CEO J.D. Finley was paid $18,790,257 in fiscal year 2025, ↑ up 2211.2% from fiscal year 2024 (SEC filing 0001493152-26-019629 ↗): 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.
$18,790,257 ↑ J.D. Finley total, FY2025 | — CEO pay percentile vs peers | — CEO-to-median pay ratio | 70.32% Say-on-pay support, latest vote |
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PALI's next annual pay disclosure, estimated April 29, 2027.est. Filing ↗
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| J.D. Finley | $575,000 | $0 | $17,736,572 | $47,385 | $431,300 | $0 | $0 | $18,790,257 |
| Chief Executive Officer and Chief Financial Officer | ||||||||
| Mitchell Jones | 440,000 | 0 | 14,813,319 | 29,238 | 264,000 | 0 | 0 | 15,546,557 |
| President and Chief Medical 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 |
|---|---|---|---|---|
| J.D. Finley | $18,790,257 | $813,000 | — | ↑ +17,977,257 |
| Mitchell Jones | 15,546,557 | 581,000 | — | ↑ +14,965,557 |
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.
One page per officer: the same table above, read for one person at a time — his own figure and every fiscal year the register holds.
| Executive | Role | FY2025 total |
|---|---|---|
| J.D. Finley | CEO | $18,790,257 |
| Mitchell Jones | President | $15,546,557 |
One page per director: the seat, the committees and the fee table, read for one person at a time.
| Director | Role | FY2025 total |
|---|---|---|
| Binxian Wei | Independent Director | $178,399 |
| Donald A. Williams | Independent Director | $488,126 |
| Emil Chuang | Independent Director | $162,436 |
| Margery Fischbein | Independent Director | $35,000 |
No insider equity transactions reported since the proxy statement.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Mitchell Jones | RSU | 7,665,800 | — | $18,014,630 |
| J.D. Finley | Option | 35,250 | 1.13 | — |
| Mitchell Jones | Option | 21,750 | 1.13 | — |
| Mitchell Jones | Option | 737 | 8.85 | — |
| J.D. Finley | RSU | 9,179,400 | — | 21,571,590 |
| J.D. Finley | RSU | 40,000 | — | 94,000 |
| Mitchell Jones | RSU | 24,000 | — | 56,400 |
| J.D. Finley | PSU | 1,083 | — | 2,545 |
| J.D. Finley | Option | 1,000 | 8.85 | — |
| J.D. Finley | Option | 1,650 | 24 | — |
| J.D. Finley | Option | 317 | 36 | — |
| Mitchell Jones | Option | 2,917 | 10.35 | — |
Our compensation program for executive officers is designed to encourage our management team to continually achieve our short-term and long-term corporate objectives while effectively managing business risks and challenges.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Aon |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | false |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-06-10 | 75,273,044 | 31,773,692 | 1,820,614 | 70.32% | Passed |
| 2023 | 2023-06-08 | 765,257 | 553,499 | 13,352 | 58.03% | Passed |
| 2021 | 2021-11-18 | 4,039,697 | 1,217,484 | 65,559 | 76.84% | Passed |
| 2017 | 2017-06-22 | 1,556,672 | 172,631 | 40,122 | 87.98% | 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 | 2026-06-10 | 70.32%a |
| 2023 | 2023-06-08 | 58.03%b |
| 2021 | 2021-11-18 | 76.84%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 |
|---|---|---|---|---|---|---|
| Donald A. WilliamsIndependent · Audit Committee (Chair) · Compensation Committee · Governance and Nominating Committee | $112,500 | $334,880 | $0 | — | $40,746 | $488,126 |
| Binxian WeiIndependent · Audit · Governance and Nominating | 55,000 | 111,504 | 0 | — | 11,895 | 178,399 |
| Emil ChuangIndependent · Audit Committee · Compensation Committee · Governance and Nominating Committee (Chair) | 33,859 | 111,504 | 5,178 | — | 11,895 | 162,436 |
| Margery FischbeinIndependent | 35,000 | 0 | 0 | — | 0 | 35,000 |
| J.D. FinleyEmployee director · Nominating/Governance | — | — | — | — | — | 0 |
| Robert F. Baltera JrIndependent · Nominating/Governance · Newly elected | — | — | — | — | — | — |
| Annual cash retainer | $40,000 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 20,000 / 15,000 / 10,000 |
| Stock ownership guideline | $120,000 |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $236,359 |
| Equity awards (grant-date value) | $557,888 |
| All other compensation | $64,536 |
| Total cost of the board | $858,783 |
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 | Palisade BIO | 2025 | J.D. Finley | $575,000 | $17,736,572 | $47,385 | $431,300 | $18,790,257 |
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, J.D. Finley | DEF 14A | 2026-04-29 | 0001493152-26-019629 | Section “Executive Compensation”. As printed: 18,790,257. Filing ↗machine: r1 · c27 · span 558859–558869 |
| 2 | Section 01, Mitchell Jones | DEF 14A | 2026-04-29 | 0001493152-26-019629 | Section “Executive Compensation”. As printed: 15,546,557. Filing ↗machine: r3 · c27 · span 568484–568494 |
| 3 | Section 08, Donald A. Williams | DEF 14A | 2026-04-29 | 0001493152-26-019629 | Section “Director Compensation”. As printed: 488,126. Filing ↗machine: span 497409–497480 |
| 4 | Section 08, Binxian Wei | DEF 14A | 2026-04-29 | 0001493152-26-019629 | Section “Director Compensation”. As printed: 178,399. Filing ↗machine: span 500568–500639 |
| 5 | Section 08, Emil Chuang | DEF 14A | 2026-04-29 | 0001493152-26-019629 | Section “Director Compensation”. As printed: 162,436. Filing ↗machine: span 503761–503832 |
| 6 | Section 08, Margery Fischbein | DEF 14A | 2026-04-29 | 0001493152-26-019629 | Section “Director Compensation”. As printed: 35,000. Filing ↗machine: span 504661–504731 |
| 7 | Section 08, J.D. Finley | DEF 14A | 2026-04-29 | 0001493152-26-019629 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 8 | Section 08, Robert F. Baltera Jr | DEF 14A | 2026-04-29 | 0001493152-26-019629 | Section “Director Compensation”. As printed: —. Filing ↗ |
| 9 | Section 06, 2026 vote | Form 8-K | 2026-06-11 | 0001493152-26-028322 | Item 5.07 · say-on-pay result. As reported: 70.32% (votes for as printed: 75,273,044). Filing ↗ |
| 10 | Section 06, 2023 vote | Form 8-K | 2023-06-09 | 0001493152-23-020669 | Item 5.07 · say-on-pay result. As reported: 58.03% (votes for as printed: 765,257). Filing ↗ |
| 11 | Section 06, 2021 vote | Form 8-K | 2021-11-23 | 0000950170-21-004851 | Item 5.07 · say-on-pay result. As reported: 76.84% (votes for as printed: 4,039,697.30). Filing ↗ |
| 12 | 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) |
| 13 | Section 09b board cost (computed) | Computed | — | — | Cash 236,359 + equity 557,888 + all other 64,536 = 858,783, summed across the director compensation table rows.machine: formula: Σ = 858,783 |
| 14 | Palisade BIO (subject), Section 10b CEO total | DEF 14A | 2026-04-29 | 0001493152-26-019629 | CEO total compensation as printed in Palisade BIO's own proxy. As printed: 18,790,257. Filing ↗machine: r1 · c27 · span 558859–558869 |
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