Velarion · Company Intelligence
Compensation Brief
Fiscal year 2025 · Filings through 2026-05-14

Delcath Systems (DCTH)

CEO Gerard Michel was paid $5,765,258 in fiscal year 2025, ↑ up 167.2% from fiscal year 2024 (SEC filing 0001628280-26-022948 ↗): 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.

$5,765,258 ↑
Gerard Michel total, FY2025
—
CEO pay percentile vs peers
—
CEO-to-median pay ratio
88.34%
Say-on-pay support, latest vote

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DCTH's next annual pay disclosure, estimated April 3, 2027.est. Filing ↗

01

Summary Compensation Table — fiscal year 2025

Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Gerard Michel$635,707$0$0$4,774,551$355,000$0$0$5,765,258
Chief Executive Officer
Vojislav Vukovic488,000001,383,395184,000002,055,395
Chief Medical Officer
Martha Rook460,833001,383,395180,000002,024,228
Chief Operating 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
Gerard Michel$5,765,258$2,157,414$2,520,314↑ +3,607,844
Vojislav Vukovic2,055,3951,085,612—↑ +969,783
Martha Rook2,024,228933,097—↑ +1,091,131

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

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Companies that benchmark against DCTH

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01c

Board of directors

One page per director: the seat, the committees and the fee table, read for one person at a time.

DirectorRoleFY2025 total
Bridget Martell, M.A., M.DIndependent Director$301,216
Elizabeth CzerepakIndependent Director$306,216
Gil Aharon, Ph.DIndependent Director$293,716
John SylvesterChair of the Board$337,635
Steven SalamonIndependent Director$306,216
02

Equity transactions since the proxy statement was filed

No insider equity transactions reported since the proxy statement.

04

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Martha RookOption48,5944.18—
Martha RookOption78,47116.25—
Gerard MichelOption3,9004.67—
Gerard MichelOption23,4357.25—
Gerard MichelOption108,8754.78—
Gerard MichelOption270,82616.25—
Vojislav VukovicOption25,1165.93—
Vojislav VukovicOption36,2844.78—
Vojislav VukovicOption78,47116.25—
05

Incentive-plan design — the Compensation Discussion & Analysis

The company emphasizes pay-for-performance by linking executive compensation to Company performance. The program is designed to attract and retain talented individuals while motivating them to perform consistent with the Company's business objectives, goals, and culture.

CEO STI target (% of salary)NaN%
CEO LTI target (% of salary)—
Independent consultantFrederick W. Cook & Co., Inc.
Clawback policyThe Company has adopted an incentive compensation recoupment policy in compliance with Dodd-Frank Act and Nasdaq listing standards, covering cash or equity-based incentive compensation for the last three fiscal years in the event of a financial restatement.
Anti-hedgingThe Company prohibits employees, executive officers, directors, and certain consultants from engaging in hedging or monetization transactions relating to Company securities.
Anti-pledgingThe Company prohibits employees, executive officers, directors, and certain consultants from holding Company securities in a margin account or pledging them as collateral for a loan.
06

Say-on-pay — recent advisory votes

Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20262026-05-1313,244,6531,748,570367,41388.34%Passed
20252025-05-1514,977,421227,471868,46998.5%Passed
20242024-05-2313,070,270432,11531,38096.8%Passed
20232023-06-127,785,313390,0682,23695.23%Passed
20222022-05-043,965,82858,1105,06098.56%Passed
20212021-05-062,343,087498,86713,91282.45%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
20262026-05-1388.34%a
20252025-05-1598.5%b
20242024-05-2396.8%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.

08

Director compensation — fiscal year 2025

DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
John SylvesterIndependent · Board Chair · Compensation · Audit · Nominating and Corporate Governance$101,419—$236,216——$337,635
Elizabeth CzerepakIndependent · Audit (Chair) · Compensation70,000—236,216——306,216
Steven SalamonIndependent · Audit · Compensation · Nominating and Corporate Governance70,000—236,216——306,216
Bridget Martell, M.A., M.DIndependent · Audit · Compensation · Nominating and Corporate Governance65,000—236,216——301,216
Gil Aharon, Ph.DIndependent · Compensation · Nominating and Corporate Governance57,500—236,216——293,716
Gerard MichelEmployee director—————0
09

Board fee structure and ownership guideline

Annual cash retainer$50,000
Annual equity retainer—
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)20,000 / 15,000 / 10,000
Stock ownership guideline—
09b

Total cost of the board

ComponentFY2025
Cash retainers and fees$363,919
Equity awards (grant-date value)$0
All other compensation$0
Total cost of the board$363,919

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

10b

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
1Delcath Systems2025Gerard Michel$635,707$0$4,774,551$355,000$5,765,258

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.

10d

Frequently asked questions

Who was the highest-paid executive at Delcath Systems in fiscal 2025?
As disclosed, Gerard Michel (Chief Executive Officer) was the highest-paid executive at Delcath Systems in fiscal 2025, with total compensation of $5,765,258.
How did shareholders vote on Delcath Systems's executive compensation?
As disclosed, 88.34% of shareholders supported Delcath Systems's executive compensation in the latest say-on-pay vote.
How much does Delcath Systems spend in total on board compensation for fiscal 2025?
As disclosed, Delcath Systems reported total board compensation of $363,919 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.

11

Source register

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.

#SupportsDocumentFiledAccessionLocation in document
1Section 01, Gerard MichelDEF 14A2026-04-020001628280-26-022948Section “SUMMARY COMPENSATION TABLE” · page 33. As printed: 5,765,258. Filing ↗machine: r2 · c36 · span 429046–429055
2Section 01, Vojislav VukovicDEF 14A2026-04-020001628280-26-022948Section “SUMMARY COMPENSATION TABLE” · page 33. As printed: 2,055,395. Filing ↗machine: r4 · c36 · span 433854–433863
3Section 01, Martha RookDEF 14A2026-04-020001628280-26-022948Section “SUMMARY COMPENSATION TABLE” · page 33. As printed: 2,024,228. Filing ↗machine: r6 · c36 · span 438627–438636
4Section 08, John SylvesterDEF 14A2026-04-020001628280-26-022948Section “Director Compensation”. As printed: 337,635. Filing ↗machine: span 397907–398213
5Section 08, Elizabeth CzerepakDEF 14A2026-04-020001628280-26-022948Section “Director Compensation”. As printed: 306,216. Filing ↗machine: span 393456–393762
6Section 08, Steven SalamonDEF 14A2026-04-020001628280-26-022948Section “Director Compensation”. As printed: 306,216. Filing ↗machine: span 396427–396733
7Section 08, Bridget Martell, M.A., M.DDEF 14A2026-04-020001628280-26-022948Section “Director Compensation”. As printed: 301,216. Filing ↗machine: span 394948–395254
8Section 08, Gil Aharon, Ph.DDEF 14A2026-04-020001628280-26-022948Section “Director Compensation”. As printed: 293,716. Filing ↗machine: span 391921–392253
9Section 08, Gerard MichelDEF 14A2026-04-020001628280-26-022948Section “Director Compensation”. As printed: 0. Filing ↗
10Section 06, 2026 voteForm 8-K2026-05-140001193125-26-222899Item 5.07 · say-on-pay result. As reported: 88.34% (votes for as printed: 13,244,653). Filing ↗
11Section 06, 2025 voteForm 8-K2025-05-160001193125-25-121700Item 5.07 · say-on-pay result. As reported: 98.5% (votes for as printed: 14,977,421). Filing ↗
12Section 06, 2024 voteForm 8-K2024-05-290001193125-24-149142Item 5.07 · say-on-pay result. As reported: 96.8% (votes for as printed: 13,070,270). Filing ↗
13Section 01 trend, Δ column (computed)Computed——Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1)
14Section 09b board cost (computed)Computed——Cash 363,919 + equity 0 + all other 0 = 363,919, summed across the director compensation table rows.machine: formula: Σ = 363,919
15Delcath Systems (subject), Section 10b CEO totalDEF 14A2026-04-020001628280-26-022948CEO total compensation as printed in Delcath Systems's own proxy. As printed: 5,765,258. Filing ↗machine: r2 · c36 · span 429046–429055

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