GNTX · Gentex Corp · Executive Compensation
Market Cap
$4.73B
Shares
210.68M
Named-executive compensation from the company's DEF 14A proxy statements — salary, bonus, stock and option awards, non-equity incentive, and the company-reported total per executive per fiscal year, exactly as disclosed in the Summary Compensation Table.
Fiscal 2025
| Executive | Role | Total |
|---|---|---|
| Steve Downing | President and CEO | $5,945,970 |
| Neil Boehm | Vice President - Engineering and CTO | $2,461,125 |
| Kevin Nash | Vice President - Finance, CFO and Treasurer | $2,341,438 |
| Matt Chiodo | Senior Vice President - Sales and Chief Sales Officer | $1,966,316 |
| Scott Ryan | Vice President, General Counsel and Corporate Secretary The amounts shown in this column for 2025 include the aggregate grant date fair market value of RS granted in 2025 and the aggregate grant date fair market value of PSAs awarded for the 2025-2027 performance period at target. The value of the PSAs at grant date if maximum performance is achieved would be as follows: Mr. Downing - $5,627,662; Mr. Boehm - $1,829,344, Mr. Nash - $1,765,729; Mr. Chiodo - $1,362,050; and Mr. Ryan - $1,248,503. The amounts in this column for 2025, 2024 and 2023 for the outstanding RS award are solely the value of the aggregate grant date fair value. The values in this column are computed in accordance with FASB ASC Topic 718 (as opposed to what is included in the Company's financial statements). See the Company's Annual Report (Footnote 5) for the years ended December 31, 2025, 2024, and 2023 for the assumptions made in the valuation of the RS grants and PSA grants. The actual number of RS shares granted, and PSA shares granted is shown in the "Grants of Plan-Based Awards" table included in this Proxy Statement. Dividends for RS grants are and will be paid on the shares, if, and to the same extent, paid on the Company's common stock. Dividend equivalents are earned and accumulated over the performance period for PSAs, if, and at a similar rate and to the same extent, paid on the Company's common stock. NEOs are eligible to receive RS awards and PSA awards at the discretion of the Compensation Committee and the Board in accordance with the 2019 Omnibus Plan as discussed in the "Compensation Discussion and Analysis" section of this Proxy Statement. There were no stock option awards to the NEOs in 2025, 2024, or 2023. Amounts set forth relate to performance-based bonuses earned under the Annual Incentive Plan based on the achievement of performance metrics set forth therein and are discussed further in the "Compensation Discussion and Analysis" section of this Proxy Statement. Other compensation includes the sum of RS dividends, PSA deemed dividends, matching contributions by the Company pursuant to its 401(k) Plan, matching contributions by the Company pursuant to its Deferred Compensation Plan, and the use of Company automobiles or reimbursement for the use of personal automobiles pursuant to the Company's policy for use of such vehicles, detailed in the table set forth below. Other compensation also includes membership fees at local country clubs, housing allowance in the case of Mr. Chiodo, and aggregate incremental costs associated with the personal use of Company aircraft, which is subject to income inclusion as a taxable fringe benefit. | $1,811,705 |
Fiscal 2024
| Executive | Role | Total |
|---|---|---|
| Steve Downing | President and CEO | $4,780,362 |
| Neil Boehm | Vice President - Engineering and CTO | $2,009,650 |
| Kevin Nash | Vice President - Finance, CFO and Treasurer | $1,983,332 |
| Matt Chiodo | Vice President - Sales | $1,573,532 |
| Scott Ryan | Vice President, General Counsel and Corporate Secretary The amounts shown in this column for 2024 include the aggregate grant date fair market value of RS granted in 2024 and the aggregate grant date fair market value of PSAs awarded for the 2024-2026 performance period at target. The value of the PSAs at grant date if maximum performance is achieved would be as follows: Mr. Downing - $3,817,602; Mr. Boehm - $1,240,934, Mr. Nash - $1,197,772; Mr. Chiodo - $867,963; and Mr. Ryan - $795,614. The amounts in this column for 2024, 2023 and 2022 for the outstanding RS award are solely the value of the aggregate grant date fair value. The values in this column are computed in accordance with FASB ASC Topic 718 (as opposed to what is included in the Company's financial statements). See the Company's Annual Report (Footnote 5) for the years ended December 31, 2024, 2023, and 2022 for the assumptions made in the valuation of the RS grants and PSA grants. The actual number of RS shares granted and PSA shares granted is shown in the "Grants of Plan-Based Awards" table included in this Proxy Statement. Dividends for RS grants are and will be paid on the shares, if, and to the same extent, paid on the Company's common stock. Dividend equivalents are earned and accumulated over the performance period for PSAs, if, and at a similar rate and to the same extent, paid on the Company's common stock. NEOs are eligible to receive RS awards and PSA awards at the discretion of the Compensation Committee and the Board in accordance with the 2019 Omnibus Plan as discussed in the "Compensation Discussion and Analysis" section of this Proxy Statement. There were no stock option awards to the NEOs in 2024, 2023, or 2022. Amounts set forth relate to performance-based bonuses earned under the Annual Incentive Plan based on the achievement of performance metrics set forth therein and are discussed further in the "Compensation Discussion and Analysis" section of this Proxy Statement. Other compensation includes the sum of RS dividends, PSA deemed dividends, matching contributions by the Company pursuant to its 401(k) Plan, matching contributions by the Company pursuant to its Deferred Compensation Plan, and the use of Company automobiles or reimbursement for the use of personal automobiles pursuant to the Company's policy for use of such vehicles, detailed in the table set forth below. Other compensation also includes membership fees at local country clubs, housing allowance in the case of Mr. Chiodo, and aggregate incremental costs associated with the personal use of Company aircraft, which is subject to income inclusion as a taxable fringe benefit. | $1,460,376 |
Fiscal 2023
| Executive | Role | Total |
|---|---|---|
| Steve Downing | President and CEO | $7,111,531 |
| Kevin Nash | Vice President - Finance, CFO and Treasurer | $3,198,306 |
| Neil Boehm | Vice President - Engineering and CTO | $2,992,784 |
| Matt Chiodo | Vice President - Sales | $2,645,123 |
| Scott Ryan | Vice President, General Counsel and Corporate Secretary The amounts shown in this column for 2024 include the aggregate grant date fair market value of RS granted in 2024 and the aggregate grant date fair market value of PSAs awarded for the 2024-2026 performance period at target. The value of the PSAs at grant date if maximum performance is achieved would be as follows: Mr. Downing - $3,817,602; Mr. Boehm - $1,240,934, Mr. Nash - $1,197,772; Mr. Chiodo - $867,963; and Mr. Ryan - $795,614. The amounts in this column for 2024, 2023 and 2022 for the outstanding RS award are solely the value of the aggregate grant date fair value. The values in this column are computed in accordance with FASB ASC Topic 718 (as opposed to what is included in the Company's financial statements). See the Company's Annual Report (Footnote 5) for the years ended December 31, 2024, 2023, and 2022 for the assumptions made in the valuation of the RS grants and PSA grants. The actual number of RS shares granted and PSA shares granted is shown in the "Grants of Plan-Based Awards" table included in this Proxy Statement. Dividends for RS grants are and will be paid on the shares, if, and to the same extent, paid on the Company's common stock. Dividend equivalents are earned and accumulated over the performance period for PSAs, if, and at a similar rate and to the same extent, paid on the Company's common stock. NEOs are eligible to receive RS awards and PSA awards at the discretion of the Compensation Committee and the Board in accordance with the 2019 Omnibus Plan as discussed in the "Compensation Discussion and Analysis" section of this Proxy Statement. There were no stock option awards to the NEOs in 2024, 2023, or 2022. Amounts set forth relate to performance-based bonuses earned under the Annual Incentive Plan based on the achievement of performance metrics set forth therein and are discussed further in the "Compensation Discussion and Analysis" section of this Proxy Statement. Other compensation includes the sum of RS dividends, PSA deemed dividends, matching contributions by the Company pursuant to its 401(k) Plan, matching contributions by the Company pursuant to its Deferred Compensation Plan, and the use of Company automobiles or reimbursement for the use of personal automobiles pursuant to the Company's policy for use of such vehicles, detailed in the table set forth below. Other compensation also includes membership fees at local country clubs, housing allowance in the case of Mr. Chiodo, and aggregate incremental costs associated with the personal use of Company aircraft, which is subject to income inclusion as a taxable fringe benefit. | $2,406,524 |
Fiscal 2022
| Executive | Role | Total |
|---|---|---|
| Steve Downing | President and CEO | $4,508,367 |
| Kevin Nash | Vice President - Finance, CFO and Treasurer | $1,782,662 |
| Neil Boehm | Vice President - Engineering and CTO | $1,577,737 |
| Matt Chiodo | Vice President - Sales | $1,427,642 |
| Scott Ryan | Vice President, General Counsel and Corporate Secretary The amounts shown in this column for 2024 include the aggregate grant date fair market value of RS granted in 2024 and the aggregate grant date fair market value of PSAs awarded for the 2024-2026 performance period at target. The value of the PSAs at grant date if maximum performance is achieved would be as follows: Mr. Downing - $3,817,602; Mr. Boehm - $1,240,934, Mr. Nash - $1,197,772; Mr. Chiodo - $867,963; and Mr. Ryan - $795,614. The amounts in this column for 2024, 2023 and 2022 for the outstanding RS award are solely the value of the aggregate grant date fair value. The values in this column are computed in accordance with FASB ASC Topic 718 (as opposed to what is included in the Company's financial statements). See the Company's Annual Report (Footnote 5) for the years ended December 31, 2024, 2023, and 2022 for the assumptions made in the valuation of the RS grants and PSA grants. The actual number of RS shares granted and PSA shares granted is shown in the "Grants of Plan-Based Awards" table included in this Proxy Statement. Dividends for RS grants are and will be paid on the shares, if, and to the same extent, paid on the Company's common stock. Dividend equivalents are earned and accumulated over the performance period for PSAs, if, and at a similar rate and to the same extent, paid on the Company's common stock. NEOs are eligible to receive RS awards and PSA awards at the discretion of the Compensation Committee and the Board in accordance with the 2019 Omnibus Plan as discussed in the "Compensation Discussion and Analysis" section of this Proxy Statement. There were no stock option awards to the NEOs in 2024, 2023, or 2022. Amounts set forth relate to performance-based bonuses earned under the Annual Incentive Plan based on the achievement of performance metrics set forth therein and are discussed further in the "Compensation Discussion and Analysis" section of this Proxy Statement. Other compensation includes the sum of RS dividends, PSA deemed dividends, matching contributions by the Company pursuant to its 401(k) Plan, matching contributions by the Company pursuant to its Deferred Compensation Plan, and the use of Company automobiles or reimbursement for the use of personal automobiles pursuant to the Company's policy for use of such vehicles, detailed in the table set forth below. Other compensation also includes membership fees at local country clubs, housing allowance in the case of Mr. Chiodo, and aggregate incremental costs associated with the personal use of Company aircraft, which is subject to income inclusion as a taxable fringe benefit. | $1,270,184 |
Fiscal 2021
| Executive | Role | Total |
|---|---|---|
| Steve Downing | President and CEO | $3,661,366 |
| Neil Boehm | Vice President - Engineering and CTO | $1,508,466 |
| Kevin Nash | Vice President - Finance, CFO and Treasurer | $1,469,548 |
| Matt Chiodo | Vice President - Sales | $1,429,661 |
| Scott Ryan | Vice President, General Counsel and Corporate Secretary The amounts shown in this column for 2023 include the aggregate grant date fair market value of RS granted in 2023, the aggregate grant date fair market value of PSAs awarded for the 2023-2025 performance period at target, and the aggregate grant date fair market value of PSAs awarded in 2023 as a one time retention grant based upon achievement of the Company's relative total shareholder return (TSR) over a four year period (2023-2026) against a predetermined peer group. The value of the PSAs at grant date if maximum performance is achieved would be as follows: Mr. Downing - $5,949,603; Mr. Boehm - $2,114,244, Mr. Nash - $2,327,196; Mr. Chiodo - $1,867,890; and Mr. Ryan - $1,703,730. The amounts in this column for 2023, 2022 and 2021 for the outstanding RS award are solely the value of the aggregate grant date fair value. The values in this column are computed in accordance with FASB ASC Topic 718 (as opposed to what is included in the Company's financial statements). See the Company's Annual Report (Footnote 5) for the years ended December 31, 2023, 2022 and 2021 for the assumptions made in the valuation of the RS grants and PSA grants. The actual number of RS shares granted and PSA shares granted is shown in the "Grants of Plan-Based Awards" table included in this Proxy Statement. Dividends for RS grants are and will be paid on the shares, if, and to the same extent, paid on the Company's common stock. Dividend equivalents are earned and accumulated over the performance period for PSAs, if, and at a similar rate and to the same extent, paid on the Company's common stock. NEOs are eligible to receive RS awards and PSA awards at the discretion of the Compensation Committee in accordance with the 2019 Omnibus Plan as discussed in the "Compensation Discussion and Analysis" section of this Proxy Statement. There were no stock option awards to the NEOs in 2023, 2022, or 2021. Amounts set forth relate to performance-based bonuses earned under the Annual Incentive Plan based on the achievement of performance metrics set forth therein and are discussed further in the "Compensation Discussion and Analysis" section of this Proxy Statement. Other compensation includes the sum of RS dividends, PSA deemed dividends, matching contributions by the Company pursuant to its 401(k) Plan, matching contributions by the Company pursuant to its Deferred Compensation Plan, and the use of Company automobiles or reimbursement for the use of personal automobiles pursuant to the Company's policy for use of such vehicles, detailed in the table set forth below. Other compensation also includes membership fees at local country clubs, housing allowance in the case of Mr. Chiodo, and aggregate incremental costs associated with the personal use of Company aircraft, which is subject to income inclusion as a taxable fringe benefit. | $1,279,576 |
Fiscal 2020
| Executive | Role | Total |
|---|---|---|
| Steve Downing | President and CEO | $3,537,446 |
| Neil Boehm | Vice President - Engineering and CTO | $1,430,721 |
| Kevin Nash | Vice President - Finance, CFO and Treasurer | $1,393,826 |
| Matt Chiodo | Vice President - Sales | $1,283,073 |
| Scott Ryan | Vice President, General Counsel and Corporate Secretary The amounts shown in this column for 2022 include the aggregate grant date fair market value of RS granted in 2022 and the aggregate grant date fair market value of PSAs awarded for the 2022-2024 performance period at target. The value of the PSA at grant date if maximum performance is achieved would be as follows: Mr. Downing - $4,011,000; Mr. Boehm - $1,011,000, Mr. Nash - $1,207,000; Mr. Chiodo - $884,000; and Mr. Ryan - $799,000. The amounts in this column for 2022, 2021 and 2020 for the outstanding RS award are solely the value of the aggregate grant date fair value. The values in this column are computed in accordance with FASB ASC Topic 718 (as opposed to what is included in the Company's financial statements). See the Company's Annual Report (Footnote 5) for the years ended December 31, 2022, 2021, and 2020 for the assumptions made in the valuation of the RS grants and PSA grants. The actual number of RS shares granted and PSA shares granted is shown in the "Grants of Plan-Based Awards" table included in this Proxy Statement. Dividends for RS grants are and will be paid on the shares, if, and to the same extent, paid on the Company's common stock. Dividend equivalents are earned and accumulated over the performance period for PSAs, if, and at a similar rate and to the same extent, paid on the Company's common stock. NEOs are eligible to receive RS awards and PSA awards at the discretion of the Compensation Committee in accordance with the 2019 Omnibus Plan as discussed in the "Compensation Discussion and Analysis" section of this Proxy Statement. There were no stock option awards to the named executive officers in 2022, 2021, or 2020. Amounts set forth relate to performance-based bonuses earned under the Annual Incentive Plan based on the achievement of performance metrics set forth therein and are discussed further in the "Compensation Discussion and Analysis" section of this Proxy Statement. Other compensation includes the sum of RS dividends, PSA deemed dividends, matching contributions by the Company pursuant to its 401(k) Plan, matching contributions by the Company pursuant to its Deferred Compensation Plan, and the use of Company automobiles or reimbursement for the use of personal automobiles pursuant to the Company's policy for use of such vehicles, detailed in the table set forth below. Other compensation also includes membership fees at local country clubs, housing allowance in the case of Mr. Chiodo, and aggregate incremental costs associated with the personal use of Company aircraft, which is subject to income inclusion as a taxable fringe benefit. | $1,151,471 |
Fiscal 2019
| Executive | Role | Total |
|---|---|---|
| Steve Downing | President and CEO | $3,059,702 |
| Neil Boehm | Vice President - Engineering and CTO | $1,155,146 |
| Kevin Nash | Vice President - Finance, CFO and Treasurer | $1,151,942 |
| Matt Chiodo | Vice President - Sales | $1,081,485 |
| Scott Ryan | Vice President, General Counsel and Corporate Secretary The amounts shown in this column for 2021 include the aggregate grant date fair market value of RS granted in 2021 and the aggregate grant date fair market value of PSAs awarded for the 2021-2023 performance cycle at target. The value of the PSA at grant date if maximum performance is achieved would be as follows: Mr. Downing - $2,985,000; Mr. Boehm - $1,051,000, Mr. Nash - $1,033,000; Mr. Chiodo - $982,000; and Mr. Ryan - $904,000. The amounts in this column for 2020 and 2019 are solely the outstanding RS award with the value shown in the aggregate grant date fair value. The values in this column are computed in accordance with FASB ASC Topic 718 (as opposed to what is included in the Company's financial statements). See the Company's Annual Report (Footnote 5) for the years ended December 31, 2021, 2020 and 2019 for the assumptions made in the valuation of the RS grants and PSA grants. The actual number of RS shares granted and PSA shares granted is shown in the "Grants of Plan-Based Awards" table included in this Proxy Statement. Dividends for RS grants are and will be paid on the shares, if, and to the same extent, paid on the Company's common stock. Dividend equivalents are earned and accumulated over the performance period for PSAs, if, and at a similar rate and to the same extent, paid on the Company's common stock. NEOs are eligible to receive RS awards and PSA awards at the discretion of the Compensation Committee in accordance with the 2019 Omnibus Plan as discussed in the "Compensation Discussion and Analysis" section of this Proxy Statement. There were no stock option awards to the named executive officers in 2021, 2020, or 2019. Amounts set forth relate to performance-based bonuses earned under the Annual Incentive Plan based on the achievement of performance metrics set forth therein and are discussed further in the "Compensation Discussion and Analysis" section of this Proxy Statement. Other compensation includes the sum of RS dividends, PSA deemed dividends, matching contributions by the Company pursuant to its 401(k) Plan, matching contributions by the Company pursuant to its Deferred Compensation Plan, and the use of Company automobiles or reimbursement for the use of personal automobiles pursuant to the Company's policy for use of such vehicles, detailed in the table set forth below. Other compensation also includes membership fees at local country clubs and aggregate incremental costs associated with the personal use of Company aircraft, which is subject to income inclusion as a taxable fringe benefit. | $1,006,429 |
Fiscal 2018
| Executive | Role | Total |
|---|---|---|
| Steve Downing | President and CEO | $3,427,450 |
| Kevin Nash | Vice President - Finance, CFO and Treasurer | $990,236 |
| Neil Boehm | Vice President - Engineering and CTO | $958,010 |
| Matt Chiodo | Vice President - Sales | $955,233 |
| Scott Ryan | Vice President, General Counsel and Corporate Secretary | $926,745 |
Executive changes
| Person | Role | Change | Filed |
|---|---|---|---|
| Neil Boehm | Chief Operations Officer | Appointed | 2025-01-02 |
Key facts
CIK
355811
CUSIP
371901109
13F (30d)
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