Companies FRP Holdings, Inc
FRP (FRPH): executive pay, fiscal 2025
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CEO pay, last three years
- $1,197,005FY2024
- $1,181,300FY2025
CEO total pay was $1,181,300 in fiscal 2025, down from $1,197,005 in fiscal 2024.
FY2025: salary $411,000 · bonus $0 · stock awards $31,500 · option awards $350,000
Executives and directors
Frequently asked questions
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.
Full detail
Every table from the filing. Open any section.
Summary compensation table
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| David deVilliers III | $411,000 | $0 | $392,000 | $0 | $378,120 | $0 | $49,093 | $1,230,213 |
| Chief Operating Officer | ||||||||
| John Baker III | 411,000 | 0 | 31,500 | 350,000 | 378,120 | 0 | 10,680 | 1,181,300 |
| Chief Executive Officer starting May 8, 2024 | ||||||||
| Matthew McNulty | 305,000 | 0 | 385,750 | 0 | 168,360 | 0 | 13,404 | 872,514 |
| Chief Financial Officer starting May 31, 2024 | ||||||||
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.
Three-year trend — total compensation per named executive
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| David deVilliers III | $1,230,213 | $1,238,534 | — | ↓ −8,321 |
| John Baker III | 1,181,300 | 1,197,005 | — | ↓ −15,705 |
| Matthew McNulty | 872,514 | 631,201 | — | ↑ +241,313 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
Incentive-plan design — the Compensation Discussion & Analysis
The Company's compensation program consists of base salary, cash incentive bonuses, equity compensation, and other benefits and perquisites. The Compensation Committee believes that executive officers' annual incentive compensation tied to net operating income and leasing activity encourages actions that promote profitability, while equity-based incentives align the interests of executives with the long-term interests of shareholders.
| CEO STI target (% of salary) | 100% |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | false |
Equity grants and outstanding awards
Grants of plan-based awards — fiscal year 2025
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| John Baker III | RSA | 2024-03-06 | — | — | 1,204 | — | $37,500 |
| David deVilliers III | RSA | 2025-01-01 | — | — | 4,896 | — | 150,000 |
| David deVilliers III | PRSU | 2025-01-01 | — | 6,528 | — | — | 200,000 |
| David deVilliers III | RSA | 2025-03-05 | — | — | 1,356 | — | 42,000 |
| Matthew McNulty | PRSU | 2025-01-01 | — | 5,224 | — | — | 160,000 |
| John Baker III | RSA | 2025-03-05 | — | — | 1,016 | — | 31,500 |
| Matthew McNulty | RSA | 2025-01-01 | — | — | 6,856 | — | 210,000 |
| Matthew McNulty | RSA | 2025-03-05 | — | — | 508 | — | 15,750 |
Vehicle mix — grant-date fair value by award type
Grant-level vehicle detail not disclosed.
% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.
Outstanding equity awards at fiscal year-end 2025
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Matthew McNulty | PSU | 2,520 | — | $57,419 |
| John Baker III | PSU | 3,222 | — | 73,429 |
| John Baker III | RSU | 5,784 | — | 131,817 |
| John Baker III | Option | 6,100 | 31.44 | — |
| John Baker III | Option | 9,004 | 30.63 | — |
| Matthew McNulty | RSU | 9,037 | — | 205,953 |
| Matthew McNulty | PSU | 10,078 | — | 229,668 |
| John Baker III | PSU | 12,888 | — | 293,718 |
| John Baker III | RSU | 13,982 | — | 318,650 |
| John Baker III | Option | 20,010 | 30.63 | — |
| John Baker III | Option | 20,330 | 31.44 | — |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| David H. deVilliers JrEmployee director · Executive | $250,000 | $227,036 | — | $217,500 | $23,782 | $718,318 |
| John D. Baker IIEmployee director · Board Chair · Executive (1) | 120,000 | 42,036 | — | 0 | 32,201 | 194,237 |
| John D. Baker IIIEmployee director · Executive (1) | 120,000 | 42,036 | — | — | 32,201 | 194,237 |
| John S. SurfaceIndependent · Audit (Chair) · Compensation · Governance | 43,000 | 100,010 | — | 0 | 0 | 143,010 |
| Matthew S. McAfeeIndependent · Lead Independent Director · Audit · Compensation · Governance (Chair) | 39,500 | 100,010 | — | 0 | 0 | 139,510 |
| Nicole B. ThomasIndependent · Audit · Compensation · Governance | 38,000 | 100,010 | — | 0 | 0 | 138,010 |
| Martin E. Stein JrIndependent · Governance | 38,000 | 100,010 | — | 0 | 0 | 138,010 |
| William H. Walton IIIIndependent · Audit · Compensation · Governance | 38,000 | 100,010 | — | 0 | 0 | 138,010 |
| Margaret B. WetherbeeIndependent · Audit · Compensation · Governance | 28,000 | 100,010 | — | 0 | 0 | 128,010 |
Board fee structure and ownership guideline
| Annual cash retainer | $20,000 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | $2,000 |
| Committee chair fees (audit / comp / nom-gov) | 10,000 / 5,000 / 2,000 |
| Stock ownership guideline | — |
Total cost of the board
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $714,500 |
| Equity awards (grant-date value) | $911,168 |
| All other compensation | $88,184 |
| Total cost of the board | $1,713,852 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Peer group, and who names FRP as a peer
Companies that benchmark against FRPH
1 company names FRPH as a compensation peer
- STRATUS PROPERTIES INCSTRSFY2024
Each company listed discloses FRPH 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 FRPH in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
Chief executive pay against the peer group
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 | FRP Holdings, Inc | 2025 | John Baker III | $411,000 | $31,500 | $350,000 | $378,120 | $1,181,300 |
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.
Say-on-pay history and pay ratio
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-05-12 | 12,758,112 | 294,780 | 15,092 | 97.74% | Passed |
| 2025 | 2025-05-12 | 13,025,873 | 196,692 | 5,131 | 98.51% | Passed |
| 2024 | 2024-05-08 | 6,547,971 | 104,130 | 3,546 | 98.43% | Passed |
| 2023 | 2023-05-10 | 6,325,008 | 31,919 | 10,731 | 99.5% | Passed |
| 2022 | 2022-05-11 | 6,974,528 | 30,049 | 7,412 | 99.57% | Passed |
| 2021 | 2021-05-03 | 6,251,459 | 62,953 | 8,693 | 99% | 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.
Say-on-pay — history, company’s computation
| Meeting year | Meeting date | Approval — company’s computation |
|---|---|---|
| 2026 | 2026-05-12 | 97.74%a |
| 2025 | 2025-05-12 | 98.51%b |
| 2024 | 2024-05-08 | 98.43%c |
a. Approved under the standard stated in the filing — “Any shares not voted (whether by abstention, withholding authority, or broker non-vote) will have no effect on the Director Election Proposal.”.
b. Approved under the standard stated in the filing — “Any shares not voted (whether by abstention, withholding authority, or broker non-vote) will have no effect on the Director Election Proposal.”.
c. Approved under the standard stated in the filing — “Any shares not voted (whether by abstention, withholding authority, or broker non-vote) will have no effect on the Director Election 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.
CEO pay ratio
| Ratio (CEO : median employee) | — |
|---|---|
| CEO total compensation | — |
| Median employee compensation | — |
Insider trades since the proxy
Every insider equity transaction reported on Form 4 after the 2025 proxy statement — acquisitions, dispositions, exercises, and withholdings — and therefore not reflected in any table in that document.
| Insider | Role | Transaction date | Code | Shares | Price | Value | Security | Source |
|---|---|---|---|---|---|---|---|---|
| Nicole B. Thomas | Director | 2026-05-14 | A | 4,671 | $21 | $100,006 | Common | Form 4 ↗ |
| Margaret B. Wetherbee | Director | 2026-05-14 | A | 4,671 | 21 | 100,006 | Common | Form 4 ↗ |
| John S. Surface | Director | 2026-05-14 | A | 4,671 | 21 | 100,006 | Common | Form 4 ↗ |
| William H. Walton III | Director | 2026-05-14 | A | 4,671 | 21 | 100,006 | Common | Form 4 ↗ |
| Martin E. Stein Jr | Director | 2026-05-14 | A | 4,671 | 21 | 100,006 | Common | Form 4 ↗ |
| Matthew S. McAfee | Director | 2026-05-14 | A | 4,671 | 21 | 100,006 | Common | Form 4 ↗ |
| John D. Baker III | Director | 2026-08-07 | A | 6,800 | 22 | 148,988 | Common | Form 4 ↗ |
| John D. Baker II | Director | 2026-08-17 | A | 957 | 22 | 21,024 | Common, indirect | Form 4 ↗ |
| John D. Baker II | Director | 2026-08-18 | A | 8,189 | 22 | 179,912 | Common, indirect | Form 4 ↗ |
| John D. Baker III | Director | 2026-11-10 | A | 1,091 | 19 | 20,707 | Common | Form 4 ↗ |
| John D. Baker III | Director | 2026-11-11 | A | 4,172 | 19 | 78,434 | Common | Form 4 ↗ |
Transaction codes per Form 4: A acquisition · S open-market sale · F tax withholding · M option exercise · G gift. Value = shares × price as reported. Dividend-equivalent and fractional-share accrual rows (derivative Class A, under $10,000 and under 2,000 shares) are aggregated per date; every row appears in full below.
Sources (38 citations)
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.
- Section 01, David deVilliers III. DEF 14A, filed 2026-04-16. Section “Summary Compensation Table” · page 33. As printed: 1,230,213. View filing ↗
- Section 01, John Baker III. DEF 14A, filed 2026-04-16. Section “Summary Compensation Table” · page 33. As printed: 1,181,300. View filing ↗
- Section 01, Matthew McNulty. DEF 14A, filed 2026-04-16. Section “Summary Compensation Table” · page 33. As printed: 872,514. View filing ↗
- Section 03, John Baker III RSA. DEF 14A, filed 2026-04-16. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, David deVilliers III RSA. DEF 14A, filed 2026-04-16. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, David deVilliers III PRSU. DEF 14A, filed 2026-04-16. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, David deVilliers III RSA. DEF 14A, filed 2026-04-16. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Matthew McNulty PRSU. DEF 14A, filed 2026-04-16. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, John Baker III RSA. DEF 14A, filed 2026-04-16. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Matthew McNulty RSA. DEF 14A, filed 2026-04-16. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Matthew McNulty RSA. DEF 14A, filed 2026-04-16. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 07, pay ratio. 10-K, filed 2026-04-15. Section “CEO Pay Ratio”. As printed: —. View filing ↗
- Section 08, David H. deVilliers Jr. DEF 14A, filed 2026-04-16. Section “Director Compensation”. As printed: 718,318. View filing ↗
- Section 08, John D. Baker II. DEF 14A, filed 2026-04-16. Section “Director Compensation”. As printed: 194,237. View filing ↗
- Section 08, John D. Baker III. DEF 14A, filed 2026-04-16. Section “Director Compensation”. As printed: 194,237. View filing ↗
- Section 08, John S. Surface. DEF 14A, filed 2026-04-16. Section “Director Compensation”. As printed: 143,010. View filing ↗
- Section 08, Matthew S. McAfee. DEF 14A, filed 2026-04-16. Section “Director Compensation”. As printed: 139,510. View filing ↗
- Section 08, Nicole B. Thomas. DEF 14A, filed 2026-04-16. Section “Director Compensation”. As printed: 138,010. View filing ↗
- Section 08, Martin E. Stein Jr. DEF 14A, filed 2026-04-16. Section “Director Compensation”. As printed: 138,010. View filing ↗
- Section 08, William H. Walton III. DEF 14A, filed 2026-04-16. Section “Director Compensation”. As printed: 138,010. View filing ↗
- Section 08, Margaret B. Wetherbee. DEF 14A, filed 2026-04-16. Section “Director Compensation”. As printed: 128,010. View filing ↗
- Section 02, Nicole B. Thomas 2026-05-14. Form 4, filed 2026-05-15. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, Margaret B. Wetherbee 2026-05-14. Form 4, filed 2026-05-15. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, John S. Surface 2026-05-14. Form 4, filed 2026-05-20. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, William H. Walton III 2026-05-14. Form 4, filed 2026-05-15. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, Martin E. Stein Jr 2026-05-14. Form 4, filed 2026-05-15. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, Matthew S. McAfee 2026-05-14. Form 4, filed 2026-05-15. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, John D. Baker III 2026-08-07. Form 4, filed 2026-08-11. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, John D. Baker II 2026-08-17. Form 4, filed 2026-08-18. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, John D. Baker II 2026-08-18. Form 4, filed 2026-08-18. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, John D. Baker III 2026-11-10. Form 4, filed 2026-11-12. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 02, John D. Baker III 2026-11-11. Form 4, filed 2026-11-12. Insider equity transaction reported since the proxy statement. View filing ↗
- Section 06, 2026 vote. Form 8-K, filed 2026-05-13. Item 5.07 · say-on-pay result. As reported: 97.74% (votes for as printed: 12,758,112). View filing ↗
- Section 06, 2025 vote. Form 8-K, filed 2025-05-12. Item 5.07 · say-on-pay result. As reported: 98.51% (votes for as printed: 13,025,873). View filing ↗
- Section 06, 2024 vote. Form 8-K, filed 2024-05-14. Item 5.07 · say-on-pay result. As reported: 98.43% (votes for as printed: 6,547,971). View filing ↗
- Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
- Section 09b board cost (computed). Computed. Cash 714,500 + equity 911,168 + all other 88,184 = 1,713,852, summed across the director compensation table rows.
- FRP Holdings, Inc (subject), Section 10b CEO total. DEF 14A, filed 2026-04-16. CEO total compensation as printed in FRP Holdings, Inc's own proxy. As printed: 1,181,300. View filing ↗