Fiscal year 2025 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.
Each company listed discloses HBB 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 HBB in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| R. Scott Tidey | $809,992 | $0 | $1,069,993 | $0 | $1,356,275 | $21,106 | $243,847 | $3,501,213 |
| President and Chief Executive Officer | ||||||||
| Sally Cunningham | 446,706 | 0 | 192,578 | 0 | 310,880 | 5,958 | 89,292 | 1,045,414 |
| Senior Vice President, Chief Financial Officer and Treasurer | ||||||||
| Andrew Carington | 300,655 | 0 | 113,107 | 0 | 192,250 | 1,732 | 41,855 | 649,599 |
| Senior Vice President, General Counsel and Secretary | ||||||||
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 |
|---|---|---|---|---|
| R. Scott Tidey | $3,501,213 | $2,953,212 | — | +548,001 |
| Sally Cunningham | 1,045,414 | 1,144,557 | — | −99,143 |
| Andrew Carington | 649,599 | — | — | — |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
No insider equity transactions reported since the proxy statement.
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| R. Scott Tidey | PSU | 2025-12-31 | — | 1,097,569 | — | 1,646,354 | $1,069,993 |
| Andrew Carington | PSU | 2025-12-31 | — | 150,173 | — | 225,259 | 113,107 |
| Sally Cunningham | PSU | 2025-12-31 | — | 199,672 | — | 299,508 | 192,578 |
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| R. Scott Tidey | $0 | $1,069,993 | $0 | 100.0% |
| Andrew Carington | 0 | 113,107 | 0 | 100.0% |
| Sally Cunningham | 0 | 192,578 | 0 | 100.0% |
% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.
The guiding principle of the compensation program is to maintain a strong link among an employee's compensation, individual performance, and the performance of the Company or business unit. The primary objectives are to attract, retain, and motivate talented management, reward competitive total compensation for achievement of specific corporate and individual goals, and align management's interests with those of stockholders.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Korn Ferry |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-05-07 | 41,419,189 | 206,237 | 390,666 | 99.5% | Passed |
| 2025 | 2025-05-08 | 41,413,653 | 1,195,752 | 406,388 | 97.19% | Passed |
| 2024 | 2024-05-09 | 41,566,200 | 232,398 | 420,139 | 99.44% | Passed |
| 2023 | 2023-05-10 | 40,781,101 | 1,325,639 | 441,916 | 96.85% | Passed |
| 2022 | 2022-05-17 | 41,699,314 | 176,407 | 441,729 | 99.58% | 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 | 2026-05-07 | 99.5%a |
| 2025 | 2025-05-08 | 97.19%b |
| 2024 | 2024-05-09 | 99.44%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) | 48 : 1 |
|---|---|
| CEO total compensation | — |
| Median employee compensation | $73,096 |
| Annual cash retainer | $179,000 |
|---|---|
| Annual equity retainer | $112,000 |
| Per board meeting fee | $0 |
| Committee chair fees (audit / comp / nom-gov) | 20,000 / 15,000 / 10,000 |
| Stock ownership guideline | — |
The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.
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 | Hamilton Beach Brands Holding | 2025 | R. Scott Tidey | $809,992 | $1,069,993 | $0 | $1,356,275 | $3,501,213 |
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.
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, R. Scott Tidey | DEF 14A | 2026-03-25 | 0001193125-26-122754 | Section “Summary Compensation Table”. As printed: 3,501,213. Filing ↗machine: span 442820–442829 |
| 2 | Section 01, Sally Cunningham | DEF 14A | 2026-03-25 | 0001193125-26-122754 | Section “Summary Compensation Table”. As printed: 1,045,414. Filing ↗machine: span 448094–448103 |
| 3 | Section 01, Andrew Carington | DEF 14A | 2026-03-25 | 0001193125-26-122754 | Section “Summary Compensation Table”. As printed: 649,599. Filing ↗machine: span 453333–453340 |
| 4 | Section 03, R. Scott Tidey PSU | DEF 14A | 2026-03-25 | 0001193125-26-122754 | Section “Grants of Plan-Based Awards” · grants of plan-based awards table. Filing ↗machine: span 380883–380892 |
| 5 | Section 03, Andrew Carington PSU | DEF 14A | 2026-03-25 | 0001193125-26-122754 | Section “Grants of Plan-Based Awards” · grants of plan-based awards table. Filing ↗machine: span 385893–385900 |
| 6 | Section 03, Sally Cunningham PSU | DEF 14A | 2026-03-25 | 0001193125-26-122754 | Section “Grants of Plan-Based Awards” · grants of plan-based awards table. Filing ↗machine: span 383378–383385 |
| 7 | Section 07, pay ratio | DEF 14A | 2026-03-25 | 0001193125-26-122754 | Section “CEO Pay Ratio”. As printed: 48 : 1. Filing ↗machine: span 534324–534326 |
| 8 | Section 06, 2026 vote | Form 8-K | 2026-05-11 | 0001709164-26-000071 | Item 5.07 · say-on-pay result. As reported: 99.5% (votes for as printed: 41,419,189). Filing ↗ |
| 9 | Section 06, 2025 vote | Form 8-K | 2025-05-12 | 0001709164-25-000026 | Item 5.07 · say-on-pay result. As reported: 97.19% (votes for as printed: 41,413,653). Filing ↗ |
| 10 | Section 06, 2024 vote | Form 8-K | 2024-05-13 | 0001709164-24-000025 | Item 5.07 · say-on-pay result. As reported: 99.44% (votes for as printed: 41,566,200). Filing ↗ |
| 11 | Section 01 trend, Δ column (computed) | Computed | — | computed | Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1) |
| 12 | Section 03b vehicle mix (computed) | 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 |
| 13 | Hamilton Beach Brands Holding (subject), Section 10b CEO total | DEF 14A | 2026-03-25 | 0001193125-26-122754 | CEO total compensation as printed in Hamilton Beach Brands Holding's own proxy. As printed: 3,501,213. Filing ↗machine: span 442820–442829 |