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Companies Canterbury Park Holding Corp

Canterbury Park (CPHC): executive pay, fiscal 2025

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CEO total pay$576,922CEO Randall Sampson · source
Say-on-pay support97.49%Latest vote · source

CEO pay, last three years

  • $518,927FY2023
  • $566,988FY2024
  • $576,922FY2025

CEO total pay was $576,922 in fiscal 2025, up from $566,988 in fiscal 2024.

FY2025: salary $334,835 · bonus $0 · stock awards $146,250 · option awards $0

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Full detail

Every table from the filing. Open any section.

Summary compensation table
Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Randall Sampson$334,835$0$146,250$0$83,565$0$12,272$576,922
President and Chief Executive Officer
Randy Dehmer270,620089,700052,53009,254422,104
Senior Vice President of Finance and 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 officerFY2025 totalFY2024 totalFY2023 totalΔ FY2024→2025
Randall Sampson$576,922$566,988$518,927↑ +9,934
Randy Dehmer422,104412,098373,613↑ +10,006

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

The Compensation Committee aims to provide competitive compensation to attract, motivate, and retain executives with superior leadership abilities, aligning executive interests with the Company's long-term performance. The program balances fixed pay (base salary) with variable pay (bonuses and equity) to incentivize both short-term operational performance and long-term stock price appreciation.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultantTotal Rewards Group, LLC
Clawback policytrue
Anti-hedgingtrue
Anti-pledgingfalse
Equity grants and outstanding awards

Grants of plan-based awards — fiscal year 2025

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Randy DehmerRSA———4,600——
Randall SampsonRSA———7,500——

Vehicle mix — grant-date fair value by award type

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.

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Randy DehmerRSU600—$9,240
Randall SampsonRSU1,000—15,400
Randy DehmerRSU1,300—20,020
Randall SampsonRSU2,300—35,420
Randy DehmerRSU2,700—41,580
Randall SampsonRSU4,275—65,835
Randy DehmerRSU4,600—70,840
Randall SampsonRSU7,500—115,500
Director compensation
DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Carin J. OffermanIndependent · Lead Independent Director · Audit · Compensation (Chair)$50,000$40,000———$90,000
Mark ChronisterIndependent · Audit (Chair) · Compensation46,00040,000———86,000
John S. HimleIndependent · Audit · Governance (Chair)46,00040,000———86,000
Peter AhnIndependent · Audit · Governance42,00040,000———82,000
Damon E. SchrammIndependent · Compensation · Governance38,00040,000———78,000
Maureen H. BauschIndependent · Compensation · Governance38,00040,000———78,000
Randall D. SampsonEmployee director · Board Chair—————0

Board fee structure and ownership guideline

Annual cash retainer$30,000
Annual equity retainer$40,000
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)12,000 / 8,000 / 8,000
Stock ownership guideline—

Total cost of the board

ComponentFY2025
Cash retainers and fees$260,000
Equity awards (grant-date value)$240,000
All other compensation$0
Total cost of the board$500,000

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

Peer group, and who names Canterbury Park as a peer

Companies that benchmark against CPHC

1 company names CPHC as a compensation peer

Each company listed discloses CPHC 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 CPHC in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.

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
1Canterbury Park Holding Corp2025Randall Sampson$334,835$146,250$0$83,565$576,922

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.

Say-on-pay history and pay ratio
Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20252025-06-052,760,67870,9421,18197.49%Passed
20222022-06-023,021,13393,00441,91297.01%Passed
20192019-06-053,187,80531,17811,96499.03%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
20252025-06-0597.49%a
20222022-06-0297.01%b
20192019-06-0599.03%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.

Insider trades since the proxy

No insider equity transactions reported since the proxy statement.

Sources (17 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, Randall Sampson. DEF 14A, filed 2026-04-24. Section “Summary Compensation Table.” · page 29. As printed: 576,922. View filing ↗
  • Section 01, Randy Dehmer. DEF 14A, filed 2026-04-24. Section “Summary Compensation Table.” · page 29. As printed: 422,104. View filing ↗
  • Section 03, Randy Dehmer RSA. DEF 14A, filed 2026-04-24. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 03, Randall Sampson RSA. DEF 14A, filed 2026-04-24. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
  • Section 08, Carin J. Offerman. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 90,000. View filing ↗
  • Section 08, Mark Chronister. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 86,000. View filing ↗
  • Section 08, John S. Himle. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 86,000. View filing ↗
  • Section 08, Peter Ahn. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 82,000. View filing ↗
  • Section 08, Damon E. Schramm. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 78,000. View filing ↗
  • Section 08, Maureen H. Bausch. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 78,000. View filing ↗
  • Section 08, Randall D. Sampson. DEF 14A, filed 2026-04-24. Section “Director Compensation”. As printed: 0. View filing ↗
  • Section 06, 2025 vote. Form 8-K, filed 2025-06-10. Item 5.07 · say-on-pay result. As reported: 97.49% (votes for as printed: 2,760,678). View filing ↗
  • Section 06, 2022 vote. Form 8-K, filed 2022-06-07. Item 5.07 · say-on-pay result. As reported: 97.01% (votes for as printed: 3,021,133). View filing ↗
  • Section 06, 2019 vote. Form 8-K, filed 2019-06-06. Item 5.07 · say-on-pay result. As reported: 99.03% (votes for as printed: 3,187,805). View filing ↗
  • Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
  • Section 09b board cost (computed). Computed. Cash 260,000 + equity 240,000 + all other 0 = 500,000, summed across the director compensation table rows.
  • Canterbury Park Holding Corp (subject), Section 10b CEO total. DEF 14A, filed 2026-04-24. CEO total compensation as printed in Canterbury Park Holding Corp's own proxy. As printed: 576,922. View filing ↗
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