CAVCO INDUSTRIES INC
For the period ended Mar 29, 2025. Filed Jun 16, 2025.
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Mar 29, 2025 · Filed Jun 16, 2025
Contents
GRANTS OF PLAN-BASED AWARDS
The following table sets forth certain information with respect to all non-equity and equity incentive plan awards made to the NEOs in FY2025.
| Grant · Estimated future payoutsunder non-equity incentiveplan awards ($) (1) · Estimated future payoutsunder equity incentiveplan awards (#) (2) · All other stock awards: Number of shares of stock · Grant date fair value of stock awards | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Date | Threshold | Target | Maximum | Threshold | Target | Maximum | (#) (3) | ($) (4) | |||||
| Boor | 05/22/2024 | — | — | — | 3,075 | 6,150 | 12,300 | 4,100 | 3,625,630 | |||||
| 07/30/2024 | 742,500 | 1,485,000 | 2,970,000 | 650 | 1,300 | 2,600 | 900 | 923,956 | ||||||
| Aden | 05/22/2024 | 400,000 | 650,000 | 1,150,000 | 1,018 | 2,036 | 4,072 | 2,221 (5) | 1,505,786 | |||||
| Cira | 05/22/2024 | 25,000 (6) | 100,000 (6) | 125,000 (6) | 297 | 594 | 1,188 | 396 | 350,183 | |||||
| Niño | 05/22/2024 | 25,000 (7) | 100,000 (7) | 125,000 (7) | 255 | 509 | 1,020 | 339 | 299,955 | |||||
| Schuknecht | 04/18/2024 | — | — | — | 40 | 80 (8) | 160 | 53 (8) | 46,401 | |||||
| 05/22/2024 | 237,500 | 375,000 | 512,500 | 511 | 1,022 (9) | 2,044 | 681 (9) | 602,385 | ||||||
(1)Amounts in these columns represent the range of payments possible under our FY2025 STIP. The FY2025 STIP metrics were approved by the Board in May 2024 and subsequently measured and final payouts approved and distributed in May 2025. These payouts include components for (i) Company performance and (ii) individual performance, where individual performance components have no threshold or maximum attainment levels. For full discussion of non-equity incentive awards in these columns, see the “Short-Term Incentive Compensation” section above. As disclosed above, in May 2025 for FY2025 performance, Mr. Boor, Ms. Aden, Messrs. Cira, Niño, and Schuknecht received total payouts for FY2025 STIP of $2,027,910, $832,798, $985,533, $884,617, and $411,519 respectively.
(2)Amounts in these columns represent PRSU awards granted on the grant date shown, that vest at the end of the performance period in fiscal year 2027, and are to be issued in May 2027 subject to performance conditions, unless otherwise noted in footnotes 8 and 9 below.
(3)Amounts in this column represent RSU awards granted on the grant date shown, that vest annually on the anniversaries of the grant date, 33%, 33%, and 34% respectively, until fully vested on the third anniversary of the grant date, unless otherwise noted in footnote 9 below.
(4)Amounts in this column represent the value of PRSUs and RSUs awarded to each NEO in FY2025, based on the closing stock price on the grant date multiplied by the number of shares granted, where the target amount for PRSUs is considered to be the probable outcome.
(5)Ms. Aden's RSUs awarded in FY2025 included 864 RSUs awarded by the Board on a one-time basis to true-up the pro-rated FY2022 LTIP awards granted to Ms. Aden in her initial year of employment with the Company which vested over a 3-year period. These 864 RSUs vested on May 22, 2024, and August 30, 2024, respectively, the same dates her previously awarded FY2022 LTIP awards vested.
(6)The figures presented were estimated future payouts under the FY2025 STIP prior to the final payout being determined in May 2025, as described above. Mr. Cira's threshold amount does not include any payout for individual-based performance; his target amount includes his target for Company performance ($50,000) and 100% of his individual-based performance component ($50,000); and his maximum amount includes stretch for Company performance and attainment of 100% of his individual-based performance component. In addition, Mr. Cira’s total FY2025 STIP payout also includes eligibility to receive a percentage of pre-tax income of the manufacturing operations he oversees, with no threshold or maximum levels. For FY2025, the payout amount to Mr. Cira for manufacturing operations was $878,893.
(7)The figures presented were estimated future payouts under the FY2025 STIP prior to the final payout being determined in May 2025, as described above. Mr. Niño's threshold amount does not include any payout for individual-based performance; his target amount includes his target for Company performance ($50,000) and attainment of 100% of his individual-based performance component ($50,000); and his maximum amount includes stretch for Company performance and attainment of 100% of his individual-based performance component. In addition, Mr. Niño’s total FY2025 STIP payout also includes eligibility to receive a percentage of the pre-tax income of the retail operations he oversees, with no threshold or maximum levels. For FY2025, the payout amount to Mr. Niño for retail operations was $777,977.
(8)These awards to Mr. Schuknecht are pro-rated LTIP awards for FY2024 compensation which were not granted until after the beginning of FY2025 due to his start date with the Company. This award of 80 PRSUs will vest at the end of the performance period in fiscal year 2026, and are to be issued in May 2026 subject to performance conditions. This award of 53 RSUs vests annually on the anniversaries of the grant date, 33%, 33%, and 34% respectively, until fully vested on the third anniversary of the grant date.
(9)Mr. Schuknecht's equity incentive plan awards in FY2025 include 343 PRSUs and 229 RSUs awarded by the Board respectively on a one-time basis to true-up the pro-rated FY2024 LTIP awards granted to Mr. Schuknecht in his initial year of employment with the Company which vest over a 3-year period. The 343 PRSUs vest at the end of the performance period in fiscal year 2026, and will be issued in May 2026 subject to performance conditions; the remaining 679 PRSUs awarded on the grant date will vest as disclosed above under "Components of Annual Executive Compensation—3. Long-Term Incentive Compensation". The 229 RSUs vest annually on April 18th, 33%, 33%, and 34% respectively, until fully vested on April 18, 2027; the remaining 452 RSUs awarded on the grant date vest as disclosed above under "Components of Annual Executive Compensation—3. Long-Term Incentive Compensation".
| Cavco Industries, Inc. | www.cavco.com 37 |
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