National Instruments Executive Compensation (FY22)

NATI · Executive and director compensation, fiscal 2022 only
Chief executive, fiscal 2022
◇
Eric H. Starkloff
Latest say-on-pay support
=
May 9, 2023
Chief executive pay ratio
◇
To the median employee
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Data as of October 18, 2026Latest filing (8-K): May 10, 2023
8 filings cited on this page
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214 figures on this page: 207 cited to the filing that reported them, 7 calculated from figures it prints. See the citations

Frequently asked questions

Answers drawn from the data on this page.
Who is National Instruments' chief executive and what were they paid?
Eric H. Starkloff, President and Chief Executive Officer, received $8,398,504 in total compensation for fiscal 2022.
What was National Instruments' say-on-pay result?
The say-on-pay proposal drew 94.1% of votes cast for or against in favor at the meeting held May 9, 2023 for fiscal 2022.
Which companies are in National Instruments' peer group?
The disclosed peer group names Advanced Energy Industries, Altair Engineering, Alteryx, ANSYS and Cadence Design Systems, among others.
What is National Instruments' chief executive pay ratio?
For fiscal 2022, the company reported a chief executive pay ratio of 133:1.

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
Eric H. Starkloff
President and Chief Executive Officer
◇—◇—◇—◇◇
Jason E. Green
Former Chief Revenue Officer and Executive Vice President
Departed during or after this year
◇—◇———◇◇
Karen M. Rapp
Former Executive Vice President and Chief Financial Officer
Departed during or after this year
◇◇◇—◇—◇◇
Ritu Favre
Executive Vice President & GM, Business Units
◇—◇—◇—◇— not reconciled
Scott A. Rust
Executive Vice President, Global Operations
◇—◇—◇—◇◇
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 2022
OfficerAwardGrant dateThreshold unitsTarget unitsUnits grantedMaximum unitsExercise priceGrant date fair value
Eric H. StarkloffRSU◇——◇——◇
Eric H. StarkloffPSU◇◇◇—◇—◇
Jason E. GreenPSU◇◇◇—◇—◇
Jason E. GreenRSU◇——◇——◇
Karen M. RappPSU◇◇◇—◇—◇
Karen M. RappRSU◇——◇——◇
Ritu FavreRSU◇——◇——◇
Ritu FavrePSU◇◇◇—◇—◇
Scott A. RustPSU◇◇◇—◇—◇
Scott A. RustRSU◇——◇——◇
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 2022 year end
OfficerAwardUnvested unitsMarket value of unvested unitsExercise priceExpires
Eric H. StarkloffPSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
PSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
Karen M. RappRSU◇◇——
PSU◇◇——
RSU◇◇——
RSU◇◇——
PSU◇◇——
RSU◇◇——
Ritu FavrePSU◇◇——
RSU◇◇——
RSU◇◇——
PSU◇◇——
RSU◇◇——
RSU◇◇——
Scott A. RustRSU◇◇——
RSU◇◇——
RSU◇◇——
RSU◇◇——
PSU◇◇——
RSU◇◇——
PSU◇◇——
RSU◇◇——
RSU◇◇——
A dash means the company reported no figure in that column. $0 is shown only where the filing prints a zero.

Severance and change in control

The terms as written in the agreements.
Eric H. Starkloff
President and Chief Executive Officer · Terms as described in the company’s compensation discussion · citing a 2023 filing
Severance multiple◇
Severance base◇
Change-in-control multiple◇
Equity acceleration on change in control◇
Benefits continuation on change in control◇
Benefits continuation◇
Jason E. Green
Former Chief Revenue Officer and Executive Vice President · Terms as described in the company’s compensation discussion · citing a 2023 filing
Severance multiple◇
Change-in-control multiple◇
Benefits continuation on change in control◇
Benefits continuation◇
Karen M. Rapp
Former Executive Vice President and Chief Financial Officer · Terms as described in the company’s compensation discussion · citing a 2023 filing
Severance multiple◇
Severance base◇
Change-in-control multiple◇
Change-in-control base◇
Benefits continuation on change in control◇
Benefits continuation◇
Ritu Favre
Executive Vice President & GM, Business Units · Terms as described in the company’s compensation discussion · citing a 2023 filing
Severance multiple◇
Change-in-control multiple◇
Benefits continuation on change in control◇
Benefits continuation◇
Scott A. Rust
Executive Vice President, Global Operations · Terms as described in the company’s compensation discussion · citing a 2023 filing
Severance multiple◇
Severance base◇
Change-in-control multiple◇
Change-in-control base◇
Benefits continuation on change in control◇
Benefits continuation◇

Director compensation

What each non-employee director was paid.
Fiscal 2022
DirectorFees earned in cashStock awardsOption awardsNon-equity incentivePension and deferred earningsAll other compensationTotal
Michael E. McGrath
Board chair
◇◇————◇
Gayla J. Delly
◇◇————◇
James E. Cashman III
◇◇————◇
Duy-Loan T. Le
◇◇————◇
Gerhard P. Fettweis
◇◇————◇
Liam K. Griffin
◇◇————◇
Alexander M. Davern
◇◇————◇
Eric H. Starkloff served on the board in fiscal 2022 and received no compensation for board service. Executive directors are typically paid through their executive roles, shown above.
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◇
Board chair premium◇
Audit committee chair◇
Audit committee member◇
Compensation committee chair◇
Compensation committee member◇
Nominating and governance chair◇
Nominating and governance member◇
Board meeting fee◇
Committee meeting fee◇
Equity is delivered as restricted stock units.
Stock ownership guideline: We have adopted stock ownership guidelines for our Executive Officers and the non-employee members of our Board under which they must accumulate and hold... a number of shares of common stock equivalent to a multiple of their annual base salary or retainer, as applicable.

Disclosed peer group

The companies this board named as its compensation comparison group. The list is disclosure; the comparison is analysis.
Fiscal 2022
  • Advanced Energy Industries AEIS
  • Altair Engineering ALTR
  • Alteryx AYX
  • ANSYS ANSS
  • Cadence Design Systems CDNS
  • Cirrus Logic CRUS
  • Citrix Systems symbol not shown
  • Cognex CGNX
  • FormFactor FORM
  • Keysight Technologies KEYS
  • MKS Instruments MKSI
  • Novanta NOVT
  • OSI Systems OSI
  • PTC PTC
  • Silicon Laboratories SLAB
  • Teledyne Technologies TDY
  • Teradyne TER
  • Trimble TRMB
  • Viavi Solutions VIAV

Say-on-pay history

Shareholder support for the compensation program, by year.
YearMeetingSupportVotes forVotes againstAbstentions
2022May 9, 2023=◇◇◇
2021May 10, 2022=◇◇◇
2020May 11, 2021=◇◇◇
2019May 6, 2020=◇◇◇
2018May 14, 2019=◇◇◇
2017May 8, 2018=◇◇◇
2016May 9, 2017=◇◇◇

Chief executive pay ratio

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

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Sample answer — “What is the CEO’s total compensation?”
- Eric H. Starkloff (President and Chief Executive Officer), FY2022 total compensation $8,398,504 (base salary $735,000) [exec_comp, SEC accession 0001140361-23-013880, filed 2023-03-27]

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What this page does not include

Everything above is a fact National Instruments disclosed, and it is free. Everything below is our analysis of those facts, and it is not.
Peer benchmarking
Where National Instruments sits against its disclosed peers — percentile position by role and by pay element, and the ranking behind it. The disclosed peer group is free; comparisons across it are part of the Velarion platform.
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Committee composition, independence, director pay positioning, and the governance provisions read together rather than listed.
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What the awards above are actually worth today against what they were valued at on grant, and what the gap says about the pay-for-performance link.
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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.
214 figures on this page: 207 cited to the filing that reported them, 7 calculated from figures it prints.
207 cited to the filing
7 calculated from the filing

Documents cited

  1. 0000935494-23-000055
  2. 0001140361-23-013880
    CEO Pay Ratio · Compensation Discussion and Analysis · Discussion of Director Compensation · Executive Compensation Tables
  3. 0000935494-22-000015
  4. 0000935494-21-000027
  5. 0000935494-20-000020
  6. 0000935494-19-000018
    Item 5.07 Submission of Matters to a Vote of Security Holders
  7. 0000935494-18-000022
    Item 5.07 Submission of Matters to a Vote of Security Holders
  8. 0000935494-17-000016
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Velarion, “National Instruments executive compensation, FY2022.” https://intel.velarion.ai/comp/NATI (accessed 2026).
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The National Instruments brief, $1,500

Positioning against its disclosed peers, the governance read, incentive design, and the CD&A alignment analysis; the full peer table; a committee-ready PDF.
Both reports for $2,400.
8 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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Peers National Instruments discloses

The companies named in NATI's own disclosed peer group.

Terms on this page

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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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