May 1, 2012

Executive Compensation

The Form 14A is out. Bonuses paid in 2011 were the same as bonuses paid in 2010. Option awards in 2011 were lower by 11%. Total 2011 compensation was lower by 3%.

I projected compensation when the 10-K came out about 45 days ago. Management compensation (the company, as you know, has 4 employees, which is/are management; other personnel are paid as contract labor and consultants) is spread across Research & Development and General & Administrative income statement line items. I think I know why I was off, after disassembling the income statement for 2011 and previous years.

You might recall I devised a simple and simplistic formulaic "system" or approach to modeling bonus compensation based on a scoring system for scientific/clinical milestones and achievements. The original post was here. I updated the post here. A further updated comparison of milestone score vs. founder compensation (per founder) is below. The difference in the founder compensation below and above is All Other Compensation.

I reduced the milestone score in 2011 to 6.5 from my previous posts (it was 7.5 in 2010), because upon reading the clinical development progress table on page 4, the company does not say/write that the liver Phase 1 study was completed in 2011; I had assumed such in prior milestone scores (I attribute a score of 1.0 for a completed study), dropping the milestone score year-over-year.

As announced in the CEO letter, the company is " the process of implementing a new executive bonus plan that is expected to be based upon certain additional performance-based criteria, such as stock price and the signing of partnership agreements. This plan will replace the prior one which had been based on the attainment of certain scientific, medical and clinical milestones."

The 14A highlighted this topic twice. On page 11:

And, on page 13:

As I wrote in my original post on the CEO letter, I plan to follow-up with more due diligence, analysis and commentary on this topic.

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