CEO Ryan McMonagle's total reported compensation of $2,577,511 is reasonable for a CEO at a $2.1 billion industrial equipment company and does not exceed our benchmark threshold. The pay mix is appropriately weighted toward variable compensation — base salary of $850,000 represents roughly 33% of total pay, well below the 40% fixed-pay ceiling, with the remainder in performance-based bonuses and equity awards tied to multi-year Adjusted EBITDA goals and stock price targets. The incentive structure is further supported by the fact that the 2025 short-term bonus paid out at only 58% of target because the company missed its free cash flow goal, demonstrating that the pay program actually penalizes executives when performance falls short. The company has a Dodd-Frank-compliant clawback policy in place, and CTOS's 3-year total shareholder return of +44.7% is broadly in line with its disclosed peer group median of +42.2%, meaning above-benchmark incentive pay — to the extent any exists — is not misaligned with shareholder experience.

EY received $2,741,000 in core audit fees and $1,939,000 in non-audit fees (combining audit-related fees of $1,629,000 for registration statements and M&A work plus tax fees of $310,000), producing a non-audit-to-audit ratio of approximately 71% — well above the 50% threshold that triggers a vote against. The spike in non-audit fees is driven by a large one-time M&A-related engagement in 2025; while one-time transactions can warrant a softer reading, the policy does not automatically waive the trigger, and the ratio is high enough that an independence concern is material. EY's tenure of five years is well below the 25-year concern threshold, and no restatement or auditor adequacy issues exist.