CEO Michael Frederick was paid $393,421 in fiscal year 2025, ↑ up 8.2% from fiscal year 2024 (SEC filing 0001104659-26-040934 ↗): 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.
$393,421 ↑ Michael Frederick total, FY2025 | — CEO pay percentile vs peers | — CEO-to-median pay ratio | 92.41% Say-on-pay support, latest vote |
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FCAP's next annual pay disclosure, estimated April 5, 2027.est. Filing ↗
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Michael Frederick | $293,810 | — | $15,240 | — | $42,344 | — | $42,027 | $393,421 |
| President, Chief Executive Officer | ||||||||
| Joshua Stevens | 215,627 | — | 15,240 | — | 35,875 | — | 27,420 | 294,162 |
| Chief Financial Officer | ||||||||
| Joseph Mahuron | 151,564 | — | 15,240 | — | 28,113 | — | 42,208 | 237,125 |
| Chief Credit 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 | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Michael Frederick | $393,421 | $363,748 | $330,317 | ↑ +29,673 |
| Joshua Stevens | 294,162 | 270,898 | 194,543 | ↑ +23,264 |
| Joseph Mahuron | 237,125 | 214,001 | 188,094 | ↑ +23,124 |
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 FCAP 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 FCAP 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 officer: the same table above, read for one person at a time — his own figure and every fiscal year the register holds.
| Executive | Role | FY2025 total |
|---|---|---|
| Joseph Mahuron | Chief Credit Officer | $237,125 |
| Joshua Stevens | CFO | $294,162 |
| Michael Frederick | CEO | $393,421 |
One page per director: the seat, the committees and the fee table, read for one person at a time.
| Director | Role | FY2025 total |
|---|---|---|
| Carolyn E. Wallace | Independent Director | $26,828 |
| Christopher L. Byrd | Independent Director | $26,828 |
| Dana L. Huber | Independent Director | $26,828 |
| Jill S. Saegesser | Independent Director | $26,828 |
| John M. Shireman | Independent Director | $26,828 |
| Kathryn W. Ernstberger | Independent Director | $26,828 |
| Lou Ann Moore | Independent Director | $26,828 |
| Mark D. Shireman | Independent Director | $37,327 |
| Pamela G. Kraft | Independent Director | $26,828 |
| Robert C. Guilfoyle | Independent Director | $26,828 |
| William I. Orwick Sr | Independent Director | $26,828 |
| William W. Harrod | Independent Director | $26,828 |
No insider equity transactions reported since the proxy statement.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Joseph Mahuron | RSU | 540 | — | $31,968 |
| Michael Frederick | RSU | 540 | — | 31,968 |
| Joshua Stevens | RSU | 540 | — | 31,968 |
Executive compensation should be structured in a way that aligns with long-term shareholder value.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | true |
| Anti-hedging | — |
| Anti-pledging | true |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-05-18 | 1,470,396 | 120,764 | 41,849 | 92.41% | Passed |
| 2025 | 2025-05-21 | 1,064,486 | 120,132 | 53,945 | 89.86% | Passed |
| 2024 | 2024-05-22 | 1,226,019 | 68,638 | 78,583 | 94.7% | Passed |
| 2023 | 2023-05-24 | 1,236,340 | 194,130 | 60,203 | 86.43% | Passed |
| 2022 | 2022-05-25 | 1,257,131 | 148,732 | 30,010 | 89.42% | Passed |
| 2021 | 2021-05-26 | 1,529,236 | 90,788 | 47,644 | 94.4% | 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 | 2026-05-18 | 92.41%a |
| 2025 | 2025-05-21 | 89.86%b |
| 2024 | 2024-05-22 | 94.7%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 |
|---|---|---|---|---|---|---|
| Mark D. ShiremanIndependent · Nominating Committee | $20,299 | $2,843 | — | — | $3,686 | $37,327 |
| Lou Ann MooreIndependent · Compensation Committee | 20,299 | 2,843 | — | — | 3,686 | 26,828 |
| Robert C. GuilfoyleIndependent · Audit Committee | 20,299 | 2,843 | — | — | 3,686 | 26,828 |
| William I. Orwick SrIndependent · Audit | 20,299 | 2,843 | — | — | 3,686 | 26,828 |
| Pamela G. KraftIndependent · Executive Committee · Audit Committee · Nominating Committee (Chair) | 20,299 | 2,843 | — | — | 3,686 | 26,828 |
| Christopher L. ByrdIndependent · Executive Committee · Audit Committee · Nominating Committee | 20,299 | 2,843 | — | — | 3,686 | 26,828 |
| Dana L. HuberIndependent · Compensation Committee | 20,299 | 2,843 | — | — | 3,686 | 26,828 |
| William W. HarrodIndependent · Executive Committee | 20,299 | 2,843 | — | — | 3,686 | 26,828 |
| Kathryn W. ErnstbergerIndependent · Executive Committee (Chair) · Compensation Committee · Nominating Committee | 20,299 | 2,843 | — | — | 3,686 | 26,828 |
| Carolyn E. WallaceIndependent · Executive Committee · Audit Committee (Chair) | 20,299 | 2,843 | — | — | 3,686 | 26,828 |
| Jill S. SaegesserIndependent · Executive Committee · Compensation Committee (Chair) · Nominating Committee | 20,299 | 2,843 | — | — | 3,686 | 26,828 |
| John M. ShiremanIndependent · Compensation Committee | 20,299 | 2,843 | — | — | 3,686 | 26,828 |
| Michael C. FrederickEmployee director · Executive Committee | — | — | — | — | — | 0 |
| Annual cash retainer | $21,180 |
|---|---|
| Annual equity retainer | $2,843 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | — |
| Stock ownership guideline | — |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $243,588 |
| Equity awards (grant-date value) | $34,116 |
| All other compensation | $44,232 |
| Total cost of the board | $321,936 |
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 | First Capital | 2025 | Michael Frederick | $293,810 | $15,240 | — | $42,344 | $393,421 |
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, Michael Frederick | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Executive Compensation”. As printed: 393,421. Filing ↗ |
| 2 | Section 01, Joshua Stevens | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Executive Compensation”. As printed: 294,162. Filing ↗ |
| 3 | Section 01, Joseph Mahuron | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Executive Compensation”. As printed: 237,125. Filing ↗ |
| 4 | Section 07, pay ratio | 10-K | 2026-03-31 | 0001104659-26-037802 | Section “CEO Pay Ratio”. As printed: —. Filing ↗ |
| 5 | Section 08, Mark D. Shireman | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Director Compensation”. As printed: 37,327. Filing ↗machine: span 105961–105967 |
| 6 | Section 08, Lou Ann Moore | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Director Compensation”. As printed: 26,828. Filing ↗machine: span 100720–100726 |
| 7 | Section 08, Robert C. Guilfoyle | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Director Compensation”. As printed: 26,828. Filing ↗machine: span 93752–93758 |
| 8 | Section 08, William I. Orwick Sr | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Director Compensation”. As printed: 26,828. Filing ↗machine: span 102468–102474 |
| 9 | Section 08, Pamela G. Kraft | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Director Compensation”. As printed: 26,828. Filing ↗machine: span 98974–98980 |
| 10 | Section 08, Christopher L. Byrd | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Director Compensation”. As printed: 26,828. Filing ↗machine: span 90245–90251 |
| 11 | Section 08, Dana L. Huber | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Director Compensation”. As printed: 26,828. Filing ↗machine: span 97237–97243 |
| 12 | Section 08, William W. Harrod | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Director Compensation”. As printed: 26,828. Filing ↗machine: span 95491–95497 |
| 13 | Section 08, Kathryn W. Ernstberger | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Director Compensation”. As printed: 26,828. Filing ↗machine: span 92000–92006 |
| 14 | Section 08, Carolyn E. Wallace | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Director Compensation”. As printed: 26,828. Filing ↗machine: span 109450–109456 |
| 15 | Section 08, Jill S. Saegesser | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Director Compensation”. As printed: 26,828. Filing ↗machine: span 104218–104224 |
| 16 | Section 08, John M. Shireman | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Director Compensation”. As printed: 26,828. Filing ↗machine: span 107710–107716 |
| 17 | Section 08, Michael C. Frederick | DEF 14A | 2026-04-08 | 0001104659-26-040934 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 18 | Section 06, 2026 vote | Form 8-K | 2026-05-22 | 0001104659-26-065684 | Item 5.07 · say-on-pay result. As reported: 92.41% (votes for as printed: 1,470,396). Filing ↗ |
| 19 | Section 06, 2025 vote | Form 8-K | 2025-05-28 | 0001104659-25-053555 | Item 5.07 · say-on-pay result. As reported: 89.86% (votes for as printed: 1,064,486). Filing ↗ |
| 20 | Section 06, 2024 vote | Form 8-K | 2024-05-29 | 0001104659-24-066139 | Item 5.07 · say-on-pay result. As reported: 94.7% (votes for as printed: 1,226,019). Filing ↗ |
| 21 | 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) |
| 22 | Section 09b board cost (computed) | Computed | — | — | Cash 243,588 + equity 34,116 + all other 44,232 = 321,936, summed across the director compensation table rows.machine: formula: Σ = 321,936 |
| 23 | First Capital (subject), Section 10b CEO total | DEF 14A | 2026-04-08 | 0001104659-26-040934 | CEO total compensation as printed in First Capital's own proxy. As printed: 393,421. Filing ↗ |
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