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.
This is the complete answer, not a partial one — the list is never padded.
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Richard Hallé | $559,746 | $567,500 | $5,673,050 | $0 | $0 | $0 | $1,895 | $6,802,192 |
| Chief Financial Officer | ||||||||
| Zephyr Isely | 540,000 | 365,000 | 0 | 0 | 0 | 0 | 4,438 | 909,438 |
| Co-President | ||||||||
| Elizabeth Isely | 540,000 | 365,000 | 0 | 0 | 0 | 0 | 4,438 | 909,438 |
| Executive Vice President | ||||||||
| Todd Dissinger | 135,485 | 0 | 0 | 0 | 0 | 0 | 19,734 | 155,219 |
| former 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.
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Richard Hallé | $6,802,192 | — | — | — |
| Zephyr Isely | 909,438 | — | — | — |
| Elizabeth Isely | 909,438 | — | — | — |
| Todd Dissinger | 155,219 | — | — | — |
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 | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Richard Hallé | RSU | 200,000 | — | $8,000,000 |
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Frederic W. Cook & Co., Inc. |
| Clawback policy | true |
| Anti-hedging | — |
| Anti-pledging | — |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2024 | 2024-03-06 | 20,401,188 | 107,047 | 22,910 | 99.48% | Passed |
| 2021 | 2021-03-03 | 20,267,531 | 87,442 | 13,303 | 99.57% | Passed |
| 2018 | 2018-03-07 | 17,691,546 | 51,266 | 15,899 | 99.71% | 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 |
|---|---|---|
| 2024 | 2024-03-06 | 99.48%a |
| 2021 | 2021-03-03 | 99.57%b |
| 2018 | 2018-03-07 | 99.71%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.
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| David RooneyIndependent | $55,000 | $60,000 | $0 | $0 | $0 | $115,000 |
| Edward CerkovnikIndependent | 50,000 | 60,000 | 0 | 0 | 0 | 110,000 |
| Sandra BuffaIndependent | 49,583 | 60,000 | 0 | 0 | 0 | 109,583 |
| Richard HalléIndependent · Compensation · Audit · Departed during FY | 4,167 | 0 | 0 | 0 | 0 | 4,167 |
| Zephyr IselyEmployee director | — | — | — | — | — | 0 |
| Kemper IselyEmployee director · Board Chair | — | — | — | — | — | 0 |
| Heather IselyEmployee director | — | — | — | — | — | 0 |
| Elizabeth IselyEmployee director | — | — | — | — | — | 0 |
| Annual cash retainer | $40,000 |
|---|---|
| Annual equity retainer | $60,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 15,000 / 10,000 |
| Stock ownership guideline | $120,000 |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $158,750 |
| Equity awards (grant-date value) | $180,000 |
| All other compensation | $0 |
| Total cost of the board | $338,750 |
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.
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 | Natural Grocers by Vitamin Cottage | 2025 | Richard Hallé | $559,746 | $5,673,050 | $0 | $0 | $6,802,192 |
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, Richard Hallé | DEF 14A | 2026-01-22 | 0001437749-26-001768 | Section “Executive Compensation”. As printed: 6,802,192. Filing ↗machine: span 354675–354684 |
| 2 | Section 01, Zephyr Isely | DEF 14A | 2026-01-22 | 0001437749-26-001768 | Section “Executive Compensation”. As printed: 909,438. Filing ↗ |
| 3 | Section 01, Elizabeth Isely | DEF 14A | 2026-01-22 | 0001437749-26-001768 | Section “Executive Compensation”. As printed: 909,438. Filing ↗ |
| 4 | Section 01, Todd Dissinger | DEF 14A | 2026-01-22 | 0001437749-26-001768 | Section “Executive Compensation”. As printed: 155,219. Filing ↗machine: r15 · c21 · span 360773–360780 |
| 5 | Section 08, David Rooney | DEF 14A | 2026-01-22 | 0001437749-26-001768 | Section “Director Compensation”. As printed: 115,000. Filing ↗ |
| 6 | Section 08, Edward Cerkovnik | DEF 14A | 2026-01-22 | 0001437749-26-001768 | Section “Director Compensation”. As printed: 110,000. Filing ↗ |
| 7 | Section 08, Sandra Buffa | DEF 14A | 2026-01-22 | 0001437749-26-001768 | Section “Director Compensation”. As printed: 109,583. Filing ↗ |
| 8 | Section 08, Richard Hallé | DEF 14A | 2026-01-22 | 0001437749-26-001768 | Section “Director Compensation”. As printed: 4,167. Filing ↗ |
| 9 | Section 08, Zephyr Isely | DEF 14A | 2026-01-22 | 0001437749-26-001768 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 10 | Section 08, Kemper Isely | DEF 14A | 2026-01-22 | 0001437749-26-001768 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 11 | Section 08, Heather Isely | DEF 14A | 2026-01-22 | 0001437749-26-001768 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 12 | Section 08, Elizabeth Isely | DEF 14A | 2026-01-22 | 0001437749-26-001768 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 13 | Section 06, 2024 vote | Form 8-K | 2024-03-12 | 0001437749-24-007470 | Item 5.07 · say-on-pay result. As reported: 99.48% (votes for as printed: 20,401,188). Filing ↗ |
| 14 | Section 06, 2021 vote | Form 8-K | 2021-03-09 | 0001437749-21-005425 | Item 5.07 · say-on-pay result. As reported: 99.57% (votes for as printed: 20,267,531). Filing ↗ |
| 15 | Section 06, 2018 vote | Form 8-K | 2018-03-09 | 0001437749-18-004224 | Item 5.07 · say-on-pay result. As reported: 99.71% (votes for as printed: 17,691,546). Filing ↗ |
| 16 | Section 09b board cost (computed) | Computed | — | computed | Cash 158,750 + equity 180,000 + all other 0 = 338,750, summed across the director compensation table rows.machine: formula: Σ = 338,750 |
| 17 | Natural Grocers by Vitamin Cottage (subject), Section 10b CEO total | DEF 14A | 2026-01-22 | 0001437749-26-001768 | CEO total compensation as printed in Natural Grocers by Vitamin Cottage's own proxy. As printed: 6,802,192. Filing ↗machine: span 354675–354684 |