conditions affecting the Company are also considered. The Compensation Committee also considers historical levels of salary paid by the Company as well as the provisions in the various executives’ employment contracts with the Company, which contracts are more fully discussed elsewhere in this proxy statement.
Periodic adjustments in base salary may be merit-based with respect to individual performance or tied to the Company’s financial condition or specified in executives’ employment agreements or based on other competitive factors. The Compensation Committee takes into account the effect of any transaction outside of the ordinary course of business that has been consummated during the relevant year and, where appropriate, also considers non-financial performance measures. These include the Company’s competitive position, scientific developments and improvements in relations with employees and investors.stakeholders.
For each of Dr. Gomez, Mr. Luckshire, Ms. Abrams and Dr. Hruby, we paid a base salary in 20202022 in accordance with such executive’s employment agreement. For 2021,2023, the base salaries of these executives were reviewed by our Compensation Committee and Dr. Gomez, Ms. Abrams, Dr. Hruby, and Mr. Luckshire each received a 3%5% salary increase, in accordance with his or her employment agreement, effective as of January 1, 2021. Additionally, Ms. Abrams’ base2023. The salary was further adjusted in January 2021, and her employment agreement was amended and restated to reflect anpercentage increase in Ms. Abrams’ working time commitment to SIGA.reflects a series of considerations including the level of compensation increases across employee groups within the Company as well as inflationary factors.
The size of the changespercentage increase to base salary areis consistent with the salary and general compensation guidelines applicable to other employees. The base salary levels of these executives reflect our Compensation Committee’s subjective judgment, which took into account each executive’s respective position and tenure, our present needs, the general business environment, the executive’s individual performance, achievements and prior contributions and anticipated performance levels.
Annual Incentive Compensation
The Compensation Committee, in its discretion, may establish cash incentive programs and otherwise award bonuses to executive officers and key employees. Annual incentive compensation to our executive officers is payable pursuant to contractual provisions with certain executives that provide eligibility to receive bonuses, in the sole discretion of the Board of Directors or Compensation Committee based on the executive’s performance, economic and business conditions affecting the Company, and the financial condition of the Company. The Compensation Committee approves or makes recommendations to the Board of Directors with respect to annual incentive compensation.
20202022 Performance Year Bonus Program
For the 20202022 performance year, the Board of Directors approved cash bonuses for executive officers based on the recommendation of the Compensation Committee. The Compensation Committee evaluated the performance of executive officers, and set cash bonus eligibility, within the context of the Company’s overall performance. Performance has been assessed by the Compensation Committee and the Board of Directors based upon a range of considerations.
Key corporate goals, as established early each year, provide the Compensation Committee and the Board of Directors with a measurement guide for executive officer performance. Such goals measure progress in the context of strategic, financial, commercial and regulatory activities that are believed to create enterprise value. These corporate goals are heavily weighted toward activities important in the successful performance of our existing BARDAgovernment contracts (domestic and/or international), the award of new government contracts (domestic and/or international), the pursuit of emerging opportunities, continued and substantive R&D and regulatory progress in connection with TPOXX, and the building of capabilities that would support long-term growth at the Company. Achievement of these pre-specified corporate goals, as well as achievement of corporate goals added during the year in response to new or evolving opportunities, in combination with other considerations as contemplated by the Compensation Committee and the Board of Directors, provided executives with an opportunity to earn a cash bonus. The target annual bonus that(the “Target Annual Cash Bonus”) is equivalent to annual base salary (“Target Annual Cash Bonus”).salary.
A summary of thekey corporate goals for the 20202022 performance year is as follows:
Maximize the value of procurement and development contractscontract opportunities with the U.S. government.
Generate international sales growth and continue to make substantial progress in the scope ofexpanding the international business development effort.contract portfolio.
AchieveContinue to make substantial progress onin expanding TPOXX label expansion strategies for TPOXX.
Scanindications and assess growth opportunities for the Company, as well as continue to focus on asset maximization, risk management, capital management,formulations (including post-exposure prophylaxis, mpox, and leveraging core capabilities of the Company.intravenous formulation).