Skye Bioscience, Inc.
For the period ended May 26, 2026. Filed Apr 16, 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.
May 26, 2026 · Filed Apr 16, 2026
Contents
Pay Versus Performance
As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K (the “Pay Versus Performance Rule”), we are providing the following information about the relationship between executive compensation actually paid for our principal executive officer (“PEO”) and Non-PEO named executive officers (“NEOs”) and certain financial performance of the Company for the fiscal years listed below.
| FiscalYear | SummaryCompensationTable Total for PEO(1)($) | CompensationActually Paidto PEO(2)($) | Average SummaryCompensationTable Total for non-PEO NEOs(3)($) | AverageCompensationActually Paid to non-PEO NEOs(4)($) | Value of Initial Fixed $100 Investment Based On: TotalShareholder Return(5)($) | NetLoss($)(6) |
|---|---|---|---|---|---|---|
| (a) | (b) | (c) | (d) | (e) | (f) | (g) |
| 2025 | 1,361,831 | (148,284) | 882,264 | 339,391 | 18.51 | (55,924,814) |
| 2024 | 6,139,625 | 2,823,424 | 2,236,997 | 1,141,803 | 69.88 | (26,567,123) |
| 2023 | 1,807,338 | 1,254,456 | 1,270,290 | 874,797 | 67.16 | (37,644,784) |
The dollar amounts reported in column (b) are the amounts of total compensation reported for Mr. Dhillon (our Chief Executive Officer) for each corresponding year in the “Total” column of the Summary Compensation Table. Refer to “Executive Compensation-Summary Compensation Table.”
The dollar amounts reported in column (c) represent the amount of “compensation actually paid” to Mr. Dhillon, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Mr. Dhillon during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Mr. Dhillon’s total compensation for each year to determine the compensation actually paid:
| FiscalYear | Reported Summary Compensation Table Total For PEO($) | Deduction of Reported Value of Equity Awards (a)($) | Equity Award Adjustments (b)($) | CompensationActually Paid to PEO($) |
|---|---|---|---|---|
| 2025 | 1,361,831 | (532,231) | (977,884) | (148,284) |
| 2024 | 6,139,625 | (5,345,100) | 2,028,899 | 2,823,424 |
| 2023 | 1,807,338 | (1,087,338) | 534,456 | 1,254,456 |
a. The grant date fair value of equity awards represents the total of the amounts reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for the applicable year.
b. The equity award adjustments for each applicable year include the addition (or subtraction, as applicable) of the following: (i) the year-end fair value of any equity awards granted in the applicable year that are outstanding and unvested as of the end of the year; (ii) the amount of change as of the end of the applicable year (from the end of the prior fiscal year) in fair value of any awards granted in prior years that are outstanding and unvested as of the end of the applicable year; (iii) for awards that are granted and vest in same applicable year, the fair value as of the vesting date; and (iv) for awards granted in prior years that vest in the applicable year, the amount equal to the change as of the vesting date (from the end of the prior fiscal year) in fair value. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The amounts deducted or added in calculating the equity award adjustments are as follows:
| Skye Bioscience, Inc. | 49 | 2026 Proxy Statement |
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| FiscalYear | Year End Fair Value of Equity Awards Granted During the Fiscal Year($) (i) | Year over Year Change in Fair Value of Outstandingand Unvested Equity Awards($) (ii) | Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year($) (iii) | Year over Year Change in Fair Valueof Equity Awards Granted in Prior Yearsthat Vested in the Year($) (iv) | Total Equity Award Adjustments($) |
|---|---|---|---|---|---|
| 2025 | 72,078 | (1,091,734) | 89,138 | (47,366) | (977,884) |
| 2024 | 1,229,022 | 152,978 | 155,374 | 491,525 | 2,028,899 |
| 2023 | 554,219 | (35,861) | 4,811 | 11,287 | 534,456 |
The dollar amounts reported in column (d) represent (i) for 2025 the average of the amounts of total compensation reported for Ms. Arsenault and Mr. Diep in the “Total” column of the Summary Compensation Table and (ii) for 2024, the amounts of total compensation reported for Ms. Arsenault for 2022 and 2023 in the “Total” column of the applicable year’s Summary Compensation Table.
The dollar amounts reported in column (e) represent (i) the average amount of “compensation actually paid” to Ms. Arsenault and Mr. Diep in 2025 and (ii) the amount of “compensation actually paid” to Ms. Arsenault in 2023, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Ms. Arsenault and Mr. Diep during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Ms. Arsenault’s and Mr. Diep’s total compensation for each year to determine the compensation actually paid:
| FiscalYear | Average of Reported Summary Compensation Table Total For Non-PEO NEOs($) | Deduction of Average of Reported Value of Equity Awards($) | Equity Award Adjustments (a)($) | Average Compensation Actually Paid to Non-PEO NEOs($) |
|---|---|---|---|---|
| 2025 | 882,264 | (319,339) | (223,534) | 339,391 |
| 2024 | 2,236,997 | (1,710,384) | 615,190 | 1,141,803 |
| 2023 | 1,270,290 | (794,290) | 398,797 | 874,797 |
a. The amounts deducted or added in calculating the total equity award adjustments are as follows:
| FiscalYear | Year End Fair Value of Equity Awards Granted During the Fiscal Year($) (i) | Year over Year Change in Fair Value of Outstanding and Unvested Equity Awards($) (ii) | Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year($) (iii) | Year over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year($) (iv) | Total Equity Award Adjustments($) |
|---|---|---|---|---|---|
| 2025 | 43,246 | (306,328) | 53,483 | (13,935) | (223,534) |
| 2024 | 247,205 | 69,279 | 50,379 | 248,327 | 615,190 |
| 2023 | 412,110 | (15,672) | 7,144 | (4,785) | 398,797 |
Cumulative total shareholder return (“TSR”) is calculated by dividing the sum of the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and the difference between the Company’s share price at the end and the beginning of the measurement period by the Company’s share price at the beginning of the measurement period.
The dollar amounts reported represent the amount of net income (loss) reflected in the Company’s audited financial statements for the applicable year.
| Skye Bioscience, Inc. | 50 | 2026 Proxy Statement |
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