Companies Inuvo, Inc.
Inuvo (INUV): executive pay, fiscal 2025
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CEO pay, last three years
- $594,525FY2025
CEO total pay was $594,525 in fiscal 2025; the brief holds no earlier figure for this CEO.
FY2025: salary $84,375 · bonus $0 · stock awards $447,650 · option awards $0
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 |
|---|---|---|---|---|---|---|---|---|
| Robert Buchner | $84,375 | $0 | $447,650 | $0 | $0 | $0 | $62,500 | $594,525 |
| Chairman of the Board and Chief Executive Officer | ||||||||
| Richard Howe | 425,000 | 100,000 | 36,675 | 0 | 0 | 0 | 7,113 | 568,788 |
| Former Executive Chairman and Chief Executive Officer (3) | ||||||||
| Wallace Ruiz | 300,000 | 50,000 | 0 | 0 | 0 | 0 | 18,880 | 368,880 |
| 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.
Three-year trend — total compensation per named executive
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Robert Buchner | $594,525 | — | — | — |
| Richard Howe | 568,788 | 973,867 | — | ↓ −405,079 |
| Wallace Ruiz | 368,880 | 438,632 | — | ↓ −69,752 |
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 fundamental objectives of the executive compensation program are to attract and retain highly qualified executive officers, motivate them to materially contribute to long-term business success, and align the interests of executive officers and stockholders by rewarding them for individual and corporate performance based on targets established by the Compensation Committee.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
Equity grants and outstanding awards
No plan-based awards are on file for this fiscal year.
Outstanding equity awards at fiscal year-end 2025
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Wallace Ruiz | RSU | 27,500 | — | $68,200 |
| Richard Howe | RSU | 127,501 | — | 316,202 |
| Robert Buchner | RSU | 128,000 | — | 317,440 |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Gordon J. CameronIndependent · Lead Independent Director · Audit (Chair) · Nominating and Corporate Governance (Chair) | $30,000 | $19,392 | $0 | $0 | $0 | $49,392 |
| Kenneth E. LeeIndependent · Compensation (Chair) · Not standing for re-election | 30,000 | 19,392 | 0 | 0 | 0 | 49,392 |
| Jonathan BondIndependent · Audit · Compensation | 30,000 | 19,392 | 0 | 0 | 0 | 49,392 |
| Charles D. MorganIndependent · Departed during FY | 7,500 | 19,392 | 0 | 0 | 0 | 26,892 |
Board fee structure and ownership guideline
| Annual cash retainer | $30,000 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | — |
| Stock ownership guideline | — |
Total cost of the board
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $97,500 |
| Equity awards (grant-date value) | $77,568 |
| All other compensation | $0 |
| Total cost of the board | $175,068 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Peer group, and who names Inuvo as a peer
Companies that benchmark against INUV
1 company names INUV as a compensation peer
- SOUNDTHINKING, INC.SSTIFY2025
Each company listed discloses INUV 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 INUV 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 | Inuvo, Inc. | 2025 | Robert Buchner | $84,375 | $447,650 | $0 | $0 | $594,525 |
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 |
|---|---|---|---|---|---|---|
| 2025 | 2025-05-22 | 56,213,485 | 2,160,544 | 674,991 | 96.3% | Passed |
| 2022 | 2022-06-16 | 35,405,482 | 1,981,790 | 1,143,980 | 94.7% | Passed |
| 2019 | 2019-10-04 | 21,717,905 | 1,218,812 | 502,568 | 92.66% | 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 |
|---|---|---|
| 2025 | 2025-05-22 | 96.3%a |
| 2022 | 2022-06-16 | 94.7%b |
| 2019 | 2019-10-04 | 92.66%c |
a. Approved under the standard stated in the filing — “Because directors are elected by plurality, abstentions from voting and broker non-votes will be entirely excluded from the vote and will have no effect on its outcome.”.
b. Approved under the standard stated in the filing — “Accordingly, abstentions will have the same effect as a vote "AGAINST" the Accounting Firm Proposal, while broker non-votes, if any, and shares not in attendance at the 2022 annual meeting will have no effect on the outcome of any vote on the Accounting Firm Proposal.”.
c. Approved under the standard stated in the filing — “Abstentions will be counted in tabulations of the votes cast on each such proposal and will have the same effect as a vote against the proposal, whereas broker non-votes will be excluded from the vote and will have no effect on the outcome.”.
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.
Insider trades since the proxy
No insider equity transactions reported since the proxy statement.
Sources (13 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, Robert Buchner. DEF 14A, filed 2026-04-30. Section “Executive Compensation”. As printed: 594,525. View filing ↗
- Section 01, Richard Howe. DEF 14A, filed 2026-04-30. Section “Executive Compensation”. As printed: 568,788. View filing ↗
- Section 01, Wallace Ruiz. DEF 14A, filed 2026-04-30. Section “Executive Compensation”. As printed: 368,880. View filing ↗
- Section 08, Gordon J. Cameron. DEF 14A, filed 2026-04-30. Section “Director Compensation”. As printed: 49,392. View filing ↗
- Section 08, Kenneth E. Lee. DEF 14A, filed 2026-04-30. Section “Director Compensation”. As printed: 49,392. View filing ↗
- Section 08, Jonathan Bond. DEF 14A, filed 2026-04-30. Section “Director Compensation”. As printed: 49,392. View filing ↗
- Section 08, Charles D. Morgan. DEF 14A, filed 2026-04-30. Section “Director Compensation”. As printed: 26,892. View filing ↗
- Section 06, 2025 vote. Form 8-K, filed 2025-05-28. Item 5.07 · say-on-pay result. As reported: 96.3% (votes for as printed: 56,213,485). View filing ↗
- Section 06, 2022 vote. Form 8-K, filed 2022-06-16. Item 5.07 · say-on-pay result. As reported: 94.7%. View filing ↗
- Section 06, 2019 vote. Form 8-K, filed 2019-10-07. Item 5.07 · say-on-pay result. As reported: 92.66%. 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 97,500 + equity 77,568 + all other 0 = 175,068, summed across the director compensation table rows.
- Inuvo, Inc. (subject), Section 10b CEO total. DEF 14A, filed 2026-04-30. CEO total compensation as printed in Inuvo, Inc.'s own proxy. As printed: 594,525. View filing ↗