Ionis Pharmaceuticals Inc DEF 14A, filed Apr 25, 2025

About this DEF 14A

Ionis Pharmaceuticals Inc (IONS)

DEF 14A 2025-04-25 For: 2025-06-05

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Added on June 12, 2026

Proposal 1:

elect our nominees, Allene M. Diaz, Michael Hayden, Joseph Klein, III, and Joseph Loscalzo, to our Board of Directors to serve as directors for a three-year term;

Proposal 2:

make an advisory vote on executive compensation;

Proposal 3:

approve an amendment of the Ionis Pharmaceuticals, Inc. 2011 Equity Incentive Plan to increase the aggregate number of shares of common stock authorized for issuance under such plan by 4,000,000 shares to an aggregate of 42,500,000 shares; and

Proposal 4:

ratify the Audit Committee’s selection of Ernst & Young LLP as independent auditors for our 2025 fiscal year.

Ionis Pharmaceuticals Inc filed this DEF 14A on April 25, 2025.

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Date:	June 5, 2025
Time:	2:00 p.m. Pacific Time
Place:	Online only: www.virtualshareholdermeeting.com/IONS2025
Record Date:	April 7, 2025. If you were an Ionis stockholder of record at the close of business on April 7, 2025, you may vote at the Annual Meeting.
Items of Business:	We are holding the Annual Meeting for the following purposes, as more fully described in the accompanying Proxy Statement:
	1.	To elect our nominees, Allene M. Diaz, Michael Hayden, Joseph Klein, III, and Joseph Loscalzo, to our Board of Directors to serve as directors for a three-year term;
	2.	To make an advisory vote on executive compensation;
	3.	To approve an amendment of the Ionis Pharmaceuticals, Inc. 2011 Equity Incentive Plan to increase the aggregate number of shares of common stock authorized for issuance under such plan by 4,000,000 shares to an aggregate of 42,500,000 shares;
	4.	To ratify the Audit Committee’s selection of Ernst & Young LLP as independent auditors for our 2025 fiscal year; and
	5.	To transact any other business that may be properly presented at the Annual Meeting.
Virtual Meeting:	To participate in the Annual Meeting, please visit www.virtualshareholdermeeting.com/IONS2025. You will need the 16-digit control number included on your Notice of Internet Availability of Proxy Materials or your proxy card or voting instruction form that accompanied your proxy materials. Stockholders will be able to vote and submit questions during the Annual Meeting.
Voting:	WHETHER OR NOT YOU EXPECT TO ATTEND THE MEETING, PLEASE VOTE BY TELEPHONE OR INTERNET BY FOLLOWING THE INSTRUCTIONS INCLUDED IN THIS PROXY STATEMENT AND YOUR NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS OR PROXY CARD. ALTERNATIVELY, YOU MAY REQUEST A WRITTEN PROXY STATEMENT, AND COMPLETE, DATE, SIGN AND RETURN YOUR PROXY AS PROMPTLY AS POSSIBLE TO ENSURE YOUR REPRESENTATION AT THE MEETING. IF YOU RECEIVE YOUR PROXY MATERIALS BY MAIL, WE WILL INCLUDE A RETURN ENVELOPE (WHICH IS POSTAGE PREPAID IF MAILED IN THE UNITED STATES) FOR THAT PURPOSE. EVEN IF YOU HAVE GIVEN YOUR PROXY, YOU MAY STILL VOTE AT THE VIRTUAL MEETING VIA LIVE WEBCAST. PLEASE NOTE, HOWEVER, THAT IF YOUR SHARES ARE HELD OF RECORD BY A BROKER, BANK OR OTHER NOMINEE AND YOU WISH TO VOTE AT THE MEETING, YOU MUST OBTAIN FROM THE BROKER, BANK OR OTHER NOMINEE A PROXY ISSUED IN YOUR NAME.


				Page
	PROXY STATEMENT			1
	PROPOSAL 1 − ELECTION OF DIRECTORS			7
	Information about our Board			7
	Information about the 2025 Elections			7
	Board Skills Matrix			8
	Biographies of the Nominees for Election for a Three-Year Term Expiring at the 2028 Annual Meeting			9
	Biographies of the Directors Whose Terms Expire at the 2026 Annual Meeting			10
	Biographies of the Directors Whose Terms Expire at the 2027 Annual Meeting			11
	INFORMATION REGARDING THE BOARD AND CORPORATE GOVERNANCE			12
	Independence of the Board of Directors			12
	Information Regarding the Board and its Committees			12
	Meetings and Attendance; Committee Members			13
	Board Committee Members			13
	Audit Committee			14
	Compensation Committee			15
	Compensation Committee Interlocks and Insider Participation			15
	Nominating, Governance and Review Committee			15
	Medical and Science Committee			17
	Finance Committee			18
	Compliance Committee			18
	Stockholder Communications with the Board			18
	Code of Ethics and Business Conduct			18
	Corporate Governance Guidelines			18
	Anti-Hedging Policy and Anti-Pledging Policy			18
	Corporate Responsibility Initiatives			19
	PROPOSAL 2 − ADVISORY VOTE ON EXECUTIVE COMPENSATION			20
	PROPOSAL 3 − APPROVAL OF AN AMENDMENT OF OUR 2011 EQUITY INCENTIVE PLAN			23
	Required Vote and Board of Directors Recommendation			24
	DESCRIPTION OF THE IONIS PHARMACEUTICALS, INC. 2011 EQUITY INCENTIVE PLAN			24
	Purpose			25
	Background			25
	Shares Available for Awards			26
	Eligibility			26
	Administration			26
	No Repricing, “Cash-Out,” or Cancellation and Re-Grant of Stock Awards without Stockholder Approval			27
	Minimum Vesting; Restrictions on Accelerated Vesting			27
	Dividends and Dividend Equivalents			27
	No Evergreen			27
	Stock Options			27
	Restricted Stock Unit Awards			28
	Restricted Stock Awards			28
	Stock Appreciation Rights			28


				Page
	Performance Awards			28
	Changes to Capital Structure			29
	Corporate Transactions			29
	Change in Control			30
	Plan Amendments			30
	Plan Termination			30
	Federal Income Tax Information			30
	New Plan Benefits			31
	Plan Benefits			32
	PROPOSAL 4 − RATIFICATION OF SELECTION OF INDEPENDENT AUDITORS			33
	Independent Auditors’ Fees; Pre-Approval Policies and Procedures			33
	Audit Fees			33
	Audit Related Fees			33
	Tax Fees			33
	All Other Fees			33
	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT			34
	Securities Authorized for Issuance Under Equity Compensation Plans			37
	EXECUTIVE COMPENSATION			38
	Compensation Discussion and Analysis			38
	Summary Compensation Table			64
	Grants of Plan-Based Awards			65
	Narrative to Summary Compensation Table and Grants of Plan-Based Awards Table			66
	Pay Versus Performance			66
	Outstanding Equity Awards at Fiscal Year-End – Executive Officers			71
	Option Exercises and Stock Vested – Executive Officers			74
	Post-Employment Compensation			74
	Potential Payments Upon Termination or Change-of-Control			74
	Director Compensation			76
	Outstanding Equity Awards at Fiscal Year-End – Directors			78
	Option Exercises and Stock Vested − Directors			80
	Certain Relationships and Related Transactions			80
	Policies and Practices Related to the Grant of Certain Equity Awards Close in Time to the Release of Material Nonpublic Information			82
	CEO Pay Ratio			82
	COMPENSATION COMMITTEE REPORT			84
	AUDIT COMMITTEE REPORT			85
	HOUSEHOLDING OF PROXY MATERIALS			86
	Other Matters			86
	Special Note Regarding Forward-Looking Statements			87
	Appendix A			A-1
	Appendix B			B-1


	Name			Commencement of Ionis Directorship
	Allene M. Diaz			June 2021
	Michael Hayden			September 2018
	Joseph Klein, III			December 2005
	Joseph Loscalzo			December 2014


			By order of the Board of Directors, Patrick R. O’Neil Corporate Secretary
			Carlsbad, California
			April 25, 2025


	Industry Experience			Relevant to an industry understanding and oversight of and contribution to our business and strategy
	Executive/Leadership Experience			Allows our directors to successfully advise on and oversee the Company’s performance and represent stockholders’ interests
	Corporate Governance and Public Company Board Experience			Ensures directors have the background and knowledge to perform oversight and governance roles
	Accounting, Financial or Investment Experience			Enables our directors to analyze our financial statements, oversee our capital structure and consider financial transactions
	Scientific, Research or Development Experience			Facilitates the constant improvement of our science and technology to enable us to continue to drive innovation in RNA therapies
	Commercial, Marketing, Reimbursement or Sales Experience			Ensures we have appropriate Board expertise to advance our commercial strategy


Name	Audit	Compensation	Compliance	Finance	Nominating, Governance and Review	Medical and Science**	Attended 2024 Annual Meeting
Dr. Spencer R. Berthelsen	—	X*	—	—	X	X	—
Ms. Allene M. Diaz	X	—	X	—	—	—	X
Dr. Michael Hayden	—	—	—	—	—	X*	—
Ms. Joan E. Herman	X	X	X	—	—	—	—
Mr. Joseph Klein, III	X*	—	—	X	—	—	X
Dr. Joseph Loscalzo	—	—	—	—	X	X	—
Dr. Brett P. Monia	—	—	—	—	—	—	—
Ms. B. Lynne Parshall	—	—	X*	X	—	—	—
Mr. Joseph H. Wender	—	X	—	X*	X*	—	—
Mr. Michael Yang	—	—	X	—	—	—	X
Total meetings in fiscal year 2024	9	8	6	6	3	4


				General compensation principles			We design our compensation structure to drive the creation of long-term stockholder value and mitigate unnecessary or imprudent business risk taking. Specifically, we: • Use a combination of compensation vehicles that provide a balanced mix of fixed and variable cash incentives, and long-term stock incentives; • Require a 12-month minimum vesting period for equity awards; • Set explicit and demanding objectives at the beginning of each year from which we measure performance for the year; • Set a strict budget for equity awards and salary increases; • Do not provide perquisites for any employees; and • Do not provide “gross-up” payments, other than for relocation.
				Align executive compensation with Company performance and design performance-based awards to drive creation of long-term stockholder value			We tie a significant portion of our executive officers’ compensation to Company performance and design performance-based awards to drive the creation of long-term stockholder value. For example, we: • Allocated approximately 63% of our Chief Executive Officer’s 2024 compensation in the form of performance-based compensation, which we consider to consist of cash bonuses, stock options and performance-based restricted stock units (“PRSUs”); • Each year grant 33% of our Chief Executive Officer’s annual total equity awards in the form of PRSUs and 20% of our other executive officers’ annual total equity awards in the form of PRSUs; • Revised our PRSU structure for grants made in 2023 and going forward such that: ○ awards will have a single vesting period at the end of three years; and ○ the relative total shareholder return (“TSR”) percentile rank for maximum payout of the awards increased from the 75^th percentile to the 90^th percentile. • Place a maximum limit on cash bonuses and do not guarantee a cash bonus – cash bonuses can be, and have been, zero; and • Empower our Compensation Committee with the ability to reduce the Company Performance Factor (used to determine cash bonuses) for our executive officers based on Company performance, which occurred in 2021.
				Stock ownership and holding guidelines			We maintain stock ownership and holding guidelines that require our executive officers and non-employee directors to meet certain ownership thresholds. We increased such ownership requirements for our non-employee directors in 2023.
				Clawback policy			We use an executive “clawback” policy that applies to all Section 16 officers and is consistent with the clawback policy rules adopted by the SEC and Nasdaq in 2023.
				Disallow hedging and pledging			We do not allow pledging, shorting, or hedging against our stock by directors or employees.
				No option re-pricing or cash buyouts			We do not reprice or “cash-out” stock options without stockholder approval.
				Engage an independent compensation consultant			The Compensation Committee has retained a compensation consultant whose relationship with the Company was confirmed to be independent for 2024. The compensation consultant, among other things, assists us in selecting an appropriate peer group and annually reviews our compensation levels, policies, practices, and procedures for our employees and non-employee directors compared to our peer group.


				Use a “double trigger” for change in control for our executive officers			We use a “double trigger” for cash payments and equity acceleration for change in control for our executive officers.
				Hold a “say on pay” vote annually			Provides an effective way for us to obtain information on stockholder sentiment about our executive compensation program each year


Employee Equity Incentive Plans (as of March 31, 2025)
	2011 Plan	2020 Plan
Total number of shares of common stock subject to outstanding stock options	12,871,694	567,189
Weighted-average exercise price of outstanding stock options	$46.95	$43.27
Weighted-average remaining term in years of outstanding stock options	5.46	6.92
Total number of shares of common stock subject to outstanding full value awards	4,894,159	269,026
Total number of shares of common stock available for grant under the plan	4,011,937	599,098
Total number of shares of common stock available for grant to non-employee Directors under the Non-Employee Director Plan⁽¹⁾		434,992
Total number of shares of common stock available for grant under other equity incentive plans		—
Total number of shares of common stock outstanding		159,041,259
Per-share closing price of common stock as reported on Nasdaq Capital Market		$30.17


Equity Award Grant History Under Employee Equity Plans⁽¹⁾
	2022	2023	2024	2025 (through March 31st)
Shares subject to equity awards granted	5,245,896	5,549,603	6,528,855	5,254,537
Shares subject to equity awards canceled, forfeited, or withheld for taxes	(2,464,566)	(2,106,879)	(2,112,280)	(1,770,705)
Net shares subject to equity awards⁽²⁾	2,781,330	3,442,724	4,416,575	3,483,832


PLAN BENEFITS 2011 PLAN
Name of Employee	Total Number of Shares	Options	RSUs	PRSUs⁽¹⁾
Brett P. Monia Chief Executive Officer	1,410,625	824,231	356,580	229,814
Elizabeth L. Hougen Executive Vice President, Chief Financial Officer	456,431	304,404	114,919	37,108
Richard S. Geary Executive Vice President, Chief Development Officer	378,737	266,177	85,891	26,669
Kyle Jenne EVP, Chief Gobal Product Strategy Officer	9,350	—⁽²⁾	—⁽²⁾	9,350
Patrick R. O'Neil EVP, Chief Legal Officer and General Counsel	377,733	265,173	85,891	26,669
All Executive Officers as a Group⁽³⁾	4,453,795	2,801,353	1,179,852	472,590
All Non-Employee Directors as a Group	—	—	—	—
All Non-Executive Officer Employees as a Group	14,979,057	10,035,886	4,943,171	—


	Beneficial Ownership⁽¹⁾
Beneficial Owner	Number of Shares	Percent of Total⁽²⁾
FMR LLC⁽³⁾ 245 Summer Street Boston, MA 02210	21,520,872	13.53%

The Vanguard Group⁽⁴⁾ 100 Vanguard Boulevard Malvern, PA 19355	16,472,539	10.36%

T. Rowe Price Investment Management, Inc.⁽⁵⁾ 101 E. Pratt Street Baltimore, MD 21201	15,851,863	9.97%

Capital World Investors⁽⁶⁾ 333 South Hope Street, 55th Floor Los Angeles, CA 90071	11,465,413	7.21%

Wellington Management Group LLP⁽⁷⁾ 280 Congress Street Boston, MA 02210	9,067,836	5.70%

BlackRock Institutional Trust Company, N.A⁽⁸⁾ 55 East 52nd Street New York, NY 10055	9,057,282	5.69%

Spencer R. Berthelsen⁽⁹⁾	278,325	*
Allene M. Diaz⁽¹⁰⁾	56,037	*
Michael Hayden⁽¹¹⁾	131,540	*
Joan Herman⁽¹²⁾	136,328	*
Joseph Klein, III⁽¹³⁾	126,767	*
Joseph Loscalzo⁽¹⁴⁾	158,572	*
B. Lynne Parshall⁽¹⁵⁾	165,586	*
Joseph H. Wender⁽¹⁶⁾	259,077	*
Michael Yang⁽¹⁷⁾	6,050	*
Kyle Jenne⁽¹⁸⁾	22,365	*
Richard S. Geary⁽¹⁹⁾	310,882	*
Elizabeth L. Hougen⁽²⁰⁾	338,774	*


Plan Category	Number of Shares to be Issued Upon Exercise of Outstanding Options, Warrants and Rights	Weighted Average Exercise Price of Outstanding Options, Warrants and Rights⁽¹⁾	Number of Shares Remaining Available for Future Issuance
Equity compensation plans approved by stockholders⁽²⁾	18,854,781	$48.23	8,529,859⁽³⁾
Equity compensation plans not approved by stockholders	—	—	—
Total	18,854,781	$48.23	8,529,859⁽³⁾


	Name			Title
	Brett P. Monia			Chief Executive Officer
	Elizabeth L. Hougen			Executive Vice President, Chief Financial Officer
	Kyle Jenne			Executive Vice President, Chief Global Product Strategy Officer
	Richard S. Geary			Executive Vice President, Chief Development Officer
	Patrick R. O’Neil			Executive Vice President, Chief Legal Officer and General Counsel


	Year Implemented			Compensation or Governance Change
	2023			Increased the vesting term of initial equity awards granted to our non-employee directors upon joining the Board such that all initial awards vest equally over three years instead of vesting in one year
	2023			Modified our executive clawback policy to align with the SEC’s clawback policy rules
	2023			Revised the structure of our performance-based equity awards such that they have a single vesting period at the end of three years and require a higher relative TSR percentile rank for maximum payout of the awards (increased from the 75th percentile to the 90th percentile)
	2023			Increased the ownership requirements in our stock ownership and holding guidelines applicable to our non-employee directors
	2023			Revised our Non-Employee Director Compensation Policy such that (1) incumbent non-employee directors will receive no more than $450,000 in annual equity compensation per year based on the aggregate grant date fair value, and (2) newly appointed non-employee directors will receive no more than $675,000 in initial equity compensation based on the aggregate grant date fair value
	2022			Increased the allocation of our CEO’s performance-based equity awards from 20% to 33% of his total equity awards
	2022			Implemented performance-based equity awards for our other executive officers accounting for 20% of their total equity awards
	2022			Increased the ownership requirements in our stock ownership and holding guidelines applicable to our executive officers and non-employee directors
	2021			Adopted a Non-Employee Director Compensation Policy that applies to our non-employee directors whereby the Compensation Committee, with input from its independent compensation consultant, may reduce the number of shares to be automatically issued on a grant date for each such award
	2020			Implemented performance-based equity awards for our CEO
	2020			Reduced the size of the annual equity awards for non-employee directors, and at the Annual Meeting of Stockholders had our stockholders approve such reduced equity awards as part of the Non-Employee Directors’ Stock Option Plan


	We delivered on our strategy to transform Ionis into a fully integrated commercial-stage biotechnology company by executing on four strategic goals: (1) to prioritize and advance our Ionis-owned pipeline for commercial success, (2) to build our commercial capabilities, (3) to independently bring our medicines to patients, and (4) to expand and diversify our technology. Our key recent achievements, combined with our independent and partnered product launches anticipated over the next three years, position us well to help millions of patients with serious diseases.


	At target level of achievement, the PRSU awards represent 33% of our CEO’s total equity awards and 20% of each other executive officer’s total equity awards.


	We changed our PRSU structure in 2023 to ensure that it is consistent with market practices and will further incentivize our CEO and executive officers to deliver stockholder value.


	Relative TSR Percentile Rank			TSR Performance Multiplier
	<25^th percentile			0%
	25^th percentile (Threshold)			50%
	50^th percentile (Target)			100%
	60^th percentile			125%
	75^th percentile			150%
	90^th percentile (Maximum)			200%


	No number of PRSUs is guaranteed to vest. If the Company’s TSR is negative over the performance period, the payout will not exceed 100% of the target number.


	At the beginning of each year, we set aggressive corporate objectives, including objective measures, that our Board approves. On at least a quarterly basis, the Board evaluates our progress toward achieving these objectives.


	Given the uniqueness and complexity of our technology, it is critical to retain the knowledge and experience of outstanding long service employees.


	Years of Service			Award
	5			$5,000
	10			$10,000
	15			$15,000
	20			$20,000
	25			$25,000
	30			$30,000
	35			$35,000
	40			$40,000


	The more senior role a person plays, the more that person’s cash compensation will be “at risk.”


Company (ticker)	Annual Revenues (in millions)⁽¹⁾	Market Capitalization (in millions)⁽²⁾	Stage of Lead Drug
Acadia Pharmaceuticals (ACAD)	$726.4	$2,989.8	Market
Alkermes (ALKS)	$1,663.4	$4,500.5	Market
Alnylam Pharmaceuticals (ALNY)	$1,828.3	$19,030.3	Market
Amicus Therapeutics (FOLD)	$399.4	$3,410.4	Market
Apellis Pharmaceuticals (APLS)	$396.6	$6,794.7	Market
BioMarin Pharmaceuticals (BMRN)	$2,419.2	$16,426.8	Market
Blueprint Medicines Corp (BPMC)	$249.4	$5,546.4	Market
Exact Sciences Corp (EXAS)	$2,499.8	$12,184.5	Market
Exelixis (EXEL)	$1,830.2	$7,104.7	Market
Halozyme Therapeutics (HALO)	$829.3	$5,115.2	Market
Incyte Corporation (INCY)	$3,695.6	$12,677.9	Market
Insmed (INSM)	$305.2	$4,017.7	Market
Ironwood Pharmaceuticals (IRWD)	$442.7	$1,321.9	Market
Jazz Pharmaceuticals (JAZZ)	$3,834.2	$7,393.9	Market
Neurocrine Biosciences (NBIX)	$1,887.1	$13,865.9	Market
PTC Therapeutics (PTCT)	$937.8	$2,181.7	Market
Sarepta Therapeutics (SRPT)	$1,243.3	$11,845.8	Market
Ultragenyx Pharmaceutical (RARE)	$434.2	$3,919.1	Market
United Therapeutics (UTHR)	$2,327.5	$11,117.2	Market
Ionis Pharmaceuticals, Inc. (IONS)	$787.6	$6,261.9	Market
Ionis’ Percentile Rank	37%	48%	N/A


Name	Year	Base Salary		Annual MBO Award		Time-Based Equity		Performance-Based Restricted Stock Units
Name	Year	$	%	$	%	$	%	$	%
Brett P. Monia Chief Executive Officer	2024	$1,008,898	7%	$1,024,662	7%	$7,686,016	50%	$5,627,878	36%
Elizabeth L. Hougen EVP, Finance and Chief Financial Officer	2024	$700,000	14%	$437,500	9%	$2,848,137	56%	$1,058,535	21%
Kyle Jenne* EVP, Chief Global Product Strategy Officer	2024	$446,538	11%	$286,875	7%	$3,497,136	82%	$0	0%
Richard S. Geary EVP, Chief Development Officer	2024	$593,865	17%	$400,859	12%	$1,793,273	52%	$666,485	19%
Patrick R. O'Neil EVP, Chief Legal Officer and General Counsel	2024	$586,850	17%	$366,781	11%	$1,793,273	52%	$666,485	20%


	We determine base compensation levels for all our employees primarily by market forces. Accordingly, the Compensation Committee and Board believe that it is important when making compensation decisions to be informed as to the current practices of comparable publicly held companies with which we compete for top talent.


Name	2023 Base Salary	Merit Increase for 2024	Market Adjustment	2024 Base Salary
Brett P. Monia	$960,855	5.0%	—	$1,008,898
Elizabeth L. Hougen	$612,243	5.0%	$54,424	$700,000
Kyle Jenne*	—	—	—	$540,000
Richard S. Geary	$569,655	4.25%	—	$593,865
Patrick R. O’Neil	$562,926	4.25%	—	$586,850


	MBO awards can be, and have in the past been, zero. MBO awards have a maximum amount.


Name	Minimum MBO Percentage of Salary	Maximum MBO Percentage of Salary
Brett P. Monia	0%	208%
Elizabeth L. Hougen	0%	128%
Kyle Jenne	0%	128%
Richard S. Geary	0%	128%
Patrick R. O’Neil	0%	128%


	Based on our one-, three- and five-year TSRs, the Compensation Committee has discretion to reduce the Company Performance Factor and Individual Performance Factors for our executive officers.


Evaluation of 2024 Key Corporate Objectives
	Objective & Pre-Approved Objective Measures	Evaluation
1.	Meet financial goals • Meet budget • Meet financial guidance • Execute on key action items to support Strategic Financial Plan	Ionis exceeded this objective • Exceeded our revenue, operating loss, net income and cash budgets • Significantly exceeded our financial guidance, including substantially exceeding our revenue guidance by more than $130 million • Executed on key action items to support Strategic Financial Plan, including effective management of revenue and expenses to maintain desired cash balance and completing an equity offering


Name	2024 Base Salary	Target MBO %	Company Performance Factor	Individual Performance Factor	Resulting MBO Award	Results Considered When Setting Individual Performance Factor⁽¹⁾
Brett P. Monia	$1,008,898	65%	125%	125%	$1,024,662	1-9
Elizabeth L. Hougen	$700,000	40%	125%	125%	$437,500	1,3-4 & 7-9
Kyle Jenne	$446,538	40%	125%	125%	$286,875	1-4 & 9
Richard S. Geary	$593,865	40%	125%	135%	$400,859	1-6 & 9
Patrick R. O’Neil	$586,850	40%	125%	125%	$366,781	1,3 & 7-9