CEO Robert Brainin was paid $3,567,022 in fiscal year 2026 (SEC filing 0001628280-26-059373 ↗): 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.
$3,567,022 Robert Brainin total, FY2026 | — CEO pay percentile vs peers | — CEO-to-median pay ratio | 99.65% Say-on-pay support, latest vote |
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CSBR's next annual pay disclosure, estimated September 3, 2027.est. Filing ↗
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Robert Brainin | $346,154 | $0 | $0 | $3,220,868 | $0 | $0 | $0 | $3,567,022 |
| Chief Executive Officer | ||||||||
| David Miller | 315,000 | 25,000 | 0 | 48,464 | 0 | 0 | 0 | 388,464 |
| Chief Financial Officer | ||||||||
| Ronnie Morris | 233,333 | 0 | 0 | 0 | 0 | 0 | 0 | 233,333 |
| 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 | FY2026 total | FY2025 total | FY2024 total | Δ FY2025→2026 |
|---|---|---|---|---|
| Robert Brainin | $3,567,022 | — | — | — |
| David Miller | 388,464 | 315,777 | 260,000 | ↑ +72,687 |
| Ronnie Morris | 233,333 | 600,000 | 400,000 | ↓ −366,667 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
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Each company listed discloses CSBR 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 CSBR in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
One page per director: the seat, the committees and the fee table, read for one person at a time.
| Director | Role | FY2026 total |
|---|---|---|
| Brian Alexander | Independent Director | $15,764 |
| Daniel Mendelson | Independent Director | $95,225 |
| David Sidransky | Independent Director | $81,890 |
| Joel Ackerman | Independent Director | $98,226 |
| Philip Breitfeld | Former director (through FY2026) | $86,402 |
| Scott R. Tobin | Independent Director | $94,898 |
Every insider equity transaction reported on Form 4 after the 2026 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 |
|---|---|---|---|---|---|---|---|---|
| Joel Ackerman | Director | 2026-10-15 | D | 69,794 | $2 | $111,670 | Derivative, Class A Common | Form 4 ↗ |
| Joel Ackerman | Director | 2026-10-15 | A | 69,794 | 2 | 111,670 | 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 | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Robert Brainin | Option | 150,000 | 7.8 | — |
| David Miller | Option | 15,000 | 5.72 | — |
| Robert Brainin | Option | 225,000 | 7.8 | — |
| Robert Brainin | Option | 62,500 | 7.8 | — |
| Robert Brainin | Option | 100,000 | 7.8 | — |
The Compensation Committee designs compensation policies to create executive compensation arrangements that are linked to the creation of long-term growth, stockholder value, and company-wide performance. The program is intended to be competitive with peer companies of similar complexity and to encourage stock ownership by senior management.
| CEO STI target (% of salary) | NaN% |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | The Company adopted an Executive Compensation Clawback Policy on December 1, 2023, to comply with SEC Rule 10D-1 and Nasdaq Listing Rule 5608. It provides for mandatory recovery of erroneously awarded incentive-based compensation in the event of an accounting restatement, regardless of misconduct, with a lookback period of three completed fiscal years. |
| Anti-hedging | — |
| Anti-pledging | The 2026 Equity Incentive Plan states that awards may not be sold, pledged, assigned, hypothecated, transferred, or disposed of in any manner, except to a participant's estate or legal representative. |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-10-14 | 7,130,832 | 25,242 | 1,086,836 | 99.65% | Passed |
| 2025 | 2025-10-16 | 9,720,681 | 7,262 | 122 | 99.93% | Passed |
| 2024 | 2024-10-14 | 9,162,287 | 2,027 | 3,900 | 99.98% | Passed |
| 2023 | 2023-10-19 | 9,444,385 | 10,040 | 257,887 | 99.89% | Passed |
| 2022 | 2022-10-20 | 9,025,636 | 30,235 | 3,559 | 99.67% | Passed |
| 2021 | 2021-10-20 | 8,531,715 | 103,135 | 28,269 | 98.81% | 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.
| Meeting year | Meeting date | Approval — company's computation |
|---|---|---|
| 2026 | 2026-10-14 | 99.65%a |
| 2025 | 2025-10-16 | 99.93%b |
| 2024 | 2024-10-14 | 99.98%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.
| Ratio (CEO : median employee) | — |
|---|---|
| CEO total compensation | — |
| Median employee compensation | — |
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Joel AckermanIndependent · Audit · Nominating/Governance | $0 | $0 | $98,226 | — | $0 | $98,226 |
| Daniel MendelsonIndependent · Audit · Nominating/Governance · Compensation | 40,000 | 0 | 55,225 | — | 0 | 95,225 |
| Scott R. TobinIndependent · Audit (Chair) · Compensation | — | 0 | 94,898 | — | 0 | 94,898 |
| Philip BreitfeldNot independent · Not standing for re-election · Departed during FY | 35,000 | 0 | 51,402 | — | 0 | 86,402 |
| David SidranskyIndependent | 12,000 | 0 | 69,890 | — | 0 | 81,890 |
| Ronnie MorrisNot independent · Board Chair | 75,000 | 0 | — | — | 0 | 75,000 |
| Robert BraininEmployee director | 10,000 | 0 | 30,622 | — | 0 | 40,622 |
| Brian AlexanderIndependent · Partial-year service · Newly elected | — | 0 | 15,764 | — | 0 | 15,764 |
| Annual cash retainer | — |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | — |
| Stock ownership guideline | — |
| Component | FY2026 |
|---|---|
| Cash retainers and fees | $172,000 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $0 |
| Total cost of the board | $172,000 |
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 | Champions Oncology | 2026 | Robert Brainin | $346,154 | $0 | $3,220,868 | $0 | $3,567,022 |
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, Robert Brainin | DEF 14A | 2026-08-28 | 0001628280-26-059373 | Section “Executive Compensation”. As printed: 3,567,022. Filing ↗ |
| 2 | Section 01, David Miller | DEF 14A | 2026-08-28 | 0001628280-26-059373 | Section “Executive Compensation”. As printed: 388,464. Filing ↗ |
| 3 | Section 01, Ronnie Morris | DEF 14A | 2026-08-28 | 0001628280-26-059373 | Section “Executive Compensation”. As printed: 233,333. Filing ↗ |
| 4 | Section 07, pay ratio | 10-K | 2026-07-27 | 0001628280-26-049834 | Section “CEO Pay Ratio”. As printed: —. Filing ↗ |
| 5 | Section 08, Joel Ackerman | DEF 14A | 2026-08-28 | 0001628280-26-059373 | Section “Director Compensation”. As printed: 98,226. Filing ↗machine: span 193911–194249 |
| 6 | Section 08, Daniel Mendelson | DEF 14A | 2026-08-28 | 0001628280-26-059373 | Section “Director Compensation”. As printed: 95,225. Filing ↗machine: span 199287–199596 |
| 7 | Section 08, Scott R. Tobin | DEF 14A | 2026-08-28 | 0001628280-26-059373 | Section “Director Compensation”. As printed: 94,898. Filing ↗machine: span 203132–203441 |
| 8 | Section 08, Philip Breitfeld | DEF 14A | 2026-08-28 | 0001628280-26-059373 | Section “Director Compensation”. As printed: 86,402. Filing ↗machine: span 196946–197255 |
| 9 | Section 08, David Sidransky | DEF 14A | 2026-08-28 | 0001628280-26-059373 | Section “Director Compensation”. As printed: 81,890. Filing ↗machine: span 201627–201936 |
| 10 | Section 08, Ronnie Morris | DEF 14A | 2026-08-28 | 0001628280-26-059373 | Section “Director Compensation”. As printed: 75,000. Filing ↗machine: span 207048–207293 |
| 11 | Section 08, Robert Brainin | DEF 14A | 2026-08-28 | 0001628280-26-059373 | Section “Director Compensation”. As printed: 40,622. Filing ↗machine: span 210998–211307 |
| 12 | Section 08, Brian Alexander | DEF 14A | 2026-08-28 | 0001628280-26-059373 | Section “Director Compensation”. As printed: 15,764. Filing ↗machine: span 205477–205786 |
| 13 | Section 02, Joel Ackerman 2026-10-15 | Form 4 | 2026-10-16 | 0001628280-26-066091 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 14 | Section 02, Joel Ackerman 2026-10-15 | Form 4 | 2026-10-16 | 0001628280-26-066091 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 15 | Section 06, 2026 vote | Form 8-K | 2026-10-16 | 0001628280-26-066087 | Item 5.07 · say-on-pay result. As reported: 99.65% (votes for as printed: 7,130,832). Filing ↗ |
| 16 | Section 06, 2025 vote | Form 8-K | 2025-10-16 | 0001628280-25-045241 | Item 5.07 · say-on-pay result. As reported: 99.93% (votes for as printed: 9,720,681). Filing ↗ |
| 17 | Section 06, 2024 vote | Form 8-K | 2024-10-15 | 0001628280-24-042780 | Item 5.07 · say-on-pay result. As reported: 99.98% (votes for as printed: 9,162,287). Filing ↗ |
| 18 | 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) |
| 19 | Section 09b board cost (computed) | Computed | — | — | Cash 172,000 + equity 0 + all other 0 = 172,000, summed across the director compensation table rows.machine: formula: Σ = 172,000 |
| 20 | Champions Oncology (subject), Section 10b CEO total | DEF 14A | 2026-08-28 | 0001628280-26-059373 | CEO total compensation as printed in Champions Oncology's own proxy. As printed: 3,567,022. Filing ↗ |
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