CEO Derek Schmidt was paid $2,459,195 in fiscal year 2025, ↑ up 68.4% from fiscal year 2024 (SEC filing 0001140361-25-039303 ↗): 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.
$2,459,195 ↑ Derek Schmidt total, FY2025 | — CEO pay percentile vs peers | — CEO-to-median pay ratio | 97.05% Say-on-pay support, latest vote |
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FLXS's next annual pay disclosure, estimated October 24, 2026.est. Filing ↗
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Derek Schmidt | $570,000 | $0 | $902,990 | $0 | $908,010 | $0 | $78,195 | $2,459,195 |
| President and Chief Executive Officer | ||||||||
| David Crimmins | 352,000 | 0 | 246,378 | 0 | 373,824 | 0 | 54,137 | 1,026,339 |
| Vice President of Sales and Product Management | ||||||||
| Michael Ressler | 325,000 | 0 | 252,461 | 0 | 287,625 | 0 | 25,575 | 890,661 |
| Chief 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 | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Derek Schmidt | $2,459,195 | $1,460,645 | $1,415,048 | ↑ +998,550 |
| David Crimmins | 1,026,339 | 881,347 | — | ↑ +144,992 |
| Michael Ressler | 890,661 | — | — | — |
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 FLXS 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 FLXS 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 |
|---|---|---|
| Derek Schmidt | CEO | $2,459,195 |
| Michael Ressler | CFO | $890,661 |
| David Crimmins | Executive | $1,026,339 |
One page per director: the seat, the committees and the fee table, read for one person at a time.
| Director | Role | FY2025 total |
|---|---|---|
| F. Brooks Bertsch | Independent Director | $82,991 |
| Jeanne McGovern | Independent Director | $177,232 |
| Jerald K. Dittmer | Former director (through FY2025) | $100,000 |
| Kathryn P. Dickson | Independent Director | $173,482 |
| M. Scott Culbreth | Independent Director | $174,732 |
| Terence P. Calloway | Independent Director | $41,479 |
| William S. Creekmuir | Independent Director | $174,732 |
No insider equity transactions reported since the proxy statement.
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| David Crimmins | RSU | — | — | — | — | — | $98,558 |
| David Crimmins | PSU | — | — | — | — | — | 147,820 |
| Michael Ressler | RSU | — | — | — | — | — | 115,974 |
| Michael Ressler | PSU | — | — | — | — | — | 136,487 |
| Derek Schmidt | RSU | — | — | — | — | — | 424,196 |
| Derek Schmidt | PSU | — | — | — | — | — | 478,794 |
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| David Crimmins | $98,558 | $147,820 | $0 | 60.0% |
| Michael Ressler | 115,974 | 136,487 | 0 | 54.1% |
| Derek Schmidt | 424,196 | 478,794 | 0 | 53.0% |
% 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 |
|---|---|---|---|---|
| Derek Schmidt | PSU | 42,244 | — | $1,522,051 |
| Derek Schmidt | RSU | 22,842 | — | 822,997 |
| David Crimmins | PSU | 17,726 | — | 638,668 |
| David Crimmins | RSU | 8,073 | — | 290,870 |
| David Crimmins | RSU | 7,719 | — | 278,116 |
| David Crimmins | PSU | 7,046 | — | 253,867 |
| Derek Schmidt | Option | 13,566 | 12.77 | — |
| Derek Schmidt | Option | 108,884 | 9.97 | — |
| David Crimmins | Option | 464 | 43.09 | — |
| David Crimmins | Option | 737 | 47.45 | — |
| David Crimmins | Option | 774 | 45.21 | — |
| David Crimmins | Option | 1,524 | 32.8 | — |
The Company's compensation program is designed to align executive pay with performance measures that drive market value, promote the accomplishment of corporate objectives, and reward the achievement of high levels of corporate performance. The program emphasizes equity-based compensation to provide a proprietary interest in the Company and assist executives in meeting stock ownership guidelines.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Meridian Compensation Partners, LLC |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2025 | 2025-12-10 | 3,963,794 | 120,529 | 40,032 | 97.05% | Passed |
| 2024 | 2024-12-11 | 3,577,113 | 383,545 | 41,306 | 90.32% | Passed |
| 2023 | 2023-12-13 | 3,150,653 | 548,745 | 133,738 | 85.17% | Passed |
| 2022 | 2022-12-14 | 3,109,191 | 539,767 | 7,397 | 85.21% | Passed |
| 2021 | 2021-12-08 | 4,780,543 | 273,276 | 126,228 | 94.59% | Passed |
| 2020 | 2020-12-09 | 4,992,059 | 267,169 | 35,285 | 94.92% | 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 | 2025-12-10 | 97.05%a |
| 2024 | 2024-12-11 | 90.32%b |
| 2023 | 2023-12-13 | 85.17%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.
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Thomas M. LevineIndependent · Board Chair | $151,500 | $96,982 | — | — | — | $248,482 |
| Jeanne McGovernIndependent · Audit (Chair) · Nominating/Governance | 80,250 | 96,982 | — | — | — | 177,232 |
| M. Scott CulbrethIndependent · Compensation · Nominating/Governance | 77,750 | 96,982 | — | — | — | 174,732 |
| William S. CreekmuirIndependent · Audit | 77,750 | 96,982 | — | — | — | 174,732 |
| Kathryn P. DicksonIndependent · Compensation · Nominating/Governance (Chair) | 76,500 | 96,982 | — | — | — | 173,482 |
| Jerald K. DittmerNot independent · Departed during FY | 100,000 | 0 | — | — | — | 100,000 |
| F. Brooks BertschIndependent · Audit | 34,500 | 48,491 | — | — | — | 82,991 |
| Terence P. CallowayIndependent · Audit | 17,250 | 24,229 | — | — | — | 41,479 |
| Annual cash retainer | $61,500 |
|---|---|
| Annual equity retainer | $97,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 15,000 / 10,000 / 10,000 |
| Stock ownership guideline | $5 |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $615,500 |
| Equity awards (grant-date value) | $557,630 |
| All other compensation | $0 |
| Total cost of the board | $1,173,130 |
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 | Flexsteel Industries | 2025 | Derek Schmidt | $570,000 | $902,990 | $0 | $908,010 | $2,459,195 |
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 is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.
| # | Supports | Document | Filed | Accession | Location in document |
|---|---|---|---|---|---|
| 1 | Section 01, Derek Schmidt | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Executive Compensation”. As printed: 2,459,195. View filing ↗ |
| 2 | Section 01, David Crimmins | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Executive Compensation”. As printed: 1,026,339. View filing ↗ |
| 3 | Section 01, Michael Ressler | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Executive Compensation”. As printed: 890,661. View filing ↗ |
| 4 | Section 03, David Crimmins RSU | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Executive Compensation” · grants of plan-based awards table. View filing ↗ |
| 5 | Section 03, David Crimmins PSU | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Executive Compensation” · grants of plan-based awards table. View filing ↗ |
| 6 | Section 03, Michael Ressler RSU | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Executive Compensation” · grants of plan-based awards table. View filing ↗ |
| 7 | Section 03, Michael Ressler PSU | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Executive Compensation” · grants of plan-based awards table. View filing ↗ |
| 8 | Section 03, Derek Schmidt RSU | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Executive Compensation” · grants of plan-based awards table. View filing ↗ |
| 9 | Section 03, Derek Schmidt PSU | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Executive Compensation” · grants of plan-based awards table. View filing ↗ |
| 10 | Section 08, Thomas M. Levine | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Director Compensation”. As printed: 248,482. View filing ↗ |
| 11 | Section 08, Jeanne McGovern | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Director Compensation”. As printed: 177,232. View filing ↗ |
| 12 | Section 08, M. Scott Culbreth | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Director Compensation”. As printed: 174,732. View filing ↗ |
| 13 | Section 08, William S. Creekmuir | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Director Compensation”. As printed: 174,732. View filing ↗ |
| 14 | Section 08, Kathryn P. Dickson | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Director Compensation”. As printed: 173,482. View filing ↗ |
| 15 | Section 08, Jerald K. Dittmer | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Director Compensation”. As printed: 100,000. View filing ↗ |
| 16 | Section 08, F. Brooks Bertsch | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Director Compensation”. As printed: 82,991. View filing ↗ |
| 17 | Section 08, Terence P. Calloway | DEF 14A | 2025-10-24 | 0001140361-25-039303 | Section “Director Compensation”. As printed: 41,479. View filing ↗ |
| 18 | Section 06, 2025 vote | Form 8-K | 2025-12-16 | 0001193125-25-320861 | Item 5.07 · say-on-pay result. As reported: 97.05% (votes for as printed: 3,963,794). View filing ↗ |
| 19 | Section 06, 2024 vote | Form 8-K | 2024-12-12 | 0000950170-24-135818 | Item 5.07 · say-on-pay result. As reported: 90.32% (votes for as printed: 3,577,113). View filing ↗ |
| 20 | Section 06, 2023 vote | Form 8-K | 2023-12-19 | 0000950170-23-071480 | Item 5.07 · say-on-pay result. As reported: 85.17% (votes for as printed: 3,150,653). View filing ↗ |
| 21 | Section 01 trend, Δ column (computed) | Computed | — | — | Δ = current-FY total − prior-FY total per named officer. |
| 22 | 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). |
| 23 | Section 09b board cost (computed) | Computed | — | — | Cash 615,500 + equity 557,630 + all other 0 = 1,173,130, summed across the director compensation table rows. |
| 24 | Flexsteel Industries (subject), Section 10b CEO total | DEF 14A | 2025-10-24 | 0001140361-25-039303 | CEO total compensation as printed in Flexsteel Industries's own proxy. As printed: 2,459,195. View filing ↗ |