PARKS AMERICA INC
For the period ended Sep 29, 2024. Filed Dec 13, 2024.
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FY2024 · Filed Dec 13, 2024
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Item 11. Executive Compensation
SUMMARY COMPENSATION TABLE
The following table sets forth information regarding compensation paid to our principal executive officer, principal financial officer, and our other executive officers, for the years ended September 29, 2024, October 1, 2023 and October 2, 2022.
| Name & Principal · Salary · Bonus · Stock Award · Option Awards · Non-Equity Incentive Plan Compensation · Change in Pension Value and Non-Qualified Deferred Compensation Earnings · All Other Compensation · Total | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Position | Year | ($) | ($) | ($) | ($) | ($) | ($) | ($) | ($) |
| Geoffrey Gannon (1) | 2024 | — | — | — | — | — | — | — | — |
| President and Director | 2023 | — | — | — | — | — | — | — | — |
| 2022 | — | — | — | — | — | — | — | — | |
| Lisa Brady (2) | 2024 | 132,516 | 17,500 | — | — | — | — | 231,500 | 381,516 |
| Chief Executive Officer | 2023 | 153,125 | 5,000 | 76,667 | — | — | — | 2,227 | 237,019 |
| 2022 | — | — | — | — | — | — | — | — | |
| Todd R. White | 2024 | 92,915 | 10,000 | 10,000 | — | — | — | 4,348 | 117,263 |
| Chief Financial Officer | 2023 | 90,000 | — | 10,000 | — | — | — | 3,627 | 103,627 |
| 2022 | 90,000 | 20,000 | 10,000 | — | — | — | 3,466 | 123,466 | |
(1) Mr. Gannon has served as the Company’s President since June 14, 2024. He has elected to fill this role without direct compensation. Mr. Gannon is also the Portfolio Manager at Focused Compounding Fund, LP, which owns 40.2% of the Company’s issued and outstanding stock as of December 9. 2024.
(2) Ms. Brady served as the Company’s President and CEO from November 14, 2022 through June 14, 2024.
DIRECTOR COMPENSATION
The following table sets forth with respect to the named director, compensation information inclusive of equity awards and payments made in the year ended September 29, 2024.
| Fees Earned or Paid in Cash | Stock Awards | Option Awards | Non-Equity Incentive Plan Compensation | Change in Pension Value and Non-Qualified Deferred Compensation Earnings | All Other Compensation | Total | |
|---|---|---|---|---|---|---|---|
| Name | ($) | Shares/($) | ($) | ($) | ($) | ($) | ($) |
| Dale Van Voorhis | $10,000 | — | — | — | — | — | $10,000 |
| $— | |||||||
| Lisa Brady | — | 36,363 | — | — | — | — | $10,000 |
| $(10,000) | |||||||
| John Gannon | $10,000 | — | — | — | — | — | $10,000 |
| $— | |||||||
| Charles Kohnen | $5,000 | 36,363 | — | — | — | — | $15,000 |
| $(10,000) | |||||||
| Jeffery Lococo | $7,500 | 54,545 | — | — | — | — | $22,500 |
| $(15,000) | |||||||
| Todd R. White | — | 36,363 | — | — | — | — | $10,000 |
| $(10,000) | |||||||
| Richard Ruffolo | $5,000 | 45,454 | — | — | — | — | $17,500 |
| $(12,500) | |||||||
Employment Agreements
Effective November 14, 2022, the Company and Ms. Brady entered into an employment agreement (the “Brady Employment Agreement”). Pursuant to the Brady Employment Agreement, Ms. Brady received an initial base annual compensation in the amount of $175,000 per year, subject to annual review by the Board of Directors. Ms. Brady was entitled to receive an annual Performance Incentive of up to 25% of her base annual compensation, subject to performance milestones. Ms. Brady received a $50,000 award of shares of Company stock, which vested on February 14, 2023, after her first ninety days of employment. The number of shares of this award totaled 128,205 based on the $0.39 closing price of the Company’s stock on November 14, 2022. Ms. Brady was also scheduled to receive share awards of the Company’s common stock with a total value of $50,000, $60,000, $70,000 and $75,000 as of the last day of the Company’s fiscal year from its 2023 fiscal year through its 2026 fiscal year, respectively. The number of shares awarded was to be based on the average price of the Company’s stock on the date of the award. Each award was to vest in one-third increments, with the first third vesting on the date of the award, the second third vesting on the first anniversary of the award and the final third vesting on the second anniversary of the award. The number of shares of the 2023 fiscal year award totaled 135,135 based on the $0.37 closing price of the Company’s stock on September 29, 2023, of which 45,045 vested as of that date. Ms. Brady elected to receive this award in cash to pay the income and employment tax obligations associated with her employment associated equity awards. In total, the Company recorded $66,667 of stock-based compensation for the Brady Employment Agreement for the year ended October 1, 2023. Ms. Brady also received a $5,000 sign-on bonus. The Brady Employment Agreement had a term of five.
Effective June 14, 2024, Ms. Brady stepped down as the Company’s President and Chief Executive Officer and she received a severance payment of $180,000 on June 25, 2024. In addition, per the terms of her separation agreement, Ms. Brady received a termination payment of $50,000 on September 27, 2024. All unvested equity awards under the Brady Employment Agreement were forfeited effective June 14, 2024.
Effective June 1, 2022, the Company and Dale Van Voorhis, entered into an employment agreement (the “2022 Van Voorhis Employment Agreement”). Mr. Van Voorhis had been part of the Company’s executive management since 2009 and served as the Company’s Interim CEO from June 1, 2022 until Ms. Brady was hired in November 2022. Mr. Van Voorhis served as Special Advisor to the CEO from November 2022 through May 31, 2023. Pursuant to the 2022 Van Voorhis Employment Agreement, Mr. Van Voorhis received annual compensation in the amount of $100,000 from June 1, 2022 through May 31, 2023 and annual compensation of $50,000 from June 1, 2023 until May 31, 2024. Effective February 7, 2024, the Company’s Board of Directors terminated the 2022 Van Voorhis Employment Agreement pursuant to its terms and removed Mr. Van Voorhis as the Company’s Chairman of the Board.
Effective as of January 1, 2024, the Company and Todd R. White, the Company’s Chief Financial Officer, entered into an employment agreement (the “2024 White Employment Agreement”). Pursuant to the 2024 White Employment Agreement, Mr. White received an initial base annual compensation in the amount of $90,000 per year, which was increased to $95,000 effective March 1, 2024, subject to annual review by the Board of Directors. The 2024 White Employment Agreement has a term of two years. On September 3, 2024, the Company and Mr. White entered into a Separation Agreement whereby Mr. White agreed to remain as the Company’s Chief Financial Officer through December 31, 2024 at his regular salary or until the earlier termination of his employment. On September 5, 2024, pursuant to a Stock Purchase Agreement dated September 4, 2024, Focused Compounding Fund, LP acquired Mr. White’s 1,344,555 share of common stock of the Company at $0.40 per share, for an aggregate price of $537,822.
Stock Option and Award Plan
A Stock Option and Award Plan (the “Plan”) providing for incentive stock options and performance bonus awards for executives, employees, and directors was approved by our Board of Directors on February 1, 2005, however, the Plan has not been submitted to the stockholders for approval. The Plan sets aside five million (5,000,000) shares for award of stock options, including qualified incentive stock options and performance stock bonuses. To date, no grants or awards have been made pursuant to the Plan and we did not submit the Plan for consideration to the Company’s stockholders at the last meeting of stockholders.
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