CEO E. Will Gray II was paid $392,793 in fiscal year 2024, ↑ up 13.2% from fiscal year 2023 (SEC filing 0001213900-25-113229 ↗): 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.
$392,793 ↑ E. Will Gray II total, FY2024 | — CEO pay percentile vs peers | — CEO-to-median pay ratio | — Say-on-pay support, latest vote |
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NUAI's next annual pay disclosure, estimated November 21, 2026.est. Filing ↗
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| E. Will Gray II | $358,583 | $0 | $0 | $0 | $0 | $0 | $34,210 | $392,793 |
| Chief Executive Officer | ||||||||
| Michael Rugen | 240,000 | 0 | 0 | 0 | 0 | 0 | 22,807 | 262,807 |
| 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 | FY2024 total | FY2023 total | FY2022 total | Δ FY2023→2024 |
|---|---|---|---|---|
| E. Will Gray II | $392,793 | $347,138 | — | ↑ +45,655 |
| Michael Rugen | 262,807 | 132,032 | — | ↑ +130,775 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
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This is the complete answer, not a partial one — the list is never padded.
No insider equity transactions reported since the proxy statement.
The Company's compensation program is designed to attract, retain, and motivate executive officers by aligning their interests with those of shareholders through a mix of base salary, annual cash bonuses, and long-term equity incentives.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | false |
| Anti-hedging | false |
| Anti-pledging | false |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-04-16 | — | — | — | — | — |
| 2025 | 2025-12-16 | — | — | — | — | — |
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 | 2026-04-16 | —a |
| 2025 | 2025-12-16 | —b |
a. Voting standard not stated in the filing.
b. 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 |
|---|---|---|---|---|---|---|
| E. Will Gray IIEmployee director · Board Chair | — | — | — | — | — | $0 |
| Ondrej SestakIndependent · Audit · Compensation (Chair) · Nominating/Governance | — | — | — | — | — | — |
| Charles NelsonIndependent | — | — | — | — | — | — |
| Trent YangIndependent · Audit (Chair) · Compensation · Nominating/Governance | — | — | — | — | — | — |
| Peter ("P.J.") LeeIndependent · Audit · Compensation · Nominating/Governance (Chair) | — | — | — | — | — | — |
| Annual cash retainer | $60,000 |
|---|---|
| Annual equity retainer | $140,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 10,000 / 10,000 |
| Stock ownership guideline | — |
| Component | FY2024 |
|---|---|
| Cash retainers and fees | $0 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $0 |
| Total cost of the board | $0 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
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 | New ERA Energy & Digital | 2024 | E. Will Gray II | $358,583 | $0 | $0 | $0 | $392,793 |
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.
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.
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, E. Will Gray II | DEF 14A | 2025-11-21 | 0001213900-25-113229 | Section “Executive Compensation”. As printed: 392,793. Filing ↗ |
| 2 | Section 01, Michael Rugen | DEF 14A | 2025-11-21 | 0001213900-25-113229 | Section “Executive Compensation”. As printed: 262,807. Filing ↗ |
| 3 | Section 08, E. Will Gray II | DEF 14A | 2025-11-21 | 0001213900-25-113229 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 4 | Section 08, Ondrej Sestak | DEF 14A | 2025-11-21 | 0001213900-25-113229 | Section “Director Compensation”. As printed: —. Filing ↗ |
| 5 | Section 08, Charles Nelson | DEF 14A | 2025-11-21 | 0001213900-25-113229 | Section “Director Compensation”. As printed: —. Filing ↗ |
| 6 | Section 08, Trent Yang | DEF 14A | 2025-11-21 | 0001213900-25-113229 | Section “Director Compensation”. As printed: —. Filing ↗ |
| 7 | Section 08, Peter ("P.J.") Lee | DEF 14A | 2025-11-21 | 0001213900-25-113229 | Section “Director Compensation”. As printed: —. Filing ↗ |
| 8 | Section 06, 2026 vote | Form 8-K | 2026-04-16 | 0001213900-26-044625 | Item 5.07 · say-on-pay result. As reported: —. Filing ↗ |
| 9 | Section 06, 2025 vote | Form 8-K | 2025-12-22 | 0001213900-25-124523 | Item 5.07 · say-on-pay result. As reported: —. Filing ↗ |
| 10 | Section 01 trend, Δ column (computed) | Computed | — | — | Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1) |
| 11 | Section 09b board cost (computed) | Computed | — | — | Cash 0 + equity 0 + all other 0 = 0, summed across the director compensation table rows.machine: formula: Σ = 0 |
| 12 | New ERA Energy & Digital (subject), Section 10b CEO total | DEF 14A | 2025-11-21 | 0001213900-25-113229 | CEO total compensation as printed in New ERA Energy & Digital's own proxy. As printed: 392,793. Filing ↗ |