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Pay vs Performance Disclosure - USD ($)

12 Months Ended

Dec. 31, 2024

Dec. 31, 2023

Dec. 31, 2022

Pay vs Performance Disclosure

Pay vs Performance Disclosure, Table

Pay Versus Performance

As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation

S-K,

we are providing the following information about the relationship between executive compensation actually paid and certain financial performance of Sypris.


(a)		(b)		(c)		(d)		(e)		(f)		(g)
Year		Summary Compensation Table Total for PEO ($) (1)		Compensation Actually Paid to PEO ($) (3)		Average Summary Compensation Table total for non-PEO NEOs ($) (2)		Average Compensation actually paid to non-PEO NEOs ($) (3)		Value of Initial Fixed $100 Investment Based on Total Shareholder Return (4)		Net Income (Loss) ($) (in thousands) (5)
2024		807,879		522,194		386,687		352,916		72		(1,680)
2023		844,072		766,981		343,774		332,844		134		(1,596)
2022		891,421		617,907		355,808		284,539		135		(2,494)

(1)	The dollar amounts reported in column (b) represent the amounts of total compensation reported for Jeffrey T. Gill (the “principal executive officer” or “PEO”), for each corresponding year in the “Total” column of the Summary Compensation Table.

(2)	The dollar amounts reported in column (d) represent the average of the amounts reported for our non-PEO NEOs in the “Total” column of the Summary Compensation Table in each applicable year. The non-PEO

NEOs for purposes of calculating the average amount in each applicable year was Richard L. Davis and Curtis S. Petrie in 2024 and Richard L. Davis and Anthony C. Allen in 2023 and 2022.

(3)

The dollar amounts reported in column (c) and (e) represent the amount of “compensation actually paid” to the PEO and the average “compensation actually paid” to the

non-PEO

NEOs as computed in accordance with Item 402(v) Regulation

S-K.

The dollar amounts do not reflect the actual amount of compensation earned or paid to the PEO or the average actual amount of compensation earned or paid to the

non-PEO

NEOs during the applicable year. The amounts disclosed reflect the following adjustments to the amounts reported in the Summary Compensation Table.


		2024								2023								2022
		PEO ($)				Non- PEO NEOs ($)				PEO ($)				Non- PEO NEOs ($)				PEO ($)				Non- PEO NEOs ($)
Adjustments
Less Grant date value of equity awards			(207,075	)			(82,500	)			(251,220	)			(70,656	)			(324,120	)			(64,750	)
Year-end fair value of current year award			181,496				89,000				268,622				75,550				252,882				51,205
Year-over-year change in fair value of unvested awards			(260,106	)			(36,671	)			(35,198	)			(1,000	)			(121,975	)			(40,744	)
Change in fair value of unvested awards			—				(3,600	)			(59,295	)			(14,824	)			(80,301	)			(17,025	)
Dividends paid on unvested awards			—				—				—				—				—				—

Total adjustments			(285,685	)			(33,771	)			(77,091	)			(10,930	)			(273,514	)			(71,314	)

(4)

Cumulative Total Shareholder Return (“TSR”) is calculated by dividing the sum of (i) cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and (ii) the difference between our share price at the end and the beginning of the measurement period by our share price at the beginning of the measurement period.

(5)	The dollar amount reported represented the amount of net income (loss) reflected in our audited financial statements for the applicable year.

Named Executive Officers, Footnote

(2)	The dollar amounts reported in column (d) represent the average of the amounts reported for our non-PEO NEOs in the “Total” column of the Summary Compensation Table in each applicable year. The non-PEO

NEOs for purposes of calculating the average amount in each applicable year was Richard L. Davis and Curtis S. Petrie in 2024 and Richard L. Davis and Anthony C. Allen in 2023 and 2022.

PEO Total Compensation Amount

$ 807,879

$ 844,072

$ 891,421

PEO Actually Paid Compensation Amount

$ 522,194

766,981

617,907

Adjustment To PEO Compensation, Footnote

(3)

The dollar amounts reported in column (c) and (e) represent the amount of “compensation actually paid” to the PEO and the average “compensation actually paid” to the

non-PEO

NEOs as computed in accordance with Item 402(v) Regulation

S-K.

The dollar amounts do not reflect the actual amount of compensation earned or paid to the PEO or the average actual amount of compensation earned or paid to the

non-PEO

NEOs during the applicable year. The amounts disclosed reflect the following adjustments to the amounts reported in the Summary Compensation Table.


		2024								2023								2022
		PEO ($)				Non- PEO NEOs ($)				PEO ($)				Non- PEO NEOs ($)				PEO ($)				Non- PEO NEOs ($)
Adjustments
Less Grant date value of equity awards			(207,075	)			(82,500	)			(251,220	)			(70,656	)			(324,120	)			(64,750	)
Year-end fair value of current year award			181,496				89,000				268,622				75,550				252,882				51,205
Year-over-year change in fair value of unvested awards			(260,106	)			(36,671	)			(35,198	)			(1,000	)			(121,975	)			(40,744	)
Change in fair value of unvested awards			—				(3,600	)			(59,295	)			(14,824	)			(80,301	)			(17,025	)
Dividends paid on unvested awards			—				—				—				—				—				—

Total adjustments			(285,685	)			(33,771	)			(77,091	)			(10,930	)			(273,514	)			(71,314	)

Non-PEO NEO Average Total Compensation Amount

$ 386,687

343,774

355,808

Non-PEO NEO Average Compensation Actually Paid Amount

$ 352,916

332,844

284,539

Adjustment to Non-PEO NEO Compensation Footnote

(3)

The dollar amounts reported in column (c) and (e) represent the amount of “compensation actually paid” to the PEO and the average “compensation actually paid” to the

non-PEO

NEOs as computed in accordance with Item 402(v) Regulation

S-K.

The dollar amounts do not reflect the actual amount of compensation earned or paid to the PEO or the average actual amount of compensation earned or paid to the

non-PEO

NEOs during the applicable year. The amounts disclosed reflect the following adjustments to the amounts reported in the Summary Compensation Table.


		2024								2023								2022
		PEO ($)				Non- PEO NEOs ($)				PEO ($)				Non- PEO NEOs ($)				PEO ($)				Non- PEO NEOs ($)
Adjustments
Less Grant date value of equity awards			(207,075	)			(82,500	)			(251,220	)			(70,656	)			(324,120	)			(64,750	)
Year-end fair value of current year award			181,496				89,000				268,622				75,550				252,882				51,205
Year-over-year change in fair value of unvested awards			(260,106	)			(36,671	)			(35,198	)			(1,000	)			(121,975	)			(40,744	)
Change in fair value of unvested awards			—				(3,600	)			(59,295	)			(14,824	)			(80,301	)			(17,025	)
Dividends paid on unvested awards			—				—				—				—				—				—

Total adjustments			(285,685	)			(33,771	)			(77,091	)			(10,930	)			(273,514	)			(71,314	)

Compensation Actually Paid vs. Total Shareholder Return

Compensation Actually Paid and Cumulative TSR

As demonstrated by the following graph, the amount of compensation actually paid to Mr. J.T. Gill and the average amount of compensation actually paid to our

non-PEO

NEOs as a group is aligned with our cumulative TSR over the three years presented in the table.

Compensation Actually Paid vs. Net Income

Compensation Actually Paid and Net Income (Loss)

As demonstrated by the following table, the amount of compensation actually paid to Mr. J.T. Gill and the average amount of compensation actually paid to our

non-PEO

NEOs as a group is generally aligned with the Company’s net income (loss) over the three years presented in the table.

Total Shareholder Return Amount

$ 72

134

135

Net Income (Loss)

$ (1,680)

(1,596)

(2,494)

Jeffrey T. Gill

PEO | Equity Awards Adjustments

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

$ (285,685)

(77,091)

(273,514)

PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(207,075)

(251,220)

(324,120)

PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

181,496

268,622

252,882

PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(260,106)

(35,198)

(121,975)

PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

0

(59,295)

(80,301)

PEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

0

0

0

Non-PEO NEO | Equity Awards Adjustments

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(33,771)

(10,930)

(71,314)

Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(82,500)

(70,656)

(64,750)

Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

89,000

75,550

51,205

Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(36,671)

(1,000)

(40,744)

Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(3,600)

(14,824)

(17,025)

Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

$ 0

$ 0

$ 0