CEO David Mehalick was paid $360,000 in fiscal year 2023, ↓ down 0.4% from fiscal year 2022 (SEC filing 0001683168-24-008126 ↗): 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.
$360,000 Colleen Delaney total, FY2023 Chief Financial Officer — highest-paid officer; CEO David Mehalick: $360,000 | — CEO (David Mehalick) pay percentile vs peers | — CEO-to-median pay ratio | 94.38% Say-on-pay support, latest vote |
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| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Colleen Delaney | $360,000 | $0 | — | — | — | — | — | $360,000 |
| Chief Financial Officer | ||||||||
| Daniel Yerace | 360,000 | — | 0 | 0 | 0 | 0 | 0 | 360,000 |
| Vice President of Operations | ||||||||
| David Mehalick | 360,000 | 0 | 0 | 0 | 0 | 0 | 0 | 360,000 |
| Chairman, CEO and President | ||||||||
| Brian Cogley | 200,000 | 8,000 | — | — | — | — | — | 208,000 |
| Chief Financial Officer | ||||||||
| Christine Sheehy | 150,999 | 0 | 0 | 0 | 0 | 0 | 0 | 150,999 |
| Former 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.
| Named executive officer | FY2023 total | FY2022 total | FY2021 total | Δ FY2022→2023 |
|---|---|---|---|---|
| Colleen Delaney | $360,000 | — | — | — |
| Daniel Yerace | 360,000 | 360,346 | — | ↓ −346 |
| David Mehalick | 360,000 | 361,615 | — | ↓ −1,615 |
| Brian Cogley | 208,000 | — | — | — |
| Christine Sheehy | 150,999 | 225,999 | — | ↓ −75,000 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
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This is the complete answer, not a partial one — the list is never padded.
One page per director: the seat, the committees and the fee table, read for one person at a time.
| Director | Role | FY2023 total |
|---|---|---|
| Christopher Calise | Director | $18,333 |
| Christopher Cochran | Independent Director | $18,333 |
| Gene Salkind | Independent Director | — |
| Philippe Deschamps | Independent Director | $18,333 |
| Tara Maria DeSilva | Independent Director | $18,333 |
No insider equity transactions reported since the proxy statement.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| David Mehalick | PSU | 360,000 | — | $360,000 |
| David Mehalick | PSU | 286,615 | — | 286,615 |
| Colleen Delaney | RSU | 162,500 | — | 162,500 |
The Company's compensation philosophy is not explicitly detailed in a dedicated CD&A narrative, but employment agreements indicate a structure based on base salary, guaranteed or discretionary annual bonuses (typically 20% of base), and eligibility for equity awards such as stock options and restricted stock units to align interests with stockholders.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2024 | 2024-12-18 | 20,758,718 | 1,235,121 | 254,933 | 94.38% | Passed |
| 2023 | 2023-12-20 | 18,544,258 | 413,037 | 50,837 | 97.82% | 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 |
|---|---|---|
| 2024 | 2024-12-18 | 94.38%a |
| 2023 | 2023-12-20 | 97.82%b |
a. Voting standard not stated in the filing.
b. 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 |
|---|---|---|---|---|---|---|
| Tara Maria DeSilvaIndependent · Compensation · Nominating and Governance | $18,333 | — | — | — | — | $18,333 |
| Philippe DeschampsIndependent · Audit (Chair) · Nominating and Governance | 18,333 | — | — | — | — | 18,333 |
| Christopher CochranIndependent · Audit · Compensation (Chair) · Nominating and Governance (Chair) | 18,333 | — | — | — | — | 18,333 |
| Christopher CaliseNot independent | 18,333 | — | — | — | — | 18,333 |
| Daniel YeraceEmployee director | — | — | — | — | — | 0 |
| David MehalickEmployee director · Board Chair | — | — | — | — | — | 0 |
| Gene SalkindIndependent · Audit · Compensation | 18,333 | — | — | — | — | — |
| Annual cash retainer | $18,333 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | — |
| Stock ownership guideline | — |
| Component | FY2023 |
|---|---|
| Cash retainers and fees | $91,665 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $0 |
| Total cost of the board | $91,665 |
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 | Z Squared | 2023 | David Mehalick | $360,000 | $0 | $0 | $0 | $360,000 |
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, Colleen Delaney | DEF 14A | 2024-11-14 | 0001683168-24-008126 | Section “Executive Compensation”. As printed: 360,000. View filing ↗ |
| 2 | Section 01, Daniel Yerace | DEF 14A | 2024-11-14 | 0001683168-24-008126 | Section “Executive Compensation”. As printed: 360,000. View filing ↗ |
| 3 | Section 01, David Mehalick | DEF 14A | 2024-11-14 | 0001683168-24-008126 | Section “Executive Compensation”. As printed: 360,000. View filing ↗ |
| 4 | Section 01, Brian Cogley | DEF 14A | 2024-11-14 | 0001683168-24-008126 | Section “Executive Compensation”. As printed: 208,000. View filing ↗ |
| 5 | Section 01, Christine Sheehy | DEF 14A | 2024-11-14 | 0001683168-24-008126 | Section “Executive Compensation”. As printed: 150,999. View filing ↗ |
| 6 | Section 08, Tara Maria DeSilva | DEF 14A | 2024-11-14 | 0001683168-24-008126 | Section “Director Compensation”. As printed: 18,333. View filing ↗ |
| 7 | Section 08, Philippe Deschamps | DEF 14A | 2024-11-14 | 0001683168-24-008126 | Section “Director Compensation”. As printed: 18,333. View filing ↗ |
| 8 | Section 08, Christopher Cochran | DEF 14A | 2024-11-14 | 0001683168-24-008126 | Section “Director Compensation”. As printed: 18,333. View filing ↗ |
| 9 | Section 08, Christopher Calise | DEF 14A | 2024-11-14 | 0001683168-24-008126 | Section “Director Compensation”. As printed: 18,333. View filing ↗ |
| 10 | Section 08, Daniel Yerace | DEF 14A | 2024-11-14 | 0001683168-24-008126 | Section “Director Compensation”. As printed: 0. View filing ↗ |
| 11 | Section 08, David Mehalick | DEF 14A | 2024-11-14 | 0001683168-24-008126 | Section “Director Compensation”. As printed: 0. View filing ↗ |
| 12 | Section 08, Gene Salkind | DEF 14A | 2024-11-14 | 0001683168-24-008126 | Section “Director Compensation”. As printed: —. View filing ↗ |
| 13 | Section 06, 2024 vote | Form 8-K | 2024-12-20 | 0001683168-24-008891 | Item 5.07 · say-on-pay result. As reported: 94.38% (votes for as printed: 20,758,718). View filing ↗ |
| 14 | Section 06, 2023 vote | Form 8-K | 2023-12-22 | 0001683168-23-009058 | Item 5.07 · say-on-pay result. As reported: 97.82% (votes for as printed: 18,544,258). View filing ↗ |
| 15 | Section 01 trend, Δ column (computed) | Computed | — | — | Δ = current-FY total − prior-FY total per named officer. |
| 16 | Section 09b board cost (computed) | Computed | — | — | Cash 91,665 + equity 0 + all other 0 = 91,665, summed across the director compensation table rows. |
| 17 | Z Squared (subject), Section 10b CEO total | DEF 14A | 2024-11-14 | 0001683168-24-008126 | CEO total compensation as printed in Z Squared's own proxy. As printed: 360,000. View filing ↗ |