Perused the SNMX proxy filing and here are a few notes for your reference and mine.
- Click here to download a PDF of the filing
- All members of the BoD are up for re-election this and every year (not a staggered board)
- Major holders include T. Rowe Price (11.5%), Prescott Group (5.1%), Blackrock (5.0%), and Kent Snyder (CEO, 4%)
- BoD compensation is relatively low...$82-105k each
- For comparison and compensation purposes, in "2010 our peer group was comprised of 24 companies in the biotechnology industry that were selected primarily based on their similarities to Senomyx, as of the time that the survey...was mostly comprised of companies with revenue of less than $50 million, market capitalization of between $100 million and $500 million, and between 50 and 400 employees."
- "In general, we target total cash compensation for our executive officers, which is comprised of base salary and the annual performance-based bonus, at the 75th percentile within our peer group"
- Target bonus % for CEO is 60%, CFO is 45%, other executives is 40%...target level corresponds to achievement of 75% of stated goals
- "Our corporate goals are collectively designed to be stretch goals intended to be very challenging but attainable (i.e., viewed by Senomyx as 100% goal achievement being attainable only rarely and substantially less than 50% of the time). 100% goal achievement would represent an extremely high level of success in each of our discovery and development programs coupled with achievement of each of our numerous financial and commercial goals."
- 2010 Corporate goals consisted of:
- Discovery and Development Goals (57.5% of total)
- Achieve selection of S6973 for commercialization by at least one collaborative partner 20%
- Advance a second sucrose enhancer to late stage development activities in support of potential future regulatory submission 5%
- Select a fructose enhancer for initial development 10%
- Submit at least one bitter blocker for regulatory approval in the United States 7.5%
- Complete salt enhancer research plan 10%
- Select at least one flavor ingredient from an earlier stage research program for initial development 5%
- Commercialization Goals (10% of total)
- Demonstrate expanded commercial adoption of approved savory flavor ingredients by collaborative partners 5%
- Launch at least one product utilizing an approved sweet enhancer 5%
- Financial Goals (32.5% of total)
- Generate recognized revenue from committed R&D funding, milestone payments, new collaboration revenue or royalty revenue in line with internal business objectives 15%
- Achieve FY2010 net loss within guidance range provided to investment community in Q1 2010 2.5%
- Achieve FY2010 net cash used in operating activities within guidance range provided to investment community in Q1 2010 and end year with cash resources adequate to support long term business objectives 15%
- "In January 2011, the Compensation Committee reviewed the achievement of the Company's corporate goals and approved the 2010 performance-based bonus payout for each executive officer based on an overall corporate goal achievement of 86.25%"
- "In January 2011 the Compensation Committee determined to award each executive officer an additional cash bonus award in recognition of the Company's overachievement of all of the stated financial goals and the completion of the Company's new collaboration agreement with PepsiCo in August 2010. The incremental discretionary cash bonus brought the total cash bonus payout to each executive officer equal to the maximum amount payable under the 2010 Bonus Plan for the individual. Cash bonuses for 2010 performance were paid in February 2011."
- 2011 Corporate Goals were set as:
- Discovery and Development Goals (47.5% of total)
- Implement development of a sucrose enhancer for application in additional beverage fields which has been selected by a collaborator 5%
- Advance a fructose enhancer into development in support of potential future regulatory submission 15%
- Complete 2011 research plan for natural sweet enhancers and natural high potency sweetener 7.5%
- Advance new savory flavor ingredients consistent with internal business
- objectives 2.5%
- Complete 2011 salt enhancer research plan 15%
- Select cool flavor ingredient for initial development 2.5%
- Commercialization Goals (20% of total)
- Demonstrate expanded commercial adoption of approved savory flavor ingredients by collaborative partners 5%
- Demonstrate commercial adoption of approved sweet enhancers by Firmenich customers 15%
- Financial Goals (32.5% of total)
- Generate recognized revenue from committed R&D funding, milestone payments, new collaboration revenue or commercial revenue in line with internal business objectives 15%
- Achieve FY2011 net loss within guidance range provided to investment community in Q1 2011 5%
- Achieve 2011 year end cash and investment balance within guidance range provided to investment community in Q1 2011 to support long term business objectives 12.5%
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