Simpson Manufacturing Co., Inc.
For the period ended Mar 24, 2026. Filed Mar 24, 2026.
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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.
Mar 24, 2026 · Filed Mar 24, 2026
Contents
Pay Versus Performance
As required by the SEC’s pay versus performance (“PVP”) rules, the following Pay Versus Performance table (“PVP Table”) provides SEC-required information about compensation for 2025 for this Proxy Statement’s NEOs, as well as our named executive officers from our 2025, 2024, 2023, 2022, and 2021 Proxy Statements (each of 2021, 2022, 2023, 2024 and 2025, a “Covered Year”). We refer to all of the named executive officers covered in the PVP Table below, collectively, as “NEOs”. The PVP Table also provides information about the results for certain measures of financial performance during those same Covered Years.
| Year (a) · SCT Total Comp for CEO Olosky($)(1)(b) · Comp Actually Paid to CEO Olosky($)(2)(3)(c) · SCT Total Comp for CEO Colonias($)(1)(b) · Comp Actually Paid to CEO Colonias($)(2)(3)(c) · Average SCT Total Comp for Other NEOs($)(1) (d) · Average Comp Actually Paid to Other NEOs($)(2)(3)(e) · Value of Initial Fixed $100 Investment Based On · Net Income($)(h) · Operating Income($)(6)(i) | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Cumulative TSR($)(4)(f) · Peer Group Cumulative TSR($)(5)(g) | |||||||||||
| 2025 | 7,768,355 | 5,649,257 | N/A | N/A | 1,840,427 | 1,644,208 | 180.07 | 134.48 | 345,083,000 | 523,317,000 | |
| 2024 | 3,704,453 | 2,609,257 | N/A | N/A | 1,254,874 | 1,031,050 | 215.81 | 224.90 | 322,224,000 | 474,293,000 | |
| 2023 | 5,139,549 | 9,453,698 | N/A | N/A | 1,746,864 | 3,141,368 | 256.11 | 147.49 | 353,987,000 | 536,608,000 | |
| 2022 | N/A | N/A | 5,413,738 | 2,256,634 | 1,767,501 | 1,201,620 | 113.65 | 134.84 | 333,995,000 | 520,430,099 | |
| 2021 | N/A | N/A | 3,914,701 | 14,118,964 | 1,290,442 | 2,556,158 | 176.50 | 185.73 | 266,447,000 | 426,491,332 | |
- The individuals representing our CEO and Other NEOs for each presented year are as follows:
| 2025 | 2024 | 2023 | 2022 | 2021 | |
| CEO | Michael Olosky | Michael Olosky | Michael Olosky | Karen Colonias | Karen Colonias |
|---|---|---|---|---|---|
| NEOs | Matt Dunn | Brian Magstadt | Brian Magstadt | Brian Magstadt | Brian Magstadt |
| Phil Burton | Phil Burton | Michael Andersen | Michael Olosky | Michael Olosky | |
| Udit Mehta | Udit Mehta | Phil Burton | Roger Dankel | Roger Dankel | |
| Cassandra Payton | Cassandra Payton | Roger Dankel | Kevin Swartzendruber | Kevin Swartzendruber | |
| Terry Hammons | |||||
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- For 2025, in determining both the “compensation actually paid” (or “CAP”) to our CEO and the average CAP to our Other NEOs for purposes of this PVP Table, we deducted from or added back to the total amounts of compensation reported in column (b) and column (d) for such Covered Year the following amounts (please note that while similar adjustment information was provided in our 2025 proxy statement for Covered Year 2024, in our 2024 proxy statement for Covered Year 2023, and in our 2023 proxy statement for Covered Years 2021 and 2022, under applicable SEC guidance, repeating such adjustment information is not required in this proxy statement because in our view it is not material to our stockholders’ understanding of the information reported in the table above for 2025 or the relationships disclosures provided below):
| Item and Value Added (Deducted) | 2025($) |
|---|---|
| For CEO: | |
| - SCT “Stock Awards” column value | (5,383,384) |
| + Covered Year-end fair value of outstanding equity awards granted in Covered Year | 3,740,130 |
| +/- change in fair value (from prior year-end to Covered Year-end) of equity awards outstanding at Covered Year-end granted prior to Covered Year | (172,521) |
| +/- change in fair value (from prior year-end to vesting date in Covered Year) of equity awards granted prior to Covered Year vested in Covered Year | (303,323) |
| TOTAL ADDED/(DEDUCTED): | (2,119,098) |
| For Other NEOs (Average): | |
| - SCT “Stock Awards” column value | (812,794) |
| + Covered Year-end fair value of outstanding equity awards granted in Covered Year | 644,306 |
| +/- change in fair value (from prior year-end to Covered Year-end) of equity awards outstanding at Covered Year-end granted prior to Covered Year | (18,760) |
| +/- change in fair value (from prior year-end to vesting date in Covered Year) of equity awards granted prior to Covered Year vested in Covered Year | (8,971) |
| TOTAL ADDED/(DEDUCTED): | (196,219) |
Fair value of equity awards was computed in accordance with the Company’s methodology used for financial reporting purposes.
For each Covered Year, our total shareholder return was calculated as the yearly percentage change in our cumulative total shareholder return on our common stock, par value $0.01 per share, measured as the quotient of (a) the sum of (i) the cumulative amount of dividends for a period beginning with our closing price on NYSE on December 31, 2021 through and including the last day of the Covered Year (each one-year, two-year, three-year, four-year, and five-year periods, a “Measurement Period”), assuming dividend reinvestment, plus (ii) the difference between our closing stock price at the end versus the beginning of the Measurement Period, divided by (b) our closing share price at the beginning of the Measurement Period. Each of those yearly percentage changes was then applied to a deemed fix investment of $100 at the beginning of the Measurement Period to produce the Covered Year-end values of such investment as of the end of 2025, 2024, 2023, 2022 and 2021, as applicable. Because Covered Years are presented in the table in reverse chronological order (from top to bottom), the table should be read from bottom to top for purposes of understanding cumulative returns over time.
For purposes of this pay versus performance disclosure, our peer group is the Dow Jones U.S. Building Materials & Fixtures Index (the “Peer Group”). For each Covered Year, our Peer Group cumulative total shareholder return was calculated based on a deemed fixed investment of $100 through the Measurement Period, assuming dividend reinvestment for the Peer Group.
For purposes of this PVP Table, our Operating Income results were calculated substantially as described above in our Compensation Discussion and Analysis. Please see the “Compensation Discussion & Analysis” section in this Proxy Statement for a detailed description of our NEO compensation programs and more information on the calculation of Operating Income and these PVP Table results.
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The following charts provide, across the Covered Years, a clear description of the relationships (1) between our cumulative total shareholder return and the cumulative total shareholder return of the Peer Group, and (2) between (A) the executive compensation actually paid to the CEO and the average of the executive compensation actually paid to our Other NEOs (in each case as set forth in the PVP Table above) and (B) each of the performance measures set forth in columns (f), (h) and (i) of the PVP Table above. We do not use net income to determine compensation levels or incentive plan payouts.
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.