CoverageForm 410-K10-Q8-K13D13G13F

CPSS Consumer Portfolio Services, Inc. - 8-K

Accession
0001683168-26-002616
5.02

Item 5.02 - Departure/Election of Directors or Certain Officers

733 words

Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(f)

Non-Equity Incentive Plan Compensation

The Compensation Committee of the Board of Directors of Consumer Portfolio
Services, Inc. (“Company”) has evaluated and approved the non-equity incentive plan payment amounts earned under the Executive
Management Bonus Plan for each of the named executive officers for fiscal year ended December 31, 2025 (“FY2025”).

The other compensation of the Company’s named executive officers
for FY2025 was previously reported by the Company in the Summary Compensation Table included in the Company’s Form 10-K filed with
the Securities and Exchange Commission (the “SEC”) on March 16, 2026 (the “2025 10-K”). However, as of the date
of the filing of the 2025 10-K, non-equity incentive plan payment amounts for FY2025 had not been determined and, therefore, were omitted
from the Summary Compensation Table in the 2025 10-K.

In accordance with Item 5.02(f) of Form 8-K, the Company is providing
a revised Summary Compensation Table, which includes the final non-equity incentive plan compensation payment amounts and each such named
executive officer’s total compensation amount for FY2025.

Summary Compensation Table For 2025 and 2024

Name and Principal Position

Year

Salary

Non-Equity

Incentive Plan

Compensation (1)

Option

Awards (2)

All Other

Compensation

Total

Charles E. Bradley, Jr.

2025

$

995,000

$

3,283,500

$

1,139,790

$

21,357

$

5,439,647

Chief Executive Officer

2024

995,000

3,130,000

–

40,611

4,165,611

Michael T. Lavin

2025

470,000

448,693

455,916

11,980

1,386,590

President & Chief Operating Officer

2024

470,000

443,680

–

47,158

960,838

Danny Bharwani

2025

430,762

479,808

341,937

2,342

1,254,849

Executive Vice President &

2024

386,000

444,929

–

44,871

875,800

Chief Financial Officer

(1)

Amounts reported for FY2025 in this column comprise
non-equity incentive plan compensation earned in 2025 and paid or granted in 2026. For the chief executive officer, such payments were
based on the Compensation Committee’s evaluation of the chief executive officer meeting as many as possible of several objectives
within the year 2025. For FY2025, the objectives and their weightings are as follows: (I) to meet or exceed the Company’s quarterly
budget (20% each quarter, total of 80%) (II) to execute four rated securitization transactions (20% each, 80% total), (III) to increase
the Company’s annual originations of receivables to each of four targets (up to 80% in the aggregate, creditable pro rata for reaching
target amounts of $1.8 billion, $1.9 billion, $2.0 billion, and $2.1 billion), (IV) to decrease core operating expenses by up to 1% (up
to 200%, creditable pro rata for the portion of the 1% achieved),  (V) to raise $100 million in a new residual financing deal (100%,
creditable pro rata for the portion achieved) (VI) to obtain up to a $1.2 billion forward flow contract purchase agreement (100%,
creditable pro rata for the portion achieved), (VII)  and to cause the Company’s common stock to trade in excess of each
of four targets (80% in the aggregate, creditable in increments of 20% for reaching prices of $13.00, $14.00, $15.00, and $16.00 per share).
The total of the seven weightings is 720%; accordingly, the target and maximum possible value to chief executive officer of the award
was 720% of his base salary for 2025.

The factors applied in determining the FY2025
amount of the non-equity incentive plan payment amount for the chief financial officer, Mr. Bharwani, are: (I) skills and performance,
35%, (II) one individual objective, 14%, (III) subjective evaluation of that executive’s department, 42%, (IV) Company performance,
28% and (V) discretionary allocation recommended by the chief executive officer and approved by the Compensation Committee, 21%, representing
a maximum payment amount of 140% of base compensation. The same factors are used in determining the FY2025 non-equity incentive plan payment
amount for the president, Mr. Lavin, and the numerical scores assigned to each of these factors are 40%, 16%, 48%, 32%, and 24%, respectively,
representing a maximum payment amount of 160% of base compensation for the president.

(2)

Represents the dollar value accrued for financial accounting purposes in connection with the grant of such options, computed in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718. Value was estimated using a Black-Scholes model for 2025. For the options granted on September 9, 2025, the weighted average fair value per option was $3.80, based on assumptions of 4.11 years expected life, expected volatility of 53.94%, and a risk-free rate of 4.10%.

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