CEO Kevin Cornwell was paid $341,709 in fiscal year 2025, ↓ down 24.9% from fiscal year 2024 (SEC filing 0001096906-26-000477 ↗): 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.
$341,709 ↓ Kevin Cornwell total, FY2025 | — CEO pay percentile vs peers | 8:1 CEO-to-median pay ratio | 98.39% Say-on-pay support, latest vote |
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UTMD's next annual pay disclosure, estimated April 2, 2027.est. Filing ↗
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Kevin Cornwell | $87,000 | $0 | $0 | $0 | $246,750 | $0 | $7,959 | $341,709 |
| Chairman & CEO | ||||||||
| Brian Koopman | 153,247 | 0 | 0 | 8,368 | 12,009 | 0 | 5,453 | 179,077 |
| Principal 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 |
|---|---|---|---|---|
| Kevin Cornwell | $341,709 | $455,080 | $510,570 | ↓ −113,371 |
| Brian Koopman | 179,077 | 167,793 | 165,319 | ↑ +11,284 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
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One page per director: the seat, the committees and the fee table, read for one person at a time.
| Director | Role | FY2025 total |
|---|---|---|
| Barbara Payne | Former director (through FY2025) | $10,200 |
| Carrie Leigh | Director | $30,600 |
| Ernst G. Hoyer | Lead Independent Director | $39,000 |
| James H. Beeson | Independent Director | $30,600 |
| Kevin C. Timken | Independent Director | $183,761 |
| Paul O. Richins | Independent Director | $30,600 |
No insider equity transactions reported since the proxy statement.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Brian Koopman | Option | 344 | 64.09 | — |
| Brian Koopman | Option | 219 | 77.07 | — |
| Brian Koopman | Option | 187 | 82.6 | — |
| Brian Koopman | Option | 500 | 58.1 | — |
UTMD has developed and implemented compensation policies, plans and programs that seek to enhance the long-term profitability, EBITDA, EPS growth and return on stockholders’ equity (ROE) of the Company, and thus stockholder value, by aligning closely the financial interests of the Company’s senior management and other key employees with those of its stockholders.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | — |
| Anti-hedging | — |
| Anti-pledging | — |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-05-01 | 2,354,919 | 38,451 | 7,603 | 98.39% | Passed |
| 2025 | 2025-05-02 | 2,383,762 | 39,327 | 4,985 | 98.38% | Passed |
| 2024 | 2024-05-03 | 2,662,106 | 72,899 | 6,064 | 97.33% | Passed |
| 2023 | 2023-05-05 | 2,719,953 | 72,499 | 4,781 | 97.4% | Passed |
| 2022 | 2022-05-06 | 2,745,809 | 19,901 | 3,526 | 99.28% | Passed |
| 2021 | 2021-05-07 | 2,827,223 | 41,228 | 10,002 | 98.56% | 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 | 2026-05-01 | 98.39%a |
| 2025 | 2025-05-02 | 98.38%b |
| 2024 | 2024-05-03 | 97.33%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.
| Ratio (CEO : median employee) | 8 : 1 |
|---|---|
| CEO total compensation | $341,709 |
| Median employee compensation | $43,500 |
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Kevin C. TimkenIndependent · Executive · Compensation · Audit · Newly elected | $5,100 | $0 | $178,661 | — | $0 | $183,761 |
| Ernst G. HoyerIndependent · Lead Independent Director · Audit (Chair) · Executive · Governance and Nominating · Compensation | 39,000 | 0 | 0 | — | 0 | 39,000 |
| Paul O. RichinsIndependent · Audit · Governance and Nominating | 30,600 | 0 | 0 | — | 0 | 30,600 |
| James H. BeesonIndependent · Audit · Governance and Nominating | 30,600 | 0 | 0 | — | 0 | 30,600 |
| Carrie LeighNot independent | 30,600 | 0 | 0 | — | 0 | 30,600 |
| Barbara PayneNot independent · Departed during FY | 10,200 | 0 | 0 | — | 0 | 10,200 |
| Kevin L. CornwellEmployee director · Executive Committee | — | — | — | — | — | 0 |
| Annual cash retainer | $30,600 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 4,200 |
| Stock ownership guideline | — |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $146,100 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $0 |
| Total cost of the board | $146,100 |
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 | Utah Medical Products | 2025 | Kevin Cornwell | $87,000 | $0 | $0 | $246,750 | $341,709 |
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'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, Kevin Cornwell | DEF 14A | 2026-04-02 | 0001096906-26-000477 | Section “2025 Summary Compensation Table” · page 6. As printed: 341,709. Filing ↗machine: r1 · c7 · span 128821–128828 |
| 2 | Section 01, Brian Koopman | DEF 14A | 2026-04-02 | 0001096906-26-000477 | Section “2025 Summary Compensation Table” · page 6. As printed: 179,077. Filing ↗machine: r4 · c7 · span 132143–132150 |
| 3 | Section 07, pay ratio | DEF 14A | 2026-04-02 | 0001096906-26-000477 | Section “CEO Pay Ratio”. As printed: 8 : 1. Filing ↗ |
| 4 | Section 08, Kevin C. Timken | DEF 14A | 2026-04-02 | 0001096906-26-000477 | Section “Director Compensation”. As printed: 183,761. Filing ↗machine: span 164782–164852 |
| 5 | Section 08, Ernst G. Hoyer | DEF 14A | 2026-04-02 | 0001096906-26-000477 | Section “Director Compensation”. As printed: 39,000. Filing ↗machine: span 161325–161394 |
| 6 | Section 08, Paul O. Richins | DEF 14A | 2026-04-02 | 0001096906-26-000477 | Section “Director Compensation”. As printed: 30,600. Filing ↗machine: span 163052–163121 |
| 7 | Section 08, James H. Beeson | DEF 14A | 2026-04-02 | 0001096906-26-000477 | Section “Director Compensation”. As printed: 30,600. Filing ↗machine: span 160511–160580 |
| 8 | Section 08, Carrie Leigh | DEF 14A | 2026-04-02 | 0001096906-26-000477 | Section “Director Compensation”. As printed: 30,600. Filing ↗machine: span 163963–164032 |
| 9 | Section 08, Barbara Payne | DEF 14A | 2026-04-02 | 0001096906-26-000477 | Section “Director Compensation”. As printed: 10,200. Filing ↗machine: span 162237–162306 |
| 10 | Section 08, Kevin L. Cornwell | DEF 14A | 2026-04-02 | 0001096906-26-000477 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 11 | Section 06, 2026 vote | Form 8-K | 2026-05-04 | 0001096906-26-000685 | Item 5.07 · say-on-pay result. As reported: 98.39% (votes for as printed: 2,354,919). Filing ↗ |
| 12 | Section 06, 2025 vote | Form 8-K | 2025-05-05 | 0001096906-25-000679 | Item 5.07 · say-on-pay result. As reported: 98.38% (votes for as printed: 2,383,762). Filing ↗ |
| 13 | Section 06, 2024 vote | Form 8-K | 2024-05-06 | 0001096906-24-001026 | Item 5.07 · say-on-pay result. As reported: 97.33% (votes for as printed: 2,662,106). Filing ↗ |
| 14 | Section 01 trend, Δ column (computed) | Computed | — | — | Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1) |
| 15 | Section 09b board cost (computed) | Computed | — | — | Cash 146,100 + equity 0 + all other 0 = 146,100, summed across the director compensation table rows.machine: formula: Σ = 146,100 |
| 16 | Utah Medical Products (subject), Section 10b CEO total | DEF 14A | 2026-04-02 | 0001096906-26-000477 | CEO total compensation as printed in Utah Medical Products's own proxy. As printed: 341,709. Filing ↗machine: r1 · c7 · span 128821–128828 |
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