CEO Michael Taylor was paid $2,709,607 in fiscal year 2026, ↑ up 286.7% from fiscal year 2025 (SEC filing 0001437749-26-024581 ↗): 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.
$2,709,607 ↑ Michael Taylor total, FY2026 | — CEO pay percentile vs peers | — CEO-to-median pay ratio | 97.62% Say-on-pay support, latest vote |
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FRD's next annual pay disclosure, estimated July 28, 2027.est. Filing ↗
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Michael Taylor | $750,000 | $1,221,635 | $718,234 | $0 | $0 | $0 | $19,738 | $2,709,607 |
| President & Chief Executive Officer | ||||||||
| Gaurav Chhibbar | 263,938 | 1,175,529 | 1,062,000 | 0 | 0 | 0 | 17,033 | 2,518,500 |
| Chief Operating Officer | ||||||||
| Alex LaRue | 265,440 | 457,664 | 134,287 | 0 | 0 | 0 | 13,043 | 870,434 |
| Chief Financial Officer -- Secretary & 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 | FY2026 total | FY2025 total | FY2024 total | Δ FY2025→2026 |
|---|---|---|---|---|
| Michael Taylor | $2,709,607 | $700,734 | $1,614,524 | ↑ +2,008,873 |
| Gaurav Chhibbar | 2,518,500 | — | — | — |
| Alex LaRue | 870,434 | 365,704 | 693,581 | ↑ +504,730 |
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 officer: the same table above, read for one person at a time — his own figure and every fiscal year the register holds.
| Executive | Role | FY2026 total |
|---|---|---|
| Alex LaRue | CFO | $870,434 |
| Gaurav Chhibbar | COO | $2,518,500 |
| Michael Taylor | CEO | $2,709,607 |
One page per director: the seat, the committees and the fee table, read for one person at a time.
| Director | Role | FY2026 total |
|---|---|---|
| Joe L. Williams | Independent Director | $46,000 |
| Max Reichenthal | Independent Director | $55,000 |
| Michael Hanson | Independent Director | $46,000 |
| Sandy Scott | Independent Director | $46,000 |
| Sharon Taylor | Independent Director | $59,000 |
| Tim Stevenson | Independent Director | $55,000 |
No insider equity transactions reported since the proxy statement.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Gaurav Chhibbar | RSU | 50,000 | — | $886,000 |
| Taylor | RSU | 24,956 | — | 442,221 |
| Taylor | PSU | 24,956 | — | 442,221 |
| Alex LaRue | RSU | 4,666 | — | 82,682 |
| Alex LaRue | PSU | 4,666 | — | 82,682 |
The company believes its compensation policies are competitive, focused on pay-for-performance, and strongly aligned with the long-term interests of shareholders. The Compensation Committee reviews the competitiveness of executive compensation to foster attraction and retention, motivation to achieve business objectives, and alignment of leadership interests with shareholder interests.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | The Company has adopted a Clawback Policy compliant with Section 10D of the Exchange Act and Nasdaq rules, requiring reimbursement of erroneously awarded incentive compensation in the event of an accounting restatement due to material noncompliance. |
| Anti-hedging | Officers, directors, and employees are prohibited from engaging in transactions involving put, call, or other options or derivatives with respect to the Company's securities (other than options or securities issued under the Company's own equity plans). |
| Anti-pledging | — |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2025 | 2025-09-18 | 3,363,395 | 82,140 | 60,822 | 97.62% | Passed |
| 2024 | 2024-09-18 | 3,932,832 | 200,780 | 22,883 | 95.14% | Passed |
| 2023 | 2023-09-13 | 4,087,864 | 55,336 | 46,561 | 97.57% | Passed |
| 2022 | 2022-09-13 | 3,527,301 | 743,489 | 17,331 | 82.26% | Passed |
| 2021 | 2021-09-10 | 4,033,243 | 101,670 | 17,808 | 97.12% | Passed |
| 2020 | 2020-09-10 | 3,421,212 | 278,386 | 121,620 | 89.53% | 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 | 2025-09-18 | 97.62%a |
| 2024 | 2024-09-18 | 95.14%b |
| 2023 | 2023-09-13 | 97.57%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 — “Abstentions with respect to the approval of this proposal will have the effect of 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 |
|---|---|---|---|---|---|---|
| Sharon TaylorIndependent · Audit (Chair) · Compensation · Nominating | $48,000 | — | — | — | $10,000 | $59,000 |
| Max ReichenthalIndependent · Audit · Compensation · Nominating | 45,000 | — | — | — | 10,000 | 55,000 |
| Tim StevensonIndependent · Audit · Compensation (Chair) · Nominating · Not standing for re-election | 45,000 | — | — | — | 10,000 | 55,000 |
| Michael HansonIndependent · Compensation | 36,000 | — | — | — | 10,000 | 46,000 |
| Sandy ScottIndependent · Compensation · Nominating (Chair) | 36,000 | — | — | — | 10,000 | 46,000 |
| Joe L. WilliamsIndependent · Nominating | 36,000 | — | — | — | 10,000 | 46,000 |
| Michael J. TaylorEmployee director · Board Chair | — | — | — | — | — | 0 |
| Annual cash retainer | $36,000 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 12,000 |
| Stock ownership guideline | — |
| Component | FY2026 |
|---|---|
| Cash retainers and fees | $246,000 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $60,000 |
| Total cost of the board | $306,000 |
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 | Friedman Industries | 2026 | Michael Taylor | $750,000 | $718,234 | $0 | $0 | $2,709,607 |
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 Taylor | DEF 14A | 2026-07-28 | 0001437749-26-024581 | Section “Executive Compensation”. As printed: 2,709,607. Filing ↗machine: r1 · c16 · span 139640–139649 |
| 2 | Section 01, Gaurav Chhibbar | DEF 14A | 2026-07-28 | 0001437749-26-024581 | Section “Executive Compensation”. As printed: 2,518,500. Filing ↗machine: r5 · c16 · span 150793–150802 |
| 3 | Section 01, Alex LaRue | DEF 14A | 2026-07-28 | 0001437749-26-024581 | Section “Executive Compensation”. As printed: 870,434. Filing ↗machine: r3 · c16 · span 145202–145209 |
| 4 | Section 08, Sharon Taylor | DEF 14A | 2026-07-28 | 0001437749-26-024581 | Section “Director Compensation”. As printed: 59,000. Filing ↗machine: span 106700–106706 |
| 5 | Section 08, Max Reichenthal | DEF 14A | 2026-07-28 | 0001437749-26-024581 | Section “Director Compensation”. As printed: 55,000. Filing ↗machine: span 102000–102006 |
| 6 | Section 08, Tim Stevenson | DEF 14A | 2026-07-28 | 0001437749-26-024581 | Section “Director Compensation”. As printed: 55,000. Filing ↗machine: span 105134–105140 |
| 7 | Section 08, Michael Hanson | DEF 14A | 2026-07-28 | 0001437749-26-024581 | Section “Director Compensation”. As printed: 46,000. Filing ↗machine: span 100432–100438 |
| 8 | Section 08, Sandy Scott | DEF 14A | 2026-07-28 | 0001437749-26-024581 | Section “Director Compensation”. As printed: 46,000. Filing ↗machine: span 103564–103570 |
| 9 | Section 08, Joe L. Williams | DEF 14A | 2026-07-28 | 0001437749-26-024581 | Section “Director Compensation”. As printed: 46,000. Filing ↗machine: span 108268–108274 |
| 10 | Section 08, Michael J. Taylor | DEF 14A | 2026-07-28 | 0001437749-26-024581 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 11 | Section 06, 2025 vote | Form 8-K | 2025-09-23 | 0001437749-25-029681 | Item 5.07 · say-on-pay result. As reported: 97.62% (votes for as printed: 3,363,395). Filing ↗ |
| 12 | Section 06, 2024 vote | Form 8-K | 2024-09-20 | 0001437749-24-029675 | Item 5.07 · say-on-pay result. As reported: 95.14% (votes for as printed: 3,932,832). Filing ↗ |
| 13 | Section 06, 2023 vote | Form 8-K | 2023-09-14 | 0001437749-23-025835 | Item 5.07 · say-on-pay result. As reported: 97.57% (votes for as printed: 4,087,864). Filing ↗ |
| 14 | 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) |
| 15 | Section 09b board cost (computed) | Computed | — | — | Cash 246,000 + equity 0 + all other 60,000 = 306,000, summed across the director compensation table rows.machine: formula: Σ = 306,000 |
| 16 | Friedman Industries (subject), Section 10b CEO total | DEF 14A | 2026-07-28 | 0001437749-26-024581 | CEO total compensation as printed in Friedman Industries's own proxy. As printed: 2,709,607. Filing ↗machine: r1 · c16 · span 139640–139649 |
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