XML 78 R2.htm IDEA: XBRL DOCUMENT v3.25.1
Pay vs Performance Disclosure - USD ($)
 3 Months Ended 9 Months Ended 12 Months Ended
Mar. 31, 2020
Dec. 31, 2020
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Pay vs Performance Disclosure              
Pay vs Performance Disclosure, Table    
Year
Summary
Compensation
Table Total for
CEO(1)
Summary
Compensation
Table Total
for CEO(2)
Compensation
Actually Paid
to CEO(1)(3)
Compensation
Actually Paid
to CEO(2)(4)
Average
Summary
Compensation
Table Total for
Non-CEO
NEOs(5)
Average
Compensation
Actually Paid
to Non-CEO
NEOs(6)
Total Shareholder
Return (Value of
Initial Fixed $100
Investment)
Net Income
(Loss)(9)
Net Product
Revenue(10)
VRTX
TSR(7)
NBI
TSR(8)
2024$21,538,668 N/A$43,611,733 N/A$8,088,674 $18,370,307 $183.92 $118.20 $(0.5)Billion$11.0 Billion
2023$20,594,441 N/A$44,202,174 N/A$7,376,771 $18,104,165 $185.84 $118.87 $3.6 Billion$9.9 Billion
2022$15,864,497 N/A$29,529,089 N/A$8,982,257 $18,263,330 $131.89 $113.65 $3.3 Billion$8.9 Billion
2021$15,198,856 N/A$18,341,489 N/A$7,193,835 $8,969,051 $100.30 $126.45 $2.3 Billion$7.6 Billion
2020$9,111,359 $16,473,245 $12,172,454 $31,319,824 $6,697,408 $10,584,384 $107.94 $126.42 $2.7 Billion$6.2 Billion
        
Company Selected Measure Name     net product revenue        
Named Executive Officers, Footnote     This column reflects the amounts reported in the “Total” column of the Summary Compensation Table for Reshma Kewalramani, our CEO for a portion of 2020 (effective April 1, 2020), and for 2021, 2022, 2023 and 2024.This column reflects the amounts reported in the “Total” column of the Summary Compensation Table for Jeffrey Leiden, our CEO for a portion of 2020 (until April 1, 2020).This column reflects the average of the amounts reported in the “Total” column of the Summary Compensation Table for our NEOs as a group (excluding our CEO or CEOs, in the case of 2020) for each of the periods presented. The NEOs included for purposes of computing the amounts in this column were as follows: for 2024, Mr. Wagner, Dr. Altshuler, Mr. Arbuckle, and Dr. Tatsis; for 2023 and 2022, Mr. Wagner, Dr. Altshuler, Mr. Arbuckle, and Dr. Leiden; for 2021, Mr. Wagner, Mr. Arbuckle, Dr. Leiden, and Dr. Tatsis; and for 2020, Mr. Wagner, Dr. Altshuler, Mr. Arbuckle, and Michael Parini.        
Peer Group Issuers, Footnote     This column represents the TSR of the NBI, our selected peer group, which is the same peer group used for purposes of Item 201(e) of Regulation S-K from December 31, 2019, the last trading day before the start of 2020, through the last trading day for the applicable fiscal year in the table, assuming reinvestment of dividends and weighted according to the respective companies’ stock market capitalization at the beginning of each period for which a return is indicated.        
Adjustment To PEO Compensation, Footnote     The amounts in this column reflect the Compensation Actually Paid for Reshma Kewalramani, our CEO for a portion of 2020 (effective April 1, 2020), and for 2021, 2022, 2023 and 2024. The amounts in the following table reflect the adjustments (additions/deductions) to the Summary Compensation Table Total to determine Compensation Actually Paid. Adjustments (additions/deductions) are not listed for Pension/Non-Qualified Deferred Compensation because we do not offer these plans.
YearSummary
Compensation
Table Total		Amounts
Deducted from
Grant Date Value
of Annual Equity 		Amounts Added
for the Fair Value
of Awards
Granted During
Fiscal Year		Amounts Added
for Awards
Granted & Vested
During Fiscal Year		Amounts
Added/
Deducted for
Awards that
Vested During
Fiscal Year
Amounts Added/
Deducted for the Change
in Fair Value of Awards
Outstanding at Fiscal
Year End(a)
Compensation
 Actually Paid
2024$21,538,668 $(15,002,202)$24,557,854 $— $1,298,423 $11,218,990 $43,611,733 
2023$20,594,441 $(15,001,894)$24,692,933 $— $272,767 $13,643,927 $44,202,174 
2022$15,864,497 $(10,640,784)$16,817,103 $— $768,712 $6,719,561 $29,529,089 
2021$15,198,856 $(10,924,599)$14,344,492 $— $(659,323)$382,063 $18,341,489 
2020$9,111,359 $(5,250,411)$6,587,268 $— $345,685 $1,378,553 $12,172,454 
(a)Pursuant to applicable SEC rules, the fair values at the end of each fiscal year for the financial PSU awards were valued at 200% as of December 31, 2024, 2023, 2022, 2021, 2020 and 2019; and, the non-financial PSU award for 2020 was valued at 200%, 50% and 50% as of December 31, 2022, 2021 and 2020, respectively; the non-financial PSU award for 2021 was valued at 100%, 50% and 50% as of December 31, 2023, 2022 and 2021, respectively; the non-financial PSU award for 2022 was valued at 200%, 50% and 0% as of December 31, 2024, 2023 and 2022, respectively; the non-financial PSU award for 2023 was valued at 100% and 50% as of December 31, 2024 and 2023, respectively; the non-financial PSU award for 2024 was valued at 200% as of December 31, 2024.
The amounts in this column reflect the Compensation Actually Paid for Jeffrey Leiden, our CEO for a portion of 2020 (until April 1, 2020). The amounts in the following table reflect the adjustments (additions/deductions) to the Summary Compensation Table Total to determine Compensation Actually Paid. Adjustments (additions/deductions) are not listed for Pension/Non-Qualified Deferred Compensation because we do not offer these plans.
YearSummary
Compensation
Table Total		Amounts
Deducted from
Grant Date Value
of Annual Equity		Amounts Added
for the Fair Value
of Awards
Granted During
Fiscal Year		Amounts Added
for Awards
Granted & Vested
During Fiscal Year		Amounts
Added/
Deducted for
Awards that
Vested During
Fiscal Year
Amounts Added/
Deducted for the Change
in Fair Value of Awards
Outstanding at Fiscal
Year End(a)
Compensation
 Actually Paid
2020$16,473,245 $(13,335,168)$9,294,661 $7,362,423 $5,724,395 $5,800,268 $31,319,824 
(a)Pursuant to applicable SEC rules, the fair values at the end of each fiscal year for the financial PSU awards were valued at 200% as of December 31, 2020 and 2019; and, the non-financial PSU award for 2017 was valued at 200% as of December 31, 2019; the non-financial PSU award for 2018 was valued at 200% and 100% as of December 31, 2020 and 2019, respectively; the non-financial PSU award for 2019 was valued at 100% and 50% as of December 31, 2020 and 2019, respectively; the non-financial PSU award for 2020 was valued at 50% as of December 31, 2020.
        
Non-PEO NEO Average Total Compensation Amount     $ 8,088,674 $ 7,376,771 $ 8,982,257 $ 7,193,835 $ 6,697,408
Non-PEO NEO Average Compensation Actually Paid Amount     $ 18,370,307 18,104,165 18,263,330 8,969,051 10,584,384
Adjustment to Non-PEO NEO Compensation Footnote     This column reflects the average of the Compensation Actually Paid for our NEOs as a group (excluding our CEO or CEOs, in the case of 2020) for each of the periods presented. The amounts in the following table reflect the adjustments to the Summary Compensation Table Total to determine Compensation Actually Paid. The NEOs included for purposes of computing the amounts in this column are listed in footnote (5) above. Adjustments (additions/deductions) are not listed for Pension/Non-Qualified Deferred Compensation because we do not offer these plans.
YearSummary
Compensation
Table Total		Amounts
Deducted from
Grant Date Value
of Annual Equity		Amounts Added
for the Fair Value
of Awards
Granted During
Fiscal Year		Amounts Added
for Awards
Granted & Vested
During Fiscal Year		Amounts
Added/
Deducted for
Awards that
Vested During
Fiscal Year
Amounts Added/
Deducted for the Change
in Fair Value of Awards
Outstanding at Fiscal
Year End(a)
Compensation
 Actually Paid
2024$8,088,674 $(5,496,460)$8,997,325 $— $526,590 $6,254,178 $18,370,307 
2023$7,376,771 $(5,590,153)$8,606,944 $812,533 $236,286 $6,661,784 $18,104,165 
2022$8,982,257 $(7,261,199)$9,489,852 $1,062,531 $538,093 $5,451,796 $18,263,330 
2021$7,193,835 $(5,687,759)$6,319,320 $1,125,037 $(778,741)$797,359 $8,969,051 
2020$6,697,408 $(4,812,998)$6,038,487 $— $1,048,920 $1,612,567 $10,584,384 
(a)Pursuant to applicable SEC rules, the fair values at the end of each fiscal year for the financial PSU awards were valued at 200% as of December 31, 2024, 2023, 2022, 2021, 2020 and 2019; and, the non-financial PSU award for 2017 was valued at 200% as of December 31, 2019; the non-financial PSU award for 2018 was valued at 200% and 100% as of December 31, 2020 and 2019, respectively; the non-financial PSU award for 2019 was valued at 200%, 100% and 50% as of December 31, 2021, 2020 and 2019; the non-financial PSU award for 2020 was valued at 200%, 50% and 50% as of December 31, 2022, 2021 and 2020; the non-financial PSU award for 2021 was valued at 100%, 50% and 50% as of December 31, 2023, 2022 and 2021, respectively; the non-financial PSU award for 2022 was valued at 200%, 50% and 0% as of December 31, 2024, 2023 and 2022, respectively; the non-financial PSU award for 2023 was valued at 100% and 50% as of December 31, 2024 and 2023, respectively; the non-financial PSU award for 2024 was valued at 200% as of December 31, 2024.
        
Compensation Actually Paid vs. Total Shareholder Return    
Compensation Actually Paid vs TSR (and TSR vs Peer Group TSR)
03_435534-1_bar_CAP vs TSR_TSR (and TSR vs Peer Group TSR).jpg
02_435534-1_icons_legends-02.jpg 
CEO CAP
02_435534-1_icons_legends-01.jpg 
Avg. NEO CAP
02_435534-1_sample tickers_4-06.jpg 
Co. TSR
02_435534-1_sample tickers_4-03.jpg 
Peer TSR
(1)2020 Compensation Actually Paid represented here reflects 2020 compensation of Reshma Kewalramani, our current CEO, and excludes 2020 compensation paid to Jeffrey Leiden, our former CEO.
        
Compensation Actually Paid vs. Net Income    
Compensation Actually Paid vs Net Income (Loss)
03_435534-1_bar_CAP vs TSR_Net Income (Loss).jpg
02_435534-1_icons_legends-02.jpg 
CEO CAP
02_435534-1_icons_legends-01.jpg 
Avg. NEO CAP
02_435534-1_sample tickers_4-06.jpg 
Net Income (Loss)
(1)2020 Compensation Actually Paid represented here reflects 2020 compensation of Reshma Kewalramani, our current CEO, and excludes 2020 compensation paid to Jeffrey Leiden, our former CEO.
(2)As discussed in (9) above, our net loss in 2024 was primarily related to our acquisition of Alpine. 		       
Compensation Actually Paid vs. Company Selected Measure    
Compensation Actually Paid vs Net Product Revenue
03_435534-1_bar_CAP vs TSR_Net Product Revenue.jpg
02_435534-1_icons_legends-02.jpg 
CEO CAP
02_435534-1_icons_legends-01.jpg 
Avg. NEO CAP
02_435534-1_sample tickers_4-06.jpg 
Net Product Revenue
(1)2020 Compensation Actually Paid represented here reflects 2020 compensation of Reshma Kewalramani, our current CEO, and excludes 2020 compensation paid to Jeffrey Leiden, our former CEO.
        
Total Shareholder Return Vs Peer Group    
Compensation Actually Paid vs TSR (and TSR vs Peer Group TSR)
03_435534-1_bar_CAP vs TSR_TSR (and TSR vs Peer Group TSR).jpg
02_435534-1_icons_legends-02.jpg 
CEO CAP
02_435534-1_icons_legends-01.jpg 
Avg. NEO CAP
02_435534-1_sample tickers_4-06.jpg 
Co. TSR
02_435534-1_sample tickers_4-03.jpg 
Peer TSR
(1)2020 Compensation Actually Paid represented here reflects 2020 compensation of Reshma Kewalramani, our current CEO, and excludes 2020 compensation paid to Jeffrey Leiden, our former CEO.
        
Tabular List, Table    
The tabular list below includes the three financial and non-financial performance measures that represent the most important performance measures used to link compensation actually paid to company performance in 2024. The performance measures included in this list are not ranked by relative importance.
Performance Measures Used to Link Executive Compensation Actually Paid to Company Performance for the Most Recently Completed Fiscal Year
Net Product Revenue
Pipeline Progression(1)
Adjusted Non-GAAP EBITDA(2)
(1)Pipeline progression is a non-financial performance measure used to link executive compensation to company performance, as described in Goals – Pipeline Growth (Late and Early Stage) and Performance Units Results Table.
(2)Adjusted non-GAAP EBITDA is a financial performance measure used to link compensation actually paid to company financial performance, as described in Goals – Financial Strength. We calculated adjusted non-GAAP EBITDA by excluding interest, taxes, depreciation and amortization expenses, as well as AIPR&D and certain other adjustments primarily related to our acquisition of Alpine, from net income (loss), as well as excluding each of our non-GAAP adjustments to pre-tax income included in our “Reconciliation of GAAP to Non-GAAP Net Income” in our quarterly earnings release filed on February 13, 2025 for the twelve months ended December 31, 2024. 		       
Total Shareholder Return Amount     $ 183.92 185.84 131.89 100.30 107.94
Peer Group Total Shareholder Return Amount     118.20 118.87 113.65 126.45 126.42
Net Income (Loss)     $ (500,000,000) $ 3,600,000,000 $ 3,300,000,000 $ 2,300,000,000 $ 2,700,000,000
Company Selected Measure Amount     11,000,000,000.0 9,900,000,000 8,900,000,000 7,600,000,000 6,200,000,000
PEO Name Jeffrey Leiden Reshma Kewalramani Reshma Kewalramani Reshma Kewalramani Reshma Kewalramani Reshma Kewalramani  
Additional 402(v) Disclosure     This column represents our cumulative total shareholder return (“TSR”) under SEC rules from December 31, 2019, the last trading day before the start of 2020, through the last trading day for the applicable fiscal year in the table. TSR is calculated by dividing the sum of the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and the difference between our share price at the end and the beginning of the measurement period by our share price at the beginning of the measurement period.This column reflects net income (loss) as reported for each year in our Annual Report on Form 10-K. In 2024, we had a net loss of $536 million, which reflected our strong operating results offset by $4.4 billion of AIPR&D expense related to the Alpine acquisition. This column reflects net product revenue as reported for each year in our Annual Report on Form 10-K. For purposes of the table above, we have selected net product revenue as the financial performance measure representing the most important financial performance measure used to link executive compensation actually paid to our financial performance in the most recently completed fiscal year. Please see the Compensation Discussion and Analysis section beginning on page 51 of this proxy statement for additional information.        
Measure:: 1              
Pay vs Performance Disclosure              
Name     Net Product Revenue        
Measure:: 2              
Pay vs Performance Disclosure              
Name     Pipeline Progression(1)        
Measure:: 3              
Pay vs Performance Disclosure              
Name     Adjusted Non-GAAP EBITDA(2)        
Non-GAAP Measure Description     Adjusted non-GAAP EBITDA is a financial performance measure used to link compensation actually paid to company financial performance, as described in Goals – Financial Strength. We calculated adjusted non-GAAP EBITDA by excluding interest, taxes, depreciation and amortization expenses, as well as AIPR&D and certain other adjustments primarily related to our acquisition of Alpine, from net income (loss), as well as excluding each of our non-GAAP adjustments to pre-tax income included in our “Reconciliation of GAAP to Non-GAAP Net Income” in our quarterly earnings release filed on February 13, 2025 for the twelve months ended December 31, 2024.        
Reshma Kewalramani [Member]              
Pay vs Performance Disclosure              
PEO Total Compensation Amount     $ 21,538,668 $ 20,594,441 $ 15,864,497 $ 15,198,856 $ 9,111,359
PEO Actually Paid Compensation Amount     43,611,733 44,202,174 29,529,089 18,341,489 12,172,454
Jeffrey Leiden [Member]              
Pay vs Performance Disclosure              
PEO Total Compensation Amount             16,473,245
PEO Actually Paid Compensation Amount             31,319,824
PEO | Reshma Kewalramani [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     (15,002,202) (15,001,894) (10,640,784) (10,924,599) (5,250,411)
PEO | Reshma Kewalramani [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     24,557,854 24,692,933 16,817,103 14,344,492 6,587,268
PEO | Reshma Kewalramani [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     11,218,990 13,643,927 6,719,561 382,063 1,378,553
PEO | Reshma Kewalramani [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     0 0 0 0  
PEO | Reshma Kewalramani [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     1,298,423 272,767 768,712 (659,323) 345,685
PEO | Jeffrey Leiden [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount             (13,335,168)
PEO | Jeffrey Leiden [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount             9,294,661
PEO | Jeffrey Leiden [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount             5,800,268
PEO | Jeffrey Leiden [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount             7,362,423
PEO | Jeffrey Leiden [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount             5,724,395
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     (5,496,460) (5,590,153) (7,261,199) (5,687,759) (4,812,998)
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     8,997,325 8,606,944 9,489,852 6,319,320 6,038,487
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     6,254,178 6,661,784 5,451,796 797,359 1,612,567
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     0 812,533 1,062,531 1,125,037 0
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year              
Pay vs Performance Disclosure              
Adjustment to Compensation, Amount     $ 526,590 $ 236,286 $ 538,093 $ (778,741) $ 1,048,920