CEO John Batten was paid $2,345,850 in fiscal year 2026, ↓ down 2.7% from fiscal year 2025 (SEC filing 0001437749-26-030232 ↗): 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.
$2,345,850 ↓ John Batten total, FY2026 | — CEO pay percentile vs peers | — CEO-to-median pay ratio | 97.79% Say-on-pay support, latest vote |
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TWIN's next annual pay disclosure, estimated September 13, 2027.est. Filing ↗
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| John Batten | $712,071 | $0 | $1,002,767 | $0 | $440,060 | $0 | $190,952 | $2,345,850 |
| President and Chief Executive Officer | ||||||||
| Jeffrey Knutson | 432,929 | 0 | 492,365 | 0 | 150,940 | 0 | 44,768 | 1,121,002 |
| Vice President – Finance, CFO, Treasurer and Sec’y | ||||||||
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 | FY2026 total | FY2025 total | FY2024 total | Δ FY2025→2026 |
|---|---|---|---|---|
| John Batten | $2,345,850 | $2,411,245 | $2,566,513 | ↓ −65,395 |
| Jeffrey Knutson | 1,121,002 | 1,156,197 | 1,208,521 | ↓ −35,195 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
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Each company listed discloses TWIN 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 TWIN in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
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 | FY2026 total |
|---|---|---|
| Jeffrey Knutson | CFO | $1,121,002 |
| John Batten | CEO | $2,345,850 |
One page per director: the seat, the committees and the fee table, read for one person at a time.
| Director | Role | FY2026 total |
|---|---|---|
| David Johnson | Independent Director | $165,000 |
| Janet Giesselman | Independent Director | $160,000 |
| Juliann Larimer | Independent Director | $145,000 |
| Kevin Olsen | Independent Director | $145,000 |
| Michael Doar | Independent Director | $155,000 |
| Michael Smiley | Chair of the Board | $267,500 |
No insider equity transactions reported since the proxy statement.
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| John Batten | RSU | 2025-08-06 | — | — | 44,321 | — | $401,105 |
| John Batten | PSU | 2025-08-06 | 33,241 | 66,482 | — | 132,964 | 601,662 |
| Jeffrey Knutson | RSU | 2025-08-06 | — | — | 21,762 | — | 196,946 |
| Jeffrey Knutson | PSU | 2025-08-06 | 16,322 | 32,643 | — | 65,286 | 295,419 |
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| John Batten | $401,105 | $601,662 | $0 | 60.0% |
| Jeffrey Knutson | 196,946 | 295,419 | 0 | 60.0% |
% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Jeffrey Knutson | PSU | 65,286 | — | $1,514,635 |
| John Batten | PSU | 91,422 | — | 2,120,990 |
| Jeffrey Knutson | RSU | 16,170 | — | 375,144 |
| Jeffrey Knutson | PSU | 44,888 | — | 1,041,402 |
| John Batten | RSU | 44,321 | — | 1,028,247 |
| John Batten | PSU | 132,964 | — | 3,084,765 |
| John Batten | RSU | 32,933 | — | 764,046 |
| John Batten | RSU | 30,474 | — | 706,997 |
| Jeffrey Knutson | RSU | 21,762 | — | 504,878 |
| Jeffrey Knutson | RSU | 14,963 | — | 347,142 |
Twin Disc's compensation philosophy is designed to attract and retain key employees and reward them for short-term and long-term performance by aligning the interests of Named Executive Officers with those of shareholders through a pay-for-performance approach. The program consists of base salary, annual incentives, and long-term incentives heavily weighted toward equity-related awards, with total direct compensation targeted between the 50th and 75th percentile for comparable companies.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Pay Governance, LLC |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2025 | 2025-10-30 | 10,107,525 | 228,395 | 377,523 | 97.79% | Passed |
| 2024 | 2024-10-31 | 10,506,436 | 96,055 | 363,920 | 99.09% | Passed |
| 2023 | 2023-10-26 | 9,934,309 | 135,260 | 419,141 | 98.66% | Passed |
| 2022 | 2022-10-27 | 10,038,301 | 133,808 | 460,820 | 98.68% | Passed |
| 2021 | 2021-10-28 | 9,372,190 | 277,689 | 680,751 | 97.12% | Passed |
| 2020 | 2020-10-29 | 8,678,773 | 922,220 | 762,724 | 90.39% | 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 |
|---|---|---|
| 2025 | 2025-10-30 | 97.79%a |
| 2024 | 2024-10-31 | 99.09%b |
| 2023 | 2023-10-26 | 98.66%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 |
|---|---|---|---|---|---|---|
| Michael SmileyIndependent | $125,000 | $80,000 | — | — | $62,500 | $267,500 |
| David JohnsonIndependent · Audit (Chair) · Nominating/Governance | 68,750 | 96,250 | — | — | — | 165,000 |
| Janet GiesselmanIndependent · Audit · Compensation (Chair) | 80,000 | 80,000 | — | — | — | 160,000 |
| Michael DoarIndependent · Compensation · Nominating/Governance | 18,125 | 136,875 | — | — | — | 155,000 |
| Kevin OlsenIndependent · Audit · Nominating/Governance | 65,000 | 80,000 | — | — | — | 145,000 |
| Juliann LarimerIndependent · Audit · Compensation | 65,000 | 80,000 | — | — | — | 145,000 |
| Annual cash retainer | — |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | — |
| Stock ownership guideline | These guidelines will set a target ownership level of three times the value of the Director annual retainer fee, exclusive of committee chair fees. Directors will have a period of five years to attain their targeted ownership level. |
| Component | FY2026 |
|---|---|
| Cash retainers and fees | $421,875 |
| Equity awards (grant-date value) | $553,125 |
| All other compensation | $62,500 |
| Total cost of the board | $1,037,500 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
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 | Twin Disc | 2026 | John Batten | $712,071 | $1,002,767 | $0 | $440,060 | $2,345,850 |
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 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.
| # | Supports | Document | Filed | Accession | Location in document |
|---|---|---|---|---|---|
| 1 | Section 01, John Batten | DEF 14A | 2026-09-14 | 0001437749-26-030232 | Section “Executive Compensation”. As printed: 2,345,850. View filing ↗ |
| 2 | Section 01, Jeffrey Knutson | DEF 14A | 2026-09-14 | 0001437749-26-030232 | Section “Executive Compensation”. As printed: 1,121,002. View filing ↗ |
| 3 | Section 03, John Batten RSU | DEF 14A | 2026-09-14 | 0001437749-26-030232 | Section “Executive Compensation” · grants of plan-based awards table. View filing ↗ |
| 4 | Section 03, John Batten PSU | DEF 14A | 2026-09-14 | 0001437749-26-030232 | Section “Executive Compensation” · grants of plan-based awards table. View filing ↗ |
| 5 | Section 03, Jeffrey Knutson RSU | DEF 14A | 2026-09-14 | 0001437749-26-030232 | Section “Executive Compensation” · grants of plan-based awards table. View filing ↗ |
| 6 | Section 03, Jeffrey Knutson PSU | DEF 14A | 2026-09-14 | 0001437749-26-030232 | Section “Executive Compensation” · grants of plan-based awards table. View filing ↗ |
| 7 | Section 08, Michael Smiley | DEF 14A | — | — | Section “Director Compensation”. As printed: 267,500. |
| 8 | Section 08, David Johnson | DEF 14A | — | — | Section “Director Compensation”. As printed: 165,000. |
| 9 | Section 08, Janet Giesselman | DEF 14A | — | — | Section “Director Compensation”. As printed: 160,000. |
| 10 | Section 08, Michael Doar | DEF 14A | — | — | Section “Director Compensation”. As printed: 155,000. |
| 11 | Section 08, Kevin Olsen | DEF 14A | — | — | Section “Director Compensation”. As printed: 145,000. |
| 12 | Section 08, Juliann Larimer | DEF 14A | — | — | Section “Director Compensation”. As printed: 145,000. |
| 13 | Section 06, 2025 vote | Form 8-K | 2025-11-04 | 0001437749-25-033066 | Item 5.07 · say-on-pay result. As reported: 97.79% (votes for as printed: 10,107,525). View filing ↗ |
| 14 | Section 06, 2024 vote | Form 8-K | 2024-11-06 | 0001437749-24-033458 | Item 5.07 · say-on-pay result. As reported: 99.09% (votes for as printed: 10,506,436). View filing ↗ |
| 15 | Section 06, 2023 vote | Form 8-K | 2023-11-01 | 0001437749-23-029659 | Item 5.07 · say-on-pay result. As reported: 98.66% (votes for as printed: 9,934,309). View filing ↗ |
| 16 | Section 01 trend, Δ column (computed) | Computed | — | — | Δ = current-FY total − prior-FY total per named officer. |
| 17 | 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). |
| 18 | Section 09b board cost (computed) | Computed | — | — | Cash 421,875 + equity 553,125 + all other 62,500 = 1,037,500, summed across the director compensation table rows. |
| 19 | Twin Disc (subject), Section 10b CEO total | DEF 14A | 2026-09-14 | 0001437749-26-030232 | CEO total compensation as printed in Twin Disc's own proxy. As printed: 2,345,850. View filing ↗ |