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 LMNR 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 LMNR 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 |
|---|---|---|---|---|---|---|---|---|
| Harold Edwards | $719,250 | $0 | $499,997 | $0 | $0 | $0 | $58,704 | $1,277,951 |
| President & Chief Executive Officer | ||||||||
| Mark Palamountain | 450,000 | 0 | 250,011 | 0 | 0 | 0 | 42,794 | 742,805 |
| Executive Vice President, Chief Financial Officer & 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 | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Harold Edwards | $1,277,951 | — | — | — |
| Mark Palamountain | 742,805 | — | — | — |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
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 |
|---|---|---|---|---|---|---|---|---|
| Gregory C. Hamm | VP, CFO and Treasurer | 2026-03-03 | D | 1,000 | $14 | $13,968 | Common | Form 4 ↗ |
| Peter J. Nolan | Director | 2026-03-25 | D | 6,315 | 0 | 0 | Common | Form 4 ↗ |
| Barbara Carbone | Director | 2026-03-25 | D | 6,315 | 0 | 0 | Common | Form 4 ↗ |
| Scott S. Slater | Director | 2026-03-25 | A | 6,315 | 0 | 0 | Common | Form 4 ↗ |
| Elizabeth Mora | Director | 2026-03-25 | D | 6,315 | 0 | 0 | Common | Form 4 ↗ |
| Edgar A. Terry | Director | 2026-03-25 | A | 6,315 | 0 | 0 | Common | Form 4 ↗ |
| Gordon E. Kimball | Director | 2026-03-25 | A | 6,315 | 0 | 0 | Common | Form 4 ↗ |
| Gregory C. Hamm | VP, CFO and Treasurer | 2026-04-02 | D | 1,000 | 13 | 13,410 | Common | Form 4 ↗ |
| Gregory C. Hamm | VP, CFO and Treasurer | 2026-05-01 | D | 1,000 | 13 | 12,785 | Common | Form 4 ↗ |
| Gregory C. Hamm | VP, CFO and Treasurer | 2026-06-01 | D | 1,000 | 13 | 12,766 | Common | Form 4 ↗ |
| Gregory C. Hamm | VP, CFO and Treasurer | 2026-07-01 | D | 1,000 | 13 | 13,054 | 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.
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Harold Edwards | PSU | 2024-11-01 | 9,789 | 19,577 | — | 39,154 | $500,000 |
| Mark Palamountain | — | 2024-11-01 | — | — | 9,789 | — | — |
| Harold Edwards | — | 2024-11-01 | — | — | 19,577 | — | — |
| Mark Palamountain | PSU | 2024-11-01 | 4,894 | 9,789 | — | 19,577 | 250,000 |
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| Harold Edwards | $0 | $500,000 | $0 | 100.0% |
| Mark Palamountain | 0 | 250,000 | 0 | 100.0% |
% 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 |
|---|---|---|---|---|
| Harold Edwards | PSU | 10,000 | — | $141,300 |
| Harold Edwards | RSU | 59,195 | — | 1,171,818 |
| Mark Palamountain | PSU | 5,000 | — | 70,650 |
| Harold Edwards | PSU | 39,152 | — | 553,218 |
| Mark Palamountain | RSU | 33,998 | — | 677,576 |
| Mark Palamountain | PSU | 20,254 | — | 286,189 |
| Harold Edwards | RSU | 10,000 | — | 263,000 |
| Mark Palamountain | RSU | 5,000 | — | 131,500 |
The compensation policies developed by the Compensation Committee are based on the philosophy that compensation should reflect both the Company's performance, financially and operationally, the success of the Company in executing against our strategic roadmap, and individual performance.
| CEO STI target (% of salary) | 75% |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Pearl Meyer |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | True |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-03-25 | 8,401,153 | 2,176,064 | 521,847 | 75.69% | Passed |
| 2025 | 2025-04-09 | 6,728,657 | 4,440,800 | 169,513 | 59.34% | Passed |
| 2023 | 2023-03-21 | 6,670,437 | 1,932,449 | 135,890 | 76.33% | Passed |
| 2022 | 2022-03-22 | 7,097,707 | 3,247,021 | 137,772 | 68.61% | Passed |
| 2020 | 2020-03-24 | 12,606,733 | 1,136,731 | 144,851 | 91.73% | Passed |
| 2018 | 2018-03-27 | 8,006,539 | 220,262 | 739,231 | 97.32% | 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 | 2026-03-25 | 75.69%a |
| 2025 | 2025-04-09 | 59.34%b |
| 2023 | 2023-03-21 | 76.33%c |
a. Approved under the standard stated in the filing — “Abstentions have the same effect as a vote "against" the proposal.”.
b. Approved under the standard stated in the filing — “Abstentions have the same effect as a vote "against" the proposal.”.
c. Approved under the standard stated in the filing — “therefore, an abstention will have the effect of a vote against such proposals.”.
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) | 24 : 1 |
|---|---|
| CEO total compensation | $1,277,931 |
| Median employee compensation | $53,770 |
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Scott S. SlaterIndependent · Board Chair · Compensation · Nominating & Corporate Governance | $135,000 | $85,000 | $0 | $0 | $0 | $220,000 |
| Elizabeth MoraIndependent · Compensation (Chair) · Nominating & Corporate Governance (Chair) | 90,000 | 85,000 | 0 | 0 | 0 | 175,000 |
| Barbara CarboneIndependent · Audit & Finance (Chair) · Compensation | 87,500 | 85,000 | 0 | 0 | 0 | 172,500 |
| Edgar A. TerryIndependent · Nominating & Corporate Governance · Risk Management (Chair) | 79,500 | 85,000 | 0 | 0 | 0 | 164,500 |
| Gordon E. KimballIndependent · Audit & Finance | 76,000 | 85,000 | 0 | 0 | 0 | 161,000 |
| Peter J. NolanIndependent · Audit & Finance · Risk Management | 76,000 | 85,000 | 0 | 0 | 0 | 161,000 |
| Harold S. EdwardsEmployee director | 0 | 0 | 0 | — | 0 | 0 |
| Annual cash retainer | — |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 145,000 / 60,000 |
| Stock ownership guideline | — |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $544,000 |
| Equity awards (grant-date value) | $510,000 |
| All other compensation | $0 |
| Total cost of the board | $1,054,000 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.
Of the companies Limoneira names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.
Reciprocity shown where the peer's own current proxy has been read — each mark is cited in the register to that peer's filing. A dash means the peer's current proxy was read and names no reciprocal group including Limoneira.
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 | Tejon Ranch Co. | 2025 | Matthew Walker | $513,393 | $1,441,679 | $0 | $396,463 | $2,355,829 |
| 2 | The St. Joe Company | 2025 | Jorge Gonzalez | 611,673 | 308,143 | 0 | 0 | 1,857,798 |
| 3 | Maui Land & Pineapple Company, Inc. | 2025 | Race Randle | 551,250 | 826,876 | 0 | — | 1,378,306 |
| 4 | Limoneira | 2025 | Harold Edwards | 719,250 | 499,997 | 0 | 0 | 1,277,951 |
| — | Alico, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Mission Produce, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Village Farms International, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Calavo Growers, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | The Duckhorn Portfolio, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Bridgford Foods Corporation | — | — | — | — | — | — | not in coverage universe |
| — | Vital Farms, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Lifeway Foods, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Farmer Bros. Co. | — | — | — | — | — | — | not in coverage universe |
| — | Cadiz, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Benson Hill, Inc. | — | — | — | — | — | — | not in coverage universe |
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.
| Company | Annual incentive payout | Long-term vehicle mix | PSU measures include TSR | Compensation consultant |
|---|---|---|---|---|
| Limoneira | not disclosed | PSU 50 · RSU 50 | No | Pearl Meyer |
| Alico, Inc. | not disclosed | PSU 100 | No | Semler Brossy Consulting Group, LLC |
| Benson Hill, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Bridgford Foods Corporation | not disclosed | not disclosed | not disclosed | not disclosed |
| Cadiz, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Calavo Growers, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Farmer Bros. Co. | not disclosed | not disclosed | not disclosed | not disclosed |
| Lifeway Foods, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Maui Land & Pineapple Company, Inc. | not disclosed | RSU 100 | not disclosed | Pay Governance, LLC |
| Mission Produce, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Tejon Ranch Co. | 62% | RSU 50 · PSU 50 | No | Semler Brossy Consulting Group, LLC |
| The Duckhorn Portfolio, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| The St. Joe Company | 150% | RSU 100 | not disclosed | not disclosed |
| Village Farms International, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Vital Farms, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
Read from each company's Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company's filing does not state the item.
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, Harold Edwards | DEF 14A | 2026-02-18 | 0001174947-26-000188 | Section “Summary Compensation Table for Fiscal Years 2025, 2024 and 2023” · page 46. As printed: 1,277,951. Filing ↗machine: r1 · c6 · span 771090–771099 |
| 2 | Section 01, Mark Palamountain | DEF 14A | 2026-02-18 | 0001174947-26-000188 | Section “Summary Compensation Table for Fiscal Years 2025, 2024 and 2023” · page 46. As printed: 742,805. Filing ↗machine: r4 · c6 · span 776184–776191 |
| 3 | Section 03, Harold Edwards PSU | DEF 14A | 2026-02-18 | 0001174947-26-000188 | Section “Grants of Plan-Based Awards in Fiscal Year 2025” · grants of plan-based awards table. Filing ↗machine: t234 · r8 · c8 · span 819496–819502 |
| 4 | Section 03, Mark Palamountain | DEF 14A | 2026-02-18 | 0001174947-26-000188 | Section “Grants of Plan-Based Awards in Fiscal Year 2025” · grants of plan-based awards table. Filing ↗machine: t234 · r12 · c8 · span 829239–829244 |
| 5 | Section 03, Harold Edwards | DEF 14A | 2026-02-18 | 0001174947-26-000188 | Section “Grants of Plan-Based Awards in Fiscal Year 2025” · grants of plan-based awards table. Filing ↗machine: t234 · r8 · c8 · span 819496–819502 |
| 6 | Section 03, Mark Palamountain PSU | DEF 14A | 2026-02-18 | 0001174947-26-000188 | Section “Grants of Plan-Based Awards in Fiscal Year 2025” · grants of plan-based awards table. Filing ↗machine: t234 · r12 · c8 · span 829239–829244 |
| 7 | Section 07, pay ratio | DEF 14A | 2026-02-18 | 0001174947-26-000188 | Section “CEO Pay Ratio”. As printed: 24 : 1. Filing ↗ |
| 8 | Section 08, Scott S. Slater | DEF 14A | 2026-02-18 | 0001174947-26-000188 | Section “Director Compensation”. As printed: 220,000. Filing ↗machine: t118 · r6 · c1 · span 420915–420922 |
| 9 | Section 08, Elizabeth Mora | DEF 14A | 2026-02-18 | 0001174947-26-000188 | Section “Director Compensation”. As printed: 175,000. Filing ↗machine: t118 · r4 · c1 · span 418585–418592 |
| 10 | Section 08, Barbara Carbone | DEF 14A | 2026-02-18 | 0001174947-26-000188 | Section “Director Compensation”. As printed: 172,500. Filing ↗machine: t118 · r1 · c1 · span 415142–415149 |
| 11 | Section 08, Edgar A. Terry | DEF 14A | 2026-02-18 | 0001174947-26-000188 | Section “Director Compensation”. As printed: 164,500. Filing ↗machine: t118 · r7 · c1 · span 422169–422176 |
| 12 | Section 08, Gordon E. Kimball | DEF 14A | 2026-02-18 | 0001174947-26-000188 | Section “Director Compensation”. As printed: 161,000. Filing ↗machine: t118 · r3 · c1 · span 417509–417516 |
| 13 | Section 08, Peter J. Nolan | DEF 14A | 2026-02-18 | 0001174947-26-000188 | Section “Director Compensation”. As printed: 161,000. Filing ↗machine: t118 · r5 · c1 · span 419838–419845 |
| 14 | Section 08, Harold S. Edwards | DEF 14A | 2026-02-18 | 0001174947-26-000188 | Section “Director Compensation”. As printed: 0. Filing ↗machine: t118 · r2 · c1 · span 416341–416342 |
| 15 | Section 02, Gregory C. Hamm 2026-03-03 | Form 4 | 2026-03-03 | 0001104659-26-022924 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 16 | Section 02, Peter J. Nolan 2026-03-25 | Form 4 | 2026-03-26 | 0001104659-26-035173 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 17 | Section 02, Barbara Carbone 2026-03-25 | Form 4 | 2026-03-26 | 0001104659-26-035185 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 18 | Section 02, Scott S. Slater 2026-03-25 | Form 4 | 2026-03-26 | 0001104659-26-035196 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 19 | Section 02, Elizabeth Mora 2026-03-25 | Form 4 | 2026-03-26 | 0001104659-26-035192 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 20 | Section 02, Edgar A. Terry 2026-03-25 | Form 4 | 2026-03-26 | 0001104659-26-035189 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 21 | Section 02, Gordon E. Kimball 2026-03-25 | Form 4 | 2026-03-26 | 0001104659-26-035181 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 22 | Section 02, Gregory C. Hamm 2026-04-02 | Form 4 | 2026-04-03 | 0001104659-26-039623 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 23 | Section 02, Gregory C. Hamm 2026-05-01 | Form 4 | 2026-05-05 | 0001104659-26-055619 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 24 | Section 02, Gregory C. Hamm 2026-06-01 | Form 4 | 2026-06-02 | 0001104659-26-069529 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 25 | Section 02, Gregory C. Hamm 2026-07-01 | Form 4 | 2026-07-01 | 0001104659-26-079866 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 26 | Section 06, 2026 vote | Form 8-K | 2026-03-27 | 0001104659-26-036074 | Item 5.07 · say-on-pay result. As reported: 75.69% (votes for as printed: 8,401,153.04). Filing ↗ |
| 27 | Section 06, 2025 vote | Form 8-K | 2025-04-10 | 0001104659-25-033784 | Item 5.07 · say-on-pay result. As reported: 59.34% (votes for as printed: 6,728,657.57). Filing ↗ |
| 28 | Section 06, 2023 vote | Form 8-K | 2023-03-27 | 0001104659-23-036857 | Item 5.07 · say-on-pay result. As reported: 76.33% (votes for as printed: 6,670,437). Filing ↗machine: span 25669–28137 |
| 29 | 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 |
| 30 | Section 09b board cost (computed) | Computed | — | computed | Cash 544,000 + equity 510,000 + all other 0 = 1,054,000, summed across the director compensation table rows.machine: formula: Σ = 1,054,000 |
| 31 | Tejon Ranch Co., Section 10b CEO total | DEF 14A | 2026-04-03 | 0001628280-26-023519 | CEO total compensation as printed in Tejon Ranch Co.'s own proxy. As printed: 2,355,829. Filing ↗machine: t40 · r3 · c14 · span 701495–701504 |
| 32 | The St. Joe Company, Section 10b CEO total | DEF 14A | 2026-03-31 | 0001140361-26-012328 | CEO total compensation as printed in The St. Joe Company's own proxy. As printed: 1,857,798. Filing ↗machine: r2 · c18 · span 439625–439634 |
| 33 | Maui Land & Pineapple Company, Inc., Section 10b CEO total | DEF 14A | 2026-04-09 | 0001437749-26-011910 | CEO total compensation as printed in Maui Land & Pineapple Company, Inc.'s own proxy. As printed: 1,378,306. Filing ↗machine: t67 · r1 · c29 · span 307864–307873 |
| 34 | Limoneira (subject), Section 10b CEO total | DEF 14A | 2026-02-18 | 0001174947-26-000188 | CEO total compensation as printed in Limoneira's own proxy. As printed: 1,277,951. Filing ↗machine: r1 · c6 · span 771090–771099 |
| 35 | Section 10a, Tejon Ranch Co. reciprocity | DEF 14A | — | 0001628280-26-023519 | Tejon Ranch Co. names Limoneira in its own disclosed peer group (read from its most recent proxy). Filing ↗ |