CHARLES RIVER LABORATORIES INTERNATIONAL, INC.

For the period ended May 5, 2026. Filed Mar 31, 2026.

About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 5, 2026 · Filed Mar 31, 2026

CRL$337.52+7.8%Stored close · as of Nov 6, 2026

See the whole filing, with its images and exhibits

Contents

Pay versus Performance

Pursuant to SEC rules, the Pay versus Performance disclosure below details compensation for the Company’s CEO and average compensation for the other named executives, both as reported in the Summary Compensation Table and with certain adjustments to reflect compensation actually paid to such individuals in each of the Company’s fiscal years 2025, 2024, 2023, 2022 and 2021. The disclosure also provides

information on the Company’s TSR, as well as that of the S&P 500 Health Care Index, on a cumulative basis over the same four fiscal years. The Company’s Net Income is shown for the past four fiscal years, as well as non-GAAP EPS which we consider another important performance measure. A detailed discussion of the Compensation Committee’s decisions regarding the compensation awarded to the named executives for 2025 can be found in the section of this Proxy Statement entitled “Compensation Discussion and Analysis”.

Please see Appendix A to this Proxy Statement for reconciliation of our GAAP EPS to non-GAAP EPS for 2016-2025.

· · Year · · · · Summary Compensation Table Total for CEO ($) · · · · Compensation Actually Paid to CEO ($)(1) · · · · Average Summary Compensation Table Total for Other Named Executives ($)(2) · · · · Average Compensation Actually paid to Other Named Executives ($)(1) · · · · Value of Initial Fixed $100 Investment Based on(3) · · · · Net income available to Charles River Laboratories International Inc. common shareholders ($) · · · · Non- GAAP EPS ($) · ·
· Total Shareholder Return ($) · · · · Peer Group Total Shareholder Return ($) · ·
	2025	15,435,220	24,913,934	3,560,900	4,410,976	81	148	(144,338,000)	10.28
	2024	13,473,609	3,095,181	3,499,578	1,141,833	74	129	10,297,000	10.32
	2023	14,096,924	20,468,880	3,692,047	4,926,154	94	126	474,624,000	10.67
	2022	13,447,872	10,658,049	3,298,049	902,290	87	124	486,226,000	11.12
	2021	13,705,580	41,201,427	4,392,906	8,866,839	147	126	390,982,000	10.32

(1)

SEC rules specify adjustments from the Summary Compensation Table totals to calculate compensation actually paid to the CEO and other named executives. These adjustments are detailed in the table below titled “Reconciliation of Summary Compensation Table Total to Compensation Actually Paid” but do not necessarily reflect cash or equity value transferred to the executive outright. The numbers in this table reflect an updated calculation methodology for PSUs that vested in the current year and Compensation Actually Paid for the years 2021-2024.

(2)

For 2021 through 2022, our named executives were: Mr. Foster, Mr. David Smith (former Chief Financial Officer), Mr. Barbo (former Corporate Executive Vice President and Chief Commercial Officer), Ms. Girshick and Mr. LaPlume. Ms. Pease became a named executive in 2022 when she assumed the role of Chief Financial Officer. For 2023, our named executive officers are: Mr. Foster, Ms. Pease, Mr. Barbo, Ms. Girshick and Mr. LaPlume. For 2024, our named executive officers are: Mr. Foster, Ms. Pease, Ms. Creamer, Ms. Girshick and Mr. LaPlume. For 2025, our named executive officers are: Mr. Foster, Ms. Pease, Ms. Creamer, Ms. Girshick, Mr. LaPlume and Mr. Knell. Mr. Knell became a named executive in 2025 when he assumed the role of Interim Chief Financial Officer.

(3)

TSR was measured for 2021 for the period from December 27, 2019 to December 23, 2021; for 2022 for the period from December 27, 2019 to December 30, 2022; for 2023 for the period from January 2, 2023 to December 29, 2023; for 2024 for the period of January 2, 2024 to December 27, 2024; and for 2025, for the period of December 30, 2024 to December 26, 2025. The peer group is the S&P 500 Health Care Index.

(4)

The table reflects net income on a GAAP basis. On a non-GAAP basis, net income for fiscal 2025 was $512.3 million. The primary driver of the GAAP decrease were non-cash intangible asset and goodwill impairments of $211.0 million and $165.0 million, respectively, in the fourth quarter of 2025.

Reconciliation of Summary Compensation Table Total to Compensation Actually Paid

The table below details the adjustments made to the total compensation paid as disclosed in the Summary Compensation to arrive at the compensation actually paid for our CEO and the average for our other named executives:


	2025	CEO		15,435,220		11,601,089		—		1,000,717		19,144,088		865,363		69,635		24,913,934
Other Named Executives			3,560,900		2,419,109		—		—		3,082,235		149,330		37,620		4,410,976
	2024	CEO		13,473,609		11,226,634		—		866,253		9,530,080		(5,208,815)		(4,339,313)		3,095,181
Other Named Executives			3,499,578		2,594,656		—		—		2,233,247		(1,307,362)		(688,974)		1,141,833
	2023	CEO		14,096,924		11,433,096		—		788,969		14,598,471		476,837		1,940,775		20,468,880
Other Named Executives			3,692,047		2,474,809		—		—		3,338,251		190,800		179,865		4,926,154
	2022	CEO		13,447,872		10,939,883		—		989,746		7,459,567		(10,070,482)		9,771,230		10,658,049
Other Named Executives			3,298,049		2,418,873		—		—		1,848,071		(1,380,356)		(444,601)		902,290
	2021	CEO		13,705,580		10,422,089		—		823,145		15,460,355		13,268,849		8,365,586		41,201,427
Other Named Executives			4,392,906		3,203,012		—		—		3,965,695		2,276,985		1,434,265		8,866,839

(1)

These amounts were reported in the Stock Awards, Option Awards and Change in Pension Value and Non-qualified Deferred Compensation Earnings columns of our Summary Compensation Table included in our Proxy Statement in each respective year.

(2)

These values are calculated by valuing RSUs granted in the respective year with the stock price on the final trading day of that fiscal year, valuing PSUs granted in the respective year with the Monte Carlo value on the final trading day of that fiscal year plus the impact of EPS performance in the first year of the performance period and valuing options granted in the respective year with the Black-Scholes value on the final trading day of that fiscal year.

(3)

For any portion of a grant made prior to the respective year that remained unvested throughout that year, the value at the end of that year is compared to the value at the end of the prior year using the methodology described in footnote 2.

(4)

For any portion of a grant made prior to the respective year that vested in that year, the value of the vested portion as of the vest date is compared to the value at the end of the prior year using the methodology described in footnote 2. These numbers reflect an updated calculation methodology for PSUs that vested in the current year for the years 2021-2024.

The three measures listed below are the most important for determining compensation for our named executives. Revenue and Non-GAAP Operating Income are the main components of EICP (short-term incentive), and Non-GAAP EPS determines baseline performance of PSUs granted to our named executives (long-term incentive). For more details on the elements of our compensation program, please see “Compensation Discussion and Analysis—Compensation Elements” on pages 49-58 of this Proxy Statement.

		Most Important Performance Measures
		Revenue
		Non-GAAP EPS
		Non-GAAP Operating Income

The values calculated for “compensation actually paid” to our CEO and other named executives show alignment between value being delivered through compensation and our most important performance measures. The charts below show the Company’s TSR compared to compensation actually paid, as well as the peer group TSR.

Non-GAAP EPS is a component of long-term incentive design for our named executives. The relationship between compensation actually paid and non-GAAP EPS is shown below.

The relationship between compensation actually paid and Net income available to Charles River Laboratories International Inc. common shareholders is shown below.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.