AEMETIS INC
For the period ended May 29, 2024. Filed Apr 29, 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 29, 2024 · Filed Apr 29, 2024
Contents
PAY VERSUS PERFORMANCE
The following table summarizes compensation paid to our Executive Officers and company performance metrics. Compensation is shown based on compensation provided during fiscal year 2023, and also is calculated as compensation "Actually Paid" according to SEC regulations that account for changes in the value of issued but unvested options during the year.
| Year | Summary Compensation table total for PEO | Compensation Actually Paid to CEO | Average summary compensation table total for non-PEO named executive officers | Average compensation actually paid to non-PEO named executive officers | Value of initial fixed $100 investment based on Aemetis shareholder return | Aemetis GAAP Net income ($000s) |
|---|---|---|---|---|---|---|
| 2023 | $1,760,000 | $1,760,000 | $1,112,349 | $2,491,389 | $210 | $(46,420) |
| 2022 | $460,000 | $460,000 | $1,808,819 | $(401,736) | $159 | $(107,758) |
| 2021 | $2,427,700 | $2,427,700 | $854,826 | $5,177,847 | $494 | $(47,147) |
Our Chief Executive Officer (“CEO”), Eric A. McAfee, served as our Principal Executive Officer (“PEO”) during 2021 to 2023. The compensation for our other Named Executive Officers (“Non-PEO NEOs”) is the average of compensation for Todd A. Waltz, Andrew B. Foster, and Sanjeev Gupta during years 2021 to 2023. Mr. Rockett's 2023 salary is excluded from the average because it reflects only a partial year so would lower the average.
For each year, the values included for compensation "Actually Paid" to our non-CEO NEOs reflect the following adjustments to the summary compensation values:
| 2021 | 2022 | 2023 | |
|---|---|---|---|
| Change in Option Value: | |||
| Deduct Option Grants During Year, Value at Time of Grant | $(514,694) | ||
| (i) Add, Option Grants During Year, Value of Unvested at End of Year | $685,171 | ||
| (ii) Add Prior Unvested Options, Change in Value of Unvested at End of Year | $945,242 | ||
| (iii) Add Option Grants During Year, Value at Vesting During Year | $132,946 | ||
| (iv) Add Prior Unvested Options, Change in Value of Vested During Year | $130,374 | ||
| Net Change in Option Value | $4,323,021 | $(2,210,555) | $1,379,039 |
| Summary Compensation Table - Total Compensation | $854,826 | $1,808,819 | $1,112,349 |
| Compensation Actually Paid (Average Non-PEO NEOs) | $5,177,847 | $(401,736) | $2,491,389 |
For purpose of calculating the "Actually Paid" compensation, the value of stock options as of the end of a calendar year or as of a vesting date is based on a Black-Scholes valuation model using the following assumptions, expressed as a range over the applicable calendar year:
| 2021 · 2022 · 2023 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Stock Price | $2.96 | – | $26.19 | $3.75 | – | $12.38 | $2.03 | - | $7.58 |
| Expected Life | 3.50 | – | 6.42 | 3.50 | – | 6.17 | 3.50 | - | 5.625 |
| Risk-Free Rate | 0.27% | – | 1.39% | 1.25% | – | 4.27% | 3.36% | - | 4.81% |
| Volatility | 114.20% | – | 132.92% | 116.50% | – | 129.33% | 118.74% | - | 122.52% |
| Dividend Yield | 0% | 0% | 0% | ||||||
Pay Versus Performance Relationship
The following charts describe the relationship between the amounts included in the Pay versus Performance Table for each of 201, 2022, and 2023, including a comparison of Compensation Actually Paid to the CEO and the average Compensation Actually Paid to our non-CEO NEOs, and each of the two performance measures set forth the Pay versus Performance Table.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.