Velarion · Company Intelligence
Compensation Brief
Fiscal year 2025 · Filings through 2026-08-21

Venu Holding (VENU)

CEO JW Roth was paid $5,603,538 in fiscal year 2025, ↑ up 536.0% from fiscal year 2024 (SEC filing 0001493152-26-039659 ↗): 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.

$5,603,538 ↑
JW Roth total, FY2025
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CEO pay percentile vs peers
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CEO-to-median pay ratio
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Say-on-pay support, latest vote

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Sample answer — “What is the CEO’s total compensation?”
- JW Roth (Chief Executive Officer and Chairman), FY2025 total compensation $5,603,538 (base salary $500,000) [exec_comp, SEC accession 0001493152-26-039659, filed 2026-08-21]

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VENU's next annual pay disclosure, estimated July 31, 2027.est. Filing ↗

01

Summary Compensation Table — fiscal year 2025

Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
JW Roth$500,000$119,953$0$4,893,266$0$0$90,319$5,603,538
Chief Executive Officer and Chairman
William Hodgson500,00060,8540732,2020048,1771,341,233
President
Heather Atkinson400,00092,5970576,0550044,9521,113,605
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
JW Roth$5,603,538$881,064$568,115↑ +4,722,474
William Hodgson1,341,233———
Heather Atkinson1,113,605614,661293,962↑ +498,944

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

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Companies that benchmark against VENU
No companies currently name VENU as a compensation peer in their most recent disclosure.

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

01b

Executives — the named officers

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.

ExecutiveRoleFY2025 total
JW RothCEO$5,603,538
William HodgsonPresident$1,341,233
Heather AtkinsonCFO$1,113,605
02

Equity transactions since the proxy statement was filed

No insider equity transactions reported since the proxy statement.

04

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
WarrantsOption125,0002—
WarrantsRSU66,665—0
WarrantsOption166,66610—
WarrantsOption31,2502—
WarrantsOption66,66610—
WarrantsOption30,69410—
WarrantsOption375,00010—
05

Incentive-plan design — the Compensation Discussion & Analysis

Venu uses base salaries to recognize experience, skills, and responsibilities. Executive officers are eligible for discretionary cash bonuses based on financial performance and contributions. Equity-based awards (warrants) are used to align interests with shareholders and encourage retention.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultant—
Clawback policytrue
Anti-hedgingtrue
Anti-pledgingtrue
06

Say-on-pay — recent advisory votes

Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20262026-09-23—————

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
20262026-09-23—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.

08

Director compensation — fiscal year 2025

DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Mitchell RothNot independent$2,500———$90,000$204,919
Thomas FinkeIndependent · Audit · Compensation · Nominating and Corporate Governance2,500————196,618
Steve CominskyIndependent · Audit · Compensation · Nominating and Corporate Governance5,000————62,388
Matt CraddockIndependent · Not standing for re-election5,000————61,880
Heather AtkinsonEmployee director · Not standing for re-election—————0
JW RothEmployee director—————0
David LavigneIndependent · Audit · Compensation · Nominating and Corporate Governance——————
Jamie GronowskiIndependent · Newly elected——————
Ronald BensionIndependent · Newly elected——————
09

Board fee structure and ownership guideline

Annual cash retainer—
Annual equity retainer—
Per board meeting fee$2,500
Committee chair fees (audit / comp / nom-gov)—
Stock ownership guideline—
09b

Total cost of the board

ComponentFY2025
Cash retainers and fees$15,000
Equity awards (grant-date value)$0
All other compensation$90,000
Total cost of the board$105,000

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

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
1Venu Holding2025JW Roth$500,000$0$4,893,266$0$5,603,538

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.

10d

Frequently asked questions

Who was the highest-paid executive at Venu Holding in fiscal 2025?
As disclosed, JW Roth (Chief Executive Officer and Chairman) was the highest-paid executive at Venu Holding in fiscal 2025, with total compensation of $5,603,538.
How much does Venu Holding spend in total on board compensation for fiscal 2025?
As disclosed, Venu Holding reported total board compensation of $105,000 for fiscal 2025.

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.

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, JW RothDEF 14A2026-08-210001493152-26-039659Section “Executive Compensation”. As printed: 5,603,538. Filing ↗
2Section 01, William HodgsonDEF 14A2026-08-210001493152-26-039659Section “Executive Compensation”. As printed: 1,341,233. Filing ↗
3Section 01, Heather AtkinsonDEF 14A2026-08-210001493152-26-039659Section “Executive Compensation”. As printed: 1,113,605. Filing ↗
4Section 08, Mitchell RothDEF 14A2026-08-210001493152-26-039659Section “Director Compensation”. As printed: 204,919. Filing ↗machine: span 556341–556348
5Section 08, Thomas FinkeDEF 14A2026-08-210001493152-26-039659Section “Director Compensation”. As printed: 196,618. Filing ↗machine: span 560540–560547
6Section 08, Steve CominskyDEF 14A2026-08-210001493152-26-039659Section “Director Compensation”. As printed: 62,388. Filing ↗machine: span 557155–557161
7Section 08, Matt CraddockDEF 14A2026-08-210001493152-26-039659Section “Director Compensation”. As printed: 61,880. Filing ↗
8Section 08, Heather AtkinsonDEF 14A2026-08-210001493152-26-039659Section “Director Compensation”. As printed: 0. Filing ↗
9Section 08, JW RothDEF 14A2026-08-210001493152-26-039659Section “Director Compensation”. As printed: 0. Filing ↗
10Section 08, David LavigneDEF 14A2026-08-210001493152-26-039659Section “Director Compensation”. As printed: —. Filing ↗
11Section 08, Jamie GronowskiDEF 14A2026-08-210001493152-26-039659Section “Director Compensation”. As printed: —. Filing ↗
12Section 08, Ronald BensionDEF 14A2026-08-210001493152-26-039659Section “Director Compensation”. As printed: —. Filing ↗
13Section 06, 2026 voteForm 8-K2026-08-210001493152-26-039659Item 5.07 · say-on-pay result. As reported: —. Filing ↗
14Section 01 trend, Δ column (computed)Computed——Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1)
15Section 09b board cost (computed)Computed——Cash 15,000 + equity 0 + all other 90,000 = 105,000, summed across the director compensation table rows.machine: formula: Σ = 105,000
16Venu Holding (subject), Section 10b CEO totalDEF 14A2026-08-210001493152-26-039659CEO total compensation as printed in Venu Holding's own proxy. As printed: 5,603,538. Filing ↗

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