Perma-Pipe International Holdings, Inc.
For the period ended Jun 24, 2026. Filed May 13, 2026.
View on SEC.govAbout 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.
Jun 24, 2026 · Filed May 13, 2026
Contents
Pay Versus Performance
As required by Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive compensation actually paid and the financial performance of the Company. For the most recently completed fiscal year, the Company did not use any “financial performance measures” as defined in Item 402(v) of Regulation S-K to link compensation paid to our NEOs to the Company’s performance. We are also permitted to report as a “Smaller Reporting Company” as defined under the U.S. federal securities laws. Accordingly, we have not included a tabular list of financial performance measures, and the table below does not include a column for a “Company-Selected Measure” as defined in Item 402(v) of Regulation S-K.
The following table sets forth information concerning the compensation of our NEOs for each of our 2025,2024, and 2023 fiscal years, and our financial performance for each such fiscal year:
| Year | Summary compensation table total Mr. Sagr (1) | Compensation actually paid to Mr. Sagr | Summary compensation table total for Mr. Mansfield (1) | Compensation actually paid to Mr. Mansfield | Average summary compensation table total for non-PEO NEOs (1) | Average compensation actually paid to non-PEO NEOs | Value of initial fixed $100 investment based on total shareholder return (2) | Net income ($ in thousands) (3) |
|---|---|---|---|---|---|---|---|---|
| 2025 | $1,747,437 | $2,298,734 | $1,133,862 | $1,970,329 | $735,691 | $974,342 | $285 | $17,035 |
| 2024 | - | - | 1,723,244 | 2,263,803 | 608,354 | 703,610 | 150 | 8,983 |
| 2023 | - | - | 1,515,363 | 1,360,902 | 472,477 | 455,523 | 79 | 10,471 |
(1) For fiscal year 2024 and 2023, David J. Mansfield served as our Principal Executive Officer ("PEO"). Mr. Mansfield resigned from the organization in June 2025 and was succeeded by Saleh Sagr as PEO. For fiscal year 2025, both Mr. Mansfield and Mr. Sagr are represented as PEOs in the table above. Our non-PEO NEOs for whom the average compensation is presented are: (i) for 2025, Matthew Lewicki; and (ii) for 2024 and 2023, Saleh Sagr and Matthew Lewicki.
(2)Total Shareholder Return illustrates the cumulative value, as of the last day of the indicated fiscal year, of a hypothetical investment of $100 in the Company’s Common Stock on January 31, 2023 (the measurement point)
(3) The dollar amounts reported represent the amount of net income reflected in the Company’s audited financial statements for the applicable fiscal year.
Compensation actually paid to our NEOs represents the “Total” compensation reported in the Summary Compensation Table for the applicable fiscal year, as adjusted as follows:
| 2025 | 2024 | 2023 (1) | |||||||||||
| Description of Amount | Mr. Sagr | Mr. Mansfield | Average non-PEO NEOs | PEO | Average non-PEO NEOs | PEO | Average non-PEO NEOs | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Summary compensation table - Total compensation | $1,747,437 | $1,133,862 | $735,691 | $1,723,244 | $608,354 | $1,515,363 | $472,477 | ||||||
| Decrease in amounts reported under the "stock awards" column in the summary compensation table for the applicable fiscal year | (450,003) | - | (135,790) | (364,849) | (64,930) | (350,981) | (50,604) | ||||||
| Increase for fair value at fiscal year-end of outstanding and unvested stock awards granted in fiscal year | 845,000 | - | 254,982 | 629,063 | 111,950 | 274,963 | 39,644 | ||||||
| (Decrease)/increase for awards granted during prior fiscal year that were outstanding and unvested as of applicable fiscal year end, determined based on change in fair value from prior fiscal year end to applicable fiscal year end | 100,142 | 534,225 | 86,302 | 236,932 | 33,344 | (76,740) | (5,525) | ||||||
| Decrease for change in fair value as of vesting date of stock awards granted in prior fiscal years for which applicable vesting conditions were satisfied during fiscal year | 56,158 | 302,242 | 33,158 | 39,413 | 14,892 | (1,703) | (469) | ||||||
| Compensation Actually Paid | $2,298,734 | $1,970,329 | $974,342 | $2,263,803 | $703,610 | $1,360,902 | $455,523 | ||||||
(1) Mr. Lewicki's compensation data is only for nine months since he began his employment in May 2023.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.