SCIENTIFIC INDUSTRIES INC
For the period ended Dec 31, 2025. Filed Mar 31, 2026.
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FY2025 · Filed Mar 31, 2026
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Item 11. EXECUTIVE COMPENSATION
The following table summarizes all compensation paid by the Company to its Chief Executive Officer, Chief Financial Officer and the two other most highly compensated executive officers for the years ended December 31, 2025 and 2024.
SUMMARY COMPENSATION TABLE
| Name and Principal · Stock · Option · Plan · Compensation · All Other | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Position | Year | Salary($) | Bonus($) | Award ($) | Awards($) | Compensation ($) | Earnings($) | Compensation ($) (5) | Total($) |
| (a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | (j) |
| Helena R. Santos, CEO, President (1) | 12/31/2025 | 191,740 | 50,000 | 0 | 56,000 | 0 | 0 | 9,457 | 307,197 |
| Helena R. Santos, CEO, President | 12/31/2024 | 192,430 | 0 | 0 | 109,649 | 0 | 0 | 7,697 | 309,746 |
| John A. Moore, Chairman (2) | 12/31/2025 | 150,987 | 50,000 | 0 | 52,000 | 0 | 0 | 5,972 | 252,987 |
| John A. Moore, Chairman | 12/31/2024 | 149,306 | 0 | 0 | 115,782 | 0 | 0 | 5,972 | 271,060 |
| Zachary Rovinsky, CFO (3) | 12/31/2025 | 105,769 | 0 | 0 | 16,000 | 0 | 0 | 2,000 | 123,769 |
| Reginald Averilla, CFO | 12/31/2024 | 195,000 | 19,500 | 0 | 19,438 | 0 | 0 | 7,800 | 241,738 |
| Daniel Donadille,CEO of Bioprocessing Operations (4) | 12/31/2025 | 168,000 | 0 | 0 | 40,000 | 0 | 0 | 0 | 208,000 |
| Daniel Donadille,CEO of Bioprocessing Operations | 12/31/2024 | 168,000 | 0 | 0 | 0 | 0 | 0 | 0 | 168,000 |
| (1) | The amount of Option Awards for represents the value for stock options granted utilizing the Black-Scholes-Merton options pricing model disregarding estimates of forfeitures related to service-based vesting considerations. |
| (2) | The amount of Option Awards for represents the value for stock options granted utilizing the Black-Scholes-Merton options pricing model disregarding estimates of forfeitures related to service-based vesting considerations. |
| (3) | The amount of Option Awards for represents the value for stock options granted utilizing the Black-Scholes-Merton options pricing model disregarding estimates of forfeitures related to service-based vesting considerations. |
| (4) | The amount of Option Awards for represents the value for stock options granted utilizing the Black-Scholes-Merton options pricing model disregarding estimates of forfeitures related to service-based vesting considerations. |
| (5) | The amounts represent the Company’s matching contribution under the Company’s 401(k). |
Employment Agreements
Helena Santos
The Company has an employment agreement with Helena Santos, its President and CEO, which expires on June 30, 2026. The agreement provided for an annual base salary of $200,000 for the year ended June 30, 2026, with subsequent annual increases of 3% or the applicable annual percentage increase in the U.S. Consumer Price Index (“CPI”), whichever is higher, plus a discretionary bonus. A $50,000 cash bonus was awarded to Ms. Santos during the year ended December 31, 2025 and none in 2024. The agreement contains a provision that within one year of a change of control, if either the Company terminates the employment for any reason other than for “cause” or the President terminates the employment for “good reason”, the President will have the right to receive a lump sum payment equal to three times the average of their total annual compensation paid for the last five years preceding such termination. The employment agreement also contains a termination provisions stipulating that if the Company terminates the employment other than for death, disability, or cause (as such term is defined therein), or if the relevant employee resigns for “good reason” (as such term is defined therein), the Company shall pay severance payments equal to one year’s salary at the rate of the compensation at the time of termination, and continue to pay the regular benefits provided by the Company for a period of one year from termination.
John A. Moore
The Company has an employment agreement with its chairman of the board through June 30, 2026. The agreement provides for an annual base salary of $165,000 for the year ended June 30, 2026, with subsequent annual increases of 3% plus discretionary bonuses. A bonus of $50,000 was awarded to Mr. Moore during the calendar year ended December 31, 2025 and none in 2024. The employment agreement contains termination provisions stipulating that if the Company terminates the employment other than for death, disability, or cause (as such term is defined therein), or if the employee resigns for “good reason”(as such term is defined in the agreement) , the Company shall pay severance payments equal to six months’ salary. The Company will continue to pay the regular benefits provided by the Company for the period equal to the length of the severance payments and pay a pro rata portion of any bonus achieved prior to such termination of employment.
Daniel Donadille
The Company has an employment agreements with the Chief Executive Officer of Aquila for an indefinite term, which can be terminated by either party upon a twelve- month written notice, in accordance with German law. The agreement provides for an annual base salary of 213,000 euros, which was reduced by 25% starting April 1, 2024 under the Company’s salary reduction program.
| OUTSTANDING EQUITY (OPTIONS) AWARDSFor the Year Ended December 31, 2025 | |||||
|---|---|---|---|---|---|
| Name | Number Of SecuritiesUnderlying UnexercisedOptions (#)Exercisable | Number Of Securities Underlying Unexercised Options(#)Unexercisable | Equity Incentive Plan Awards Number of Securities Underlying Unexercised Unearned Options(#) | Option Exercise Price ($) | Option Expiration Date |
| (a) | (b) | (c) | (d) | (e) | (f) |
| Helena Santos | 191,746 | 165,718 | - | 1.00-3.08 | 07/2027-05/2035 |
| John A. Moore | 198,749 | 160,718 | - | 1.00-11.30 | 03/2029-05/2035 |
| Zachary Rovinsky | - | 20,000 | - | 0.80 | 08/2035 |
| Daniel Donadille | 108,108 | 81,387 | - | 1.00-2.50 | 05/2035 |
| Karl Nowosielski | 24,056 | 24,444 | - | 1.00-2.50 | 05/2035 |
| DIRECTORS’ COMPENSATIONFor the Year Ended December 31, 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Name · Fees Earned or Paid in Cash($) · Stock Awards ($) · Option Awards ($) · Non-Equity Incentive Plan Compensation ($) · Non-qualified Deferred Compensation Earnings ($) · All Other Compensation ($) · Total($) | ||||||||
| (a) · (b) · (c) · (d) · (e) · (f) · (h) · (i) | ||||||||
| Michael Blechman (1) | 12,000 | 0 | 9,750 | 0 | 0 | 21,750 | ||
| Christopher Cox (2) | 6,000 | 0 | 9,750 | 0 | 0 | 15,750 | ||
| John Nicols (3) | 12,000 | 0 | 9,750 | 0 | 0 | 96,000 | 117,750 | |
| Jurgen Schumacher (4) | 0 | 0 | 6,500 | 0 | 0 | 6,500 | ||
| (1) | On July 1, 2025, 15,000 stock options were granted to Mr. Blechman. Stock option expense was determined utilizing the Black-Scholes-Merton option pricing model. |
| (2) | On July 1, 2025, 15,000 stock options were granted to Mr. Cox. Stock option expense was determined utilizing the Black-Scholes-Merton option pricing model. |
| (3) | On July 1, 2025, 15,000 stock options were granted to Mr. Nicols. Stock option expense was determined utilizing the Black-Scholes-Merton option pricing model. Please refer to Item 13 below for discussion of “All Other Compensation” amounts. |
| (4) | On July 1, 2025, 10,000 stock options were granted to Dr. Schumacher. Stock option expense was determined utilizing the Black-Scholes-Merton option pricing model. |
The Company paid each Director who is not an employee of the Company or a subsidiary a meeting fee of $3,000 for each meeting attended. In addition, the Company reimburses each Director for out-of-pocket expenses incurred in connection with attendance at board meetings, if any
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