Kestrel Group Ltd
For the period ended Apr 24, 2026. Filed Apr 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.
Apr 24, 2026 · Filed Apr 24, 2026
Contents
PAY VERSUS PERFORMANCE COMPARISON
The following table sets forth the additional compensation information, calculated in accordance with SEC regulations on pay for performance for our named executive officers as of December 31, 2025:
| (a) | (b) | (c) | (d) | (e) | (f) | (g) |
|---|---|---|---|---|---|---|
| Fiscal Year (1) | Summary Compensation Table Total for PEO Mr. Luke Ledbetter | Compensation Actually Paid to PEO Mr. Luke Ledbetter | Average Summary Compensation Table for Non-PEO NEOs | Average Compensation Actually Paid to Non-PEO NEOs | Value of Initial Fixed $100 Investment Based on Total Shareholder Return(2) | Net income (loss) (in thousands) |
| 2025 | $1,526,341 | $1,526,341 | $1,450,119 | $1,450,119 | $44.50 | $46,725 |
Information for years prior to 2025 is not included because we were not a public reporting company until May 27, 2025. Mr. Luke Ledbetter has served as the Chief Executive Officer and Principal Executive Officer since May 27, 2025.
Pursuant to rules of the SEC, the illustration assumes $100 was invested on May 27, 2025 in our Common Shares. Historic common share price performance is not necessarily indicative of future common share price performance.
| Less: | Plus: | Plus (less): |
Relationship Between Pay and Performance
Because the Company became publicly traded during fiscal 2025, it has a limited period of market performance on which to assess the relationship between Compensation Actually Paid and the Company’s financial results. The Company did not grant any equity awards to the named executive officers during 2025, and the time‑based equity awards granted in early 2026 for 2025 performance are not reflected in Compensation Actually Paid for 2025. As a result, Compensation Actually Paid for 2025 primarily reflects base salary and annual cash compensation.
Although annual bonuses for 2025 were discretionary, the Compensation Committee considered the Company’s financial and operational results for the fiscal year, as well as each named executive officer’s leadership, strategic contributions, and other relevant performance factors in determining bonus amounts. Accordingly, the relationship between Compensation Actually Paid and Company performance for 2025 reflects the Committee’s assessment of these Company and individual performance factors, rather than the impact of equity awards.
Given the Company’s limited trading history and the absence of equity awards granted during 2025, Compensation Actually Paid for 2025 may not be indicative of long‑term pay‑for‑performance alignment. As the Company continues to mature as a public company, the Compensation Committee expects to incorporate a more robust mix of long‑term incentive vehicles, including the use of performance‑based equity awards and objectives based on advancement of our program services segment strategies, to further strengthen the alignment between executive compensation and the Company’s long‑term financial and operational performance.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.