Fiscal year 2023 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 DDS 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 DDS 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 |
|---|---|---|---|---|---|---|---|---|
| William Dillard II | $1,170,000 | $3,574,800 | — | — | $3,574,800 | — | — | $8,319,600 |
| Chief Executive Officer | ||||||||
| Alex Dillard | 1,170,000 | 3,574,800 | — | — | 3,574,800 | — | — | 8,319,600 |
| President | ||||||||
| Mike Dillard | 830,000 | 1,374,800 | — | — | 1,374,800 | — | — | 3,579,600 |
| Executive Vice President | ||||||||
| Drue Matheny | 830,000 | 1,374,800 | — | — | 1,374,800 | — | — | 3,579,600 |
| Executive Vice President | ||||||||
| Phillip Watts | 665,000 | 825,000 | — | — | 825,000 | — | — | 2,315,000 |
| Senior Vice President, Co-Principal Financial Officer and Principal Accounting Officer | ||||||||
| Chris Johnson | 665,000 | 825,000 | — | — | 825,000 | — | — | 2,315,000 |
| Senior Vice President and Co-Principal 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.
| Named executive officer | FY2023 total | FY2022 total | FY2021 total | Δ FY2022→2023 |
|---|---|---|---|---|
| William Dillard II | $8,319,600 | — | — | — |
| Alex Dillard | 8,319,600 | — | — | — |
| Mike Dillard | 3,579,600 | — | — | — |
| Drue Matheny | 3,579,600 | — | — | — |
| Phillip Watts | 2,315,000 | — | — | — |
| Chris Johnson | 2,315,000 | — | — | — |
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.
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-05-28 | 14,058,830 | 169,693 | 10,325 | 98.74% | Passed |
| 2023 | 2023-05-20 | 14,427,319 | 207,594 | 21,645 | 98.58% | 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 | 2026-05-28 | 98.74%a |
| 2023 | 2023-05-20 | 98.58%b |
a. Approved under the standard stated in the filing — “For the purpose of determining whether the stockholders have approved the Proposal, abstentions will have the same effect as a vote "AGAINST" the Proposal.”.
b. 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) | 346 : 1 |
|---|---|
| CEO total compensation | — |
| Median employee compensation | — |
| Annual cash retainer | $100,000 |
|---|---|
| Annual equity retainer | $142,250 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 30,000 / 30,000 |
| Stock ownership guideline | — |
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 | DILLARD'S | 2023 | William Dillard II | $1,170,000 | — | — | $3,574,800 | $8,319,600 |
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, William Dillard II | DEF 14A | 2024-04-05 | 0001558370-24-004779 | Section “Executive Compensation”. As printed: 8,319,600. Filing ↗ |
| 2 | Section 01, Alex Dillard | DEF 14A | 2024-04-05 | 0001558370-24-004779 | Section “Executive Compensation”. As printed: 8,319,600. Filing ↗ |
| 3 | Section 01, Mike Dillard | DEF 14A | 2024-04-05 | 0001558370-24-004779 | Section “Executive Compensation”. As printed: 3,579,600. Filing ↗ |
| 4 | Section 01, Drue Matheny | DEF 14A | 2024-04-05 | 0001558370-24-004779 | Section “Executive Compensation”. As printed: 3,579,600. Filing ↗ |
| 5 | Section 01, Phillip Watts | DEF 14A | 2024-04-05 | 0001558370-24-004779 | Section “Executive Compensation”. As printed: 2,315,000. Filing ↗ |
| 6 | Section 01, Chris Johnson | DEF 14A | 2024-04-05 | 0001558370-24-004779 | Section “Executive Compensation”. As printed: 2,315,000. Filing ↗ |
| 7 | Section 07, pay ratio | DEF 14A | 2024-04-05 | 0001558370-24-004779 | Section “CEO Pay Ratio”. As printed: 346 : 1. Filing ↗machine: span 892254–892257 |
| 8 | Section 06, 2026 vote | Form 8-K | 2026-06-01 | 0000028917-26-000015 | Item 5.07 · say-on-pay result. As reported: 98.74% (votes for as printed: 14,058,830). Filing ↗ |
| 9 | Section 06, 2023 vote | Form 8-K | 2023-05-23 | 0000028917-23-000014 | Item 5.07 · say-on-pay result. As reported: 98.58% (votes for as printed: 14,427,319). Filing ↗ |
| 10 | DILLARD'S (subject), Section 10b CEO total | DEF 14A | 2024-04-05 | 0001558370-24-004779 | CEO total compensation as printed in DILLARD'S's own proxy. As printed: 8,319,600. Filing ↗ |