Companies Tilray Brands, Inc.
Tilray Brands (TLRY): executive pay, fiscal 2026
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CEO pay, last three years
- $10,142,971FY2024
- $10,295,612FY2025
- $22,157,305FY2026
CEO total pay was $22,157,305 in fiscal 2026, up from $10,295,612 in fiscal 2025.
FY2026: salary $2,057,580 · bonus $950,000 · stock awards $18,816,501 · option awards $0
Frequently asked questions
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.
Full detail
Every table from the filing. Open any section.
Summary compensation table
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Irwin Simon | $2,057,580 | $950,000 | $18,816,501 | $0 | $0 | $0 | $333,224 | $22,157,305 |
| President, Chief Executive Officer and Chairman of the Board | ||||||||
| Denise Faltischek | 642,735 | 130,000 | 3,059,122 | 0 | 0 | 0 | 41,128 | 3,872,985 |
| Chief Strategy Officer and Head of M&A | ||||||||
| Mitchell Gendel | 599,886 | 160,000 | 2,727,471 | 0 | 0 | 0 | 32,297 | 3,519,654 |
| Global General Counsel and Corporate Secretary | ||||||||
| Carl Merton | 411,656 | 160,000 | 2,645,268 | 0 | 0 | 0 | 21,297 | 3,238,221 |
| Chief Financial Officer | ||||||||
| Roger Savell | 562,316 | 105,000 | 2,363,875 | 0 | 0 | 0 | 39,485 | 3,070,676 |
| Chief Administrative 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 officer | FY2026 total | FY2025 total | FY2024 total | Δ FY2025→2026 |
|---|---|---|---|---|
| Irwin Simon | $22,157,305 | $10,295,612 | $10,142,971 | ↑ +11,861,693 |
| Denise Faltischek | 3,872,985 | 2,355,111 | 2,317,082 | ↑ +1,517,874 |
| Mitchell Gendel | 3,519,654 | 2,182,959 | 2,144,466 | ↑ +1,336,695 |
| Carl Merton | 3,238,221 | 1,628,800 | 1,652,999 | ↑ +1,609,421 |
| Roger Savell | 3,070,676 | 1,789,926 | 2,132,670 | ↑ +1,280,750 |
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 focuses on aligning executive pay with long-term stockholder value by utilizing a mix of base salary, annual performance-based cash bonuses, and long-term equity incentives. The program is designed to reward performance against specific financial metrics and ensure the retention of key executives through at-risk equity awards with both time and performance-based vesting conditions.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Korn Ferry |
| Clawback policy | true |
| Anti-hedging | false |
| Anti-pledging | false |
Equity grants and outstanding awards
Grants of plan-based awards — fiscal year 2026
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Irwin Simon | RSU | 2025-07-29 | — | — | 856,897 | — | $4,970,000 |
| Roger Savell | RSU | 2025-07-29 | — | — | 163,957 | — | 950,775 |
| Mitchell Gendel | RSU | 2025-07-29 | — | — | 174,880 | — | 1,014,300 |
| Carl Merton | RSU | 2025-07-29 | — | — | 120,834 | — | 700,837 |
| Denise Faltischek | RSU | 2025-07-29 | — | — | 187,371 | — | 1,086,750 |
Vehicle mix — grant-date fair value by award type
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| Irwin Simon | $4,970,000 | $0 | $0 | 0.0% |
| Roger Savell | 950,775 | 0 | 0 | 0.0% |
| Mitchell Gendel | 1,014,300 | 0 | 0 | 0.0% |
| Carl Merton | 700,837 | 0 | 0 | 0.0% |
| Denise Faltischek | 1,086,750 | 0 | 0 | 0.0% |
% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.
Outstanding equity awards at fiscal year-end 2026
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Carl Merton | RSU | 16,656 | — | $91,775 |
| Roger Savell | RSU | 22,855 | — | 125,931 |
| Mitchell Gendel | RSU | 24,379 | — | 134,328 |
| Denise Faltischek | RSU | 26,120 | — | 143,921 |
| Irwin Simon | RSU | 117,647 | — | 648,235 |
| Carl Merton | RSU | 120,834 | — | 665,795 |
| Roger Savell | RSU | 163,957 | — | 903,403 |
| Mitchell Gendel | RSU | 174,880 | — | 963,589 |
| Denise Faltischek | RSU | 187,371 | — | 1,032,414 |
| Irwin Simon | RSU | 856,897 | — | 4,721,502 |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Renah PersofskyIndependent · Lead Independent Director · Compensation · Nominating and Corporate Governance (Chair) | $250,000 | $250,000 | — | — | — | $500,000 |
| John M. HerhaltIndependent · Audit (Chair) | 160,000 | 250,000 | — | — | — | 410,000 |
| Thomas LooneyIndependent · Audit · Compensation (Chair) | 160,000 | 250,000 | — | — | — | 410,000 |
| David F. ClanachanIndependent · Nominating and Corporate Governance | 140,000 | 250,000 | — | — | — | 390,000 |
| David HopkinsonIndependent · Audit · Compensation | 140,000 | 250,000 | — | — | — | 390,000 |
| Steven CohenIndependent · Audit · Nominating and Corporate Governance | 140,000 | 250,000 | — | — | — | 390,000 |
Board fee structure and ownership guideline
| Annual cash retainer | $140,000 |
|---|---|
| Annual equity retainer | $250,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 20,000 / 20,000 / 20,000 |
| Stock ownership guideline | — |
Total cost of the board
| Component | FY2026 |
|---|---|
| Cash retainers and fees | $990,000 |
| Equity awards (grant-date value) | $1,500,000 |
| All other compensation | $0 |
| Total cost of the board | $2,490,000 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Peer group, and who names Tilray Brands as a peer
Companies that benchmark against TLRY
1 company names TLRY as a compensation peer
- BOSTON BEER CO INCSAMFY2025
- FARMER BROTHERS COFARMFY2024
Each company listed discloses TLRY 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 TLRY in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
Disclosed peer group — fiscal year 2026
The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.
Peer reciprocity
Of the companies Tilray Brands, Inc. 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 Tilray Brands, Inc..
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.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | Incyte Corporation | 2025 | William Meury | $647,260 | $27,509,657 | $2,573,998 | $1,300,000 | $32,085,952 |
| 2 | DocuSign, Inc. | 2026 | Allan Thygesen | 1,000,000 | 23,600,136 | 0 | 1,019,000 | 25,650,100 |
| 3 | Tilray Brands, Inc. | 2026 | Irwin Simon | 2,057,580 | 18,816,501 | 0 | 0 | 22,157,305 |
| 4 | Etsy, Inc. | 2025 | Josh Silverman | 690,137 | 15,814,539 | 737,591 | 729,120 | 18,072,322 |
| 5 | Constellation Brands, Inc. | 2026 | William Newlands | 1,449,038 | 10,767,749 | 0 | 1,564,382 | 14,209,126 |
| 6 | Neurocrine Biosciences, Inc. | 2025 | Kyle Gano | 920,000 | 5,750,023 | 5,750,006 | 0 | 13,448,935 |
| 7 | Unity Software Inc. | 2025 | Matthew Bromberg | 850,034 | 8,784,631 | 0 | 904,400 | 10,574,243 |
| 8 | The Simply Good Food Co. | 2025 | Geoff Tanner | 816,667 | 2,747,758 | — | 748,000 | 4,330,633 |
| 9 | The Boston Beer Company, Inc. | 2025 | C. James Koch | 0 | 0 | 0 | 0 | 5,695 |
| — | Canopy Growth Corporation | — | — | — | — | — | — | not in coverage universe |
| — | Trulieve Cannabis Corp. | — | — | — | — | — | — | not in coverage universe |
| — | Green Thumb Industries, Inc. | — | — | — | — | — | — | not in coverage universe |
| — | Curaleaf Holdings, 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.
Incentive design against the same peers
| Company | Annual incentive payout | Long-term vehicle mix | PSU measures include TSR | Compensation consultant |
|---|---|---|---|---|
| Tilray Brands, Inc. | not disclosed | not disclosed | not disclosed | Korn Ferry |
| Canopy Growth Corporation | not disclosed | not disclosed | not disclosed | not disclosed |
| Constellation Brands, Inc. | 54% | RSU 50 · PSU 50 | Yes — Relative TSR | FW Cook |
| Curaleaf Holdings, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| DocuSign, Inc. | 101.9% | PSU 60 · RSU 40 | Yes — TSR | Compensia |
| Etsy, Inc. | 87% | PSU 50 · RSU 50 | Yes — Relative TSR | Compensia, Inc. |
| Green Thumb Industries, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Incyte Corporation | 138.6% | Performance Shares 60 · RSU 40 | Yes — relative total shareholder return (TSR) | Aon |
| Neurocrine Biosciences, Inc. | 105% | Option 50 · PRSU 30 · RSU 20 | No | Frederic W. Cook & Co., Inc. |
| The Boston Beer Company, Inc. | 90% | RSU 50 · PSU 50 | No | Frederic W. Cook & Co., Inc. |
| The Simply Good Food Co. | not disclosed | not disclosed | not disclosed | Mercer |
| Trulieve Cannabis Corp. | not disclosed | not disclosed | not disclosed | not disclosed |
| Unity Software Inc. | 106% | RSU 75 · PSU 25 | No | Semler Brossy |
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.
Say-on-pay history and pay ratio
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2019 | 2019-05-30 | — | — | — | — | — |
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 year | Meeting date | Approval — company’s computation |
|---|---|---|
| 2019 | 2019-05-30 | —a |
a. 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) | 528 : 1 |
|---|---|
| CEO total compensation | $22,157,305 |
| Median employee compensation | $41,935 |
Insider trades since the proxy
No insider equity transactions reported since the proxy statement.
Sources (37 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, Irwin Simon. DEF 14A, filed 2026-09-28. Section “Executive Compensation” · page 40. As printed: 22,157,305. View filing ↗
- Section 01, Denise Faltischek. DEF 14A, filed 2026-09-28. Section “Executive Compensation”. As printed: 3,872,985. View filing ↗
- Section 01, Mitchell Gendel. DEF 14A, filed 2026-09-28. Section “Executive Compensation”. As printed: 3,519,654. View filing ↗
- Section 01, Carl Merton. DEF 14A, filed 2026-09-28. Section “Executive Compensation”. As printed: 3,238,221. View filing ↗
- Section 01, Roger Savell. DEF 14A, filed 2026-09-28. Section “Executive Compensation”. As printed: 3,070,676. View filing ↗
- Section 03, Irwin Simon RSU. DEF 14A, filed 2026-09-28. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Roger Savell RSU. DEF 14A, filed 2026-09-28. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Mitchell Gendel RSU. DEF 14A, filed 2026-09-28. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Carl Merton RSU. DEF 14A, filed 2026-09-28. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 03, Denise Faltischek RSU. DEF 14A, filed 2026-09-28. Section “Executive Compensation” · grants of plan-based awards table. View filing ↗
- Section 07, pay ratio. DEF 14A, filed 2026-09-28. Section “CEO Pay Ratio”. As printed: 528 : 1. View filing ↗
- Section 08, Renah Persofsky. DEF 14A, filed 2026-09-28. Section “Director Compensation”. As printed: 500,000. View filing ↗
- Section 08, John M. Herhalt. DEF 14A, filed 2026-09-28. Section “Director Compensation”. As printed: 410,000. View filing ↗
- Section 08, Thomas Looney. DEF 14A, filed 2026-09-28. Section “Director Compensation”. As printed: 410,000. View filing ↗
- Section 08, David F. Clanachan. DEF 14A, filed 2026-09-28. Section “Director Compensation”. As printed: 390,000. View filing ↗
- Section 08, David Hopkinson. DEF 14A, filed 2026-09-28. Section “Director Compensation”. As printed: 390,000. View filing ↗
- Section 08, Steven Cohen. DEF 14A, filed 2026-09-28. Section “Director Compensation”. As printed: 390,000. View filing ↗
- Section 06, 2019 vote. Form 8-K, filed 2019-06-03. Item 5.07 · say-on-pay result. As reported: —. View filing ↗
- Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
- Section 03b vehicle mix (computed). Computed. RSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).
- Section 09b board cost (computed). Computed. Cash 990,000 + equity 1,500,000 + all other 0 = 2,490,000, summed across the director compensation table rows.
- Incyte Corporation, Section 10b CEO total. DEF 14A, filed 2026-04-28. CEO total compensation as printed in Incyte Corporation's own proxy. As printed: 32,085,952. View filing ↗
- DocuSign, Inc., Section 10b CEO total. DEF 14A, filed 2026-04-16. CEO total compensation as printed in DocuSign, Inc.'s own proxy. As printed: 25,650,100. View filing ↗
- Tilray Brands, Inc. (subject), Section 10b CEO total. DEF 14A, filed 2026-09-28. CEO total compensation as printed in Tilray Brands, Inc.'s own proxy. As printed: 22,157,305. View filing ↗
- Etsy, Inc., Section 10b CEO total. DEF 14A, filed 2026-04-17. CEO total compensation as printed in Etsy, Inc.'s own proxy. As printed: 18,072,322. View filing ↗
- Constellation Brands, Inc., Section 10b CEO total. DEF 14A, filed 2026-06-08. CEO total compensation as printed in Constellation Brands, Inc.'s own proxy. As printed: 14,209,126. View filing ↗
- Neurocrine Biosciences, Inc., Section 10b CEO total. DEF 14A, filed 2026-04-15. CEO total compensation as printed in Neurocrine Biosciences, Inc.'s own proxy. As printed: 13,448,935. View filing ↗
- Unity Software Inc., Section 10b CEO total. DEF 14A, filed 2026-03-27. CEO total compensation as printed in Unity Software Inc.'s own proxy. As printed: 10,574,243. View filing ↗
- The Simply Good Food Co., Section 10b CEO total. DEF 14A, filed 2025-12-17. CEO total compensation as printed in The Simply Good Food Co.'s own proxy. As printed: 4,330,633. View filing ↗
- The Boston Beer Company, Inc., Section 10b CEO total. DEF 14A, filed 2026-04-10. CEO total compensation as printed in The Boston Beer Company, Inc.'s own proxy. As printed: 5,695. View filing ↗
- Section 10a, DocuSign, Inc. reciprocity. DEF 14A. DocuSign, Inc.'s most recent proxy was read; its disclosed peer group does not include Tilray Brands, Inc.. View filing ↗
- Section 10a, The Boston Beer Company, Inc. reciprocity. DEF 14A. The Boston Beer Company, Inc. names Tilray Brands, Inc. in its own disclosed peer group (read from its most recent proxy). View filing ↗
- Section 10a, Neurocrine Biosciences, Inc. reciprocity. DEF 14A. Neurocrine Biosciences, Inc.'s most recent proxy was read; its disclosed peer group does not include Tilray Brands, Inc.. View filing ↗
- Section 10a, Etsy, Inc. reciprocity. DEF 14A. Etsy, Inc.'s most recent proxy was read; its disclosed peer group does not include Tilray Brands, Inc.. View filing ↗
- Section 10a, Constellation Brands, Inc. reciprocity. DEF 14A. Constellation Brands, Inc.'s most recent proxy was read; its disclosed peer group does not include Tilray Brands, Inc.. View filing ↗
- Section 10a, The Simply Good Food Co. reciprocity. DEF 14A. The Simply Good Food Co.'s most recent proxy was read; its disclosed peer group does not include Tilray Brands, Inc.. View filing ↗
- Section 10a, Unity Software Inc. reciprocity. DEF 14A. Unity Software Inc.'s most recent proxy was read; its disclosed peer group does not include Tilray Brands, Inc.. View filing ↗