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Pay vs Performance Disclosure - USD ($)

12 Months Ended

Dec. 31, 2024

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Dec. 31, 2020

Pay vs Performance Disclosure

Pay vs Performance Disclosure, Table

Pay Versus Performance

As discussed in our CD&A above, our CMDC has implem

ted executive compensation programs designed to link a substantial part of our NEOs compensation to financial, strategic, and market-based measures and align realizable compensation with stockholder returns. The following table sets forth additional compensation information for our NEOs, calculated in accordance with SEC regulations, for fiscal years 2024, 2023, 2022, 2021 and 2020.

Pay versus Performance (PVP) Tabular Disclosure: The table below contains information about the relationship between compensation actually paid, as computed in accordance with SEC rules, to our CEO and

non-CEO

NEOs as a group, and our financial performance for the five years 2020 – 2024. The cumulative Total Stockholder Return depicts a hypothetical $100 investment in our common stock on December 31, 2019, and shows the value of that investment over time for each calendar year. A hypothetical $100 investment in the NBI using the same methodology is shown for comparison.

The CMDC did not consider the PVP disclosure below in making its pay decisions for any of the fiscal years shown. In addition, the average

non-CEO

NEO incumbents differ year to year and may comprise different roles with different individual and market-based considerations impacting compensation decisions. Comparing the summary compensation table total average and compensation actually paid average for the

non-CEO

NEOs year-over-year does not accurately depict changes in these values for the same individuals.

Narrative to Pay versus Performance Table

For the fiscal year ending December 31, 2024, the most important financial measures we identified for the purposes of the PVP disclosure requirement linking compensation actually paid (CAP) to our NEOs to company performance are total stockholder return, revenue,

Non-GAAP

EPS, and performance against our pipeline metrics. CAP reflects, among other items, adjustments to the fair value of equity awards during the years presented. Factors impacting the fair value of equity awards include the price of our common stock at year end, as well as the projected and actual achievement of performance goals under our equity awards. These adjustments contributed significantly to the CAP value reported for each year. LTIs represent a large percentage of our NEOs’ target compensation. Because the value of our LTI awards is tied to the value of our common stock, TSR will have a significant influence on the value of such awards and thereafter aligns the value of realizable pay to long-term stockholder value creation. Revenue and EPS were significant components in the annual bonus plan scorecard for each of the presented years and are important measures of our company’s financial performance. Net income is included for disclosure requirements, but there is no relationship between net income and CAP in our incentive plans except where it applies to EPS. Successfully advancing therapies through our pipeline and performing against our pipeline milestone metrics are key value drivers for our company’s long-term growth. Pipeline performance has also driven significant changes in the price of our common stock, and therefore impacts the CAP calculation. We recognize our pipeline as a critical area of focus for our strategy and the long-term success of our company.



Fiscal Year	SCT Total for CEO: C. Viehbacher (1)	SCT Total for Former CEO: M. Vounatsos (1)	Compensation Actually Paid to CEO (2)	Compensation Actually Paid to Former CEO (2)	Average SCT Total for Other NEOs (3)	Average Compensation Actually Paid for Other NEOs (3)	Value of $100 Initial Fixed Investment Based on TSR (4)	Value of $100 Initial Fixed Investment Based on Nasdaq Biotech Index TSR (4)	Net Income ($M)	Company Selected Measure: Revenue (5)

2024	$24,166,665	—	$1,250,864	—	$6,365,146	($228,942)	$51.54	$113.84	$1,632	$9,032M

2023	$4,069,913	—	($4,498,193)	—	$6,258,401	$4,222,331	$87.21	$115.42	$1,161	$9,675M

2022	$30,488,593	$26,625,221	$27,551,849	$5,898,711	$5,878,461	$4,969,529	$93.32	$111.27	$3,047	$10,326M

2021	—	$17,689,665	—	$15,211,025	$5,761,560	$5,081,944	$80.85	$124.89	$1,556	$11,054M

2020	—	$18,659,829	—	$8,578,367	$6,525,375	$4,363,668	$82.52	$125.69	$4,001	$13,952M

Notes to Pay Vs. Performance Table

(1)

The dollar amounts reported are the amounts of total compensation reported for our CEO, Mr. Viehbacher, and our former CEO, Mr. Vounatsos in the Summary Compensation Table for fiscal years 2024, 2023, 2022, 2021 and 2020. Mr. Vounatsos served as CEO for each of the full fiscal years 2021 and 2020, while Mr. Viehbacher and Mr. Vounatsos both served as CEO in fiscal year 2022.

(2)

The dollar amounts reported represent the amount of “compensation actually paid”, as computed in accordance with SEC rules. The dollar amounts do not reflect the actual amounts of compensation paid to our CEO and other NEOs during the applicable year, but also include (i) the

year-end

fair value of equity awards granted during the reported year and (ii) the change in fair value of equity awards that were unvested at the end of the prior year, measured through the date the awards vested or were forfeited, or through the end of the reported fiscal year.

(3)

For 2024, reflects compensation information for our NEOs, other than our CEO and former CEO, as described in the CD&A of this Proxy Statement. For 2023, reflects compensation information for Mr. McDonnell, Ms. Alexander, Ms. Murphy and Mr. Izzar, for 2022, reflects compensation information for Mr. McDonnell, Ms. Alexander, Dr. Gregory, Ms. Murphy and Mr. Guindo, our former EVP of Global Product Strategy and Commercialization. For 2021, reflects compensation information for Mr. McDonnell, Ms. Alexander, Mr. Guindo and Dr. Sandrock, our former EVP of R&D. For 2020, reflects compensation information for Mr. McDonnell, Ms. Alexander, Mr. Guindo, Dr. Sandrock and Mr. Capello, our former CFO.

(4)	Reflects cumulative total stockholder return of the NBI as of December 31, 2024. The NBI is the peer group used by Biogen for the purposes of Item 201(e) of Regulation S-K under the Exchange Act in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

(5)	Revenue was adjusted to neutralize the effects of foreign exchange rate fluctuations.

The following tables set forth the adjustments made during each year in the PVP table to arrive at “compensation actually

paid

” to our Principal Executive Officer during each year.



Fiscal Year	Summary Compensation Table Total for CEO	Summary Compensation Table Total for former CEO	Reported Value of Equity Awards for CEO (1)	Reported Value of Equity Awards for former CEO (1)	Equity Award Adjustments for CEO (2)	Equity Award Adjustments for former CEO (2)	Compensation Actually Paid to CEO	Compensation Actually Paid to former CEO

2024	$24,166,665	—	$18,010,911	—	($4,904,890)	—	$1,250,864	—

2023	$4,069,913	—	—	—	($8,568,106)	—	($4,498,193)	—

2022	$30,488,593	$26,625,221	$30,000,655	$15,389,732	$27,063,911	($5,336,778)	$27,551,849	$5,898,711

2021	—	$17,689,665	—	$14,084,314	—	$11,605,674	—	$15,211,025

2020	—	$18,659,829	—	$13,887,064	—	$3,805,602	—	$8,578,367

(1)	Represents the grant date fair value of equity awards to our CEO and former CEO, as reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for each applicable year.

(2)	Represents the year-over-year change in the fair value of equity awards to our CEO and former CEO, as itemized in the table below. No awards vested in the year they were granted.



Fair Value of Equity Awards for CEO and former CEO	2024	2023	2022			2021	2020
Fair Value of Equity Awards for CEO and former CEO	2024	2023		Mr. Viehbacher	Mr. Vounatsos	2021	2020

As of year-end for awards granted during the year	$8,702,498	—		$27,063,911	$1,996,870	$10,985,776	$8,893,002

Year-over-year increase or decrease of unvested awards granted in prior years	($12,329,483)	($7,204,687)		—	($6,247,880)	($687,744)	($3,618,885)

Increase or decrease from prior fiscal year-end for awards that vested during the year	($1,277,904)	($1,363,419)		—	($1,085,768)	$1,307,643	($1,468,515)

Total Equity Award Adjustments	($4,904,890)	($8,568,106)		$27,063,911	($5,336,778)	$11,605,674	$3,805,602

The following tables set forth the adjustments made during each year in the PVP table to arrive at “compensation actually paid” to our

non-CEO

NEOs during each year.



Fiscal Year	Average Summary Compensation Table Total for Non-CEO NEOs	Average Reported Value of Equity Awards for Non-CEO NEOs (1)	Average Equity Award Adjustments for Non-CEO NEOs (2)	Average Compensation Actually Paid to Non-CEO NEOs

2024	$6,365,146	$4,156,541	($2,437,548)	($228,942)

2023	$6,258,401	$4,503,143	$2,467,073	$4,222,331

2022	$5,878,461	$4,223,226	$3,314,294	$4,969,529

2021	$5,761,560	$4,105,942	$3,426,326	$5,081,944

2020	$6,525,375	$4,158,006	$1,996,299	$4,363,668

(1)	Represents the average of the grant date fair value of the equity awards to our NEOs (other than our CEO and former CEO), as reported in the “Stock Awards” column in the Summary Compensation Tables for each applicable year.

(2)	Represents the average of the year-over-year change in fair value of equity awards to our NEOs (other than our CEO and former CEO), as itemized in the table below. No awards vested in the year they were granted.



Average Fair Value of Equity Awards for non-CEO NEOs	2024	2023	2022	2021	2020

As of year-end for awards granted during the year	$2,008,250	$3,523,016	$3,809,706	$3,295,987	$2,904,846

Year-over-year increase or decrease of unvested awards granted in prior years	($4,156,500)	($1,027,351)	($241,427)	($150,316)	($741,028)

Increase or decrease from prior fiscal year-end for awards that vested during the year	($289,298)	($28,591)	($253,985)	$280,656	($167,520)

Total Equity Award Adjustments	($2,437,548)	$2,467,073	$3,314,294	$3,426,326	$1,996,299

Company Selected Measure Name

Revenue

Named Executive Officers, Footnote

Peer Group Issuers, Footnote

Reflects cumulative total stockholder return of the NBI as of December 31, 2024. The NBI is the peer group used by Biogen for the purposes of Item 201(e) of Regulation

S-K

under the Exchange Act in the Company’s Annual Report on Form

10-K

for the year ended December 31, 2024.

Adjustment To PEO Compensation, Footnote

The following tables set forth the adjustments made during each year in the PVP table to arrive at “compensation actually

paid

” to our Principal Executive Officer during each year.



Fiscal Year	Summary Compensation Table Total for CEO	Summary Compensation Table Total for former CEO	Reported Value of Equity Awards for CEO (1)	Reported Value of Equity Awards for former CEO (1)	Equity Award Adjustments for CEO (2)	Equity Award Adjustments for former CEO (2)	Compensation Actually Paid to CEO	Compensation Actually Paid to former CEO

2024	$24,166,665	—	$18,010,911	—	($4,904,890)	—	$1,250,864	—

2023	$4,069,913	—	—	—	($8,568,106)	—	($4,498,193)	—

2022	$30,488,593	$26,625,221	$30,000,655	$15,389,732	$27,063,911	($5,336,778)	$27,551,849	$5,898,711

2021	—	$17,689,665	—	$14,084,314	—	$11,605,674	—	$15,211,025

2020	—	$18,659,829	—	$13,887,064	—	$3,805,602	—	$8,578,367

(1)	Represents the grant date fair value of equity awards to our CEO and former CEO, as reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for each applicable year.

(2)	Represents the year-over-year change in the fair value of equity awards to our CEO and former CEO, as itemized in the table below. No awards vested in the year they were granted.



Fair Value of Equity Awards for CEO and former CEO	2024	2023	2022			2021	2020
Fair Value of Equity Awards for CEO and former CEO	2024	2023		Mr. Viehbacher	Mr. Vounatsos	2021	2020

As of year-end for awards granted during the year	$8,702,498	—		$27,063,911	$1,996,870	$10,985,776	$8,893,002

Year-over-year increase or decrease of unvested awards granted in prior years	($12,329,483)	($7,204,687)		—	($6,247,880)	($687,744)	($3,618,885)

Increase or decrease from prior fiscal year-end for awards that vested during the year	($1,277,904)	($1,363,419)		—	($1,085,768)	$1,307,643	($1,468,515)

Total Equity Award Adjustments	($4,904,890)	($8,568,106)		$27,063,911	($5,336,778)	$11,605,674	$3,805,602

Non-PEO NEO Average Total Compensation Amount

$ 6,365,146

$ 6,258,401

$ 5,878,461

$ 5,761,560

$ 6,525,375

Non-PEO NEO Average Compensation Actually Paid Amount

$ (228,942)

4,222,331

4,969,529

5,081,944

4,363,668

Adjustment to Non-PEO NEO Compensation Footnote

The following tables set forth the adjustments made during each year in the PVP table to arrive at “compensation actually paid” to our

non-CEO

NEOs during each year.



Fiscal Year	Average Summary Compensation Table Total for Non-CEO NEOs	Average Reported Value of Equity Awards for Non-CEO NEOs (1)	Average Equity Award Adjustments for Non-CEO NEOs (2)	Average Compensation Actually Paid to Non-CEO NEOs

2024	$6,365,146	$4,156,541	($2,437,548)	($228,942)

2023	$6,258,401	$4,503,143	$2,467,073	$4,222,331

2022	$5,878,461	$4,223,226	$3,314,294	$4,969,529

2021	$5,761,560	$4,105,942	$3,426,326	$5,081,944

2020	$6,525,375	$4,158,006	$1,996,299	$4,363,668

(1)	Represents the average of the grant date fair value of the equity awards to our NEOs (other than our CEO and former CEO), as reported in the “Stock Awards” column in the Summary Compensation Tables for each applicable year.

(2)	Represents the average of the year-over-year change in fair value of equity awards to our NEOs (other than our CEO and former CEO), as itemized in the table below. No awards vested in the year they were granted.



Average Fair Value of Equity Awards for non-CEO NEOs	2024	2023	2022	2021	2020

As of year-end for awards granted during the year	$2,008,250	$3,523,016	$3,809,706	$3,295,987	$2,904,846

Year-over-year increase or decrease of unvested awards granted in prior years	($4,156,500)	($1,027,351)	($241,427)	($150,316)	($741,028)

Increase or decrease from prior fiscal year-end for awards that vested during the year	($289,298)	($28,591)	($253,985)	$280,656	($167,520)

Total Equity Award Adjustments	($2,437,548)	$2,467,073	$3,314,294	$3,426,326	$1,996,299