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Companies SMITH MIDLAND CORP

SMITH MIDLAND (SMID): executive pay, fiscal 2025

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CEO total pay$628,280CEO Ashley Smith · source
Say-on-pay support99.56%Latest vote · source

CEO pay, last three years

  • $365,191FY2023
  • $473,493FY2024
  • $628,280FY2025

CEO total pay was $628,280 in fiscal 2025, up from $473,493 in fiscal 2024.

FY2025: salary $479,148 · bonus $135,769 · stock awards $0 · option awards $0

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Executives and directors

Full detail

Every table from the filing. Open any section.

Summary compensation table
Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Ashley Smith$479,148$135,769$0$0$0$0$13,363$628,280
Chief Executive Officer and President
Dominic Hunter187,465000000187,465
Chief Financial Officer, Secretary, and 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.

Three-year trend — total compensation per named executive

Named executive officerFY2025 totalFY2024 totalFY2023 totalΔ FY2024→2025
Ashley Smith$628,280$473,493$365,191↑ +154,787
Dominic Hunter187,465133,311—↑ +54,154

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

Incentive-plan design — the Compensation Discussion & Analysis

The Company's compensation philosophy is designed to attract and retain selected employees, directors, and consultants who contribute to the Company's success and achieve long-term objectives that benefit all stockholders through the additional incentives inherent in equity-based awards. The Compensation Committee determines executive compensation based on performance evaluations and the achievement of established goals and objectives.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultant—
Clawback policytrue
Anti-hedgingtrue
Anti-pledgingtrue
Equity grants and outstanding awards

No plan-based awards are on file for this fiscal year.

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Dominic HunterRSU18,776—$399,000
Director compensation
DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Richard GerhardtIndependent · Audit · Compensation (Chair)$55,000$15,003$0$0$0$70,003
James Russell BrunerIndependent · Audit (Chair) · Compensation55,00015,00300070,003
Read Van de WaterIndependent · Audit · Compensation55,00015,00300070,003
Matthew I. SmithEmployee director000000
Ashley B. SmithEmployee director · Board Chair000000

Board fee structure and ownership guideline

Annual cash retainer$55,000
Annual equity retainer$15,003
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)—
Stock ownership guideline—

Total cost of the board

ComponentFY2025
Cash retainers and fees$165,000
Equity awards (grant-date value)$45,009
All other compensation$0
Total cost of the board$210,009

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

Peer group, and who names SMITH MIDLAND as a peer

Companies that benchmark against SMID

No companies currently name SMID as a compensation peer in their most recent disclosure.

This is the complete answer, not a partial one — the list is never padded.

Chief executive pay against the peer group

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company’s own proxy statement.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1SMITH MIDLAND CORP2025Ashley Smith$479,148$0$0$0$628,280

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.

Say-on-pay history and pay ratio
Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20252025-08-013,045,52113,3626,83299.56%Passed
20222022-06-011,420,95611,97519,15499.16%Passed
20192019-08-131,560,682685,0478,23469.5%Passed
20162016-08-15948,000228,562690,69450.77%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.

Say-on-pay — history, company’s computation

Meeting yearMeeting dateApproval — company’s computation
20252025-08-0199.56%a
20222022-06-0199.16%b
20192019-08-1369.5%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.

CEO pay ratio

Ratio (CEO : median employee)—
CEO total compensation—
Median employee compensation—
Insider trades since the proxy

No insider equity transactions reported since the proxy statement.

Sources (14 citations)

Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.

  • Section 01, Ashley Smith. DEF 14A, filed 2026-06-02. Section “Executive Compensation”. As printed: 628,280. View filing ↗
  • Section 01, Dominic Hunter. DEF 14A, filed 2026-06-02. Section “Executive Compensation”. As printed: 187,465. View filing ↗
  • Section 07, pay ratio. 10-K, filed 2026-04-14. Section “CEO Pay Ratio”. As printed: —. View filing ↗
  • Section 08, Richard Gerhardt. DEF 14A, filed 2026-06-02. Section “Director Compensation”. As printed: 70,003. View filing ↗
  • Section 08, James Russell Bruner. DEF 14A, filed 2026-06-02. Section “Director Compensation”. As printed: 70,003. View filing ↗
  • Section 08, Read Van de Water. DEF 14A, filed 2026-06-02. Section “Director Compensation”. As printed: 70,003. View filing ↗
  • Section 08, Matthew I. Smith. DEF 14A, filed 2026-06-02. Section “Director Compensation”. As printed: 0. View filing ↗
  • Section 08, Ashley B. Smith. DEF 14A, filed 2026-06-02. Section “Director Compensation”. As printed: 0. View filing ↗
  • Section 06, 2025 vote. Form 8-K, filed 2025-08-06. Item 5.07 · say-on-pay result. As reported: 99.56% (votes for as printed: 3,045,521). View filing ↗
  • Section 06, 2022 vote. Form 8-K, filed 2022-06-03. Item 5.07 · say-on-pay result. As reported: 99.16% (votes for as printed: 1,420,956). View filing ↗
  • Section 06, 2019 vote. Form 8-K, filed 2019-08-14. Item 5.07 · say-on-pay result. As reported: 69.5% (votes for as printed: 1,560,682). View filing ↗
  • Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
  • Section 09b board cost (computed). Computed. Cash 165,000 + equity 45,009 + all other 0 = 210,009, summed across the director compensation table rows.
  • SMITH MIDLAND CORP (subject), Section 10b CEO total. DEF 14A, filed 2026-06-02. CEO total compensation as printed in SMITH MIDLAND CORP's own proxy. As printed: 628,280. View filing ↗
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