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 SENS 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 SENS 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 |
|---|---|---|---|---|---|---|---|---|
| Timothy Goodnow | $635,000 | $0 | $1,022,500 | $1,022,500 | $613,000 | $0 | $54,959 | $3,347,959 |
| President and Chief Executive Officer | ||||||||
| Mukul Jain | 511,000 | 0 | 500,000 | 500,000 | 369,720 | 0 | 64,446 | 1,945,166 |
| Chief Operating Officer | ||||||||
| Frederick Sullivan | 430,000 | 0 | 350,000 | 350,000 | 201,240 | 0 | 61,359 | 1,392,599 |
| 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 |
|---|---|---|---|---|
| Timothy Goodnow | $3,347,959 | — | — | — |
| Mukul Jain | 1,945,166 | — | — | — |
| Frederick Sullivan | 1,392,599 | — | — | — |
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 |
|---|---|---|---|---|
| Timothy Goodnow | RSU | 113,839 | — | $628,391 |
| Timothy Goodnow | RSU | 75,973 | — | 419,371 |
| Mukul Jain | RSU | 55,110 | — | 304,207 |
| Timothy Goodnow | RSU | 39,201 | — | 216,390 |
| Frederick Sullivan | RSU | 389 | — | 2,147 |
| Mukul Jain | RSU | 37,151 | — | 205,074 |
| Timothy Goodnow | Option | 122,067 | 10.1 | — |
| Frederick Sullivan | RSU | 33,400 | — | 184,368 |
| Mukul Jain | Option | 59,690 | 10.1 | — |
| Frederick Sullivan | RSU | 26,006 | — | 143,553 |
| Mukul Jain | RSU | 17,252 | — | 95,231 |
| Frederick Sullivan | RSU | 11,502 | — | 63,491 |
| Frederick Sullivan | Option | 41,784 | 10.1 | — |
We consider compensation for comparable positions in the market, historical compensation levels, individual performance, our desire to motivate employees to achieve short- and long-term results in the best interests of stockholders, and a long-term commitment to the Company. We do not target a specific competitive position or a specific mix of compensation.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Willis Towers Watson |
| Clawback policy | — |
| Anti-hedging | — |
| Anti-pledging | — |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-05-20 | 10,358,401 | 2,379,720 | 222,633 | 81.32% | Passed |
| 2024 | 2024-05-22 | 61,654,275 | 24,469,234 | 3,460,999 | 71.59% | Passed |
| 2023 | 2023-05-17 | 84,135,004 | 21,916,745 | 1,435,716 | 79.33% | Passed |
| 2022 | 2022-05-26 | 81,712,202 | 7,162,772 | 2,030,203 | 91.94% | Passed |
| 2021 | 2021-05-25 | 90,983,650 | 4,235,423 | 1,108,017 | 95.55% | 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 | 2026-05-20 | 81.32%a |
| 2024 | 2024-05-22 | 71.59%b |
| 2023 | 2023-05-17 | 79.33%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.
| Annual cash retainer | $40,000 |
|---|---|
| Annual equity retainer | $225,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 10,000 / 7,500 / 5,000 |
| Stock ownership guideline | — |
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 | Senseonics Holdings | 2025 | Timothy Goodnow | $635,000 | $1,022,500 | $1,022,500 | $613,000 | $3,347,959 |
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, Timothy Goodnow | DEF 14A | 2026-04-09 | 0001104659-26-041541 | Section “Summary Compensation Table”. As printed: 3,347,959. Filing ↗machine: r1 · c47 · span 527980–527989 |
| 2 | Section 01, Mukul Jain | DEF 14A | 2026-04-09 | 0001104659-26-041541 | Section “Summary Compensation Table”. As printed: 1,945,166. Filing ↗machine: r3 · c47 · span 537376–537385 |
| 3 | Section 01, Frederick Sullivan | DEF 14A | 2026-04-09 | 0001104659-26-041541 | Section “Summary Compensation Table”. As printed: 1,392,599. Filing ↗machine: r5 · c47 · span 546771–546780 |
| 4 | Section 06, 2026 vote | Form 8-K | 2026-05-20 | 0001104659-26-064540 | Item 5.07 · say-on-pay result. As reported: 81.32% (votes for as printed: 10,358,401). Filing ↗ |
| 5 | Section 06, 2024 vote | Form 8-K | 2024-05-22 | 0001104659-24-064335 | Item 5.07 · say-on-pay result. As reported: 71.59% (votes for as printed: 61,654,275). Filing ↗ |
| 6 | Section 06, 2023 vote | Form 8-K | 2023-05-23 | 0001104659-23-063617 | Item 5.07 · say-on-pay result. As reported: 79.33% (votes for as printed: 84,135,004). Filing ↗ |
| 7 | Senseonics Holdings (subject), Section 10b CEO total | DEF 14A | 2026-04-09 | 0001104659-26-041541 | CEO total compensation as printed in Senseonics Holdings's own proxy. As printed: 3,347,959. Filing ↗machine: r1 · c47 · span 527980–527989 |