
									Value of Initial Fixed $100
									Investment Based On:
											Peer Group
					Average						Total
					Summary		Average				Stockholder
	Summary				Compensation		Compensation				Return
	Compensation		Compensation		Table Total		Actually Paid		Total		(Nasdaq
	Table Total		Actually Paid		for Non-PEO		to Non-PEO		Stockholder		Biotechnology		Net Income		Total Revenue
Year	for PEO⁽¹⁾		to PEO⁽²⁾		NEOs⁽³⁾		NEOs⁽⁴⁾		Return⁽⁵⁾		Index)⁽⁶⁾		(in thousands)⁽⁷⁾		(in thousands)⁽⁸⁾
2023	$	12,727,887	$	32,772,214	$	4,882,630	$	12,994,682	$	185.93	$	118.87	$	(434,801)	$	1,082,571
2022	$	8,246,281	$	(10,478,887)	$	4,548,786	$	(4,682,784)	$	119.23	$	113.65	$	(547,799)	$	820,222
2021	$	23,343,147	$	17,842,930	$	8,415,636	$	7,334,133	$	277.20	$	126.45	$	(471,716)	$	625,486
2020	$	8,083,213	$	60,865,789	$	2,795,161	$	24,672,935	$	295.40	$	126.42	$	(229,743)	$	391,005

(1)	Our PEO for each year reported is Steven Chapman, our Chief Executive Officer. The dollar amounts reported in this column are the amounts of total compensation reported for Mr. Chapman in the “Total” column of the Summary Compensation Table in the applicable fiscal year.

(2)	In accordance with SEC rules, the following adjustments were made to determine the compensation actually paid to our PEO during fiscal years 2023, 2022, 2021, and 2020, which consisted solely of adjustments to the PEO’s equity awards:


Description of Adjustment	2023		2022		2021		2020
Summary Compensation Table – Total Compensation	$	12,727,887	$	8,246,281	$	23,343,147	$	8,083,213
- grant date fair value of option awards and stock awards granted in the covered fiscal year	$	(11,133,142)	$	(7,093,675)	$	(22,417,562)	$	(7,291,047)
+ fair value at fiscal year end of outstanding and unvested option awards and stock awards granted in the covered fiscal year	$	23,915,639	$	4,352,420	$	14,282,938	$	25,400,473
+ change in fair value of outstanding and unvested option awards and stock awards granted in prior fiscal years	$	6,009,186	$	(11,074,522)	$	(745,043)	$	21,714,867
+ fair value on vesting date of option awards and stock awards granted in the covered fiscal year that vested during the covered fiscal year	$	533,851	$	550,650	$	0	$	6,497,053
+ change in fair value as of the vesting date of option awards and stock awards granted in prior fiscal years that vested in the covered fiscal year	$	718,793	$	(5,460,040)	$	3,379,450	$	6,461,230
- fair value of as of prior fiscal year end of option awards and stock awards granted in prior fiscal years that failed to meet applicable vesting conditions during the covered fiscal year	$	0	$	0	$	0	$	0
+ dollar value of dividends or earnings paid on option awards or stock awards in the covered fiscal year prior to vesting that are not otherwise included in total compensation	$	0	$	0	$	0	$	0
Total Equity Adjustments (subtotal)*	$	0	$	(18,725,167)	$	(5,500,217)	$	52,782,576
Compensation Actually Paid	$	32,772,214	$	(10,478,887)	$	17,842,930	$	60,865,789

*

Calculations reflect equity granted over a span of seven years of service prior to, as well as during, the reported fiscal years.

(3)	The non-PEO NEOs for each year reported are as follows:

For 2023: Michael Brophy, Robert Schueren, Daniel Rabinowitz, and Matthew Rabinowitz

For 2022: Michael Brophy, Robert Schueren, Daniel Rabinowitz, and Matthew Rabinowitz

For 2021: Michael Brophy, Robert Schueren, Daniel Rabinowitz, and Matthew Rabinowitz

For 2020: Michael Brophy, Robert Schueren, Matthew Rabinowitz, and Jonathan Sheena

The dollar amounts reported in this column represent the average of the amounts reported for the non-PEO NEOs in the “Total” column of the Summary Compensation Table in the applicable fiscal year.

(4)	In accordance with SEC rules, the following adjustments were made to determine the compensation actually paid on average to our non-PEO NEOs during fiscal years 2023, 2023, 2021, and 2020, which consisted solely of adjustments to the non-PEO NEOs’ equity awards:


Description of Adjustment	2023		2022		2021		2020
Summary Compensation Table – Total Compensation	$	4,882,630	$	4,548,786	$	8,415,636	$	2,795,161
- grant date fair value of option awards and stock awards granted in the covered fiscal year	$	(4,249,439)	$	(3,982,802)	$	(7,808,661)	$	(2,262,392)
+ fair value at fiscal year end of outstanding and unvested option awards and stock awards granted in the covered fiscal year	$	9,484,948	$	2,256,160	$	6,278,945	$	10,304,088
+ change in fair value of outstanding and unvested option awards and stock awards granted in prior fiscal years	$	2,199,442	$	(4,777,779)	$	(488,996)	$	8,640,852
+ fair value on vesting date of option awards and stock awards granted in the covered fiscal year that vested during the covered fiscal year	$	175,978	$	256,134	$	0	$	562,800
+ change in fair value as of the vesting date of option awards and stock awards granted in prior fiscal years that vested in the covered fiscal year	$	501,123	$	(2,983,283)	$	937,209	$	4,632,426
- fair value of as of prior fiscal year end of option awards and stock awards granted in prior fiscal years that failed to meet applicable vesting conditions during the covered fiscal year	$	0	$	0	$	0	$	0
+ dollar value of dividends or earnings paid on option awards or stock awards in the covered fiscal year prior to vesting that are not otherwise included in total compensation	$	0	$	0	$	0	$	0
Total Equity Adjustments (subtotal)*	$	0	$	(9,231,569)	$	(1,081,503)	$	21,877,775
Compensation Actually Paid	$	12,994,682	$	(4,682,784)	$	7,334,133	$	24,672,935

*

Calculations reflect equity granted over a span of up to seven years of service prior to, as well as during, the reported fiscal years (2017, 2018, 2019, 2020, 2021, 2022, 2023).

(5)

Cumulative total stockholder return on our shares of common stock from December 31, 2019 through December 31, 2020, December 31, 2021, December 31, 2022, and December 31, 2023, respectively. Assumes the investment of $100 on December 31, 2019 in our shares of common stock and assumes the reinvestment of dividends, if any, although dividends have never been declared on our shares of common stock.

(6)

Cumulative total stockholder return on the NASDAQ Biotechnology Index from December 31, 2019 through December 31, 2020, December 31, 2021, December 31, 2022, and December 31, 2023, respectively. Assumes the investment of $100 on December 31, 2019 in the NASDAQ Biotechnology Index and assumes the reinvestment of dividends.

(7)	The dollar amounts reported represent the amount of net income reflected in our audited financial statements for the applicable year.

(8)	The dollar amounts reported represent the amount of total revenue reflected in our audited financial statements for the applicable year.

Named Executive Officers, Footnote

(1)	Our PEO for each year reported is Steven Chapman, our Chief Executive Officer. The dollar amounts reported in this column are the amounts of total compensation reported for Mr. Chapman in the “Total” column of the Summary Compensation Table in the applicable fiscal year.

(3)	The non-PEO NEOs for each year reported are as follows:

For 2023: Michael Brophy, Robert Schueren, Daniel Rabinowitz, and Matthew Rabinowitz

For 2022: Michael Brophy, Robert Schueren, Daniel Rabinowitz, and Matthew Rabinowitz

For 2021: Michael Brophy, Robert Schueren, Daniel Rabinowitz, and Matthew Rabinowitz

For 2020: Michael Brophy, Robert Schueren, Matthew Rabinowitz, and Jonathan Sheena

The dollar amounts reported in this column represent the average of the amounts reported for the non-PEO NEOs in the “Total” column of the Summary Compensation Table in the applicable fiscal year.

PEO Total Compensation Amount

$ 12,727,887

$ 8,246,281

$ 23,343,147

$ 8,083,213

Adjustment To PEO Compensation, Footnote

(2)	In accordance with SEC rules, the following adjustments were made to determine the compensation actually paid to our PEO during fiscal years 2023, 2022, 2021, and 2020, which consisted solely of adjustments to the PEO’s equity awards:


Description of Adjustment	2023		2022		2021		2020
Summary Compensation Table – Total Compensation	$	12,727,887	$	8,246,281	$	23,343,147	$	8,083,213
- grant date fair value of option awards and stock awards granted in the covered fiscal year	$	(11,133,142)	$	(7,093,675)	$	(22,417,562)	$	(7,291,047)
+ fair value at fiscal year end of outstanding and unvested option awards and stock awards granted in the covered fiscal year	$	23,915,639	$	4,352,420	$	14,282,938	$	25,400,473
+ change in fair value of outstanding and unvested option awards and stock awards granted in prior fiscal years	$	6,009,186	$	(11,074,522)	$	(745,043)	$	21,714,867
+ fair value on vesting date of option awards and stock awards granted in the covered fiscal year that vested during the covered fiscal year	$	533,851	$	550,650	$	0	$	6,497,053
+ change in fair value as of the vesting date of option awards and stock awards granted in prior fiscal years that vested in the covered fiscal year	$	718,793	$	(5,460,040)	$	3,379,450	$	6,461,230
- fair value of as of prior fiscal year end of option awards and stock awards granted in prior fiscal years that failed to meet applicable vesting conditions during the covered fiscal year	$	0	$	0	$	0	$	0
+ dollar value of dividends or earnings paid on option awards or stock awards in the covered fiscal year prior to vesting that are not otherwise included in total compensation	$	0	$	0	$	0	$	0
Total Equity Adjustments (subtotal)*	$	0	$	(18,725,167)	$	(5,500,217)	$	52,782,576
Compensation Actually Paid	$	32,772,214	$	(10,478,887)	$	17,842,930	$	60,865,789

*

Calculations reflect equity granted over a span of seven years of service prior to, as well as during, the reported fiscal years.

Non-PEO NEO Average Compensation Actually Paid Amount

$ 12,994,682

(4,682,784)

7,334,133

24,672,935

Compensation Actually Paid vs. Total Shareholder Return

Compensation Actually Paid and Total Stockholder Return

The following graph illustrates the relationship between the PEO and average non-PEO NEO “compensation actually paid” (CAP), total compensation from the Summary Compensation Table (SCT), our cumulative Total Stockholder Return (TSR,) and the TSR of the NASDAQ Biotechnology Index, assuming an initial fixed investment of $100, for the fiscal years ended December 31, 2023, 2022, 2021, and 2020. The SCT total compensation of our PEO and the average SCT total compensation of our non-PEO NEOs, each as disclosed in the table above, are included in the following graph as supplemental disclosures for each of the periods presented. As detailed in the table above, the CAP calculations include equity adjustments that reflect equity granted over a span of seven years of service prior to, as well as during, the reported fiscal years.

A significant portion of our NEOs’ compensation consists of equity awards. As a result, the change between the values disclosed in our SCT and CAP tends to be directionally aligned with changes in our TSR. Our five-year TSR for the fiscal years 2019 through 2023 is 348.7%.

Compensation Actually Paid vs. Company Selected Measure

Compensation Actually Paid and Total Revenue

The following graph reflects the relationship between the PEO and average non-PEO NEO CAP and our total revenue for the fiscal years ended December 31, 2023, 2022, 2021 and 2020. As detailed in the table above, the CAP calculations include equity adjustments that reflect equity granted over a span of seven years of service prior to, as well as during, the reported fiscal years. Our compensation committee views our revenue as an important metric by which to evaluate and measure our performance, and therefore executive performance. As such, total revenue is one of three company financial metrics under our annual cash incentive program, and is weighted the highest of the three, at 55%. In addition, our compensation committee primarily utilizes annual revenue as the performance milestone for performance-based awards under our long-term incentive plan.