Our executive compensation program, consisting of a three-part compensation strategy that includes base salary, annual performance-based cash bonuses and long-term equity incentive compensation, is designed to (i) pay for performance to encourage both Company and individual achievement; (ii) encourage efficient use of Company resources; and (iii) provide market competitive compensation to attract and retain highly qualified individuals who are capable of making significant contributions to the long-term success of the Company.
The Company does not adopt express formulae for weighting different elements of compensation or for allocating between long-term and short-term compensation, but strives to develop comprehensive packages that are competitive with those offered by other companies with which the Company competes to attract and retain talented executives. Under the Company’s compensation practices, cash compensation consists of an annual base salary and performance-based bonuses, and equity-based compensation primarily consists of grants of stock options.
Our named executive officers for 2022 set forth in this proxy statement (the “Named Executive Officers”) are:
Roger J. Pomerantz, M.D., F.A.C.P., Chief Executive Officer, President, and Chairman of the Board;
Michael Messinger, C.P.A., Chief Financial Officer;
Natalie Bogdanos, General Counsel and Corporate Secretary; and
| • | | Cara M. Cassino, M.D., Former Chief Medical Officer and Executive Vice President of Research & Development.
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Cara M. Cassino, M.D., Former Chief Medical Officer and Executive Vice President of Research & Development.
2022 Summary Compensation Table
The table below sets forth the compensation earned during fiscal years 2022 and 2021 by our Named Executive Officers.
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Name and Principal Position | | | | | Salary ($) | | | Option Awards ($) (1) | | | Non-Equity Incentive Plan Compensation ($) (2) | | | All Other Compensation (3) | | | Total ($) | |
Roger J. Pomerantz, M.D., F.A.C.P. | | | 2022 | | | $ | 702,103 | | | $ | 1,254,766 | | | $ | 224,673 | | | $ | 43,940 | | | $ | 2,225,482 | |
Chief Executive Officer and President | | | 2021 | | | $ | 665,500 | | | $ | 833,234 | | | $ | 559,020 | | | $ | 42,313 | | | $ | 2,100,067 | |
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Michael Messinger, C.P.A. | | | 2022 | | | $ | 410,183 | | | $ | 414,073 | | | $ | 73,833 | | | $ | 59,122 | | | $ | 957,211 | |
Chief Financial Officer | | | 2021 | | | $ | 388,799 | | | $ | 262,436 | | | $ | 174,960 | | | $ | 56,487 | | | $ | 882,682 | |
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Natalie Bogdanos. | | | 2022 | | | $ | 444,585 | | | $ | 313,692 | | | $ | 76,469 | | | $ | 10,150 | | | $ | 844,896 | |
General Counsel and Corporate Secretary | | | | | | | | | | | | | | | | | | | | | | | | |
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Cara M. Cassino, M.D. (4) | | | 2022 | | | $ | 368,117 | | | $ | 401,525 | | | $ | — | | | $ | 419,843 | | | $ | 1,189,485 | |
Former Chief Medical Officer and Executive Vice President of Research and Development | | | 2021 | | | $ | 523,389 | | | $ | 558,482 | | | $ | 257,900 | | | $ | 42,433 | | | $ | 1,382,204 | |
Roger J. Pomerantz, M.D., F.A.C.P.
Chief Executive Officer and President
| | | 2022 | | | $702,103 | | | $1,254,766 | | | $224,673 | | | $43,940 | | | $2,225,482 |
| 2021 | | | $665,500 | | | $833,234 | | | $559,020 | | | $42,313 | | | $2,100,067 |
Michael Messinger, C.P.A.
Chief Financial Officer
| | | 2022 | | | $410,183 | | | $414,073 | | | $73,833 | | | $59,122 | | | $957,211 |
| 2021 | | | $388,799 | | | $262,436 | | | $174,960 | | | $56,487 | | | $882,682 |
Natalie Bogdanos
General Counsel and Corporate Secretary
| | | 2022 | | | $444,585 | | | $313,692 | | | $76,469 | | | $10,150 | | | $844,896 |
Cara M. Cassino, M.D.(4)
Former Chief Medical Officer and Executive Vice President of Research and Development
| | | 2022 | | | $368,117 | | | $401,525 | | | $— | | | $419,843 | | | $1,189,485 |
| 2021 | | | $523,389 | | | $558,482 | | | $257,900 | | | $42,433 | | | $1,382,204 |
(1)
| The amounts reported in the “Option Awards” column reflect the aggregate grant date fair value of stock options awarded during the year computed in accordance with the provisions of Financial Accounting Standards Board Accounting Standard Codification, or ASC, Topic 718, disregarding estimated forfeitures. See Note 12 to our financial statements included in our Annual Report on Form 10-K filed on March 31, 2023 regarding assumptions underlying the valuation of these equity awards. |