Velarion · Company Intelligence
Compensation Brief
Fiscal year 2025 · Filings through 2026-06-26

Spectrum Brands Holdings (SPB)

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.

$8,757,036
David Maura total, FY2025
33rd
CEO pay percentile vs peers
107:1
CEO-to-median pay ratio
98.39%
Say-on-pay support, latest vote
Companies that benchmark against SPB
9 companies name SPB as a compensation peer

Each company listed discloses SPB 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 SPB in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.

01

Summary Compensation Table — fiscal year 2025

Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
David Maura$900,000$0$6,750,004$0$907,200$0$199,832$8,757,036
Executive Chairman and Chief Executive Officer
Jeremy Smeltser600,00001,500,0310411,2640169,7212,681,016
Former Executive Vice President and Chief Financial Officer
Ehsan Zargar400,00001,800,0550193,5360151,7892,545,380
Executive Vice President, General Counsel and Corporate Secretary
Faisal Qadir304,3880250,0200100,260025,055679,723
Executive Vice President and 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.

Three-year trend — total compensation per named executive

Named executive officerFY2025 totalFY2024 totalFY2023 totalΔ FY20242025
David Maura$8,757,036$10,577,798$7,418,786−1,820,762
Jeremy Smeltser2,681,0164,533,2562,183,839−1,852,240
Ehsan Zargar2,545,3804,113,3992,370,043−1,568,019
Faisal Qadir679,723

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

02

Equity transactions since the proxy statement was filed

No insider equity transactions reported since the proxy statement.

03

Grants of plan-based awards — fiscal year 2025

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
David MauraPSU2024-11-1922,43552,34965,43665,436$6,750,004
Faisal QadirPSU2024-11-191,3851,3851,7311,731250,020
Ehsan ZargarPSU2024-11-195,98313,96017,45017,4501,800,055
03b

Vehicle mix — grant-date fair value by award type

Named executive officerTime-vested (RSU)Performance-vested (PSU)Options / SARs% performance-vested
David Maura$0$6,750,004$0100.0%
Faisal Qadir0250,0200100.0%
Ehsan Zargar01,800,0550100.0%

% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.

04

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
David MauraRSU32,530$1,708,801
Jeremy SmeltserRSU7,108373,383
Ehsan ZargarPSU20,7161,088,211
Faisal QadirRSU85444,861
Jeremy SmeltserRSU4,986261,915
Faisal QadirPSU2,312121,449
Faisal QadirRSU1,38572,754
Faisal QadirPSU1,38572,754
Faisal QadirRSU1,26566,450
David MauraOption51,30995.43
David MauraRSU22,4351,178,511
David MauraPSU89,1784,684,520
David MauraPSU69,9153,672,635
Ehsan ZargarPSU23,7811,249,216
Faisal QadirPSU2,359123,918
Ehsan ZargarRSU9,639506,337
Ehsan ZargarRSU27,0271,419,728
Jeremy SmeltserRSU25,6691,348,393
David MauraPSU52,3492,749,893
Jeremy SmeltserPSU19,8181,041,040
Jeremy SmeltserPSU11,633611,081
David MauraRSU30,5751,606,105
Jeremy SmeltserPSU15,277802,501
Ehsan ZargarPSU13,960733,319
Ehsan ZargarRSU5,983314,287
05

Incentive-plan design — the Compensation Discussion & Analysis

Our compensation programs are administered by our Compensation Committee. In Fiscal 2025, these programs were based on our pay-for-performance philosophy in which variable, performance-based compensation represents a majority of an executive s potential compensation.

CEO STI target (% of salary)125%
CEO LTI target (% of salary)
Independent consultantWTW (Willis Towers Watson)
Clawback policyTrue
Anti-hedgingTrue
Anti-pledgingTrue
06

Say-on-pay — recent advisory votes

Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20252025-08-0519,484,446319,44496,28698.39%Passed
20242024-08-0622,869,677611,35452,72297.4%Passed
20232023-08-0832,271,5971,575,31133,60195.35%Passed
20222022-08-0931,430,4794,786,24721,87586.78%Passed
20212021-08-0336,076,0891,144,41515,73396.93%Passed
20202020-07-2832,102,6805,524,772701,63683.76%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
20252025-08-0598.39%a
20242024-08-0697.4%b
20232023-08-0895.35%c

a. Approved under the standard stated in the filing — “Abstentions will: (i) have no effect on the outcome of the votes on Proposal 1 (election of directors) because this proposal is determined by a majority of the votes cast in the event of an uncontested election and a plurality vote in the case of a contested election and (ii) have the effect of a vote against each of Proposal 2 (ratification of KPMG's appointment as auditor) and Proposal 3 (advisory vote on executive compensation) because approval of each of these proposals requires the affirmative vote of a majority of the shares present in person or represented by proxy at the Annual Meeting and entitled to vote.”.

b. Approved under the standard stated in the filing — “Abstentions will: (i) have no effect on the outcome of the votes on Proposal 1 (election of directors) because this proposal is determined by a majority of the votes cast in the event of an uncontested election and a plurality vote in the case of a contested election and (ii) have the effect of a vote against each of Proposal 2 (ratification of KPMG's appointment as auditor) and Proposal 3 (advisory vote on executive compensation) because approval of each of these proposals requires the affirmative vote of a majority of the shares present in person or represented by proxy at the Annual Meeting and entitled to vote.”.

c. Approved under the standard stated in the filing — “With regards to Proposal 1 (election of directors), abstentions are not counted as either a vote cast “for” or “against” such director.”.

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.

07

CEO pay ratio

Ratio (CEO : median employee)107 : 1
CEO total compensation$8,757,036
Median employee compensation$82,121
08

Director compensation — fiscal year 2025

DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Terry L. PolistinaIndependent · Lead Independent Director · Compensation (Chair) · NCG$160,031$144,958$0$7,736$312,725
Gautam PatelIndependent · Audit (Chair) · Compensation125,010125,01006,342256,362
Sherianne JamesIndependent · Compensation · NCG (Chair)119,956125,01006,214251,180
Leslie L. CampbellIndependent · Audit105,000125,01005,835235,845
Hugh R. RovitIndependent · Audit · NCG104,972125,01005,835235,817
Joan ChowIndependent · Departed during FY105,000125,01003,170233,180
David M. MauraEmployee director · Board Chair00000
09

Board fee structure and ownership guideline

Annual cash retainer$105,000
Annual equity retainer$125,010
Per board meeting fee
Committee chair fees (audit / comp / nom-gov)20,000 / 15,000 / 15,000
Stock ownership guideline
09b

Total cost of the board

ComponentFY2025
Cash retainers and fees$719,969
Equity awards (grant-date value)$770,008
All other compensation$35,132
Total cost of the board$1,525,109

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

10

Disclosed peer group — fiscal year 2025

The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.

10a

Peer reciprocity

Of the companies Spectrum Brands Holdings names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.

Reciprocity shown where the peer's own current proxy has been read — each mark is cited in the register to that peer's filing. A dash means the peer's current proxy was read and names no reciprocal group including Spectrum Brands Holdings.

10b

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
1Hasbro, Inc.2025Chris Cocks$1,500,000$10,500,099$0$6,000,000$18,672,521
2Mattel, Inc.2025Ynon Kreiz1,600,00010,821,99602,473,36015,060,621
3The Clorox Company2025Linda Rendle1,307,6929,754,75301,696,00013,333,032
4Hanesbrands, Inc.2024Stephen Bratspies1,250,0008,284,39903,306,73912,933,300
5Newell Brands, Inc.2025Christopher Peterson1,341,6678,999,99301,878,33312,497,912
6The Scotts Miracle-Gro Company2025James Hagedorn1,200,0003,050,9502,805,8953,796,81512,299,261
7Energizer Holdings, Inc.2025Mark LaVigne1,045,5008,605,08401,145,66510,972,516
8Church Dwight Co., Inc.2025Richard Dierker986,5801,770,9735,313,1001,472,6569,799,678
9Edgewell Personal Care Company2025Rod Little1,100,0007,576,1000907,5009,754,366
10Spectrum Brands Holdings2025David Maura900,0006,750,0040907,2008,757,036
11YETI Holdings, Inc.2025Matthew Reintjes1,057,3085,500,18701,126,0337,697,528
12USANA Health Sciences, Inc.2025Jim Brown821,2313,147,0200339,1684,339,625
13Helen of Troy Limited2026Noel Geoffroy177,0003,800,000039,9824,070,466
Nu Skin Enterprises, Inc.not in coverage universe
Medifast, Inc.not in coverage universe

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.

10c

Incentive design against the same peers

CompanyAnnual incentive payoutLong-term vehicle mixPSU measures include TSRCompensation consultant
Spectrum Brands Holdingsnot disclosedPSU 70 · RSU 30NoWTW (Willis Towers Watson)
Church Dwight Co., Inc.125%Options 75 · PSU 15 · RSU 10NoSemler Brossy Consulting Group
Edgewell Personal Care Company66%not disclosedNoMeridian
Energizer Holdings, Inc.87.67%PSU 70 · RSU 30NoFarient
Hanesbrands, Inc.165.34%PSU 60 · RSU 40Yes — 3-Year rTSR (3-Year Cumulative)FW Cook
Hasbro, Inc.200%PSU 50 · RSU 50NoMeridian Compensation Partners LLC
Helen of Troy Limited16.3%PSU 50 · RSU 50NoFW Cook
Mattel, Inc.71.9%PSU 75 · RSU 25Yes — Three-Year Relative TSR vs. S&P 500 constituentsFW Cook
Medifast, Inc.not disclosednot disclosednot disclosednot disclosed
Newell Brands, Inc.80%PSU 50 · RSU 50NoPearl Meyer
Nu Skin Enterprises, Inc.not disclosednot disclosednot disclosednot disclosed
The Clorox Company80%PSU 60 · RSU 40NoFW Cook
The Scotts Miracle-Gro Company165.8%PSU 50 · Options 50Yes — Absolute TSR (aTSR)Frederic W. Cook & Co., Inc.
USANA Health Sciences, Inc.14.6% of base salary for most NEOs; 41.3% for Jim Brown (CEO); 15% for Brent Neidig (whose bonus excluded the Hiya segment)%not disclosedYes — Positive absolute Total Shareholder Return (TSR)CODA
YETI Holdings, Inc.71.0%PBRSU 75 · RSU 25Yes — Relative Total Stockholder Return (TSR)FW Cook

Read from each company's Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company's filing does not state the item.

11

Source register

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.

#SupportsDocumentFiledAccessionLocation in document
1Section 01, David MauraDEF 14A2026-06-260000109177-26-000030Section “Summary Compensation Table” · page 3. As printed: 8,757,036. Filing ↗machine: r3 · c45 · span 689937–689946
2Section 01, Jeremy SmeltserDEF 14A2026-06-260000109177-26-000030Section “Summary Compensation Table” · page 3. As printed: 2,681,016. Filing ↗machine: r12 · c45 · span 719926–719935
3Section 01, Ehsan ZargarDEF 14A2026-06-260000109177-26-000030Section “Summary Compensation Table” · page 3. As printed: 2,545,380. Filing ↗machine: r9 · c45 · span 708111–708120
4Section 01, Faisal QadirDEF 14A2026-06-260000109177-26-000030Section “Summary Compensation Table” · page 3. As printed: 679,723. Filing ↗machine: r6 · c45 · span 701140–701147
5Section 03, David Maura PSUDEF 14A2026-06-260000109177-26-000030Section “Grants of Plan-Based Awards” · grants of plan-based awards table. Filing ↗machine: t147 · r7 · c17 · span 781577–781583
6Section 03, Faisal Qadir PSUDEF 14A2026-06-260000109177-26-000030Section “Grants of Plan-Based Awards” · grants of plan-based awards table. Filing ↗machine: t147 · r9 · c17 · span 788796–788801
7Section 03, Ehsan Zargar PSUDEF 14A2026-06-260000109177-26-000030Section “Grants of Plan-Based Awards” · grants of plan-based awards table. Filing ↗machine: t147 · r11 · c17 · span 796926–796932
8Section 07, pay ratioDEF 14A2026-06-260000109177-26-000030Section “CEO Pay Ratio”. As printed: 107 : 1. Filing ↗machine: span 1074308–1074311
9Section 08, Terry L. PolistinaDEF 14A2026-06-260000109177-26-000030Section “Director Compensation”. As printed: 312,725. Filing ↗machine: t89 · r4 · c12 · span 417394–417401
10Section 08, Gautam PatelDEF 14A2026-06-260000109177-26-000030Section “Director Compensation”. As printed: 256,362. Filing ↗machine: t89 · r6 · c12 · span 422345–422352
11Section 08, Sherianne JamesDEF 14A2026-06-260000109177-26-000030Section “Director Compensation”. As printed: 251,180. Filing ↗machine: t89 · r3 · c12 · span 414913–414920
12Section 08, Leslie L. CampbellDEF 14A2026-06-260000109177-26-000030Section “Director Compensation”. As printed: 235,845. Filing ↗machine: t89 · r7 · c12 · span 424826–424833
13Section 08, Hugh R. RovitDEF 14A2026-06-260000109177-26-000030Section “Director Compensation”. As printed: 235,817. Filing ↗machine: t89 · r5 · c12 · span 419870–419877
14Section 08, Joan ChowDEF 14A2026-06-260000109177-26-000030Section “Director Compensation”. As printed: 233,180. Filing ↗machine: t89 · r8 · c12 · span 427618–427625
15Section 08, David M. MauraDEF 14A2026-06-260000109177-26-000030Section “Director Compensation”. As printed: 0. Filing ↗
16Section 06, 2025 voteForm 8-K2025-08-050001628280-25-037879Item 5.07 · say-on-pay result. As reported: 98.39% (votes for as printed: 19,484,446). Filing ↗
17Section 06, 2024 voteForm 8-K2024-08-070000109177-24-000032Item 5.07 · say-on-pay result. As reported: 97.4% (votes for as printed: 22,869,677). Filing ↗
18Section 06, 2023 voteForm 8-K2023-08-090000109177-23-000034Item 5.07 · say-on-pay result. As reported: 95.35% (votes for as printed: 32,271,597). Filing ↗
19Section 01 trend, Δ column (computed)ComputedcomputedΔ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1)
20Section 03b vehicle mix (computed)ComputedcomputedRSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).machine: formula: sums + PSU ratio
21Section 09b board cost (computed)ComputedcomputedCash 719,969 + equity 770,008 + all other 35,132 = 1,525,109, summed across the director compensation table rows.machine: formula: Σ = 1,525,109
22Hasbro, Inc., Section 10b CEO totalDEF 14A2026-04-170001193125-26-160426CEO total compensation as printed in Hasbro, Inc.'s own proxy. As printed: 18,672,521. Filing ↗machine: span 717146–717156
23Mattel, Inc., Section 10b CEO totalDEF 14A2026-04-140001308179-26-000276CEO total compensation as printed in Mattel, Inc.'s own proxy. As printed: 15,060,621. Filing ↗machine: t221 · r3 · c7 · span 2052122–2052132
24The Clorox Company, Section 10b CEO totalDEF 14A2025-10-070001552781-25-000311CEO total compensation as printed in The Clorox Company's own proxy. As printed: 13,333,032. Filing ↗machine: r1 · c9 · span 683061–683071
25Hanesbrands, Inc., Section 10b CEO totalDEF 14A2025-03-170001104659-25-024433CEO total compensation as printed in Hanesbrands, Inc.'s own proxy. As printed: 12,933,300. Filing ↗machine: span 1485257–1485267
26Newell Brands, Inc., Section 10b CEO totalDEF 14A2026-03-260001193125-26-126289CEO total compensation as printed in Newell Brands, Inc.'s own proxy. As printed: 12,497,912. Filing ↗machine: r3 · c25 · span 676990–677000
27The Scotts Miracle-Gro Company, Section 10b CEO totalDEF 14A2025-12-170000825542-25-000029CEO total compensation as printed in The Scotts Miracle-Gro Company's own proxy. As printed: 12,299,261. Filing ↗machine: r13 · c54 · span 627371–627381
28Energizer Holdings, Inc., Section 10b CEO totalDEF 14A2025-12-120001632790-25-000120CEO total compensation as printed in Energizer Holdings, Inc.'s own proxy. As printed: 10,972,516. Filing ↗machine: span 836550–836560
29Church Dwight Co., Inc., Section 10b CEO totalDEF 14A2026-03-190001193125-26-115994CEO total compensation as printed in Church Dwight Co., Inc.'s own proxy. As printed: 9,799,678. Filing ↗machine: r2 · c38 · span 2534673–2534682
30Edgewell Personal Care Company, Section 10b CEO totalDEF 14A2025-12-220001104659-25-123567CEO total compensation as printed in Edgewell Personal Care Company's own proxy. As printed: 9,754,366. Filing ↗machine: t89 · r1 · c51 · span 1153139–1153148
31Spectrum Brands Holdings (subject), Section 10b CEO totalDEF 14A2026-06-260000109177-26-000030CEO total compensation as printed in Spectrum Brands Holdings's own proxy. As printed: 8,757,036. Filing ↗machine: r3 · c45 · span 689937–689946
32YETI Holdings, Inc., Section 10b CEO totalDEF 14A2026-03-260001140361-26-011375CEO total compensation as printed in YETI Holdings, Inc.'s own proxy. As printed: 7,697,528. Filing ↗machine: r2 · c22 · span 1046975–1046984
33USANA Health Sciences, Inc., Section 10b CEO totalDEF 14A2026-04-070000896264-26-000026CEO total compensation as printed in USANA Health Sciences, Inc.'s own proxy. As printed: 4,339,625. Filing ↗machine: span 527796–527806
34Helen of Troy Limited, Section 10b CEO totalDEF 14A2026-06-240000916789-26-000088CEO total compensation as printed in Helen of Troy Limited's own proxy. As printed: 4,070,466. Filing ↗machine: span 888837–888846
35Section 10a, Helen of Troy Limited reciprocityDEF 14A0000916789-26-000088Helen of Troy Limited names Spectrum Brands Holdings in its own disclosed peer group (read from its most recent proxy). Filing ↗
36Section 10a, YETI Holdings, Inc. reciprocityDEF 14A0001140361-26-011375YETI Holdings, Inc.'s most recent proxy was read; its disclosed peer group does not include Spectrum Brands Holdings. Filing ↗
37Section 10a, Hanesbrands, Inc. reciprocityDEF 14A0001104659-25-024433Hanesbrands, Inc.'s most recent proxy was read; its disclosed peer group does not include Spectrum Brands Holdings. Filing ↗
38Section 10a, Mattel, Inc. reciprocityDEF 14A0001308179-26-000276Mattel, Inc. names Spectrum Brands Holdings in its own disclosed peer group (read from its most recent proxy). Filing ↗
39Section 10a, Edgewell Personal Care Company reciprocityDEF 14A0001104659-25-123567Edgewell Personal Care Company names Spectrum Brands Holdings in its own disclosed peer group (read from its most recent proxy). Filing ↗
40Section 10a, Newell Brands, Inc. reciprocityDEF 14A0001193125-26-126289Newell Brands, Inc.'s most recent proxy was read; its disclosed peer group does not include Spectrum Brands Holdings. Filing ↗
41Section 10a, Energizer Holdings, Inc. reciprocityDEF 14A0001632790-25-000120Energizer Holdings, Inc. names Spectrum Brands Holdings in its own disclosed peer group (read from its most recent proxy). Filing ↗
42Section 10a, USANA Health Sciences, Inc. reciprocityDEF 14A0000896264-26-000026USANA Health Sciences, Inc.'s most recent proxy was read; its disclosed peer group does not include Spectrum Brands Holdings. Filing ↗
43Section 10a, Hasbro, Inc. reciprocityDEF 14A0001193125-26-160426Hasbro, Inc.'s most recent proxy was read; its disclosed peer group does not include Spectrum Brands Holdings. Filing ↗