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Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Pay vs Performance Disclosure        
Pay vs Performance Disclosure, Table

Pay Versus Performance

The following table sets forth information regarding the Company’s performance and the “compensation actually paid” to our named executive officers, as calculated in accordance with SEC disclosure rules applicable to smaller reporting companies:

 

Year(1)

 

Summary Compensation Table Total for PEO(2)

($)

 

Compensation Actually Paid

to PEO(3)

($)

 

Average Summary Compensation Table Total for Non-PEO Named Executive Officers(2)

($)

 

Average Compensation Actually Paid to Non-PEO Named Executive Officers(3)

($)

 

 

Value of Initial Fixed $100 Investment Based on Total Shareholder Return(4)

($)

 

Net Income (Loss)

($)

 

2023

 

4,375,125

 

557,312

 

2,294,922

 

535,339

 

 

2.61

 

(276,126,000)

 

2022

 

5,158,127

 

(2,901,098)

 

2,399,835

 

(281,950)

 

 

16.71

 

(228,302,000)

 

2021

 

5,117,335

 

428,098

 

2,220,674

 

1,138,044

 

 

80.29

 

(340,141,000)

 

(1)
Dr. Touchon served as the Company’s principal executive officer (“PEO”) for the entirety of 2023, 2022 and 2021 and the Company’s other named executive officers (“NEOs”) for the applicable years were as follows:

- 2023: AnhCo Nguyen, Ph.D.; and Amar Murugan

- 2022: Jakob Dupont, M.D.; Utpal Koppikar; Amar Murugan; and Charlene Banard

- 2021: Jakob Dupont, M.D.; Utpal Koppikar; Amar Murugan; and Kristin Yarema, Ph.D.

(2)
Amounts reported in this column represent (i) the total compensation reported in the Summary Compensation Table for the applicable year in the case of Dr. Touchon and (ii) the average of the total compensation reported in the Summary Compensation Table for the applicable year for the Company’s named executive officers for the applicable year other than the principal executive officer for such years.
(3)
To calculate compensation actually paid, adjustments were made to the amounts reported in the Summary Compensation Table for the applicable year. A reconciliation of the adjustments for Dr. Touchon and for the average of the other named executive officers is set forth following the footnotes to this table.
(4)
Pursuant to rules of the SEC, the comparison assumes $100 was invested on December 31, 2020. Historic stock price performance is not necessarily indicative of future stock price performance.
     
Named Executive Officers, Footnote
(1)
Dr. Touchon served as the Company’s principal executive officer (“PEO”) for the entirety of 2023, 2022 and 2021 and the Company’s other named executive officers (“NEOs”) for the applicable years were as follows:

- 2023: AnhCo Nguyen, Ph.D.; and Amar Murugan

- 2022: Jakob Dupont, M.D.; Utpal Koppikar; Amar Murugan; and Charlene Banard

- 2021: Jakob Dupont, M.D.; Utpal Koppikar; Amar Murugan; and Kristin Yarema, Ph.D.

     
PEO Total Compensation Amount $ 4,375,125 $ 5,158,127 $ 5,117,335  
PEO Actually Paid Compensation Amount $ 557,312 (2,901,098) 428,098  
Adjustment To PEO Compensation, Footnote

Compensation Actually Paid Adjustments

 

Year

 

Summary

Compensation

Table

Total ($)(1)

 

(Minus) Grant

Date Fair
 

Value of Stock

Option and

Stock Awards

Granted in

Fiscal Year

($)(2)
 

 

Plus Fair

Value at Fiscal

Year-End of

Outstanding

and Unvested

Stock Option

and Stock

Awards

Granted in

Fiscal Year

($)(3)
 

 

Plus/(Minus)

Change in

Fair Value of

Outstanding

and Unvested

Stock Option

and Stock

Awards

Granted in Prior

Fiscal Years

($)(4)
 

 

Plus Fair Value at Vesting of

Stock Option

and Stock

Awards

Granted in Fiscal Year that

Vested During

Fiscal Year

($)(5)
 

 

Plus/(Minus)

Change

in Fair Value

as of Vesting

Date of Stock

Option and

Stock Awards

Granted in Prior

Fiscal Years

for which

Applicable

Vesting

Conditions Were

Satisfied During

Fiscal Year

($)(6)
 

 

(Minus)

Fair Value

as of

Prior Fiscal

Year-End of

Stock Option and

Stock Awards

Granted in Prior

Fiscal Years that

Failed to Meet

Applicable

Vesting

Conditions

During

Fiscal Year

($)(7)
 

 

Equals

Compensation

Actually

Paid ($)

Pascal Touchon, D.V.M.

2023

 

4,375,125

 

(3,330,496)

 

224,635

 

(753,498)

 

297,228

 

(275,682)

 

---

 

557,312

2022

 

5,158,127

 

(4,080,272)

 

912,000

 

(3,462,948)

 

356,176

 

(1,784,181)

 

---

 

(2,901,098)

2021

 

5,117,335

 

(4,009,009)

 

2,853,972

 

(1,414,758)

 

611,071

 

(680,228)

 

---

 

428,098

Other Named Executive Officers (Average) (8)

2023

 

2,294,922

 

(1,587,499)

 

116,608

 

(331,191)

 

141,674

 

(99,175)

 

---

 

535,339

2022

 

2,399,835

 

(1,719,102)

 

499,135

 

(1,070,752)

 

94,460

 

(485,526)

 

---

 

(281,950)

2021

 

2,220,674

 

(1,504,521)

 

1,071,081

 

(491,434)

 

229,300

 

(387,002)

 

---

 

1,138,044

(1)
Represents Total Compensation as reported in the Summary Compensation Table for the indicated fiscal year. With respect to the other named executive officers, amounts shown represent averages.
(2)
Represents the grant date fair value of the stock option and stock awards granted during the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes.
(3)
Represents the fair value as of the indicated fiscal year-end of the outstanding and unvested option awards and stock awards granted during such fiscal year, computed in accordance with the methodology used for financial reporting purposes.
(4)
Represents the change in fair value during the indicated fiscal year of each option award and stock award that was granted in a prior fiscal year and that remained outstanding and unvested as of the last day of the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes.
(5)
Represents the fair value at vesting of the option awards and stock awards that were granted and vested during the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes.
(6)
Represents the change in fair value, measured from the prior fiscal year-end to the vesting date, of each option award and stock award that was granted in a prior fiscal year and which vested during the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes.
(7)
Represents the fair value as of the last day of the prior fiscal year of the option award and stock awards that were granted in a prior fiscal year and which failed to meet the applicable vesting conditions in the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes.
(8)
See footnote 1 under the Pay Versus Performance table on the previous page for the named executive officers included in the average for each year.
     
Non-PEO NEO Average Total Compensation Amount $ 2,294,922 2,399,835 2,220,674  
Non-PEO NEO Average Compensation Actually Paid Amount $ 535,339 (281,950) 1,138,044  
Adjustment to Non-PEO NEO Compensation Footnote

Compensation Actually Paid Adjustments

 

Year

 

Summary

Compensation

Table

Total ($)(1)

 

(Minus) Grant

Date Fair
 

Value of Stock

Option and

Stock Awards

Granted in

Fiscal Year

($)(2)
 

 

Plus Fair

Value at Fiscal

Year-End of

Outstanding

and Unvested

Stock Option

and Stock

Awards

Granted in

Fiscal Year

($)(3)
 

 

Plus/(Minus)

Change in

Fair Value of

Outstanding

and Unvested

Stock Option

and Stock

Awards

Granted in Prior

Fiscal Years

($)(4)
 

 

Plus Fair Value at Vesting of

Stock Option

and Stock

Awards

Granted in Fiscal Year that

Vested During

Fiscal Year

($)(5)
 

 

Plus/(Minus)

Change

in Fair Value

as of Vesting

Date of Stock

Option and

Stock Awards

Granted in Prior

Fiscal Years

for which

Applicable

Vesting

Conditions Were

Satisfied During

Fiscal Year

($)(6)
 

 

(Minus)

Fair Value

as of

Prior Fiscal

Year-End of

Stock Option and

Stock Awards

Granted in Prior

Fiscal Years that

Failed to Meet

Applicable

Vesting

Conditions

During

Fiscal Year

($)(7)
 

 

Equals

Compensation

Actually

Paid ($)

Pascal Touchon, D.V.M.

2023

 

4,375,125

 

(3,330,496)

 

224,635

 

(753,498)

 

297,228

 

(275,682)

 

---

 

557,312

2022

 

5,158,127

 

(4,080,272)

 

912,000

 

(3,462,948)

 

356,176

 

(1,784,181)

 

---

 

(2,901,098)

2021

 

5,117,335

 

(4,009,009)

 

2,853,972

 

(1,414,758)

 

611,071

 

(680,228)

 

---

 

428,098

Other Named Executive Officers (Average) (8)

2023

 

2,294,922

 

(1,587,499)

 

116,608

 

(331,191)

 

141,674

 

(99,175)

 

---

 

535,339

2022

 

2,399,835

 

(1,719,102)

 

499,135

 

(1,070,752)

 

94,460

 

(485,526)

 

---

 

(281,950)

2021

 

2,220,674

 

(1,504,521)

 

1,071,081

 

(491,434)

 

229,300

 

(387,002)

 

---

 

1,138,044

(1)
Represents Total Compensation as reported in the Summary Compensation Table for the indicated fiscal year. With respect to the other named executive officers, amounts shown represent averages.
(2)
Represents the grant date fair value of the stock option and stock awards granted during the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes.
(3)
Represents the fair value as of the indicated fiscal year-end of the outstanding and unvested option awards and stock awards granted during such fiscal year, computed in accordance with the methodology used for financial reporting purposes.
(4)
Represents the change in fair value during the indicated fiscal year of each option award and stock award that was granted in a prior fiscal year and that remained outstanding and unvested as of the last day of the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes.
(5)
Represents the fair value at vesting of the option awards and stock awards that were granted and vested during the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes.
(6)
Represents the change in fair value, measured from the prior fiscal year-end to the vesting date, of each option award and stock award that was granted in a prior fiscal year and which vested during the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes.
(7)
Represents the fair value as of the last day of the prior fiscal year of the option award and stock awards that were granted in a prior fiscal year and which failed to meet the applicable vesting conditions in the indicated fiscal year, computed in accordance with the methodology used for financial reporting purposes.
(8)
See footnote 1 under the Pay Versus Performance table on the previous page for the named executive officers included in the average for each year.
     
Compensation Actually Paid vs. Total Shareholder Return

The following chart sets forth the relationship between CAP to our PEO, the average of CAP to our other NEOs, each as set forth in the table above, and our TSR over the three-year period from 2021 through 2023.

 

img121827312_7.jpg 

     
Total Shareholder Return Amount $ 2.61 16.71 80.29  
Net Income (Loss) $ (276,126,000) $ (228,302,000) $ (340,141,000)  
PEO Name Dr. Touchon Dr. Touchon Dr. Touchon  
Fair Value of Initial Fixed Investment       $ 100
PEO | Grant Date Fair Value of Stock Option and Stock Awards Granted in Fiscal Year        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ (3,330,496) $ (4,080,272) $ (4,009,009)  
PEO | Fair Value at Fiscal Year-End of Outstanding and Unvested Stock Option and Stock Awards Granted in Fiscal Year        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 224,635 912,000 2,853,972  
PEO | Change in Fair Value of Outstanding and Unvested Stock Option and Stock Awards Granted in Prior Fiscal Years        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (753,498) (3,462,948) (1,414,758)  
PEO | Fair Value at Vesting of Stock Option and Stock Awards Granted in Fiscal Year that Vested During Fiscal Year        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 297,228 356,176 611,071  
PEO | Change in Fair Value as of Vesting Date of Stock Option and Stock Awards Granted in Prior Fiscal Years for which Applicable Vesting Conditions Were Satisfied During Fiscal Year        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (275,682) (1,784,181) (680,228)  
PEO | Fair Value as of Prior Fiscal Year-End of Stock Option and Stock Awards Granted in Prior Fiscal Years that Failed to Meet Applicable Vesting Conditions During Fiscal Year        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount  
Non-PEO NEO | Grant Date Fair Value of Stock Option and Stock Awards Granted in Fiscal Year        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (1,587,499) (1,719,102) (1,504,521)  
Non-PEO NEO | Fair Value at Fiscal Year-End of Outstanding and Unvested Stock Option and Stock Awards Granted in Fiscal Year        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 116,608 499,135 1,071,081  
Non-PEO NEO | Change in Fair Value of Outstanding and Unvested Stock Option and Stock Awards Granted in Prior Fiscal Years        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (331,191) (1,070,752) (491,434)  
Non-PEO NEO | Fair Value at Vesting of Stock Option and Stock Awards Granted in Fiscal Year that Vested During Fiscal Year        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 141,674 94,460 229,300  
Non-PEO NEO | Change in Fair Value as of Vesting Date of Stock Option and Stock Awards Granted in Prior Fiscal Years for which Applicable Vesting Conditions Were Satisfied During Fiscal Year        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (99,175) (485,526) (387,002)  
Non-PEO NEO | Fair Value as of Prior Fiscal Year-End of Stock Option and Stock Awards Granted in Prior Fiscal Years that Failed to Meet Applicable Vesting Conditions During Fiscal Year        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount