Carlen Hooker
First SEC filing: Feb. 13, 2025 · Latest: June 16, 2025
Insider at
Insider transactions
Price change vs current quote, split-adjusted for corporate actions since the filing — not benchmarked, not annualized, not size-weighted
| Date | Ticker | Code | Shares | Price | Value | Owned after | Δ own | A/D | vs now |
|---|---|---|---|---|---|---|---|---|---|
| Feb. 1, 2026 | REYN | A | 13,574 | · | · | 13,574 Direct | · | Acquired | (price as of 2026-10-02) |
| Feb. 1, 2026 | REYN | A | 17,156 | · | · | 17,156 Direct | · | Acquired | (price as of 2026-10-02) |
| June 16, 2025 | CHD | M | 6,380 | $84.85 | $541,343 | 6,642 Direct | +2435.11% | Acquired | 11.1% (price as of 2026-10-02) |
| June 16, 2025 | CHD | M | 6,380 | · | · | 0 Direct | -100.00% | Disposed | (price as of 2026-10-02) |
| June 16, 2025 | CHD | S | 6,380 | $98.30 | $627,154 | 262 Direct | -96.06% | Disposed | -4.1% (price as of 2026-10-02) |
| June 13, 2025 | CHD | A | 5 | $97.09 | $485 | 2,427 Direct | +0.21% | Acquired | -2.9% (price as of 2026-10-02) |
| May 30, 2025 | CHD | A | 5 | $98.31 | $492 | 2,414 Direct | +0.21% | Acquired | -4.1% (price as of 2026-10-02) |
| May 30, 2025 | CHD | M | 5,480 | · | · | 0 Direct | -100.00% | Disposed | (price as of 2026-10-02) |
| May 30, 2025 | CHD | M | 4,180 | · | · | 0 Direct | -100.00% | Disposed | (price as of 2026-10-02) |
| May 30, 2025 | CHD | M | 2,215 | · | · | 0 Direct | -100.00% | Disposed | (price as of 2026-10-02) |
| May 30, 2025 | CHD | S | 5,480 | $98.75 | $541,150 | 262 Direct | -95.44% | Disposed | -4.5% (price as of 2026-10-02) |
| May 30, 2025 | CHD | M | 5,480 | $84.54 | $463,279 | 5,742 Direct | +2091.60% | Acquired | 11.6% (price as of 2026-10-02) |
| May 30, 2025 | CHD | S | 4,180 | $98.75 | $412,775 | 262 Direct | -94.10% | Disposed | -4.5% (price as of 2026-10-02) |
| May 30, 2025 | CHD | M | 4,180 | $73.87 | $308,777 | 4,442 Direct | +1595.42% | Acquired | 27.7% (price as of 2026-10-02) |
| May 30, 2025 | CHD | S | 2,215 | $98.75 | $218,731 | 262 Direct | -89.42% | Disposed | -4.5% (price as of 2026-10-02) |
| May 30, 2025 | CHD | M | 2,215 | $75.24 | $166,657 | 2,477 Direct | +845.42% | Acquired | 25.3% (price as of 2026-10-02) |
| May 29, 2025 | CHD | M | 3,000 | · | · | 4,180 Direct | -41.78% | Disposed | (price as of 2026-10-02) |
| May 29, 2025 | CHD | S | 3,000 | $98.05 | $294,150 | 262 Direct | -91.97% | Disposed | -3.8% (price as of 2026-10-02) |
| May 29, 2025 | CHD | M | 3,000 | $73.87 | $221,610 | 3,262 Direct | +1145.04% | Acquired | 27.7% (price as of 2026-10-02) |
| May 15, 2025 | CHD | A | 5 | $94.56 | $473 | 2,410 Direct | +0.21% | Acquired | -0.3% (price as of 2026-10-02) |
| April 30, 2025 | CHD | A | 4 | $99.34 | $397 | 2,405 Direct | +0.17% | Acquired | -5.1% (price as of 2026-10-02) |
| April 15, 2025 | CHD | A | 4 | $105.07 | $420 | 2,401 Direct | +0.17% | Acquired | -10.2% (price as of 2026-10-02) |
| April 3, 2025 | CHD | M | 367 | · | · | 0 Direct | -100.00% | Disposed | (price as of 2026-10-02) |
| April 3, 2025 | CHD | F | 105 | $110.09 | $11,559 | 262 Direct | -28.61% | Disposed | -14.3% (price as of 2026-10-02) |
| April 3, 2025 | CHD | M | 367 | · | · | 367 Direct | · | Acquired | (price as of 2026-10-02) |
| March 31, 2025 | CHD | A | 4 | $110.09 | $440 | 2,396 Direct | +0.17% | Acquired | -14.3% (price as of 2026-10-02) |
| March 14, 2025 | CHD | A | 4 | $109.10 | $436 | 2,392 Direct | +0.17% | Acquired | -13.6% (price as of 2026-10-02) |
| March 10, 2025 | CHD | A | 31 | $111.80 | $3,466 | 174 Indirect | +21.68% | Acquired | -15.6% (price as of 2026-10-02) |
| March 10, 2025 | CHD | A | 475 | $113.20 | $53,770 | 2,388 Direct | +24.83% | Acquired | -16.7% (price as of 2026-10-02) |
| March 3, 2025 | CHD | A | 13,620 | · | · | 13,620 Direct | · | Acquired | (price as of 2026-10-02) |
| March 3, 2025 | CHD | A | 540 | · | · | 540 Direct | · | Acquired | (price as of 2026-10-02) |
| March 1, 2025 | CHD | F | 113 | $111.20 | $12,566 | 467 Direct | -19.48% | Disposed | -15.2% (price as of 2026-10-02) |
| Feb. 28, 2025 | CHD | A | 4 | $111.20 | $445 | 1,908 Direct | +0.21% | Acquired | -15.2% (price as of 2026-10-02) |
| Feb. 14, 2025 | CHD | A | 4 | $105.00 | $420 | 1,905 Direct | +0.21% | Acquired | -10.2% (price as of 2026-10-02) |
| Jan. 31, 2025 | CHD | A | 4 | $105.52 | $422 | 1,901 Direct | +0.21% | Acquired | -10.6% (price as of 2026-10-02) |
| Jan. 15, 2025 | CHD | A | 4 | $103.44 | $414 | 1,897 Direct | +0.21% | Acquired | -8.8% (price as of 2026-10-02) |
| Dec. 31, 2024 | CHD | A | 15 | $104.71 | $1,571 | 1,892 Direct | +0.80% | Acquired | -9.9% (price as of 2026-10-02) |
| Dec. 13, 2024 | CHD | A | 15 | $105.64 | $1,585 | 1,877 Direct | +0.81% | Acquired | -10.7% (price as of 2026-10-02) |
| Nov. 29, 2024 | CHD | A | 14 | $110.13 | $1,542 | 1,858 Direct | +0.76% | Acquired | -14.4% (price as of 2026-10-02) |
| Nov. 15, 2024 | CHD | A | 14 | $109.02 | $1,526 | 1,844 Direct | +0.77% | Acquired | -13.5% (price as of 2026-10-02) |
| Oct. 31, 2024 | CHD | A | 16 | $99.91 | $1,599 | 1,829 Direct | +0.88% | Acquired | -5.6% (price as of 2026-10-02) |
| Oct. 15, 2024 | CHD | A | 15 | $104.35 | $1,565 | 1,814 Direct | +0.83% | Acquired | -9.6% (price as of 2026-10-02) |
| Sept. 30, 2024 | CHD | A | 15 | $104.72 | $1,571 | 1,799 Direct | +0.84% | Acquired | -9.9% (price as of 2026-10-02) |
| Sept. 13, 2024 | CHD | A | 15 | $104.04 | $1,561 | 1,784 Direct | +0.85% | Acquired | -9.4% (price as of 2026-10-02) |
| Aug. 30, 2024 | CHD | A | 15 | $101.88 | $1,528 | 1,764 Direct | +0.86% | Acquired | -7.4% (price as of 2026-10-02) |
| Aug. 15, 2024 | CHD | A | 16 | $99.99 | $1,600 | 1,749 Direct | +0.92% | Acquired | -5.7% (price as of 2026-10-02) |
| July 31, 2024 | CHD | A | 16 | $98.01 | $1,568 | 1,733 Direct | +0.93% | Acquired | -3.8% (price as of 2026-10-02) |
| July 15, 2024 | CHD | A | 15 | $101.18 | $1,518 | 1,717 Direct | +0.88% | Acquired | -6.8% (price as of 2026-10-02) |
| June 28, 2024 | CHD | A | 15 | $103.68 | $1,555 | 1,702 Direct | +0.89% | Acquired | -9.0% (price as of 2026-10-02) |
| June 14, 2024 | CHD | M | 2,500 | · | · | 2,215 Direct | -53.02% | Disposed | (price as of 2026-10-02) |
| June 14, 2024 | CHD | S | 2,500 | $106.71 | $266,775 | 0 Direct | -100.00% | Disposed | -11.6% (price as of 2026-10-02) |
| June 14, 2024 | CHD | M | 2,500 | $75.24 | $188,100 | 2,500 Direct | · | Acquired | 25.3% (price as of 2026-10-02) |
| June 14, 2024 | CHD | A | 12 | $107.70 | $1,292 | 1,687 Direct | +0.72% | Acquired | -12.4% (price as of 2026-10-02) |
| May 31, 2024 | CHD | A | 12 | $107.01 | $1,284 | 1,671 Direct | +0.72% | Acquired | -11.9% (price as of 2026-10-02) |
| May 15, 2024 | CHD | A | 12 | $107.18 | $1,286 | 1,659 Direct | +0.73% | Acquired | -12.0% (price as of 2026-10-02) |
| April 30, 2024 | CHD | A | 12 | $107.89 | $1,295 | 1,647 Direct | +0.73% | Acquired | -12.6% (price as of 2026-10-02) |
| April 15, 2024 | CHD | A | 13 | $101.58 | $1,321 | 1,635 Direct | +0.80% | Acquired | -7.2% (price as of 2026-10-02) |
| April 3, 2024 | CHD | F | 105 | $103.16 | $10,832 | 261 Direct | -28.69% | Disposed | -8.6% (price as of 2026-10-02) |
| April 1, 2024 | CHD | A | 12 | $105.02 | $1,260 | 1,622 Direct | +0.75% | Acquired | -10.2% (price as of 2026-10-02) |
| March 15, 2024 | CHD | A | 12 | $104.34 | $1,252 | 1,610 Direct | +0.75% | Acquired | -9.6% (price as of 2026-10-02) |
| March 7, 2024 | CHD | A | 411 | $104.12 | $42,793 | 1,598 Direct | +34.63% | Acquired | -9.4% (price as of 2026-10-02) |
| March 7, 2024 | CHD | A | 32 | $103.08 | $3,299 | 143 Indirect | +28.83% | Acquired | -8.5% (price as of 2026-10-02) |
| March 1, 2024 | CHD | F | 54 | $100.12 | $5,406 | 82 Direct | -39.71% | Disposed | -5.8% (price as of 2026-10-02) |
| March 1, 2024 | CHD | A | 14,720 | · | · | 14,720 Direct | · | Acquired | (price as of 2026-10-02) |
| March 1, 2024 | CHD | A | 580 | · | · | 580 Direct | · | Acquired | (price as of 2026-10-02) |
| Feb. 29, 2024 | CHD | A | 12 | $100.12 | $1,201 | 1,183 Direct | +1.02% | Acquired | -5.8% (price as of 2026-10-02) |
| Feb. 15, 2024 | CHD | A | 12 | $97.39 | $1,169 | 1,171 Direct | +1.04% | Acquired | -3.2% (price as of 2026-10-02) |
| Jan. 31, 2024 | CHD | A | 12 | $99.85 | $1,198 | 1,159 Direct | +1.05% | Acquired | -5.5% (price as of 2026-10-02) |
| Jan. 12, 2024 | CHD | A | 12 | $97.65 | $1,172 | 1,146 Direct | +1.06% | Acquired | -3.4% (price as of 2026-10-02) |
| Dec. 29, 2023 | CHD | A | 11 | $94.56 | $1,040 | 1,134 Direct | +0.98% | Acquired | -0.3% (price as of 2026-10-02) |
| Dec. 15, 2023 | CHD | A | 11 | $91.50 | $1,006 | 1,123 Direct | +0.99% | Acquired | 3.1% (price as of 2026-10-02) |
| Nov. 30, 2023 | CHD | A | 10 | $96.63 | $966 | 1,109 Direct | +0.91% | Acquired | -2.4% (price as of 2026-10-02) |
| Nov. 15, 2023 | CHD | A | 8 | $91.65 | $733 | 1,098 Direct | +0.73% | Acquired | 2.9% (price as of 2026-10-02) |
| Oct. 31, 2023 | CHD | A | 8 | $90.94 | $728 | 1,090 Direct | +0.74% | Acquired | 3.7% (price as of 2026-10-02) |
| Oct. 13, 2023 | CHD | A | 8 | $87.70 | $702 | 1,082 Direct | +0.74% | Acquired | 7.5% (price as of 2026-10-02) |
| Sept. 29, 2023 | CHD | A | 8 | $91.63 | $733 | 1,074 Direct | +0.75% | Acquired | 2.9% (price as of 2026-10-02) |
| Sept. 15, 2023 | CHD | A | 8 | $95.22 | $762 | 1,066 Direct | +0.76% | Acquired | -1.0% (price as of 2026-10-02) |
| Aug. 31, 2023 | CHD | A | 7 | $96.77 | $677 | 1,056 Direct | +0.67% | Acquired | -2.5% (price as of 2026-10-02) |
| Aug. 15, 2023 | CHD | A | 8 | $94.19 | $754 | 1,048 Direct | +0.77% | Acquired | 0.1% (price as of 2026-10-02) |
| July 31, 2023 | CHD | A | 8 | $95.67 | $765 | 1,040 Direct | +0.78% | Acquired | -1.4% (price as of 2026-10-02) |
| July 14, 2023 | CHD | A | 7 | $98.82 | $692 | 1,033 Direct | +0.68% | Acquired | -4.6% (price as of 2026-10-02) |
| June 30, 2023 | CHD | A | 7 | $100.23 | $702 | 1,025 Direct | +0.69% | Acquired | -5.9% (price as of 2026-10-02) |
| June 15, 2023 | CHD | A | 8 | $95.84 | $767 | 1,018 Direct | +0.79% | Acquired | -1.6% (price as of 2026-10-02) |
| May 31, 2023 | CHD | A | 8 | $92.45 | $740 | 1,008 Direct | +0.80% | Acquired | 2.0% (price as of 2026-10-02) |
| May 15, 2023 | CHD | A | 8 | $96.12 | $769 | 1,000 Direct | +0.81% | Acquired | -1.9% (price as of 2026-10-02) |
| April 28, 2023 | CHD | A | 7 | $97.12 | $680 | 992 Direct | +0.71% | Acquired | -2.9% (price as of 2026-10-02) |
| April 14, 2023 | CHD | A | 8 | $88.54 | $708 | 985 Direct | +0.82% | Acquired | 6.5% (price as of 2026-10-02) |
P = Open-market purchase · S = Sale · A = Grant/award · M = Option exercise · G = Gift · F = Tax withholding
Insider transactions are not a recommendation; sales are often driven by liquidity or tax reasons.
Derivative holdings (Form 4 Table II) Options, RSUs and convertible securities reported on Form 4 Table II.
| Date | Ticker | Security | Underlying | Exercise price | Expiration | Shares | A/D |
|---|---|---|---|---|---|---|---|
| Feb. 1, 2026 | REYN | Restricted Stock Units | Common Stock | · | · | 13,574 | Acquired |
| Feb. 1, 2026 | REYN | Restricted Stock Units | Common Stock | · | · | 17,156 | Acquired |
| June 16, 2025 | CHD | Stock Option (right to buy) | Common Stock | $84.85 | June 13, 2032 | 6,380 | Disposed |
| June 13, 2025 | CHD | Phantom Stock | Common Stock | · | · | 5 | Acquired |
| May 30, 2025 | CHD | Phantom Stock | Common Stock | · | · | 5 | Acquired |
| May 30, 2025 | CHD | Stock Option (right to buy) | Common Stock | $84.54 | June 14, 2031 | 5,480 | Disposed |
| May 30, 2025 | CHD | Stock Option (right to buy) | Common Stock | $73.87 | June 15, 2030 | 4,180 | Disposed |
| May 30, 2025 | CHD | Stock Option (right to buy) | Common Stock | $75.24 | Sept. 30, 2029 | 2,215 | Disposed |
| May 29, 2025 | CHD | Stock Option (right to buy) | Common Stock | $73.87 | June 15, 2030 | 3,000 | Disposed |
| May 15, 2025 | CHD | Phantom Stock | Common Stock | · | · | 5 | Acquired |
| April 30, 2025 | CHD | Phantom Stock | Common Stock | · | · | 4 | Acquired |
| April 15, 2025 | CHD | Phantom Stock | Common Stock | · | · | 4 | Acquired |
| April 3, 2025 | CHD | Restricted Stock Unit | Common Stock | · | · | 367 | Disposed |
| March 31, 2025 | CHD | Phantom Stock | Common Stock | · | · | 4 | Acquired |
| March 14, 2025 | CHD | Phantom Stock | Common Stock | · | · | 4 | Acquired |
| March 10, 2025 | CHD | Phantom Stock | Common Stock | · | · | 475 | Acquired |
| March 3, 2025 | CHD | Stock Option (right to buy) | Common Stock | $112.06 | March 3, 2035 | 13,620 | Acquired |
| Feb. 28, 2025 | CHD | Phantom Stock | Common Stock | · | · | 4 | Acquired |
| Feb. 14, 2025 | CHD | Phantom Stock | Common Stock | · | · | 4 | Acquired |
| Jan. 31, 2025 | CHD | Phantom Stock | Common Stock | · | · | 4 | Acquired |
| Jan. 15, 2025 | CHD | Phantom Stock | Common Stock | · | · | 4 | Acquired |
| Dec. 31, 2024 | CHD | Phantom Stock | Common Stock | · | · | 15 | Acquired |
| Dec. 13, 2024 | CHD | Phantom Stock | Common Stock | · | · | 15 | Acquired |
| Nov. 29, 2024 | CHD | Phantom Stock | Common Stock | · | · | 14 | Acquired |
| Nov. 15, 2024 | CHD | Phantom Stock | Common Stock | · | · | 14 | Acquired |
| Oct. 31, 2024 | CHD | Phantom Stock | Common Stock | · | · | 16 | Acquired |
| Oct. 15, 2024 | CHD | Phantom Stock | Common Stock | · | · | 15 | Acquired |
| Sept. 30, 2024 | CHD | Phantom Stock | Common Stock | · | · | 15 | Acquired |
| Sept. 13, 2024 | CHD | Phantom Stock | Common Stock | · | · | 15 | Acquired |
| Aug. 30, 2024 | CHD | Phantom Stock | Common Stock | · | · | 15 | Acquired |
| Aug. 15, 2024 | CHD | Phantom Stock | Common Stock | · | · | 16 | Acquired |
| July 31, 2024 | CHD | Phantom Stock | Common Stock | · | · | 16 | Acquired |
| July 15, 2024 | CHD | Phantom Stock | Common Stock | · | · | 15 | Acquired |
| June 28, 2024 | CHD | Phantom Stock | Common Stock | · | · | 15 | Acquired |
| June 14, 2024 | CHD | Stock Option (right to buy) | Common Stock | $75.24 | Sept. 30, 2029 | 2,500 | Disposed |
| June 14, 2024 | CHD | Phantom Stock | Common Stock | · | · | 12 | Acquired |
| May 31, 2024 | CHD | Phantom Stock | Common Stock | · | · | 12 | Acquired |
| May 15, 2024 | CHD | Phantom Stock | Common Stock | · | · | 12 | Acquired |
| April 30, 2024 | CHD | Phantom Stock | Common Stock | · | · | 12 | Acquired |
| April 15, 2024 | CHD | Phantom Stock | Common Stock | · | · | 13 | Acquired |
| April 3, 2024 | CHD | Restricted Stock Unit | Common Stock | $0.00 | April 3, 2033 | 105 | Disposed |
| April 1, 2024 | CHD | Phantom Stock | Common Stock | · | · | 12 | Acquired |
| March 15, 2024 | CHD | Phantom Stock | Common Stock | · | · | 12 | Acquired |
| March 7, 2024 | CHD | Phantom Stock | Common Stock | · | · | 411 | Acquired |
| March 1, 2024 | CHD | Restricted Stock Unit | Common Stock | $0.00 | March 1, 2033 | 54 | Disposed |
| March 1, 2024 | CHD | Stock Option (right to buy) | Common Stock | $100.28 | March 1, 2034 | 14,720 | Acquired |
| Feb. 29, 2024 | CHD | Phantom Stock | Common Stock | · | · | 12 | Acquired |
| Feb. 15, 2024 | CHD | Phantom Stock | Common Stock | · | · | 12 | Acquired |
| Jan. 31, 2024 | CHD | Phantom Stock | Common Stock | · | · | 12 | Acquired |
| Jan. 12, 2024 | CHD | Phantom Stock | Common Stock | · | · | 12 | Acquired |
| Dec. 29, 2023 | CHD | Phantom Stock | Common Stock | · | · | 11 | Acquired |
| Dec. 15, 2023 | CHD | Phantom Stock | Common Stock | · | · | 11 | Acquired |
| Nov. 30, 2023 | CHD | Phantom Stock | Common Stock | · | · | 10 | Acquired |
| Nov. 15, 2023 | CHD | Phantom Stock | Common Stock | · | · | 8 | Acquired |
| Oct. 31, 2023 | CHD | Phantom Stock | Common Stock | · | · | 8 | Acquired |
| Oct. 13, 2023 | CHD | Phantom Stock | Common Stock | · | · | 8 | Acquired |
| Sept. 29, 2023 | CHD | Phantom Stock | Common Stock | · | · | 8 | Acquired |
| Sept. 15, 2023 | CHD | Phantom Stock | Common Stock | · | · | 8 | Acquired |
| Aug. 31, 2023 | CHD | Phantom Stock | Common Stock | · | · | 7 | Acquired |
| Aug. 15, 2023 | CHD | Phantom Stock | Common Stock | · | · | 8 | Acquired |
| July 31, 2023 | CHD | Phantom Stock | Common Stock | · | · | 8 | Acquired |
| July 14, 2023 | CHD | Phantom Stock | Common Stock | · | · | 7 | Acquired |
| June 30, 2023 | CHD | Phantom Stock | Common Stock | · | · | 7 | Acquired |
| June 15, 2023 | CHD | Phantom Stock | Common Stock | · | · | 8 | Acquired |
| May 31, 2023 | CHD | Phantom Stock | Common Stock | · | · | 8 | Acquired |
| May 15, 2023 | CHD | Phantom Stock | Common Stock | · | · | 8 | Acquired |
| April 28, 2023 | CHD | Phantom Stock | Common Stock | · | · | 7 | Acquired |
| April 14, 2023 | CHD | Phantom Stock | Common Stock | · | · | 8 | Acquired |
Exercise/conversion price is blank when not applicable (e.g. RSUs).
Initial ownership (Form 3) 14 holdings
Securities held when first becoming an insider, per SEC Form 3.
| Date | Ticker | Security | Shares | Ownership |
|---|---|---|---|---|
| June 16, 2025 | REYN | Restricted Stock Units | 40,761 | Direct |
| June 16, 2025 | REYN | Restricted Stock Units | 15,602 | Direct |
| April 4, 2023 | CHD | Common Stock | 109 | Indirect |
| April 4, 2023 | CHD | Stock Option (right to buy) | 4,715 | Direct |
| April 4, 2023 | CHD | Stock Option (right to buy) | 7,180 | Direct |
| April 4, 2023 | CHD | Stock Option (right to buy) | 5,480 | Direct |
| April 4, 2023 | CHD | Stock Option (right to buy) | 6,380 | Direct |
| April 4, 2023 | CHD | Stock Option (right to buy) | 4,270 | Direct |
| April 4, 2023 | CHD | Restricted Stock Unit | 136 | Direct |
| April 4, 2023 | CHD | Restricted Stock Unit | 137 | Direct |
| April 4, 2023 | CHD | Restricted Stock Unit | 12 | Direct |
| April 4, 2023 | CHD | Restricted Stock Unit | 160 | Direct |
| April 4, 2023 | CHD | Restricted Stock Unit | 137 | Direct |
| April 4, 2023 | CHD | Phantom Stock | 971 | Direct |
Compensation (DEF 14A)
Matched by name from proxy statements (DEF 14A) — verify against the filing.
| Fiscal year | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension change | Other | Total |
|---|---|---|---|---|---|---|---|---|
| 2025 | $287,083 | $125,000 | $1,588,987 | · | $167,944 | · | $219,563 | $2,388,577 |
Figures from the Summary Compensation Table of the company's proxy statement (DEF 14A). Compensation is not a recommendation.