Smartbird (BIRD) executive compensation, 2026 proxy

Joe Vernachio, Former President, Chief Executive Officer and Secretary, was paid $968,993 in 2025, down 18% from $1.2M the year before.

Filed
August 11, 2026
Annual meeting
September 30, 2026
Pay year
2025
Named executives
2
CEO total pay
$968,993-18% vs prior year
CEO pay in equity
47%$454,993 in awards
CFO total compensation
$604,2002025 Summary Compensation Table
CEO stock awards
$454,9932025 grant-date fair value
CFO stock awards
$206,9552025 grant-date fair value
Vernachio retention award
$500,000One-time cash payment
Mitchell retention award
$400,000One-time cash payment
CEO target bonus
80%2024 annual base salary

How Vernachio was paid

$968,993 in total for 2025, as reported in the Summary Compensation Table. Equity awards are valued at grant, not at what they turned out to be worth.

Salary52%Stock awards47%All other compensation1%

Named executive officers

ExecutiveTotal
Joe VernachioFormer President, Chief Executive Officer and Secretary$968,993
Ann MitchellChief Financial Officer$604,200

What changed and why

  • $969K$968,993: Joe Vernachio's 2025 total compensation, versus $1,180,452 in 2024.
  • $604K$604,200: Ann Mitchell's 2025 total compensation, versus $739,812 in 2024.
  • 2025: No bonus amounts were earned or paid to named executive officers.
  • $500K$500,000 and $400,000: One-time retention awards approved for Vernachio and Mitchell, respectively.
  • 30%2024 performance goals weighted U.S. net revenue 30% and adjusted EBITDA 70%.
  • 2025 equity grants included RSUs and performance stock units for both named executive officers.

About this page

Figures are automated and can be wrong; check the filing for the exact numbers. Totals follow SEC rules, which value stock and option awards at grant. Read the DEF 14A proxy statement for footnotes and the compensation committee's full reasoning.