Investar Holding Corp
For the period ended May 15, 2024. Filed Apr 2, 2024.
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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 15, 2024 · Filed Apr 2, 2024
Contents
Pay Versus Performance Table
| Pay Versus Performance Table | ||||||
|---|---|---|---|---|---|---|
| Year | Summary Compensation Table Total for PEO(1) | Compensation Actually Paid to PEO(2) | Average Summary Compensation Table Total for Non-PEO NEOs(3) | Average Compensation Actually Paid to Non-PEO NEOs(2) | Value of Initial $100 Investment Based on Total Shareholder Return | Net Income ($ in thousands) |
| 2023 | $1,267,138 | $847,582 | $383,895 | $359,073 | $96.87 | $16,678 |
| 2022 | 1,392,258 | 1,650,048 | 442,527 | 410,068 | 135.71 | 35,709 |
| 2021 | 1,232,157 | 1,272,792 | 386,068 | 294,493 | 114.00 | 8,000 |
| (1) | For each fiscal year included in the table, John J. D’Angelo served as our PEO. The amounts in this column are equal to the amounts in the “Total” compensation column in the Summary Compensation Table for the PEO for each applicable year. |
| (2) | The CAP amounts reflect the amounts set forth in the “Summary Compensation Table Total for PEO” and “Average Summary Compensation Table Total for Non-PEO NEOs” columns of the table above, each adjusted in accordance with SEC rules. Amounts added and deducted, on an item-by-item basis, to calculate the CAP amounts for each fiscal year are included in the table below. The assumptions used to calculate the equity award fair values at each measurement date did not materially differ from those disclosed as of the grant date of such equity awards. |
| (3) | For fiscal year 2023, our Non-PEO NEOs were: John R. Campbell and Linda M. Crochet. For fiscal year 2022, our Non-PEO NEOs were: Linda M. Crochet, Jeffrey W. Martin, and Christopher L. Hufft. For fiscal year 2021, our Non-PEO NEOs were: Christopher L. Hufft, Linda M. Crochet, Travis M. Lavergne, and Dane M. Babin. The amounts reported in this column represent the average of the total compensation reported for each NEOs (excluding Mr. D’Angelo) in the Summary Compensation Table in each applicable year. |
| Summary Compensation Table Total to CAP Reconciliation | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Adjust Value of Current Year’s Equity Grant · Adjust For Incremental Increase/(Decrease) in Value of All Other Outstanding Equity Grants | |||||||||
| Year · Summary Compensation Table Total · Subtract Grant Date Fair Value as reported in Summary Compensation Table · Add Fair Value at 12/31 · Add Change in Fair Value of Unvested Awards as of 12/31 · Add Change in Fair Value of Awards Vested during Year · Forfeited during Year · Accrued Dividend Equivalents · CAP | |||||||||
| 2023 | PEO | $1,267,138 | $(394,995) | $425,267 | $(347,227) | $(102,699) | $— | $98 | $847,582 |
| Average NEOs | 383,895 | (87,489) | 81,834 | (14,905) | (4,262) | — | — | 359,073 | |
| 2022 | PEO | 1,392,258 | (374,993) | 442,802 | 161,286 | 28,168 | — | 527 | 1,650,048 |
| Average NEOs | 442,527 | (99,988) | 84,451 | 5,011 | 14,451 | (36,455) | 71 | 410,068 | |
| 2021 | PEO | 1,232,157 | (374,992) | 301,570 | 60,708 | 52,506 | — | 843 | 1,272,792 |
| Average NEOs | 386,068 | (111,239) | 51,314 | 8,818 | 11,645 | (52,244) | 131 | 294,493 | |
Relationship Between CAP and Financial Performance
The graphs below describe the relationship between CAP values for our PEO andour Non-PEO NEOs (as calculated above) and our financial and stock performance. As reflected in the graphs, the CAP values for our PEO andour Non-PEO NEOs are directionally aligned with our cumulative total shareholder return and net income.
The following table provides information regarding outstanding stock options and unvested RSU awards that our NEOs held as of December 31, 2023. Each grant listed below was made under our equity incentive plans. Under the terms of the stock option and RSU awards, if a change in control (as defined in the applicable plan) occurs, the options will become fully vested and remain exercisable until their expiration date while the RSUs will remain subject to applicable vesting conditions, except that such conditions lapse if the holder of the RSUs is terminated by the Company without cause or terminates for a good reason (as defined in the Plan) during the 24-month period after a change of control. Except as otherwise provided in connection with a change in control, (1) the options, whether or not then vested, and the restricted stock awards and RSUs are subject to forfeiture in the event of an involuntary termination for cause or voluntary separation from service (other than as a result of death, disability or retirement), and (2) the options are exercisable only during the period of employment, except that an extended exercise period is available in the event of the holder’s death, disability, retirement, or involuntary termination of employment without cause.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.