle mix — grant-date fair value by award type

Named executive officerTime-vested (RSU)Performance-vested (PSU)Options / SARs% performance-vested
Steve Bowden$170,982$280,545$062.1%
Kari Moyes160,688263,639062.1%
Sherri Baker195,996321,553062.1%
Michael Gadd194,209318,544062.1%
Arsen Kitch1,176,6851,930,592062.1%
Matthew Passarello134,200220,211062.1%

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

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Matthew PassarelloRSU1,454—$25,300
Kari MoyesRSU1,558—27,109
Steve BowdenRSU1,657—28,832
Michael GaddRSU1,883—32,764
Matthew PassarelloPSU3,253—56,602
Kari MoyesRSU3,499—60,883
Steve BowdenRSU3,723—64,780
Michael GaddRSU4,227—73,550
Sherri BakerRSU4,267—74,246
Matthew PassarelloRSU4,732—82,337
Kari MoyesRSU5,666—98,588
Steve BowdenRSU6,029—104,905
Michael GaddRSU6,846—119,120
Sherri BakerRSU6,911—120,251
Matthew PassarelloPSU7,099—123,523
Kari MoyesPSU7,832—136,277
Steve BowdenPSU8,333—144,994
Kari MoyesPSU8,499—147,883
Steve BowdenPSU9,044—157,366
Michael GaddPSU9,463—164,656
Sherri BakerPSU9,552—166,205
Matthew PassarelloRSU9,639—167,719
Arsen KitchRSU9,871—171,755
Michael GaddPSU10,269—178,681
Sherri BakerPSU10,366—180,368
Sherri BakerRSU18,587—323,414
Arsen KitchRSU25,616—445,718
Arsen KitchRSU41,491—721,943
Arsen KitchPSU57,347—997,838
Arsen KitchPSU62,237—1,082,924
Director compensation
DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Alexander ToeldteIndependent · Board Chair · Lead Independent Director · Audit · Compensation$219,863$128,538——$0$348,400
John J. CorkreanIndependent · Audit (Chair) · Compensation132,500128,538——0261,038
John P. O'DonnellIndependent · Audit · Compensation (Chair)125,742128,538——0254,279
Jeanne M. HillmanIndependent · Audit · Nominating and Corporate Governance (Chair)116,346128,538——0244,884
Ann C. NelsonIndependent · Audit · Nominating and Corporate Governance112,500128,538——0241,038
Christine M. Vickers TuckerIndependent · Compensation · Nominating and Corporate Governance105,000128,538——0233,538
Joe W. LaymonIndependent · Compensation · Nominating and Corporate Governance105,000128,538——0233,538
Kevin J. HuntIndependent · Not standing for re-election · Departed during FY44,835128,538——0173,373
Arsen S. KitchEmployee director—————0

Board fee structure and ownership guideline

Annual cash retainer$90,000
Annual equity retainer$120,000
Per board meeting fee$1,500
Committee chair fees (audit / comp / nom-gov)20,000 / 15,000 / 10,000
Stock ownership guideline$5

Total cost of the board

ComponentFY2025
Cash retainers and fees$961,786
Equity awards (grant-date value)$1,028,304
All other compensation$0
Total cost of the board$1,990,090

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

Peer group, and who names Clearwater Paper as a peer

Companies that benchmark against CLW

9 companies name CLW as a compensation peer

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

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.

Peer reciprocity

Of the companies Clearwater Paper 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 Clearwater Paper.

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
1AptarGroup Inc.2025Stephan Tanda$1,175,000$6,096,670$1,681,509$518,433$10,226,911
2Innospec Inc.2025Patrick Williams1,380,5485,285,62301,365,3368,252,747
3Kaiser Aluminum Corporation2025Keith Harvey1,000,0004,212,18802,127,5007,914,836
4Sylvamo Corporation2025Jean-Michel Ribiéras1,166,6675,445,2750395,1007,685,872
5Koppers Holdings Inc.2025Leroy Ball975,0005,145,824006,358,244
6AdvanSix Inc.2025Erin Kane1,019,7003,747,9000785,4005,647,438
7Clearwater Paper2025Arsen Kitch1,000,0003,107,2770937,5005,201,341
8Myers Industries Inc.2025Aaron Schapper775,3851,952,344402,500700,0003,889,228
9Mativ Holdings Inc.2025Shruti Singhal1,061,0772,131,441003,256,333
10Mercer International Inc.2025Juan Carlos Bueno815,5121,503,665002,860,261
—Pactiv Evergreen Inc.——————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.

Incentive design against the same peers

CompanyAnnual incentive payoutLong-term vehicle mixPSU measures include TSRCompensation consultant
Clearwater Papernot disclosedPSU 60 · RSU 40not disclosedSemler Brossy
AdvanSix Inc.not disclosedPSU 50 · RSU 50not disclosednot disclosed
AptarGroup Inc.67.9%PSU 50 · RSU 25 · Options 25NoPay Governance LLC
Innospec Inc.not disclosednot disclosednot disclosedWillis Towers Watson
Kaiser Aluminum Corporationnot disclosednot disclosednot disclosedMeridian
Koppers Holdings Inc.not disclosednot disclosednot disclosedMeridian Compensation Partners, LLC
Mativ Holdings Inc.not disclosednot disclosednot disclosedMeridian Compensation Partners, LLC
Mercer International Inc.not disclosedPSU 100not disclosedMCL
Myers Industries Inc.not disclosedPSU 50 · RSU 50not disclosedSemler Brossy
Pactiv Evergreen Inc.not disclosednot disclosednot disclosednot disclosed
Sylvamo Corporation26.9%PSU 60 · RSU 40Yes — Relative Total Shareholder Return (rTSR)Frederic W. Cook & Co., Inc.

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.

Say-on-pay history and pay ratio
Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20262026-05-0710,189,0461,808,03037,73284.66%Passed
20252025-05-0810,022,0221,138,29080,95589.15%Passed
20232023-05-1114,207,416599,5018,24695.9%Passed
20222022-05-1614,108,914409,04220,86797.04%Passed
20202020-05-1312,381,843844,02019,18693.48%Passed
20192019-05-1311,791,1872,130,93848,29884.4%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
20262026-05-0784.66%a
20252025-05-0889.15%b
20232023-05-1195.9%c

a. Approved under the standard stated in the filing — “For Proposal 4, withheld votes, abstentions, and broker non-votes will have the same effect as negative votes.”.

b. Approved under the standard stated in the filing — “For Proposals 1, 2, and 4 withheld votes and abstentions will have the same effect as negative votes.”.

c. Approved under the standard stated in the filing — “For Proposals 1, 2, and 5 withheld votes and abstentions will have the same effect as negative votes.”.

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.

CEO pay ratio

Ratio (CEO : median employee)51 : 1
CEO total compensation$5,201,341
Median employee compensation$101,674
Insider trades since the proxy

No insider equity transactions reported since the proxy statement.

Sources (53 citations)

Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.

  • Section 01, Arsen Kitch. DEF 14A, filed 2026-03-27. Section “2025 Summary Compensation Table” · page 37. As printed: 5,201,341. View filing ↗
  • Section 01, Sherri Baker. DEF 14A, filed 2026-03-27. Section “2025 Summary Compensation Table” · page 37. As printed: 1,458,186. View filing ↗
  • Section 01, Michael Gadd. DEF 14A, filed 2026-03-27. Section “2025 Summary Compensation Table” · page 37. As printed: 1,339,281. View filing ↗
  • Section 01, Steve Bowden. DEF 14A, filed 2026-03-27. Section “2025 Summary Compensation Table” · page 37. As printed: 1,279,259. View filing ↗
  • Section 01, Kari Moyes. DEF 14A, filed 2026-03-27. Section “2025 Summary Compensation Table” · page 37. As printed: 1,212,983. View filing ↗
  • Section 01, Matthew Passarello. DEF 14A, filed 2026-03-27. Section “2025 Summary Compensation Table” · page 37. As printed: 1,022,669. View filing ↗
  • Section 03, Steve Bowden RSU. DEF 14A, filed 2026-03-27. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Kari Moyes PSU. DEF 14A, filed 2026-03-27. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Sherri Baker PSU. DEF 14A, filed 2026-03-27. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Sherri Baker RSU. DEF 14A, filed 2026-03-27. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Steve Bowden PSU. DEF 14A, filed 2026-03-27. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Michael Gadd PSU. DEF 14A, filed 2026-03-27. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Michael Gadd RSU. DEF 14A, filed 2026-03-27. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Arsen Kitch PSU. DEF 14A, filed 2026-03-27. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Arsen Kitch RSU. DEF 14A, filed 2026-03-27. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Kari Moyes RSU. DEF 14A, filed 2026-03-27. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Matthew Passarello PSU. DEF 14A, filed 2026-03-27. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Matthew Passarello RSU. DEF 14A, filed 2026-03-27. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 07, pay ratio. DEF 14A, filed 2026-03-27. Section “CEO Pay Ratio”. As printed: 51 : 1. View filing ↗
  • Section 08, Alexander Toeldte. DEF 14A, filed 2026-03-27. Section “Director Compensation”. As printed: 348,400. View filing ↗
  • Section 08, John J. Corkrean. DEF 14A, filed 2026-03-27. Section “Director Compensation”. As printed: 261,038. View filing ↗
  • Section 08, John P. O'Donnell. DEF 14A, filed 2026-03-27. Section “Director Compensation”. As printed: 254,279. View filing ↗
  • Section 08, Jeanne M. Hillman. DEF 14A, filed 2026-03-27. Section “Director Compensation”. As printed: 244,884. View filing ↗
  • Section 08, Ann C. Nelson. DEF 14A, filed 2026-03-27. Section “Director Compensation”. As printed: 241,038. View filing ↗
  • Section 08, Christine M. Vickers Tucker. DEF 14A, filed 2026-03-27. Section “Director Compensation”. As printed: 233,538. View filing ↗
  • Section 08, Joe W. Laymon. DEF 14A, filed 2026-03-27. Section “Director Compensation”. As printed: 233,538. View filing ↗
  • Section 08, Kevin J. Hunt. DEF 14A, filed 2026-03-27. Section “Director Compensation”. As printed: 173,373. View filing ↗
  • Section 08, Arsen S. Kitch. DEF 14A, filed 2026-03-27. Section “Director Compensation”. As printed: 0. View filing ↗
  • Section 06, 2026 vote. Form 8-K, filed 2026-05-12. Item 5.07 · say-on-pay result. As reported: 84.66% (votes for as printed: 10,189,046). View filing ↗
  • Section 06, 2025 vote. Form 8-K, filed 2025-05-12. Item 5.07 · say-on-pay result. As reported: 89.15% (votes for as printed: 10,022,022). View filing ↗
  • Section 06, 2023 vote. Form 8-K, filed 2023-05-15. Item 5.07 · say-on-pay result. As reported: 95.9% (votes for as printed: 14,207,416). View filing ↗
  • Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
  • Section 03b vehicle mix (computed). Computed. RSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).
  • Section 09b board cost (computed). Computed. Cash 961,786 + equity 1,028,304 + all other 0 = 1,990,090, summed across the director compensation table rows.
  • AptarGroup Inc., Section 10b CEO total. DEF 14A, filed 2026-03-27. CEO total compensation as printed in AptarGroup Inc.'s own proxy. As printed: 10,226,911. View filing ↗
  • Innospec Inc., Section 10b CEO total. DEF 14A, filed 2026-03-26. CEO total compensation as printed in Innospec Inc.'s own proxy. As printed: 8,252,747. View filing ↗
  • Kaiser Aluminum Corporation, Section 10b CEO total. DEF 14A, filed 2026-04-28. CEO total compensation as printed in Kaiser Aluminum Corporation's own proxy. As printed: 7,914,836. View filing ↗
  • Sylvamo Corporation, Section 10b CEO total. DEF 14A, filed 2026-04-02. CEO total compensation as printed in Sylvamo Corporation's own proxy. As printed: 7,685,872. View filing ↗
  • Koppers Holdings Inc., Section 10b CEO total. DEF 14A, filed 2026-03-27. CEO total compensation as printed in Koppers Holdings Inc.'s own proxy. As printed: 6,358,244. View filing ↗
  • AdvanSix Inc., Section 10b CEO total. DEF 14A, filed 2026-04-29. CEO total compensation as printed in AdvanSix Inc.'s own proxy. As printed: 5,647,438. View filing ↗
  • Clearwater Paper (subject), Section 10b CEO total. DEF 14A, filed 2026-03-27. CEO total compensation as printed in Clearwater Paper's own proxy. As printed: 5,201,341. View filing ↗
  • Myers Industries Inc., Section 10b CEO total. DEF 14A, filed 2026-03-13. CEO total compensation as printed in Myers Industries Inc.'s own proxy. As printed: 3,889,228. View filing ↗
  • Mativ Holdings Inc., Section 10b CEO total. DEF 14A, filed 2026-03-17. CEO total compensation as printed in Mativ Holdings Inc.'s own proxy. As printed: 3,256,333. View filing ↗
  • Mercer International Inc., Section 10b CEO total. DEF 14A, filed 2026-04-21. CEO total compensation as printed in Mercer International Inc.'s own proxy. As printed: 2,860,261. View filing ↗
  • Section 10a, Mercer International Inc. reciprocity. DEF 14A. Mercer International Inc. names Clearwater Paper in its own disclosed peer group (read from its most recent proxy). View filing ↗
  • Section 10a, Kaiser Aluminum Corporation reciprocity. DEF 14A. Kaiser Aluminum Corporation names Clearwater Paper in its own disclosed peer group (read from its most recent proxy). View filing ↗
  • Section 10a, Myers Industries Inc. reciprocity. DEF 14A. Myers Industries Inc.'s most recent proxy was read; its disclosed peer group does not include Clearwater Paper. View filing ↗
  • Section 10a, AptarGroup Inc. reciprocity. DEF 14A. AptarGroup Inc.'s most recent proxy was read; its disclosed peer group does not include Clearwater Paper. View filing ↗
  • Section 10a, Sylvamo Corporation reciprocity. DEF 14A. Sylvamo Corporation names Clearwater Paper in its own disclosed peer group (read from its most recent proxy). View filing ↗
  • Section 10a, AdvanSix Inc. reciprocity. DEF 14A. AdvanSix Inc.'s most recent proxy was read; its disclosed peer group does not include Clearwater Paper. View filing ↗
  • Section 10a, Koppers Holdings Inc. reciprocity. DEF 14A. Koppers Holdings Inc.'s most recent proxy was read; its disclosed peer group does not include Clearwater Paper. View filing ↗
  • Section 10a, Innospec Inc. reciprocity. DEF 14A. Innospec Inc.'s most recent proxy was read; its disclosed peer group does not include Clearwater Paper. View filing ↗
  • Section 10a, Mativ Holdings Inc. reciprocity. DEF 14A. Mativ Holdings Inc. names Clearwater Paper in its own disclosed peer group (read from its most recent proxy). View filing ↗
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