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Industrials & Aerospace

A. O. Smith Executive Compensation (FY25)

AOS · Executive and director compensation, fiscal 2022 to 2025
Chief executive, fiscal 2025
◇
Stephen Shafer
Median of the other named officers
$2,827,341
5 officers, excluding the chief executive
Latest say-on-pay support
=
April 13, 2026
Chief executive pay ratio
◇
To the median employee
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Data as of November 5, 2026Latest filing (8-K): April 17, 2026
14 filings cited on this page
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319 figures on this page: 308 cited to the filing that reported them, 11 calculated from figures it prints. See the citations

More on A. O. Smith

Five data products on this company. Each one is requested through the developer setup page.
What changed from fiscal 2024 to fiscal 2025
The figures that moved, and by how much. Analysis of these figures is part of the Velarion platform.
Chief executive total compensation — Stephen Shafer: $5,586,236 → $4,960,450 (11.2% lower)
CEO pay ratio: 153:1 → 115:1 (24.8% lower)

Frequently asked questions

Answers drawn from the data on this page.
Who is A. O. Smith's chief executive and what were they paid?
Stephen Shafer, President and Chief Executive Officer, received $4,960,450 in total compensation for fiscal 2025. Shafer's total was 11.2% lower than the $5,586,236 reported for fiscal 2024.
What was A. O. Smith's say-on-pay result?
Shareholders supported the say-on-pay proposal with 97.0% of votes cast including abstentions in favor at the meeting held April 13, 2026 for fiscal 2025.
What is A. O. Smith's chief executive pay ratio?
The disclosed chief executive pay ratio for fiscal 2025 is 115:1, against median employee compensation of $44,976.

Executive compensation

Every element reported for each named executive officer, by fiscal year.
Fiscal 2022
OfficerSalaryBonusStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
Kevin Wheeler
Chairman and Chief Executive Officer
◇◇◇◇◇◇◇◇
Charles Lauber
Executive Vice President and Chief Financial Officer
◇◇◇◇◇—◇◇
James Stern
Executive Vice President, General Counsel and Secretary
◇◇◇◇◇—◇◇
David Warren
Senior Vice President, President and General Manager – North America Water Heating
◇◇◇◇◇—◇◇
Mark Petrarca
Vice President – Human Resources and Public Affairs 7
◇◇◇◇◇—◇◇
Fiscal 2023
OfficerSalaryBonusStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
Kevin Wheeler
Chairman and Chief Executive Officer
◇—◇—◇—◇◇
James Stern
Executive Vice President, General Counsel and Secretary
◇—◇—◇◇◇◇
Charles Lauber
Executive Vice President and Chief Financial Officer
◇—◇—◇—◇◇
Mark Petrarca
Vice President – Human Resources and Public Affairs 7
◇—◇—◇◇◇◇
David Warren
Senior Vice President, President and General Manager – North America Water Heating
◇—◇—◇—◇◇
Fiscal 2024
OfficerSalaryBonusStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
Kevin Wheeler
Chairman and Chief Executive Officer
◇—◇—◇—◇◇
Stephen Shafer
President and Chief Operating Officer
◇—◇—◇—◇◇
Charles Lauber
Executive Vice President and Chief Financial Officer
◇—◇—◇—◇◇
James Stern
Executive Vice President, General Counsel and Secretary
◇—◇—◇◇◇◇
Mark Petrarca
Vice President – Human Resources and Public Affairs 7
◇—◇—◇◇◇◇
Stephen O'Brien
Senior Vice President, President and General Manager – North America Water Heating
◇—◇—◇—◇◇
Fiscal 2025
OfficerSalaryBonusStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
Kevin Wheeler
Executive Chairman
◇—◇—◇—◇◇
Stephen Shafer
President and Chief Executive Officer
◇—◇—◇—◇◇
James Stern
Executive Vice President, Corporate Development, Strategy, and Secretary
◇—◇—◇◇◇◇
Charles Lauber
Executive Vice President and Chief Financial Officer
◇—◇—◇—◇◇
Ming Cheng
Senior Vice President and Chief Technology Officer
◇◇◇—◇—◇◇
Christopher Howe
Senior Vice President and Chief Digital Information Officer
◇—◇—◇—◇◇
A dash means the company reported no figure in that column. $0 is shown only where the filing prints a zero. A negative change in pension value is shown but, as the company reports it, not included in the total.

Equity awards granted

Individual awards as disclosed: type, date, unit counts at each level, and grant date value.
Fiscal 2025
OfficerAwardGrant dateThreshold unitsTarget unitsUnits grantedMaximum unitsExercise priceGrant date fair value
Charles T. LauberRSU◇——◇——◇
Charles T. LauberPSU◇◇◇—◇—◇
Christopher T. HowePSU◇◇◇—◇—◇
Christopher T. HoweRSU◇——◇——◇
James F. SternPSU◇◇◇—◇—◇
James F. SternRSU◇——◇——◇
Kevin J. WheelerPSU◇◇◇—◇—◇
Kevin J. WheelerRSU◇——◇——◇
Ming ChengRSU◇——◇——◇
Ming ChengPSU◇◇◇—◇—◇
Stephen M. ShaferRSU◇——◇——◇
Stephen M. ShaferPSU◇◇◇—◇—◇
Stephen M. ShaferPSU◇◇◇—◇—◇
Stephen M. ShaferRSU◇——◇——◇
Fiscal 2023, 2024 are included in the PDF.
A dash means the company reported no figure in that column. $0 is shown only where the filing prints a zero. Threshold, target and maximum apply only to performance awards and are never shown for time-based or option awards.

Outstanding awards

Awards still held at fiscal year end.
As disclosed at fiscal 2025 year end
OfficerAwardUnvested unitsMarket value of unvested unitsExercise priceExpires
Kevin WheelerRSU◇◇——
RSU◇◇——
RSU◇◇——
PSU◇◇——
PSU◇◇——
PSU◇◇——
Stephen ShaferPSU◇◇——
PSU◇◇——
PSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
Ming ChengRSU◇◇——
PSU◇◇——
Christopher HoweRSU◇◇——
PSU◇◇——
Charles LauberRSU◇◇——
RSU◇◇——
RSU◇◇——
PSU◇◇——
PSU◇◇——
PSU◇◇——
James SternRSU◇◇——
RSU◇◇——
RSU◇◇——
PSU◇◇——
PSU◇◇——
PSU◇◇——
A dash means the company reported no figure in that column. $0 is shown only where the filing prints a zero.

Director compensation

What each non-employee director was paid.
Fiscal 2025
DirectorFees earned in cashStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
Ronald D. Brown
◇◇————◇
Michael M. Larsen
◇◇————◇
Victoria M. Holt
◇◇————◇
Lois M. Martin
◇◇————◇
Todd W. Fister
◇◇————◇
Mark D. Smith
◇◇————◇
Christopher L. Mapes
◇◇————◇
Dr. Ilham Kadri
◇◇————◇
Ajita G. Rajendra
◇—————◇
Aaron W. Saak, Stephen M. Shafer and Kevin J. Wheeler served on the board in fiscal 2025 and received no compensation for board service. Executive directors are typically paid through their executive roles, shown above.
Earlier years are included in the PDF.
A dash means the company reported no figure in that column. $0 is shown only where the filing prints a zero.

Director fee schedule

The standing retainers and premiums the board pays, as published.
Board cash retainer◇
Board equity retainer◇
Total board retainer◇
Lead independent director premium◇
Audit committee chair◇
Compensation committee chair◇
Nominating and governance chair◇

Disclosed peer group

The companies this board named as its compensation comparison group. The list is disclosure; the comparison is analysis.

Say-on-pay history

Shareholder support for the compensation program, by year.
YearMeetingSupportVotes forVotes againstAbstentions
2025April 13, 2026=◇◇◇
2024April 8, 2025=◇◇◇
2023April 9, 2024=◇◇◇
2022April 11, 2023=◇◇◇
2021April 12, 2022=◇◇◇
2020April 13, 2021=◇◇◇
2019April 15, 2020=◇◇◇
2018April 9, 2019=◇◇◇
2017April 9, 2018=◇◇◇
2016April 13, 2017=◇◇◇
2015April 11, 2016=◇◇◇

Chief executive pay ratio

As calculated and reported by the company.
Ratio
◇
Median employee compensation
◇
Chief executive total compensation
◇

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Sample answer — “What is the CEO’s total compensation?”
- Stephen Shafer (President and Chief Executive Officer), FY2025 total compensation $4,960,450 (base salary $965,750) [exec_comp, SEC accession 0001193125-26-089938, filed 2026-03-04]

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What this page does not include

Everything above is a fact A. O. Smith disclosed, and it is free. Everything below is our analysis of those facts, and it is not.
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Citations

Every figure on this page is cited to the document that reported it. Select any figure to see its citation.
319 figures on this page: 308 cited to the filing that reported them, 11 calculated from figures it prints.
308 cited to the filing
11 calculated from the filing

Documents cited

  1. 0000091142-26-000078
    Item 5.07 Submission of Matters to a Vote of Security Holders
  2. 0001193125-26-089938
    DIRECTOR COMPENSATION · Director Compensation · Grants of Plan-Based Awards · Outstanding Equity Awards at December 31, 2025 · and 3 more sections
  3. 0000091142-25-000069
    Item 5.07 Submission of Matters to a Vote of Security Holders
  4. 0001193125-25-037641
    Summary Compensation Table
  5. 0000091142-24-000128
    Item 5.07 Submission of Matters to a Vote of Security Holders
  6. 0001193125-24-051896
    Summary Compensation Table
  7. 0000091142-23-000056
    Item 5.07 Submission of Matters to a Vote of Security Holders
  8. 0000091142-22-000059
    Item 5.07 Submission of Matters to a Vote of Security Holders
  9. 0000091142-21-000075
    Item 5.07 Submission of Matters to a Vote of Security Holders
  10. 0001193125-20-111628
    Item 5.07 Submission of Matters to a Vote of Security Holders
  11. 0001193125-19-102206
    Item 5.07 Submission of Matters to a Vote of Security Holders
  12. 0001193125-18-113618
    Item 5.07 Submission of Matters to a Vote of Security Holders
  13. 0001193125-17-125424
    Item 5.07 Submission of Matters to a Vote of Security Holders
  14. 0001193125-16-542287
    Item 5.07 Submission of Matters to a Vote of Security Holders
Cite this data
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Velarion, “A. O. Smith executive compensation, FY2022–FY2025.” https://intel.velarion.ai/comp/AOS (accessed 2026).
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Positioning against its disclosed peers, the governance read, incentive design, and the CD&A alignment analysis; the full peer table; a committee-ready PDF.
From $500 for the board report; $900 for both.
Get the executive briefGet the board briefNo account needed.
14 filings cited on this page
Method: intel.velarion.ai/methodology
A report that fails to generate is refunded in full
Published by Velarion Company Intelligence
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Industrials & Aerospace rankings

Chief executive pay — Industrials & AerospaceCEO pay ratio — Industrials & AerospaceSay-on-pay support — Industrials & Aerospace

Terms on this page

Say-on-Pay VoteCEO Pay RatioMedian Employee CompensationAll companies

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Cite this data
APA
Velarion Company Intelligence. (2026). Velarion database: executive and board compensation data (Version 2026Q3) [Data set]. Zenodo. https://doi.org/10.5281/zenodo.22283854
BibTeX
@misc{velarionData2026,
  author = {{Velarion Company Intelligence}},
  title = {Velarion database: executive and board compensation data},
  year = {2026},
  version = {2026Q3},
  doi = {10.5281/zenodo.22283854},
  publisher = {Zenodo},
  url = {https://doi.org/10.5281/zenodo.22283854}
}
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