CEO Kelly Loyd was paid $1,315,704 in fiscal year 2025, ↑ up 21.8% from fiscal year 2024, the 1st percentile of its disclosed peer group (SEC filing 0001104659-25-101832 ↗): 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.
$1,315,704 ↑ Kelly Loyd total, FY2025 | 1st CEO pay percentile vs peers | — CEO-to-median pay ratio | 91.84% Say-on-pay support, latest vote |
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EPM's next annual pay disclosure, estimated October 22, 2026.est. Filing ↗
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Kelly Loyd | $375,000 | — | $534,672 | — | $356,250 | — | $49,782 | $1,315,704 |
| President & Chief Executive Officer | ||||||||
| J. Mark Bunch | 305,000 | — | 289,914 | — | 217,313 | — | 48,156 | 860,382 |
| Chief Operating Officer | ||||||||
| Ryan Stash | 292,200 | — | 277,747 | — | 208,193 | — | 50,610 | 828,749 |
| Senior Vice President, Chief Financial Officer & Treasurer | ||||||||
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 | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Kelly Loyd | $1,315,704 | $1,080,561 | $1,987,354 | ↑ +235,143 |
| J. Mark Bunch | 860,382 | 717,023 | 752,871 | ↑ +143,359 |
| Ryan Stash | 828,749 | 697,318 | 759,990 | ↑ +131,431 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
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One page per director: the seat, the committees and the fee table, read for one person at a time.
| Director | Role | FY2025 total |
|---|---|---|
| Edward J. DiPaolo | Lead Independent Director | $191,114 |
| Marjorie A. Hargrave | Independent Director | $201,704 |
| Myra C. Bierria | Independent Director | $190,614 |
| Robert S. Herlin | Chair of the Board | $230,690 |
| William E. Dozier | Independent Director | $204,485 |
No insider equity transactions reported since the proxy statement.
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| J. Mark Bunch | PSU | 2024-09-17 | — | 37,725 | — | 37,725 | $181,835 |
| Kelly Loyd | PSU | 2024-09-17 | — | 34,787 | — | — | 199,330 |
| Kelly Loyd | PSU | 2024-09-17 | — | — | — | 52,180 | 0 |
| J. Mark Bunch | PSU | 2024-09-17 | — | 18,862 | — | — | 108,079 |
| J. Mark Bunch | PSU | 2024-09-17 | — | — | — | 28,294 | 0 |
| Ryan Stash | PSU | 2024-09-17 | — | — | — | 27,106 | 0 |
| Ryan Stash | PSU | 2024-09-17 | — | 18,071 | — | — | 103,547 |
| Ryan Stash | PSU | 2024-09-17 | — | 36,141 | — | 36,141 | 174,200 |
| Kelly Loyd | PSU | 2024-09-17 | — | 69,573 | — | 69,573 | 335,342 |
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| J. Mark Bunch | $0 | $289,914 | $0 | 100.0% |
| Kelly Loyd | 0 | 534,672 | 0 | 100.0% |
| Ryan Stash | 0 | 277,747 | 0 | 100.0% |
% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Kelly Loyd | RSU | 232,290 | — | $1,091,763 |
| J. Mark Bunch | RSU | 136,118 | — | 639,755 |
| Ryan Stash | RSU | 94,500 | — | 444,150 |
| Kelly Loyd | PSU | 91,627 | — | 430,647 |
| J. Mark Bunch | PSU | 49,683 | — | 233,510 |
| Ryan Stash | PSU | 47,597 | — | 223,706 |
The Company's compensation programs are designed to incentivize named executive officers to build meaningful retained stock value over the short and long-term by providing a substantial portion of compensation in the form of long-term equity incentives. The program aims to attract, retain, and motivate capable individuals while aligning executive interests with stockholders through performance-based annual cash incentives and equity awards.
| CEO STI target (% of salary) | NaN% |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | The Company adopted an Incentive Compensation Recoupment Policy in September 2023 to meet the requirements of Section 811 of the NYSE American Company Guide and Rule 10D-1, providing for the recovery of incentive compensation in the event of an accounting restatement. |
| Anti-hedging | — |
| Anti-pledging | — |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2025 | 2025-12-04 | 17,048,777 | 1,513,891 | 375,823 | 91.84% | Passed |
| 2024 | 2024-12-05 | 18,062,831 | 779,716 | 251,017 | 95.86% | Passed |
| 2023 | 2023-12-07 | 18,577,891 | 569,211 | 173,687 | 96.15% | Passed |
| 2022 | 2022-12-08 | 19,998,893 | 692,530 | 277,299 | 95.37% | Passed |
| 2021 | 2021-12-09 | 20,494,828 | 548,193 | 380,092 | 95.67% | Passed |
| 2020 | 2020-12-09 | 22,210,741 | 1,250,273 | 115,866 | 94.67% | 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 |
|---|---|---|
| 2025 | 2025-12-04 | 91.84%a |
| 2024 | 2024-12-05 | 95.86%b |
| 2023 | 2023-12-07 | 96.15%c |
a. Voting standard not stated in the filing.
b. Voting standard not stated in the filing.
c. Approved under the standard stated in the filing — “As a result, abstentions will have the same practical effect as a vote against this proposal.”.
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.
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Robert S. HerlinEmployee director · Board Chair · Investment · Sustainability | $123,076 | $99,303 | — | — | $8,311 | $230,690 |
| William E. DozierIndependent · Compensation (Chair) · Investment | 96,871 | 99,303 | — | — | 8,311 | 204,485 |
| Marjorie A. HargraveIndependent · Compensation · Nominating and Corporate Governance · Audit (Chair) | 94,090 | 99,303 | — | — | 8,311 | 201,704 |
| Edward J. DiPaoloIndependent · Lead Independent Director · Compensation · Nominating and Corporate Governance (Chair) · Audit | 83,500 | 99,303 | — | — | 8,311 | 191,114 |
| Myra C. BierriaIndependent · Nominating and Corporate Governance · Sustainability (Chair) · Audit | 83,000 | 99,303 | — | — | 8,311 | 190,614 |
| Kelly W. LoydEmployee director · Investment (Chair) · Sustainability | — | — | — | — | — | 0 |
| Annual cash retainer | $50,000 |
|---|---|
| Annual equity retainer | $100,000 |
| Per board meeting fee | $1,500 |
| Committee chair fees (audit / comp / nom-gov) | 18,000 / 12,000 / 12,000 |
| Stock ownership guideline | — |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $480,537 |
| Equity awards (grant-date value) | $496,515 |
| All other compensation | $41,555 |
| Total cost of the board | $1,018,607 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.
Of the companies Evolution Petroleum 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 Evolution Petroleum.
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 | Vitesse Energy, Inc. | 2025 | Robert Gerrity | $570,000 | $1,780,317 | $0 | $864,000 | $3,214,317 |
| 2 | Evolution Petroleum | 2025 | Kelly Loyd | 375,000 | 534,672 | — | 356,250 | 1,315,704 |
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.
| Company | Annual incentive payout | Long-term vehicle mix | PSU measures include TSR | Compensation consultant |
|---|---|---|---|---|
| Evolution Petroleum | not disclosed | Performance-based restricted common stock 66.7 · Time-vested restricted common stock 33.3 | Yes — Relative Total Shareholder Return (TSR) | not disclosed |
| Vitesse Energy, Inc. | not disclosed | PSU 60 · RSU 40 | not disclosed | not disclosed |
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.
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, Kelly Loyd | DEF 14A | 2025-10-23 | 0001104659-25-101832 | Section “Executive Compensation”. As printed: 1,315,704. Filing ↗ |
| 2 | Section 01, J. Mark Bunch | DEF 14A | 2025-10-23 | 0001104659-25-101832 | Section “Executive Compensation”. As printed: 860,382. Filing ↗ |
| 3 | Section 01, Ryan Stash | DEF 14A | 2025-10-23 | 0001104659-25-101832 | Section “Executive Compensation”. As printed: 828,749. Filing ↗ |
| 4 | Section 03, J. Mark Bunch PSU | DEF 14A | 1900-01-01 | 0001104659-25-101832 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 875646–875653 |
| 5 | Section 03, Kelly Loyd PSU | DEF 14A | 1900-01-01 | 0001104659-25-101832 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 866562–866569 |
| 6 | Section 03, Kelly Loyd PSU | DEF 14A | 1900-01-01 | 0001104659-25-101832 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 869280–869286 |
| 7 | Section 03, J. Mark Bunch PSU | DEF 14A | 1900-01-01 | 0001104659-25-101832 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 880300–880307 |
| 8 | Section 03, J. Mark Bunch PSU | DEF 14A | 1900-01-01 | 0001104659-25-101832 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 882809–882815 |
| 9 | Section 03, Ryan Stash PSU | DEF 14A | 1900-01-01 | 0001104659-25-101832 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 896367–896373 |
| 10 | Section 03, Ryan Stash PSU | DEF 14A | 1900-01-01 | 0001104659-25-101832 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 893652–893659 |
| 11 | Section 03, Ryan Stash PSU | DEF 14A | 1900-01-01 | 0001104659-25-101832 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 889381–889388 |
| 12 | Section 03, Kelly Loyd PSU | DEF 14A | 1900-01-01 | 0001104659-25-101832 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 862326–862333 |
| 13 | Section 08, Robert S. Herlin | DEF 14A | 2025-10-23 | 0001104659-25-101832 | Section “Director Compensation”. As printed: 230,690. Filing ↗machine: span 235744–235911 |
| 14 | Section 08, William E. Dozier | DEF 14A | 2025-10-23 | 0001104659-25-101832 | Section “Director Compensation”. As printed: 204,485. Filing ↗machine: span 228988–229155 |
| 15 | Section 08, Marjorie A. Hargrave | DEF 14A | 2025-10-23 | 0001104659-25-101832 | Section “Director Compensation”. As printed: 201,704. Filing ↗machine: span 232202–232369 |
| 16 | Section 08, Edward J. DiPaolo | DEF 14A | 2025-10-23 | 0001104659-25-101832 | Section “Director Compensation”. As printed: 191,114. Filing ↗machine: span 225530–225697 |
| 17 | Section 08, Myra C. Bierria | DEF 14A | 2025-10-23 | 0001104659-25-101832 | Section “Director Compensation”. As printed: 190,614. Filing ↗machine: span 222338–222505 |
| 18 | Section 08, Kelly W. Loyd | DEF 14A | 2025-10-23 | 0001104659-25-101832 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 19 | Section 06, 2025 vote | Form 8-K | 2025-12-09 | 0001104659-25-119669 | Item 5.07 · say-on-pay result. As reported: 91.84% (votes for as printed: 17,048,777). Filing ↗ |
| 20 | Section 06, 2024 vote | Form 8-K | 2024-12-10 | 0001558370-24-016121 | Item 5.07 · say-on-pay result. As reported: 95.86% (votes for as printed: 18,062,831). Filing ↗ |
| 21 | Section 06, 2023 vote | Form 8-K | 2023-12-08 | 0001558370-23-019696 | Item 5.07 · say-on-pay result. As reported: 96.15% (votes for as printed: 18,577,891). Filing ↗ |
| 22 | 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) |
| 23 | 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).machine: formula: sums + PSU ratio |
| 24 | Section 09b board cost (computed) | Computed | — | — | Cash 480,537 + equity 496,515 + all other 41,555 = 1,018,607, summed across the director compensation table rows.machine: formula: Σ = 1,018,607 |
| 25 | Vitesse Energy, Inc., Section 10b CEO total | DEF 14A | 2026-04-17 | 0001104659-26-044918 | CEO total compensation as printed in Vitesse Energy, Inc.'s own proxy. As printed: 3,214,317. Filing ↗machine: r1 · c35 · span 260442–260451 |
| 26 | Evolution Petroleum (subject), Section 10b CEO total | DEF 14A | 2025-10-23 | 0001104659-25-101832 | CEO total compensation as printed in Evolution Petroleum's own proxy. As printed: 1,315,704. Filing ↗ |
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